================================================================================
                     U.S. SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 10-Q

(Mark One)

[X] Quarterly report under Section 13 or 15(d) of the Securities
    Exchange Act of 1934

    For the quarterly period ended  September 30, 2002
                                    --------------------------------------------

[  ]Transition report under Section 13 or 15(d) of the Exchange Act

    For the transition period from                       to
                                   ---------------------    --------------------

    Commission file number             0-5703
                            ----------------------------------------------------
                             Siebert Financial Corp.
--------------------------------------------------------------------------------
               (Exact Name of Issuer as Specified in its Charter)


            New York                                             11-1796714
-------------------------------                                  -----------
(State or Other Jurisdiction of Incorporation)                (I.R.S. Employer )
                                                              Identification No.

                      885 Third Avenue, New York, NY 10022
--------------------------------------------------------------------------------
                    (Address of Principal Executive Offices)

                                 (212) 644-2400
--------------------------------------------------------------------------------
                (Issuer's Telephone Number, Including Area Code)

--------------------------------------------------------------------------------
              (Former Name, Former Address and Former Fiscal Year,
                         if Changed Since Last Report)

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

Yes     X             No
    --------             --------

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

         Indicate by check mark whether the  registrant  has filed all documents
and reports required to be filed by Section 12,13 or 15(d) of the Securities and
Exchange of 1934 Act subsequent to the  distribution of securities  under a plan
confirmed by a court.

Yes                   No
    ------------         -----------

                      APPLICABLE ONLY TO CORPORATE ISSUERS

         State the number of shares  outstanding of each of the issuer's classes
of common equity,  as of the latest  practicable  date: As of November 13, 2002,
there  were  22,412,067  shares  of Common  Stock,  par  value  $.01 per  share,
outstanding.

         Transitional Small Business Disclosure Format (check one):

Yes                   No       X
    ------------           ---------


<PAGE>



         Unless the context otherwise requires, the "Company" shall mean Siebert
Financial  Corp.  and its wholly owned  subsidiaries  and  "Siebert"  shall mean
Muriel Siebert & Co., Inc., a wholly owned subsidiary of the Company.

         The Company's  quarterly and annual operating results are affected by a
wide  variety of factors  that could  materially  and  adversely  affect  actual
results,   including:   changes  in  general  economic  and  market  conditions,
fluctuations  in volume and prices of  securities,  changes  and  prospects  for
changes in  interest  rates and  demand for  brokerage  and  investment  banking
services, competition within and without the discount brokerage business through
broader services  offerings or otherwise,  competition from electronic  discount
brokerage  firms offering  greater  discounts on  commissions  than the Company,
prevalence  of a flat fee  environment,  decline in  participation  in equity or
municipal  finance  underwritings,  decreased  ticket  volume  in  the  discount
brokerage  industry,  limited  trading  opportunities,  increases  in  expenses,
changes in net capital or other regulatory requirements.

         As a result of these and other  factors,  the  Company  may  experience
material  fluctuations  in future  operating  results on a  quarterly  or annual
basis,  which could  materially  and adversely  affect its  business,  financial
condition,  operating results, and stock price.  Furthermore,  this document and
other documents filed by the Company with the Securities and Exchange Commission
(the "SEC")  contain  certain  forward-looking  statements  with  respect to the
business of the Company. These forward-looking statements are subject to certain
risks and uncertainties, including those mentioned above, which may cause actual
results to differ  significantly  from  these  forward-looking  statements.  The
Company  undertakes  no  obligation  to  publicly  release  the  results  of any
revisions  to these  forward-looking  statements  which  may be made to  reflect
events or  circumstances  after the date  when such  statements  were made or to
reflect the  occurrence of  unanticipated  events.  An investment in the Company
involves  various risks,  including  those  mentioned  above and those which are
detailed from time to time in the Company's SEC filings.



<PAGE>


                         Part I - FINANCIAL INFORMATION

Item 1.  Financial Statements.

Siebert Financial Corp. & Subsidiaries
Consolidated Statements of Financial Condition
Rounded to whole thousands (000)

<TABLE>
<CAPTION>
                                                                                      September 30,    December 31,
                                                                                          2002
                                                                                       (unaudited)         2001
                                                                                     ---------------------------------

<S>                                                                                            <C>              <C>
ASSETS
Cash and cash equivalents                                                                    $22,694          $25,670
Cash equivalents - restricted                                                                  1,300            1,300
Receivable from clearing broker                                                                1,740            1,572
Securities owned, at market value                                                              5,452            6,079
Furniture, equipment and leasehold improvements, net                                           2,594            1,703
Investment in and advances to equity investee                                                  2,156            2,702
Intangibles, net                                                                               2,585            2,250
Prepaid expenses and other assets                                                              1,728              853
Deferred tax asset                                                                               433                -
                                                                                     ---------------------------------
                                                                                             $40,682          $42,129
                                                                                     =================================


LIABILITIES AND STOCKHOLDERS' EQUITY

Securities sold, not yet purchased, at market value                                           $    -          $     4
Deferred tax liability                                                                             -              489
Accounts payable and accrued liabilities                                                       4,682            4,336
                                                                                     ---------------------------------
                                                                                               4,682            4,829
                                                                                     ---------------------------------

Commitments and contingent liabilities

Stockholders' equity:
Common stock,  $.01 par value;  49,000,000  shares  authorized,  22,968,167  and
22,932,047 shares issued and 22,412,067 and 22,389,247
shares outstanding at September 30, 2002 and December 31, 2001, respectively                     229              229
Additional paid-in capital                                                                    17,880           17,796
Retained earnings                                                                             20,673           22,010
Less: 556,100 and 542,800 shares of treasury stock, at cost at September 30, 2002
and December 31, 2001, respectively                                                           (2,782)          (2,735)
                                                                                     ---------------------------------
                                                                                              36,000           37,300
                                                                                     ---------------------------------

                                                                                             $40,682          $42,129
                                                                                     =================================

</TABLE>


                 See notes to consolidated financial statements.

<PAGE>

Siebert Financial Corp. & Subsidiaries
Consolidated Statements of Operations
(unaudited) Rounded to whole thousands (000)
except for per share and number of shares information

<TABLE>
<CAPTION>
                                                                          Three Months Ended               Nine Months Ended
                                                                             September 30,                   September 30,
                                                           -------------------------------------------------------------------------
                                                                     2002               2001              2002          2001
                                                           -------------------------------------------------------------------------

<S>                                                          <C>                 <C>              <C>                  <C>
Revenues:
    Commissions and fees                                     $      4,671        $      5,882       $     14,968        $     20,481
    Investment banking                                                408                 422              1,210               1,522
    Trading profits                                                    92                 243                619                 717
    Income from equity investee                                       397                  78              1,023               1,536
    Interest and dividends                                            129                 349                470               1,135
                                                             -----------------------------------------------------------------------
                                                                    5,697               6,974             18,290              25,391
                                                             -----------------------------------------------------------------------

Expenses:
    Employee compensation and benefits                              2,193                2649              6,772               8,285
    Clearing fees, including floor brokerage                          954                 944              2,823               3,315
    Advertising and promotion                                         915                 475              2,009               2,420
    Communications                                                    568                 685              1,710               2,237
    Occupancy                                                         223                 261                684                 757
    Interest                                                         --                     1                  1                  11
    Other general and administrative                                2,053               1,487              6,550               4,544
                                                             -----------------------------------------------------------------------
                                                                    6,906               6,502             20,549              21,569
                                                             -----------------------------------------------------------------------

Income (loss) before income taxes                                  (1,209)                472             (2,259)              3,822

Provision (benefit) for income taxes                                 (483)                247               (922)              1,764
                                                             -----------------------------------------------------------------------
Net Income (loss)                                            $       (726)       $        225       $     (1,337)       $      2,058
                                                             =======================================================================

Net income (loss) per share of common stock -
    Basic and Diluted                                        $       (.03)       $        .01       $       (.06)       $        .09
Weighted average shares outstanding -
    Basic                                                      22,415,907          22,489,171         22,393,771          22,451,664
Weighted average shares outstanding -
    Diluted                                                    22,415,907          22,731,302         22,393,771          22,721,412

</TABLE>

                 See notes to consolidated financial statements.

<PAGE>



Siebert Financial Corp. & Subsidiaries
Consolidated Statements of Cash Flows
(unaudited) Rounded to whole thousands (000)

<TABLE>
<CAPTION>
                                                                                            Nine Months Ended
                                                                                              September 30,
                                                                                    ----------------------------------
                                                                                          2002             2001
                                                                                    ----------------------------------
<S>                                                                                    <C>               <C>
Cash flows from operating activities:
    Net income (loss)                                                                  ($ 1,337)         $  2,058
    Adjustments to reconcile net income (loss) to net cash (used in) provided by
       operating activities:
       Depreciation and amortization                                                      1,301             1,002
       Income from equity investee                                                       (1,023)           (1,536)

       Changes in operating assets and liabilities:
            Net decrease in securities owned, at market value                               627             2,838
            Net increase in receivable from clearing broker                                (168)           (1,275)
            (Increase) decrease in prepaid expenses and other assets                       (875)              247
            Net (decrease) increase in securities sold, not yet purchased, at
                market value                                                                 (4)               15
            Net change in deferred taxes                                                   (922)               --
            Increase (decrease) in accounts payable and accrued liabilities                 346               355
                                                                                    -----------------------------
       Net cash (used in) provided by operating activities                               (2,055)            3,704
                                                                                    -----------------------------

Cash flows from investing activities:
    Purchase of furniture, equipment and leasehold improvements                          (1,482)             (293)
    Purchase of customer accounts                                                        (1,045)               --
    Net repayments of advances by equity investee                                             3               633
    Distribution from equity investee                                                     1,566
                                                                                    -----------------------------
       Net cash (used in) provided by investing activities                                 (958)              340
                                                                                    -----------------------------

Cash flows from financing activities:
    Proceeds from exercise of options                                                        84                45
    Repurchase of common stock                                                              (47)           (1,694)
                                                                                    -----------------------------
            Net cash provided by (used in) financing activities                              37            (1,649)
                                                                                    -----------------------------

            Net (decrease) increase in cash and cash equivalents                         (2,976)            2,395

Cash and cash equivalents - beginning of period                                          25,670            26,370
                                                                                    -----------------------------

Cash and cash equivalents - end of period                                              $ 22,694          $ 28,765
                                                                                    =============================
Supplemental cash flow disclosures:
    Cash paid for:
       Interest                                                                        $      1          $     11
       Income taxes                                                                    $    404          $    793

</TABLE>


                 See notes to consolidated financial statements.

<PAGE>


Siebert Financial Corp. & Subsidiaries
Notes to Consolidated Financial Statements
Nine Months Ended September 30, 2002 and 2001
(Unaudited)

1.   Organization and Basis of Presentation:

     The  consolidated  financial  statements  include  the  accounts of Siebert
     Financial Corp. (the  "Company") and its wholly owned  subsidiaries  Muriel
     Siebert & Co., Inc. ("Siebert") and Siebert Women's Financial Network, Inc.
     ("WFN").  All material  intercompany  balances  have been  eliminated.  The
     statements  are  unaudited;  however,  in the  opinion of  management,  all
     adjustments  considered necessary to reflect fairly the Company's financial
     position  and  results  of  operations,   consisting  of  normal  recurring
     adjustments, have been included.

     The accompanying  consolidated  financial  statements do not include all of
     the information  and footnote  disclosures  normally  included in financial
     statements  prepared  in  accordance  with  generally  accepted  accounting
     principles.  Accordingly, the statements should be read in conjunction with
     the audited financial statements included in the Company's Annual Report on
     Form 10-K for the year ended  December 31,  2001.  Because of the nature of
     the  Company's  business,  the  results  of  any  interim  period  are  not
     necessarily indicative of results for a full year.

2.   Net Capital:

     Siebert is subject to the Securities and Exchange  Commission's Uniform Net
     Capital Rule (Rule 15c3-1),  which requires the  maintenance of minimum net
     capital.  Siebert has elected to use the alternative  method,  permitted by
     the rule,  which  requires that Siebert  maintain  minimum net capital,  as
     defined, equal to the greater of $250,000 or two percent of aggregate debit
     balances arising from customer  transactions,  as defined. (The net capital
     rule of the New York Stock  Exchange also provides that equity  capital may
     not be withdrawn or cash  dividends  paid if resulting net capital would be
     less than five  percent of  aggregate  debits.) As of  September  30, 2002,
     Siebert had net capital of  approximately  $17,400,000 as compared with net
     capital requirements of $250,000.

3.   Capital Transactions:

     On May 15, 2000,  the board of directors of the Company  authorized a stock
     buy  back  program  of up to one  million  common  shares.  Shares  will be
     purchased from time to time in the open market and in private transactions.
     Through  September  30,  2002,  556,100  shares have been  purchased  at an
     average price of $5.00 per share.

4.   Option Grants:

     During  the  period  ended  September  30,  2002,  the  Company's  Board of
     Directors  granted  options to  officers,  employees  and  directors of the
     Company to  purchase  an  aggregate of  1,145,000  shares of the  Company's
     common stock at exercise  prices ranging from $2.90 to $4.60 per share,  in
     each case, the fair market value on the dates of grant.

5.   Recent Developments

     On April 30,  2002,  Siebert  signed a Strategic  Alliance  Agreement  with
     Intuit Inc.  ("Intuit) to offer a full line of online and  telephone  based
     brokerage   services  to   customers  of  Quicken  and   Quicken.com   (the
     "Alliance").  Pursuant to the  Alliance,  Siebert and Intuit will share the
     revenue from, and certain expenses of, the Alliance. The online product was
     launched on September 16, 2002.  For the quarter  ended and the  nine-month
     period ended  September  30, 2002,  revenues  related to the Alliance  were


<PAGE>

     nominal.  For the quarter ended September 30, 2002, the Company  realized a
     pre-tax loss related to the Alliance of $1.2  million.  For the  nine-month
     period  ended  September  30,  2002,  the Company  realized a pre-tax  loss
     related to the Alliance of $3.5 million,  which included  one-time start-up
     costs of $1.3 million for advisory fees and legal fees in addition to costs
     for the development and marketing of the new product offering.

     On April 30, 2002, Siebert signed a fully disclosed clearing agreement (the
     "Clearing  Agreement") with the Pershing  Division of Donaldson,  Lufkin, &
     Jenrette  Securities  Corporation  ("Pershing").  Pursuant to the  Clearing
     Agreement  and the  Alliance,  Siebert  and Intuit  will  advance  Pershing
     $1,500,000  which  they are  entitled  to  recoup  from  Pershing  in equal
     installments,  without  interest,  over  the  initial  three  years  of the
     Clearing  Agreement.  In addition,  Siebert and Intuit will incur  one-time
     charges aggregating  approximately $485,000 for the setup of the Alliance's
     website and related  matters.  Siebert and Intuit will share equally in the
     advance and the one-time charges.

6.   Account Purchases:

     In May 2002 Siebert  agreed to acquire  certain retail  discount  brokerage
     accounts from  TradeStation  Securities,  Inc. These  accounts,  which were
     transferred  to Siebert on August 2002,  are being  serviced from Siebert's
     Boca Raton  office.  In July  2002,  Siebert  agreed to acquire  the retail
     brokerage accounts of the Boca Raton office of State Discount Brokers, Inc.
     These accounts, which were transferred to Siebert in October 2002, are also
     being serviced from Siebert's Boca Raton office.  As of September 30, 2002,
     the  purchase  price  for  the  customer  accounts  has  been  recorded  in
     "Intangibles" and is being amortized over a three-year period.

7.   New Accounting Standards:

     In June 2001, the Financial Accounting Standards Board ("FASB") issued SFAS
     No. 141, "Business  Combinations."  SFAS No. 141 requires that the purchase
     method of accounting be used for all business combinations  initiated after
     June 30, 2001. This statement  specifies that certain  acquired  intangible
     assets in a business  combination be recognized as assets  separately  from
     goodwill and that existing  intangible assets and goodwill be evaluated for
     these new  separation  requirements.  The adoption of this standard did not
     have a material impact on the Company's  consolidated financial position or
     results of operations.

     In June 2001, the FASB issued SFAS No. 142,  "Goodwill and Other Intangible
     Assets."  SFAS  No.  142  changes  the  accounting  for  goodwill  from  an
     amortization  method  to  an  impairment-only  approach.   Amortization  of
     goodwill,  including goodwill recorded in past business combinations,  will
     cease upon adoption of this statement. In addition, this statement requires
     that goodwill be tested for  impairment at least  annually at the reporting
     unit  level.  The  Company  implemented  SFAS No.  142 on  January 1, 2002.
     Implementation  of this  statement  did not have a  material  impact on the
     Company's consolidated financial position or results of operations.

     In June  2001,  the  FASB  issued  SFAS  No.  143,  "Accounting  for  Asset
     Retirement  Obligations." This statement addresses financial accounting and
     reporting  for  obligations  associated  with the  retirement  of  tangible
     long-lived assets and the associated asset retirement costs. The Company is
     required to implement SFAS No. 143 on January 1, 2003.  Management does not
     expect  this  statement  to  have  a  material   impact  on  the  Company's
     consolidated financial position or results of operations.

     In  August  2001,  the  FASB  issued  SFAS  No.  144,  "Accounting  for the
     Impairment or Disposal of Long-Lived  Assets."  This  statement  supersedes
     SFAS No. 121,  "Accounting for the Impairment of Long-Lived  Assets and for
     Long-Lived  Assets to Be Disposed Of." The statement retains the previously
     existing accounting requirements related to the recognition and measurement
     of the impairment of long-lived  assets to be held and used while expanding
     the measurement requirements of long-lived assets to be disposed of by sale

<PAGE>

     to include discontinued operations. It also expands the previously existing
     reporting  requirements for discontinued  operations to include a component
     of an entity that either has been  disposed of or is classified as held for
     sale.   The  Company   implemented   SFAS  No.  144  on  January  1,  2002.
     Implementation  of this  statement  did not have a  material  impact on the
     Company's consolidated financial position or results of operations.

     In April 2002, the FASB issued SFAS No. 145  "Rescission of FASB Statements
     No.  4, 44 and  64,  Amendment  of  FASB  Statement  No 13,  and  Technical
     Corrections." SFAS No. 145 rescinds SFAS No. 4, "Reporting Gains and Losses
     from Extinguishment of Debt," SFAS No. 64, "Extinguishments of Debt Made to
     Satisfy  Sinking-Fund  Requirements,"  and SFAS  No.  44,  "Accounting  for
     Intangible Assets of Motor Carriers." SFAS No. 145 also amends SFAS No. 13,
     "Accounting for Leases," to eliminate an inconsistency between the required
     accounting for sale-leaseback  transactions and the required accounting for
     certain lease  modifications that have economic effects that are similar to
     sale-leaseback  transactions.  SFAS No.  145  also  amends  other  existing
     authoritative pronouncements to make various technical corrections, clarify
     meanings or describe  their  applicability  under changed  conditions.  The
     provisions  of SFAS No.  145  related to the  rescission  of SFAS No. 4 are
     effective for fiscal years  beginning after May 15, 2002. The provisions of
     SFAS  No.  145  related  to SFAS  No.  13 are  effective  for  transactions
     occurring  after May 15,  2002.  All other  provisions  of SFAS No. 145 are
     effective for financial  statements  issued on or after May 15, 2002. Early
     application  of the  provisions of SFAS No. 145 is encouraged and may be as
     of the  beginning of the fiscal year or as of the  beginning of the interim
     period in which SFAS No. 145 was issued. The Company adopted the provisions
     of SFAS No. 145 during the quarter  ended June 30,  2002.  Adoption of SFAS
     No.  145  did  not  have  a  material  effect  on the  Company's  financial
     condition, results of operations or liquidity.

     In June  2002,  the  FASB  issued  SFAS  No.  146,  "Accounting  for  Costs
     Associated  with Exit or  Disposal  Activities".  Under  SFAS  146,  a cost
     associated  with an exit or  disposal  activity  shall  be  recognized  and
     measured  initially at its fair value in the period in which the  liability
     is incurred.  The provisions of SFAS No. 146 shall be effective for exit or
     disposal activities initiated after December 31, 2002.  Management does not
     expect  this  statement  to  have  a  material   impact  on  the  Company's
     consolidated financial position or results of operations.

8.   Siebert Brandford Shank & Co., LLC:

     Summarized  financial  data  (presented in thousands) of Siebert  Brandford
     Shank & Co., LLC,  ("SBS") as of and for the nine months ended September 30
     is as follows. Siebert holds a 49% ownership interest in SBS.

                                                         2002            2001
                                                         ----            ----

     Total assets                                       $8,766           $5,960
     Total liabilities, including subordinated
      liabilities of $1,200                             $4,754           $2,221
     Total members' capital                             $4,012           $3,739
     Total revenues                                     $8,850           $9,127
     Net income                                         $2,087           $3,134

     Siebert  charged SBS  $180,000  during each period for rent and general and
     administrative  services,  which Siebert believes  approximates the cost of
     furnishing such services.

     Siebert's share of  undistributed  earnings from SBS amounted to $1,573,000
     and $1,440,000 at September 30, 2002 and 2001 respectively.


<PAGE>

9.   Commitments and Contingent Liabilities:

     The Company is involved in various  routine  lawsuits of a nature deemed by
     the Company  customary and  incidental  to its business.  In the opinion of
     management,  the  ultimate  disposition  of such  actions  will  not have a
     material adverse effect on its financial position or results of operations.

     Pursuant to the Clearing  Agreement  and the  Alliance,  Siebert and Intuit
     will advance  Pershing  $1.5 million which they are entitled to recoup from
     Pershing in equal  installments,  without interest,  over the initial three
     years of the Clearing Agreement. In addition, Siebert and Intuit will incur
     one-time charges  aggregating  approximately  $485,000 for the setup of the
     Alliance's  website  and  related  matters.  Siebert  and Intuit will share
     equally in the advance and the one-time charges.  As of September 30, 2002,
     the  advance  and  one-time  charges  have  not been  billed  by or paid to
     Pershing (see Note 4).

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

         This  discussion  should  be read in  conjunction  with  the  Company's
audited  and the  unaudited  Consolidated  Financial  Statements  and the  Notes
thereto contained elsewhere in this Quarterly Report.

         Statements in this "Management's Discussion and Analysis" and elsewhere
in this document,  as well as oral statements that may be made by the Company or
by  officers,  directors or  employees  of the Company  acting on the  Company's
behalf,  that are not  statements  of  historical  or  current  fact  constitute
"forward  looking  statements"  within  the  meaning of the  Private  Securities
Litigation Reform Act of 1995. Such forward looking statements involve risks and
uncertainties  and known and unknown factors that could cause the actual results
of the Company to be materially  different from the  historical  results or from
any future  results  expressed  or implied by such forward  looking  statements,
including,   without   limitation:   changes  in  general  economic  and  market
conditions,  fluctuations  in volume  and  prices  of  securities,  changes  and
prospects for changes in interest  rates and demand for brokerage and investment
banking services, competition within and without the discount brokerage business
through broader  services  offerings or otherwise,  competition  from electronic
discount  brokerage  firms offering  greater  discounts on commissions  than the
Company,  prevalence  of a flat fee  environment,  decline in  participation  in
equity  or  municipal  finance  underwritings,  decreased  ticket  volume in the
discount  brokerage  industry,  limited  trading  opportunities,   increases  in
expenses and changes in net capital or other regulatory requirements.

Critical Accounting Policies

         The  Company  generally  follows  accounting  policies  standard in the
brokerage  industry and believes  that its  policies  appropriately  reflect its
financial position and results of operations.  Management has identified the use
of "Estimates" as its critical policy. The estimates relate primarily to revenue
and  expense  items in the normal  course of  business  as to which the  Company
receives no  confirmations,  invoices,  or other  documentation  at the time the
books are closed for a period. The Company uses its best judgment,  based on its
knowledge of revenue transactions and expenses incurred, to estimate the amounts
of  such  revenue  and  expense.  The  Company  is not  aware  of  any  material
differences  between the  estimates  used in closing its books for the last five
years and the actual amounts of revenue received and expenses  incurred when the
Company  subsequently  receives  the  actual  confirmations,  invoices  or other
documentation.  Estimates  are also  used in  determining  the  useful  lives of
tangible and intangible  assets, and the fair market value of intangible assets.
Management believes that its estimates are reasonable.

Business Environment

         The bear market  continued  unabated  through the third quarter and saw
the averages break through their September 11, 2001 lows.  Recent  corporate and
accounting  scandals  also have taken a toll on the public's  confidence  in the
reliability of corporate  information and the result has been a lack of interest

<PAGE>

in buying stocks. Competition in the brokerage industry remains intense although
many of  Siebert's  competitors  have  been  consolidated  or have  gone  out of
business.

         The  Company,  like other  securities  firms,  is directly  affected by
general  economic and market  conditions  including  fluctuations  in volume and
prices of  securities,  changes and prospects for changes in interest  rates and
demand for brokerage and investment  banking  services,  all of which can affect
the Company's  relative  profitability.  In periods of reduced market  activity,
profitability  is likely to be  adversely  affected  because  certain  expenses,
including  salaries  and related  costs,  portions of  communications  costs and
occupancy  expenses remain relatively fixed.  Earnings,  or loss, for any period
should not be considered representative of any other period.

Recent Developments

         In May 2002 Siebert agreed to acquire certain retail discount brokerage
accounts  from  TradeStation   Securities,   Inc.  These  accounts,  which  were
transferred  to Siebert in August 2002,  are being  serviced from Siebert's Boca
Raton  office.  In July 2002,  Siebert  agreed to acquire  the retail  brokerage
accounts  of the  Boca  Raton  office  of State  Discount  Brokers,  Inc.  These
accounts,  which were  transferred  to Siebert in October  2002,  are also being
serviced  from  Siebert's  Boca Raton  office.  As of September  30,  2002,  the
purchase price for the customer  accounts has been recorded in "Intangibles" and
will be amortized over a three-year period.

         On April 30, 2002,  Siebert signed a Strategic  Alliance Agreement with
Intuit  Inc.  ("Intuit)  to offer a full  line of  online  and  telephone  based
brokerage  services to customers of Quicken and  Quicken.com  (the  "Alliance").
Pursuant to the Alliance,  Siebert and Intuit will share the revenue  from,  and
certain expenses of, the Alliance.  The online product was launched on September
16, 2002 and as a result of the market  conditions,  new account  openings  have
been slower than expected.  Management is monitoring the results of the Alliance
and will reduce costs if  appropriate.  For the quarter ended and the nine-month
period ended September 30, 2002,  revenues related to the Alliance were nominal.
For the quarter ended  September 30, 2002,  the Company  realized a pre-tax loss
related the Alliance of $1.2 million. For the nine- month period ended September
30,  2002,  the Company  realized a pre-tax loss related to the Alliance of $3.5
million,  which  included  one-time  start-up costs of $1.3 million for advisory
fees and legal fees in addition to costs for the  development  and  marketing of
the new product offering.

         On April 30, 2002,  Siebert signed a fully disclosed clearing agreement
(the "Clearing  Agreement") with the Pershing  Division of Donaldson,  Lufkin, &
Jenrette Securities Corporation ("Pershing"). Pursuant to the Clearing Agreement
and the  Alliance,  Siebert and Intuit will advance  Pershing $1.5 million which
they are  entitled  to  recoup  from  Pershing  in equal  installments,  without
interest,  over the initial three years of the Clearing Agreement.  In addition,
Siebert  and  Intuit  will  incur  one-time  charges  aggregating  approximately
$485,000 for the setup of the Alliance's  website and related  matters.  Siebert
and Intuit will share  equally in the advance and the  one-time  charges.  As of
September 30, 2002, the advance and one-time  charges have not been billed by or
paid to Pershing.

         On May 15, 2000,  the board of directors of the Company  authorized the
repurchase of up to 1,000,000 shares of the Company's common stock.  Shares will
be purchased  from time to time, in the  discretion of the Company,  in the open
market and in private  transactions.  Through September 30, 2002, 556,100 shares
have been purchased at an average price of $5.00 per share.  The Company intends
to continue acquiring shares pursuant to its stock repurchase program based upon
the price of the stock and in accordance with applicable rules and regulations.

Results of Operations

         The Company  believes that its core business is performing  well, given
the current  difficult  business  environment  for discount and online  brokers.
Excluding the loss of $1.2 million  attributable to the Alliance and the loss of
$400,000  generated by WFN, the Company would have been profitable for the three
months ended September 30, 2002.


<PAGE>

         The Company's results of operations for the three and nine months ended
September 30, 2002 have been reduced by the  investment in the Alliance that the
Company believes  provides a significant  long-term  growth  opportunity for the
Company.  To date, all amounts invested by the Company in the Alliance have been
recorded  as a  current  expense.  The  Company  expects  that  development  and
marketing  costs over the next 12 months  relating to the  Alliance  will exceed
revenues generated by the Alliance, which may result in losses for the Company.

         The Company has reduced  expenses in its WFN  subsidiary  for the three
and  nine-month  periods  ended  September  30,  2002 by $26,000  and  $495,000,
respectively,  over the same periods in 2001. These expense reductions  occurred
primarily in the  "Advertising  and  Promotion",  "Communication"  and "Employee
Salaries and  Benefits"  expense  categories.  The Company is continuing to make
reductions in the expenses of WFN.

Three Months Ended  September 30, 2002 Compared to Three Months Ended
September 30, 2001

         Total revenues for the three months ended  September 30, 2002 were $5.7
million, a decrease of $1.3 million, or 18.3% over the same period in 2001.

         Commission and fee income for the three months ended September 30, 2002
was $4.7  million,  a decrease of $1.2  million or 20.6% over the same period in
2001 due to a  substantial  reduction  in  trading  volume as result of the bear
market conditions prevailing during 2002.

         Investment  banking  revenues for the three months ended  September 30,
2002 were  $408,000,  a decrease of $14,000 or 3.3% over the same period in 2001
due to less activity in the new issue market.

         Income from the Company's  equity investee,  Siebert  Brandford Shank &
Co.,  LLC, an entity in which the Company holds a 49% equity  interest  ("SBS"),
for the three months ended September 30, 2002 was $397,000 compared to income of
$78,000,  an  increase of $319,000 or 408.9% from the same period in 2001 due to
increased  activity in the municipal  bond market.  SBS serves as an underwriter
for municipal bond offerings.

         Trading  profits were $92,000 for the three months ended  September 30,
2002,  a decrease  of  $151,000  or 62.2% over the same period in 2001 due to an
overall decrease in trading volume.

         Interest and  dividends  for the three months ended  September 30, 2002
were  $129,000,  a decrease  of  $220,000  or 63.0% over the same period in 2001
primarily due to slightly lower cash balances available for temporary investment
coupled with lower interest rates.

         Total expenses for the three months ended  September 30, 2002 were $6.9
million, an increase of $404,000 or 6.2% over the same period in 2001.

         Employee  compensation  and benefit  costs for the three  months  ended
September 30, 2002 were $2.2  million,  a decrease of $456,000 or 17.2% over the
same period in 2001.  This decrease was primarily due to a decrease in personnel
due to the low trading volumes,  a decrease in commission payouts and a decrease
in discretionary  payments to employees  partially offset by increased personnel
hired during the quarter for the Alliance.

         Clearing and floor  brokerage fees for the three months ended September
30, 2002 were  $954,000,  an increase of $10,000 or 1.0% over the same period in
2001 primarily due to the costs  associated with the Company's  temporary use of
two  clearing  firms  as a  result  of the  Alliance,  partially  offset  by the
decreased volume of trade executions.


<PAGE>

         Advertising and promotion expenses for the three months ended September
30, 2002 were $915,000, an increase of $440,000 or 92.7% over the same period in
2001 due to the increase  advertising  and promotion  expenditures in connection
with the launch of the Alliance.

         Communications  expense for the three months ended  September 30, 2002,
was  $568,000,  a decrease of $117,000 or 17.1% over the same period in 2001 due
primarily to the lower volume of call traffic as a result of low trading volumes
and savings  derived  from the phased  installation  of a new  telephone  system
starting in 2001.

         Occupancy  costs for the three  months  ended  September  30,  2002 was
$223,000,  a decrease of $38,000 or 14.54%  over the same  period in 2001.  This
decrease  was  due  primarily  due to the  closure  of the  Company's  Freemont,
California, branch office.

         Other  general  and  administrative  expenses  were  $2.1  million,  an
increase of $566,000 or 38.0% from the same period in 2001.  This  increase  was
primarily  due to costs  related to the  Alliance  coupled  with the increase in
other general and administrative expense categories including advisory and legal
fees  and  depreciation  and  amortization.  Depreciation  and  amortization,  a
non-cash item,  increased  primarily due to expenses  related to the purchase of
the  accounts of  TradeStation  and State  Discount  Brokers  and the  Company's
purchase of a new Customer Relationship Management system.

         For the three months ended September 30, 2002,  there was a tax benefit
of $483,000 due to the Company's loss before income tax of $1.2 million. For the
three  months  ended  September  30, 2001,  the  provision  for income taxes was
$247,000.

Nine Months Ended September 30, 2002 Compared to Nine Months Ended
September 30, 2001

         Total revenues for the nine months ended  September 30, 2002 were $18.3
million, a decrease of $7.1 million, or 28.0%, over the same period in 2001.

         Commission and fee income for the nine months ended  September 30, 2002
was $15.0  million,  a decrease of $5.5 million or 26.9% over the same period in
2001 due to a  substantial  reduction  in  trading  volume as result of the bear
market conditions prevailing during 2002.

         Investment  banking  revenues for the nine months ended  September  30,
2002 were $1.2 million,  a decrease of $312,000 or 20.5% over the same period in
2001 due to decreased activity in the new issue market.

         Income from the  Company's  equity  investee,  SBS, for the nine months
ended September 30, 2002 was $1.0 million,  compared to income of $1.5 million a
decrease of $500,000 for the nine months ended  September 30, 2001 primarily due
to a decrease in  offerings  for which SBS served as senior  manager,  partially
offset by an increase in offerings for which SBS served as a co-manager.

         Trading  profits  for the nine  months  ended  September  30, 2002 were
$619,000,  a decrease of $98,000 or 13.7% over the same period in 2001 due to an
overall decrease in transactional volume.

         Interest and  dividends  for the nine months ended  September  30, 2002
were  $470,000,  a decrease  of  $665,000  or 58.6% over the same period in 2001
primarily due to lower cash balances available for temporary  investment coupled
with lower interest rates.

         Total expenses for the nine months ended  September 30, 2002 were $20.5
million, a decrease of $1.0 million or 4.7% over the same period in 2001.


<PAGE>

         Employee  compensation  and  benefit  costs for the nine  months  ended
September  30, 2002 were $6.8  million,  a decrease of $1.5 million or 18.3 over
the same  period in 2001.  This  decrease  was  primarily  due to a decrease  in
personnel due to the low trading volumes, a decrease in commission payouts and a
decrease in  discretionary  payments to employees  partially offset by increased
personnel hired during the period for the Alliance.

         Clearing and floor  brokerage fees for the nine months ended  September
30, 2002 were $2.8 million, a decrease of $492,000 or 14.8% over the same period
in 2001 primarily due to the decreased volume of trade executions.

         Advertising and promotion  expenses for the nine months ended September
30, 2002 were $2.0 million, a decrease of $411,000 or 17.0% over the same period
in 2001 due to decreased  advertising and promotion  expenditures by the Company
that were  offset,  in part,  by an increase  in  promotional  expenses  for the
Alliance.

         Communications expense for the nine months ended September 30, 2002 was
$1.7  million,  a decrease of $527,000 or 23.6% over the same period in 2001 due
primarily to the lower volume of call traffic as a result of low trading volumes
and savings  derived  from the phased  installation  of a new  telephone  system
during 2001.

         Occupancy  costs  for the nine  months  ended  September  30,  2002 was
$684,000,  a  decrease  of $73,000  or 9.6% over the same  period in 2001.  This
decrease was due primarily to the closure of the Company's Freemont, California,
branch office,  as well as the consolidation of office space in New York City as
a result of taking additional office space in Jersey City, New Jersey.

         Other  general  and  administrative  expenses  were  $6.5  million,  an
increase of $2.0  million or 44.2% over the same period in 2001.  This  increase
was  primarily  the result of the  one-time  start-up  costs of $1.3 million for
advisory and legal fees  incurred in  connection  with the Alliance and costs of
for the  development  of the full line of online and telephone  based  brokerage
services  pursuant to the  Alliance  to  customers  of Quicken  and  Quicken.com
coupled with an increase in other general and administrative  expense categories
including  legal  fees  and  depreciation  and  amortization.  Depreciation  and
amortization,  a non-cash item,  increased  primarily due to the purchase of the
accounts of  TradeStation  and State  Discount  Brokers,  Inc. and the Company's
purchase of a new Customer Relationship Management system.

         For the nine months ended  September 30, 2002,  there was a tax benefit
of $922,000 due to the Company's loss before income tax of $2.3 million. For the
nine months ended  September  30, 2001,  the provision for income taxes was $1.8
million.

Liquidity and Capital Resources

         The Company's assets are highly liquid,  consisting  generally of cash,
money market funds and  marketable  securities.  The  Company's  total assets at
September 30, 2002 were $40.7 million. As of that date, $29.9 million, or 73.5%,
of total assets were regarded by the Company as highly liquid.

         Siebert is subject to the net capital requirements of the SEC, the NYSE
and other regulatory  authorities.  At September 30, 2002,  Siebert's regulatory
net capital was $17.4  million,  $17.2 million in excess of its minimum  capital
requirement of $250,000.

         Pursuant to the Clearing Agreement and the Alliance, Siebert and Intuit
will  advance  Pershing  $1.5  million  which they are  entitled  to recoup from
Pershing in equal installments,  without interest,  over the initial three years
of the Clearing Agreement.  In addition,  Siebert and Intuit will incur one-time
charges  aggregating  approximately  $485,000  for the  setup of the  Alliance's
website  and  related  matters.  Siebert  and Intuit  will share  equally in the
advance and the  one-time  charges.  As of September  30, 2002,  the advance and

<PAGE>

one-time  charges have not been billed by or paid to Pershing.  Development  and
marketing  costs for the next 12 months for the  Alliance are expected to exceed
revenues  generated  from the new  accounts,  which may result in losses for the
Company.  The Company  also intends to acquire  additional  shares of its common
stock pursuant to its share buy back program.

         Siebert has entered  into a Secured  Demand Note  Collateral  Agreement
with SBS under which it is obligated to lend to SBS up to $1.2 million  pursuant
to a secured promissory note on a subordinated basis. Amounts pledged by Siebert
under  the  facility  are  reflected  on the  Company's  balance  sheet as "cash
equivalents - restricted".  SBS pays Siebert interest on this amount at the rate
of 10% per annum.  The facility expires on August 31, 2004, at which time SBS is
obligated  under the  terms of the  facility  to repay to  Siebert  any  amounts
borrowed.

Impact of Inflation

         General inflation in the economy increases  operating  expenses of most
businesses.  The Company has provided  compensation  increases generally in line
with the inflation rate and incurred higher prices for goods and services. While
the Company is subject to inflation as described above, management believes that
inflation  currently does not have a material effect on the Company's  operating
results,  but there can be no assurance  that this will continue to be so in the
future.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

         Working capital is generally temporarily invested in dollar denominated
money market funds and overnight certificates of deposits. These investments are
not subject to material  changes in value due to interest  rate  movements.  The
Company also invests in certain short-term  municipal bonds, the values of which
may fluctuate during the period they are held by the Company.

         In the normal course of its business,  Siebert enters into transactions
in various financial instruments with off-balance sheet risk. This risk includes
both market and credit risk, which may be in excess of the amounts recognized in
the Company's  financial  statements.  Retail customer  transactions are cleared
through clearing brokers on a fully disclosed basis. If customers do not fulfill
their  contractual  obligations,  the clearing broker may charge Siebert for any
loss  incurred  in  connection  with  the  purchase  or  sale of  securities  at
prevailing  market  prices  to  satisfy  the  customers'  obligations.   Siebert
regularly monitors the activity in its customer accounts for compliance with its
margin  requirements.  Siebert  is  exposed  to the  risk of  loss on  unsettled
customer  transactions  if  customers  and other  counter  parties are unable to
fulfill their contractual obligations.

Item 4.  Controls and Procedures

         Within 90 days of the date of this report an  evaluation  was performed
by the Company under the supervision and with the  participation  of management,
including the President of the Company,  of the  effectiveness of the design and
operation of the Company's  disclosure  controls and  procedures.  Based on that
evaluation,  the Company's management,  including the President,  concluded that
the  Company's  disclosure  controls  and  procedures  are  effective  in timely
alerting them to material  information  relating to the Company that is required
to be  included  in the  Company's  periodic  filings  with the  Securities  and
Exchange  Commission.  There have been no  significant  changes in the Company's
internal  controls or in other  factors  that could  significantly  affect those
internal controls subsequent to the date the Company carried out its evaluation.


<PAGE>

                           Part II - OTHER INFORMATION

Item 1.  Legal Proceedings

         The Company is involved in various routine  lawsuits of a nature deemed
by the Company  customary  and  incidental  to its  business.  In the opinion of
management,  the ultimate  disposition  of such actions will not have a material
adverse effect on its financial position or results of operations.

Item 2.  Changes in Securities and Use of Proceeds
         -----------------------------------------

         None

Item 3.  Defaults Upon Senior Securities
         -------------------------------

         None

Item 4.  Submission of Matters to a Vote of Security Holders
         ---------------------------------------------------

         None

Item 5.  Other Information
         -----------------

         None

Item 6.  Exhibits and Reports on Form 8-K
         --------------------------------

         (a)      Exhibits.

                      99.1  Certificaton of Periodical Financial Report under
                            Section 906 of Sarbanes-Oxley Act of 2002

          (b)     Reports on Form 8-K.

                           None


<PAGE>

                                   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.

<TABLE>
<CAPTION>
                 Name                                 Title                                Date
                 ----                                 -----                                ----

<S>                                  <C>                                             <C>
/s/Muriel F. Siebert                                                                 November 14, 2002
-------------------------------      Chairwoman,   President  and  Director
Muriel F. Siebert                    (principal   executive   officer   and
                                     principal   financial  and  accounting
                                     officer)

</TABLE>



<PAGE>

CERTIFICATIONS

I, Muriel F. Siebert,  the principal  executive officer and principal  financial
and accounting officer of the registrant, certify that:

1.   I have reviewed  this  quarterly  report on Form 10-Q of Siebert  Financial
     Corp.;

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

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

4.   I am responsible for establishing and maintaining  disclosure  controls and
     procedures  (as  defined in Exchange  Act Rules  13a-14 and 15d-14) for the
     registrant and I have:

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

     b.)  evaluated the  effectiveness of the registrant's  disclosure  controls
          and procedures as of a date within 90 days prior to the filing date of
          this quarterly report (the "Evaluation Date"); and

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

5.   I have disclosed,  based on my most recent evaluation,  to the registrant's
     auditors and the audit committee of the registrant's board of directors (or
     persons performing the equivalent function):

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

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

6.   I have  indicated  in this  quarterly  report  whether  or not  there  were
     significant  changes in internal  controls or in other  factors  that could
     significantly  affect internal  controls  subsequent to the date of my most
     recent review  evaluation,  including any corrective actions with regard to
     significant deficiencies and material weaknesses.


Date: November 14, 2002       Signature: /s/ Muriel F. Siebert
                                         ---------------------
                              Name:      Muriel F. Siebert
                              Title:     Chairwoman and President (principal
                                         executive officer and financial and
                                         accounting officer)