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**UNITED STATESSECURITIES AND EXCHANGE COMMISSION** Washington, D.C. 20549

FORM 10-QSB

(Mark One)

xQUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
  OF 1934 
  For the quarter ended May 31, 2002

 ̈TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
  OF 1934
  For the transition period from __________ to __________

Commission File No. 000-50103

24 HOUR AUCTION INC.
  (Name of Small Business Issuer in its Charter)

|Delaware                                | 71-911780705                        
|--------------------------------------- | ------------------------------------
|(State or other jurisdiction of         | (I.R.S. Employer Identification No.)
|incorporation or organization)          |                                     
|                                        |                                     
|**2009 CRON ST**                        |                                     
|**BELLINGHAM WA**                       | 98225                               
|(Address of principal executive office) | (Zip Code)                          

(360) 647-3170
  (Issuer's telephone number)

None 
  (Former Name or Former Address, if changed since last Report)

Check whether the issuer (1) 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 issuer was required
  to file such reports), and (2) has been subject to such filing requirements
  for the past 90 days  ̈   Yes ̈  
  No

State the number of shares outstanding of each of the issuer's
  classes of common stock, as of the latest practicable date:11,980,000 shares of common stock outstanding as of January 31 , 2004.

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PART 1 - FINANCIAL INFORMATION

Item 1.     Financial Statements



2

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24 HOUR AUCTION, INC.(A Development Stage Company)

FINANCIAL STATEMENTS

MAY 31, 2002(Unaudited)
  (Stated in U.S. Dollars)



F-1

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24 HOUR AUCTION, INC.(A Development Stage Company)

BALANCE SHEET(Unaudited)(Stated in U.S. Dollars)

|                                                                |   | MAY 31      |   |   | AUGUST 31 |  
|--------------------------------------------------------------- | - | ----------- | - | - | --------- | -
|                                                                |   | 2002        |   |   | 2001      |  
|                                                                |   | (Unaudited) |   |   | (Audited) |  
|                                                                |   |             |   |   |           |  
|ASSETS                                                          |   |             |   |   |           |  
|                                                                |   |             |   |   |           |  
|Current                                                         |   |             |   |   |           |  
|Cash                                                            | $ | 1,917       |   | $ | 39,582    |  
|Prepaid expenses                                                |   | 5,000       |   |   | 5,000     |  
|                                                                |   | 6,917       |   |   | 44,582    |  
|                                                                |   |             |   |   |           |  
|Capital Assets, net                                             |   | 1,354       |   |   | 2,332     |  
|                                                                |   |             |   |   |           |  
|                                                                | $ | 8,271       |   | $ | 46,914    |  
|                                                                |   |             |   |   |           |  
|LIABILITIES                                                     |   |             |   |   |           |  
|                                                                |   |             |   |   |           |  
|Current                                                         |   |             |   |   |           |  
|Accounts payable                                                | $ | 2,490       |   | $ | 2,490     |  
|Related party payable                                           |   | 19,000      |   |   | 3,000     |  
|                                                                |   | 21,490      |   |   | 5,490     |  
|                                                                |   |             |   |   |           |  
|SHAREHOLDERS' EQUITY (DEFICIENCY)                               |   |             |   |   |           |  
|                                                                |   |             |   |   |           |  
|Share Capital(Note 5)                                           |   |             |   |   |           |  
|Authorized:                                                     |   |             |   |   |           |  
|80,000,000
      common shares, par value $0.0001 per share     |   |             |   |   |           |  
|20,000,000
      preferred shares, par value $0.0001 per share  |   |             |   |   |           |  
|                                                                |   |             |   |   |           |  
|Issued and outstanding:                                         |   |             |   |   |           |  
|11,292,000
      common shares at May 31, 2002 and              |   |             |   |   |           |  
|10,980,000
      common shares at August 31, 2001               |   | 1,129       |   |   | 1,098     |  
|                                                                |   |             |   |   |           |  
|Add: Share subscriptions received
       312,000 common shares |   |             |   |   |           |  
|at August
      31, 2001                                        |   | -           |   |   | 31        |  
|                                                                |   |             |   |   |           |  
|Additional paid-in capital                                      |   | 70,371      |   |   | 70,371    |  
|                                                                |   |             |   |   |           |  
|Deficit Accumulated During The Development Stage                |   | (84,719     | ) |   | (30,076   | )
|                                                                |   | (13,219     | ) |   | 41,424    |  
|                                                                | $ | 8,271       |   | $ | 46,914    |  

F-2

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24 HOUR AUCTION, INC.(A Development Stage Company)

STATEMENT OF OPERATIONS(Unaudited)(Stated in U.S. Dollars)

|                          |   |                    |   |   |                   |   |   |            |   |   |            |   |   | INCEPTION    | 
|------------------------- | - | ------------------ | - | - | ----------------- | - | - | ---------- | - | - | ---------- | - | - | ------------ | 
|                          |   |                    |   |   |                   |   |   |            |   |   |            |   |   | SEPTEMBER 21 | 
|                          |   | THREE MONTHS ENDED |   |   | NINE MONTHS ENDED |   |   | 1999 TO    |  
|                          |   | MAY 31             |   |   | MAY 31            |   |   | MAY 31     |  
|                          |   | 2002               |   |   | 2001              |   |   | 2002       |   |   | 2001       |   |   | 2002         | 
|                          |   |                    |   |   |                   |   |   |            |   |   |            |   |   |              | 
|Expenses                  |   |                    |   |   |                   |   |   |            |   |   |            |   |   |              | 
|Lease expense             | $ | -                  |   | $ | -                 |   | $ | -          |   | $ | 250        |   | $ | 3,000        | 
|Filing and transfer       |   |                    |   |   |                   |   |   |            |   |   |            |   |   |              | 
|agent
      fees          |   | 2,361              |   |   | 250               |   |   | 4,063      |   |   | 603        |   |   | 6,193        | 
|Professional              |   |                    |   |   |                   |   |   |            |   |   |            |   |   |              | 
|expenses                  |   | 15,000             |   |   | -                 |   |   | 45,000     |   |   | 5,500      |   |   | 64,050       | 
|Organization              |   |                    |   |   |                   |   |   |            |   |   |            |   |   |              | 
|expense                   |   | -                  |   |   | -                 |   |   | -          |   |   | -          |   |   | 2,000        | 
|Website                   |   |                    |   |   |                   |   |   |            |   |   |            |   |   |              | 
|maintenance               |   | -                  |   |   | -                 |   |   | -          |   |   | 132        |   |   | 132          | 
|Depreciation              |   | 326                |   |   | 326               |   |   | 978        |   |   | 972        |   |   | 3,153        | 
|General and               |   |                    |   |   |                   |   |   |            |   |   |            |   |   |              | 
|administrative            |   | 125                |   |   | 26                |   |   | 4,602      |   |   | 1,412      |   |   | 6,112        | 
|Office supplies           |   | -                  |   |   | -                 |   |   | -          |   |   | -          |   |   | 79           | 
|                          |   |                    |   |   |                   |   |   |            |   |   |            |   |   |              | 
|Net Loss For The Period   | $ | 17,812             |   | $ | 602               |   | $ | 54,643     |   | $ | 8,869      |   | $ | 84,719       | 
|                          |   |                    |   |   |                   |   |   |            |   |   |            |   |   |              | 
|Net Loss Per Share        | $ | (0.01              | ) | $ | (0.01             | ) | $ | (0.01      | ) | $ | (0.01      | ) |   |              | 
|                          |   |                    |   |   |                   |   |   |            |   |   |            |   |   |              | 
|Weighed Average Number Of |   |                    |   |   |                   |   |   |            |   |   |            |   |   |              | 
|Common Shares Outstanding |   | 11,152,957         |   |   | 10,980,000        |   |   | 11,038,286 |   |   | 10,980,000 |   |   |              | 

F-3

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24 HOUR AUCTION, INC.(A Development Stage Company)

STATEMENT OF CASH FLOWS(Unaudited)(Stated in U.S. Dollars)

|                                                           |   | NINE MONTHS ENDED |  
|---------------------------------------------------------- | - | ----------------- | -
|                                                           |   | MAY 31            |  
|                                                           |   | 2002              |  
|                                                           |   |                   |  
|Cash Flows From Operating Activities                       |   |                   |  
|Net loss for the period                                    | $ | (54,643           | )
|                                                           |   |                   |  
|Adjustments To Reconcile Net Loss To Net Cash By Operating |   |                   |  
|Activities                                                 |   |                   |  
|Depreciation                                               |   | 978               |  
|Accounts payable                                           |   | -                 |  
|Related party payable                                      |   | 16,000            |  
|Prepaid expenses                                           |   | -                 |  
|                                                           |   | (37,665           | )
|                                                           |   |                   |  
|Cash Flows From Financing Activities                       |   |                   |  
|Common stock issued                                        |   | 52,000            |  
|Increase (Decrease) in share subscriptions                 |   | (52,000           | )
|                                                           |   | -                 |  
|Cash Flows From Investing Activity                         |   |                   |  
|Purchase of capital assets                                 |   | -                 |  
|                                                           |   |                   |  
|Increase (Decrease) In Cash                                |   | (37,665           | )
|                                                           |   |                   |  
|Cash, Beginning Of Period                                  |   | 39,582            |  
|                                                           |   |                   |  
|Cash, End Of Period                                        | $ | 1,917             |  

F-4

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24 HOUR AUCTION, INC.(A Development Stage Company)

STATEMENT OF STOCKHOLDER'S EQUITY

MAY 31, 2002(Unaudited) 
  (Stated in U.S. Dollars)

|                                             |              |  |   |             |  |   |            |  |   | DEFICIT     |   |   |         |  
|-------------------------------------------- | ------------ |  | - | ----------- |  | - | ---------- |  | - | ----------- | - | - | ------- | -
|                                             | COMMON STOCK |  |   | ACCUMULATED |  |   |            | 
|                                             | NUMBER       |  |   |             |  |   | ADDITIONAL |  |   | DURING THE  |   |   |         |  
|                                             | OF           |  |   |             |  |   | PAID-IN    |  |   | DEVELOPMENT |   |   |         |  
|                                             | SHARES       |  |   | AMOUNT      |  |   | CAPITAL    |  |   | STAGE       |   |   | TOTAL   |  
|                                             |              |  |   |             |  |   |            |  |   |             |   |   |         |  
|Issuance of common shares September 29, 1999 | 10,980,000   |  | $ | 1,098       |  | $ | 18,402     |  | $ | -           |   | $ | 19,500  |  
|                                             |              |  |   |             |  |   |            |  |   |             |   |   |         |  
|Loss for the period                          | -            |  |   | -           |  |   | -          |  |   | (15,483     | ) |   | (15,483 | )
|                                             |              |  |   |             |  |   |            |  |   |             |   |   |         |  
|Balance, August 31, 2000                     | 10,980,000   |  |   | 1,098       |  |   | 18,402     |  |   | (15,483     | ) |   | 4,017   |  
|                                             |              |  |   |             |  |   |            |  |   |             |   |   |         |  
|Common share subscriptions received          | 312,000      |  |   | 31          |  |   | 51,969     |  |   | -           |   |   | 52,000  |  
|                                             |              |  |   |             |  |   |            |  |   |             |   |   |         |  
|Loss for the period                          | -            |  |   | -           |  |   | -          |  |   | (14,593     | ) |   | (14,593 | )
|                                             |              |  |   |             |  |   |            |  |   |             |   |   |         |  
|Balance, August 31, 2001                     | 11,292,000   |  |   | 1,129       |  |   | 70,371     |  |   | (30,076     | ) |   | 41,424  |  
|                                             |              |  |   |             |  |   |            |  |   |             |   |   |         |  
|Loss for the period                          | -            |  |   | -           |  |   | -          |  |   | (54,643     | ) |   | (54,643 | )
|                                             |              |  |   |             |  |   |            |  |   |             |   |   |         |  
|Balance, May 31, 2002                        | 11,292,000   |  | $ | 1,129       |  | $ | 70,371     |  | $ | (84,719     | ) | $ | (13,219 | )

F-5

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24 HOUR AUCTION, INC.(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

MAY 31, 2002(Unaudited)(Stated in U.S. Dollars)

|1. | ORGANIZATION AND DESCRIPTION OF BUSINESS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|   | 24 Hour Auction, Inc. (herein after "the
        Company") was incorporated in September 1999, under the laws of the State
        of Delaware, primarily for the purpose of auctioning goods and services
        via the internet.                                                                                                                                                                                                                                                                                      
|  
|   | In November 1999, the Company established
        its website, Bidmonkey.com, which is expected to auction goods and services
        that are geographically targeted. 24 Hour Auction, Inc. is in the development
        stage and, at May 31, 2002, has not realized any revenues from planned
        operations.                                                                                                                                                                                                    
|  
|2. | SIGNIFICANT ACCOUNTING POLICIES                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|  
|   | This summary of significant accounting
        policies is presented to assist in understanding the Company's financial
        statements. The financial statements and notes are representations of
        the Company's management, which is responsible for their integrity and
        objectivity. These accounting policies conform to accounting principles
        generally accepted in the United States of America and have been consistently
        applied in the preparation of the financial statements.
|  
|   | a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|  
|   | b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           

F-6

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24 HOUR AUCTION, INC.(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

MAY 31, 2002(Unaudited)(Stated in U.S. Dollars)

|2. | SIGNIFICANT ACCOUNTING POLICIES(Continued)
|-- | ------------------------------------------
|  
|   | c)                                        
|  
|   |                                           
|  
|   | d)                                        
|  
|   |                                           
|  
|   | e)                                        
|  
|   |                                           
|  
|   | f)                                        
|  
|   |                                           
|  
|   | g)                                        
|  
|   |                                           
|  
|   | h)                                        
|  
|   |                                           

F-7

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24 HOUR AUCTION, INC.(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

MAY 31, 2002(Unaudited)(Stated in U.S. Dollars)

|2. | SIGNIFICANT ACCOUNTING POLICIES(Continued)
|-- | ------------------------------------------
|  
|   | h)                                        
|  
|   |                                           
|  
|   | i)                                        
|  

| |    | In March 1995, the Financial Accounting Standards
        Board issued Statement SFAS No. 121  "Accounting for Impairment
        of Long-Lived Assets". In complying with this standard, the Company reviews
        its long-lived assets quarterly to determine if any events or changes
        in circumstances have transpired which indicate that the carrying value
        of its assets may not be recoverable. The Company determines impairment
        by comparing the undiscounted future cash flows estimated to be generated
        by its assets to their respective carrying amounts.
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |    | The Company does not believe any adjustments are
        needed to the carrying value of its assets at May 31, 2002.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|
| | j) | Revenue Recognition                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|
| |    | Revenues and cost of revenues will be recognized
        when services and products are furnished or delivered. At May 31, 2002,
        no revenues were realized or recognized by the Company.                                                                                                                                                                                                                                                                                                                                                                                                          
|
| | k) | Income Taxes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|
| |    | At May 31, 2002, the Company had an accumulated
        net operating loss of $84,719 since its inception in September 1999. No
        provision for taxes or tax benefit has been reported in the financial
        statements, as there is not a measurable means of assessing future profits
        or losses.                                                                                                                                                                                                                                                                                       
|
| | l) | Basic and Diluted Loss Per Share                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|
| |    | Net loss per share was computed by dividing the
        net loss by the weighted average number of shares outstanding during the
        period. The weighted average number of shares was calculated by taking
        the number of shares outstanding and weighting them by the amount of time
        that they were outstanding. Basic and diluted loss per share were the
        same as there were no common stock equivalents outstanding at May 31,
        2002.                                                                                                                               

F-8

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24 HOUR AUCTION, INC.(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

MAY 31, 2002(Unaudited)(Stated in U.S. Dollars)

|2. | SIGNIFICANT ACCOUNTING POLICIES(Continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|   | m)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|  
|3. | PROPERTY AND EQUIPMENT                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|  
|   | The Company has capitalized the costs
        to build its website and is depreciating those costs over three years
        using the straight-line method. In addition, the Company purchased computer
        equipment which will be depreciated over five years using the straight-line
        method. In the future, the Company will review those assets for impairment
        on a quarterly basis by comparing the estimated undiscounted future cash
        flows to their respective carrying amounts.
|  
|   | Depreciation expense for the nine months
        ended May 31, 2002 was $978.                                                                                                                                                                                                                                                                                                                                                                                                                                      
|  
|4. | RELATED PARTY TRANSACTION                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|  
|   | The Company is the lessor of office space
        and computers under an operating lease for $250 per month. The space and
        computers are leased from a related party. This lease expired in September
        2000.                                                                                                                                                                                                                                                                                        

F-9

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24 HOUR AUCTION, INC.(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

MAY 31, 2002(Unaudited)(Stated in U.S. Dollars)

|5. | SHARE CAPITAL                                                                                                                                                                                                                                                              
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|   | On April 22, 2002, the Company effected a three
        for one stock split of its common stock. All common share as per common
        share information in the accompanying financial statements and related
        notes have been restated to reflect the stock split.

F-10

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Item 2.     Management's Discussion
  and Analysis or Plan of Operation

On May 31, 2002, The Company had an accumulated deficit of
  $84,719

The Company continues to develop a word of mouth referral
  system along with other conventional marketing strategies.

Item 3.     Controls and Procedures

Disclosure Controls and Procedures. The Company's management,
  with the participation of the Company's Chief Executive Officer and Chief Financial
  Officer, has evaluated the effectiveness of the Company's disclosure controls
  and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under
  the Securities Exchange Act of 1934, as amended (the "Exchange Act")) as of
  the end of the period covered by this report. Based on such evaluation, the
  Company's Chief Executive Officer and Chief Financial Officer have concluded
  that, as of the end of such period, the Company's disclosure controls and procedures
  are effective in recording, processing, summarizing and reporting, on a timely
  basis, information required to be disclosed by the Company in the reports that
  it files or submits under the Exchange Act.

Internal Control Over Financial Reporting. There have not
  been any changes in the Company's internal control over financial reporting
  (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange
  Act) during the fiscal quarter to which this report relates that have materially
  affected, or are reasonably likely to materially affect, the Company's internal
  control over financial reporting.

PART II - OTHER INFORMATION

Item 1.     Legal Proceedings

We are not involved in any lawsuits and are not aware of any
  pending litigation.

Item 2.     Changes in Securities
  and Use of Proceeds

None.

Item 6.     Exhibits

The following exhibits are provided with this Quarterly Report:

| | 31.1 | Certification of Chief Executive Officer and
      Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act
      of 2002                                                                       
| | ---- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |      |                                                                                                                                                                                                                  
| | 32.1 | Certification of Chief
        Executive Officer and Chief Financial Officer pursuant to pursuant to
        18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
        Act of 2002

3

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SIGNATURES

In accordance with the Exchange Act, the registrant caused this report to
  be signed on its behalf by the undersigned, thereunto duly authorized.

|                          | **24 Hour Auction Inc.**
|------------------------- | ------------------------
|                          |                         
|Dated: September 17, 2004 | By:                     
|                          |                         
|                          |                         
|                          |                         

4

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