U. S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   FORM 10-QSB

Mark One)

|X| Quarterly Report Under to Section 13 or 15(d) of the Securities Exchange Act
of 1934 For the Quarterly Period Ended June 30, 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. 333-40444

                          BODYGUARD RECORDS. COM, INC.
                -------------------------------------------------
        (Exact Name of Small Business Issuer as Specified in its charter)

       Delaware                                                      22-1637978
--------------------------------------------------------------------------------
(State or Other Jurisdiction of                              (I.R.S. Employer
Incorporation or Organization)                            Identification Number)

                   56 Colfax Avenue, Clifton, New Jersey 07015
                -------------------------------------------------
                    (Address of Principal Executive Offices)

                                 (973) 655-0388
                            ------------------------
                 (Issuer's Telephone Number Including Area Code)

Check  whether the Issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the  registration  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 ISSUES 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 Exchange Act after
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.

                 Common Stock, $.001 Par Value, 1,002,000 shares


<PAGE>


                           BODYGUARD RECORDS.COM, INC.
                                      Index

PART I FINANCIAL INFORMATION

                                                                      PAGE NO.

  ITEM 1.         Financial Statements                                    2

                  Condensed Balance Sheet                                 2

                  Condensed Statement of Operations                       3

                  Condensed Statements of Cash Flow                       4

                  Notes to Condensed Financial Statements                 4

  ITEM 2.         Management's Discussion and Analysis or
                  Plan of Operations                                      5

  ITEM 3.         Control and Procedures                                  5


PART II OTHER INFORMATION

ITEM 5.  Other Information                                                6

ITEM 6.  Exhibits and Reports on Form 8-K                                 7


<PAGE>

                             BODYGUARD RECORDS.COM
                      CONDENSED BALANCE SHEET (UNAUDITED)
                                 JUNE 30, 2002
================================================================================


ASSETS

CURRENT ASSETS:
     Cash                                                            $ 1,592
     Accounts receivable                                              10,935
     Inventory                                                        17,001
                                                           ------------------
          Total Current Assets                                        29,527
                                                           ------------------

FIXED ASSETS                                                           3,786
                                                           ------------------

OTHER ASSETS:
     Security deposit                                                    100
                                                           ------------------
          Total Other Assets                                             100
                                                           ------------------

                                                                    $ 33,413
                                                           ==================

LIABILITIES AND STOCKHOLDERS' DEFICIENCY

CURRENT LIABILITIES:
     Current portion of note payable                               $ 170,000
     Current portion of note payable - related party                 360,000
     Accounts payable and accrued expenses                           157,822
     Accrued interest - related party                                 42,034
                                                           ------------------
                                                           ------------------
          Total Current Liabilities                                  729,856
                                                           ------------------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' DEFICIENCY:
     Preferred stock, $0.01 par value, 2,000,000
      shares authorized, none issued and outstanding                       -
     Common stock, $0.001 par value, 20,000,000
      shares authorized, 900,000 issued and outstanding                  900
     Additional paid-in capital                                      595,700
     Accumulated deficit                                          (1,293,043)
                                                           ------------------
                                                           ------------------
          Total Stockholders' Deficiency                            (696,443)
                                                           ------------------

                                                                    $ 33,413
                                                           ==================

See accompanying notes.


                                       2
<PAGE>


                             BODYGUARD RECORDS.COM
                 CONDENSED STATEMENT OF OPERATIONS (UNAUDITED)
================================================================================

                                            For the Three       For the Three
                                            Months Ended         Months Ended
                                            June 30, 2002       June 30, 2001
                                          -------------------------------------

NET SALES                                         $ 5,942            $ 154,845

LESS: SALES RETURNS AND ALLOWANCES                 18,088                    -

COST OF SALES                                         286               24,311
                                          -------------------------------------

GROSS PROFIT                                      (12,432)             130,534

OPERATING EXPENSES:
       Officer's compensation                      37,500               37,500
       Rent and utilities                           3,679                6,000
       Insurance                                        -                  973
       Artist expenses                                175               40,320
       Promotion expenses                          47,925               60,041
       Production expense                             175                    -
       Office supplies                              3,500                  665
       Advertising                                    801               16,479
       Studio supplies                              1,890                    -
       Professional fees                           30,550               22,631
       Travel                                           -                5,933
       Telephone                                      859                2,683
       Auto expense                                     -                  597
       Entertainment                                  150                  683
       Website design                                 225                1,795
       Depreciaiton                                   240                    -
       Bank charges                                   444                2,050
       Repairs and maintenance                         79                  689
       Miscellaneous expenses                           -                   45
                                          -------------------------------------

                 Total Operating Expenses         128,192              199,084

OPERATING LOSS                                   (140,624)             (68,550)
                                          -------------------------------------

OTHER EXPENSE:
     Other income                                  (5,000)                   -
     Interest expense                              17,906                7,157
                                          -------------------------------------

TOTAL OTHER EXPENSE                                12,906                7,157

NET LOSS BEFORE PROVISION FOR INCOME TAXES       (153,530)             (75,707)

PROVISION FOR INCOME TAXES                            340                    -
                                          -------------------------------------

NET LOSS                                       $ (153,870)           $ (75,707)
                                          =====================================

NET LOSS PER COMMON SHARE                         $ (0.17)             $ (0.08)
                                          =====================================

WEIGHTED AVERAGE NUMBER
  COMMON SHARES OUTSTANDING                      900,000                900,000
                                          =====================================

See accompanying notes.

                                       3
<PAGE>

                             BODYGUARD RECORDS.COM
                      STATEMENT OF CASH FLOWS (UNAUDITED)
================================================================================


                                             For the Three        For the Three
                                              Months Ended        Months Ended
                                             June 30, 2002        June 30, 2001
                                            ------------------------------------
CASH FLOWS PROVIDED BY (USED FOR):
 OPERATING ACTIVITIES:
Net loss                                       $ (153,870)           $ (75,707)
 Adjustments to reconcile net income to net cash
  used for operating activities:
 Increase in additional paid-in capital for
  donated professional services                     5,000                    -
 Increase in notes payable for payment of fees
  by third party                                   20,000                    -
 Additional paid-in capital in exchange for
  officer's salaries                               37,500               37,500
 Depreciation                                         240                    -
 Changes in certain assets and liabilities:
 (Increase) decrease in:
  Accounts receivable, net                          2,740              (78,530)
  Inventories                                      (6,945)             (28,528)
  Security deposits                                     -                 (100)
  Prepaid expenses                                      -                1,247
  Increase (decrease) in:
  Accounts payable and accrued expenses            72,556                 (736)
  Accrued interest - related party                 11,386                    -
                                           -------------------------------------
Net Cash Used for Operating Activities            (11,393)            (144,854)
                                           -------------------------------------


FINANCING ACTIVITIES:
 Proceeds received on notes payable                10,000              145,000

NET INCREASE IN CASH

CASH:
   Beginning of period                              2,985                6,991
                                          --------------------------------------
    End of period                                 $ 1,592              $ 7,137
                                          ======================================


See accompanying notes.

                                       4
<PAGE>

                             BODYGUARD RECORDS.COM
                   NOTES TO FINANCIAL STATEMENTS - UNAUDITED
                                 JUNE 30, 2002
================================================================================



--------------------------------------------------------------------------------
NOTE 1 - BASIS OF PRESENTATION:
--------------------------------------------------------------------------------
The accompanying  unaudited condensed financial statements have been prepared in
accordance with generally accepted  accounting  principles for interim financial
information and item 310(b) of Regulation SB.  Accordingly,  they do not include
all the  information  and footnotes  required by generally  accepted  accounting
principles for complete financial statements. In the opinion of management,  all
adjustments  (consisting of normal recurring accruals)  considered necessary for
fair  presentation  have been included.  For further  information,  refer to the
financial statements and footnotes thereto included in the Company's Form 10-KSB
(for the fiscal  year ended  March 31,  2002) as filed with the  Securities  and
Exchange Commission.

--------------------------------------------------------------------------------
NOTE 2  -  NET INCOME (LOSS) PER COMMON SHARE:
--------------------------------------------------------------------------------

Net income (loss) per share was computed based on the weighted average number of
common shares and common share  equivalents  outstanding if dilutive  during the
period.


--------------------------------------------------------------------------------
NOTE 3  -  GOING CONCERN:
--------------------------------------------------------------------------------

As shown in the accompanying financial statements,  the Company has a history of
significant operating losses and as of June 30, 2002, current liabilities exceed
current  assets  by  $700,329  and  total  liabilities  exceed  total  assets by
$696,443.  These factors, as well as the uncertain  conditions the Company faces
regarding  the  delinquency  of  accounts  payable  and  loans  payable,   raise
substantial doubt about the Company's ability to continue as a going concern.

--------------------------------------------------------------------------------
NOTE 4  -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
--------------------------------------------------------------------------------

The  significant  accounting  policies  followed by the company are set forth in
Note 2 to the  company's  financial  statements  contained in the March 31, 2002
Form 10-KSB.

--------------------------------------------------------------------------------
NOTE 5  -  SUBSEQUENT EVENTS:
--------------------------------------------------------------------------------

On August 21, 2002, the Company  successfully closed on the sale of an aggregate
of 102,000 shares of its common stock,  as part of the Company's  initial public
offering  that  became  effective  on  February 11,  2002.  The  majority of the
proceeds of $255,000 were used to repay  principal  and accrued  interest due to
four non-affiliated note holders.

                                       4
                           BODYGUARD RECORDS.COM, INC.



ITEM 2. Management's Discussion and Analysis or Plan of Operations

Certain  information  included in this Quarterly Report may be deemed to include
forward-looking  statements  within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended,  that involve  risk and  uncertainty.  Such risks and  uncertainties
include the Registrant's ability to successfully compete in the marketplace,  to
raise capital,  to generate enough working  capital,  including  through outside
investments, sale of tax credits or otherwise, to fund operations and to pay its
liabilities when due, to negotiate arrangements with its creditors,  to generate
revenue and sell tax credits, to protect its proprietary property and to attract
and retain key  employees.  Further,  the results of  operation  for the interim
period  covered by this  Quarterly  Report  are not  necessarily  indicative  of
results  of  operation  for a full year or any other  period and there can be no
assurance that the Registrant's  recent favorable  revenue trends will continue.
In addition,  certain  statements  may involve risk and  uncertainty if they are
preceded  by,  followed by, or that  include the words  "intends,"  "estimates,"
"believes," "expects," "anticipates," "should," "could," or similar expressions,
and other statements  contained herein regarding matters that are not historical
facts.  Although  we  believe  that our  expectations  are  based on  reasonable
assumptions, we can give no assurance that our expectations will be achieved. We
do not  undertake  any  obligation  to release  publicly  any  revisions to such
forward-looking  statements to reflect  events or  circumstances  after the date
hereof or to reflect the occurrence of unanticipated events.

The following  discussion  should be read in conjunction  with the  Registrant's
financial   statements  and  notes  to  those  statements  and  other  financial
information appearing in this Quarterly Report.

Management's  Discussion  and  Analysis of  Financial  Condition  and results of
Operations

Results of Operations

The following  discussion and analysis  should be read in  conjunction  with the
Registrant's March 31, 2002, audited financial statements and notes thereto.

Three Months Ended June 30, 2002, Compared with Three Months Ended June 30, 2001

<PAGE>


Net sales  decreased  $148,903 or 138% to $5,942 for the three months ended June
30, 2002.  This decrease was  attributable to the  Registrant's  limited working
capital to promote new talent as well as the unexpected  early  cancellation  of
the Quiet Riot Tour.

Operating  expenses decreased by $33,392 or 21% to $128,192 for the three months
ended June 30, 2002.  This decrease was also  attributable  to the  Registrant's
limited working capital.

Other income  (expense)  increased  by $5,749  or44.55% to $12,960 for the three
months  ended June 30,  2002.  This  increase was  principally  attributable  to
interest expense relative to outstanding notes payable.

For the three  months ended June 30,  2002,  there was no  provision  for income
taxes except for minimum state taxes, as the Registrant had net operating losses
to offset net income.

Net loss increased by $115,660 to ($153,870) for the three months ended June 30,
2002 from ($38,207) for the three months ended June 30, 2001.  This increase was
principally   attributable  to  the  costs  and  expenses   attendant  upon  the
commencement of operations.

Liquidity and Capital Resources

June 30, 2002 Compared with March 31, 2002

As of June 30, 2002, the Registrant had an accumulated  deficit of $(1,293,043).
The Registrant  continues to incur operating losses. The Registrant had negative
working  capital of $700,329  and  $589,198 as of June 30,  2002,  and March 31,
2002,  respectively.  The increase in negative  working  capital of $111,131 was
attributable  to  increases  in accounts  payable and accrued  interest on notes
payable.

Presently,  the  Registrant  attempts  to fund its  working  capital  needs from
revenues it receives  from the sale of its CD's as well as the proceeds from its
recently completed initial public offering.  As of June 30, 2002, the Registrant
had aggregate  liabilities of  approximating  $729,856.  The Registrant does not
have  sufficient  working  capital to satisfy such  liabilities.  The Registrant
intends to utilize its best efforts in locating investors to purchase the unsold
portion of the shares  registered in its initial  public  offering as well as to
consider a business  combination  with another record  company.  There can be no
assurance  whatsoever  that the Registrant will be successful in either of there
endeavors.  In the  meantime,  there can be no assurance  that the  Registrant's
creditors  will not  institute  one or more actions for the repayment of amounts
due to them.  In the  event  such  action(s)  are  instituted,  there  can be no
assurance that the Registrant will be able to  successfully  defend such actions
or pay any judgment that is obtained as a result  thereof.  The  commencement of
any creditor action would have a material adverse effect upon the Registrant.

ITEM 3.  Control and Procedures

The  President/Chief  Financial  Officer of the Company has  concluded  based on
their  evaluation  as of date  within 90 days prior to the date of the filing of
this report, that the Company's disclosure controls and procedures are effective
to ensure that  information  required be disclosed by the Company in the reports
filed  or  submitted  by it  under  the  Securities  Exchange  Act of  1934,  as
amended(the  "Exchange  Act"), is recorded,  processed,  summarized and reported
within the time  periods  specified  in the SEC's  rules and forms,  and include
controls  and  procedures  designed  to ensure that  information  required to be
disclosed by the Company in such reports is accumulated and  communicated to the
Company's  management,  including the President and Chief Financial Officer,  as
appropriate to allow timely decisions regarding required disclosure.

There were no significant changes in the Company's internal controls or in other
factors that could significantly affect these controls subsequent to the date of
such evaluation.

                                       5
<PAGE>


                                     PART II
                                OTHER INFORMATION

ITEM 5.  Other Information

Use of Proceeds From Registered Securities

The  Registrant's  Form  SB-2  Registration  Statement,  No.  333-40444,  became
effective on February 11, 2002 (the "Registration  Statement").  Pursuant to the
Registration Statement,  the Registrant commenced an initial public offering May
2002,  seeking to sell a minimum of 100,000  and a maximum of 400,000  shares of
its common stock to the public at $2.50 per share (the "IPO Shares") without the
use of any  broker  dealers  or  underwriters  (the  "Offering").  Prior  to the
expiration of 180 days, subscriptions in the amount of $255,000 for an aggregate
of 102,000 IPO Shares were deposited in an escrow account with the  Registrant's
transfer  agent.  On August 21,  2002,  the  Registrant  disbursed  $150,000  in
repayment of accrued principal due to four non-affiliated note holders,  $72,500
in  repayment  of  accrued  interest  due to the same four  non-affiliated  note
holders,  $22,700 in payment of certain the  expenses of the  offering,  and the
remaining $9,800 for working capital.
                                       6

ITEM  6.Exhibits and Reports on Form 8-K

(a)  Exhibits

99.1 Certification  of John Rollo,  President  of Bodyguard  Records.com,  Inc.,
     Pursuant to 18 U.S.C.  Section 1350, as Adopted  Pursuant to Section 906 of
     the Sarbanes-Oxley Act of 2002

99.2 Certification of Kenneth  Pollendine,  Chief Financial Officer of Bodyguard
     Records.com,  Inc., Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant
     to Section 906 of the Sarbanes-Oxley Act of 2002

(b)  Reports on Form 8-K

Neither before, during or after the three months covered by this Report, through
the date hereof, no report of Form 8-K was filed by the Registrant.

                                   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.

Dated: November 14, 2002


<PAGE>


Bodyguard Records.com, Inc.


By:    /s/ John Rollo
     ---------------------------
        John Rollo, President


By:    /s/ Kenneth Pollendine
     -------------------------
         Kenneth Pollendine,
        Chief Financial Officer

                                       7

                                  CERTIFICATION

Exhibit  99.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION
906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly  Report on Form 10-Q of Bodyguard  Records.com,
Inc. (the  "Registrant")  for the three months ended June 30, 2002 as filed with
the Securities and Exchange  Commission on the date hereof (the "Report"),  John
Rollo, President of the Registrant certifies, pursuant to 18 U.S.C. Section 1350
as adopted pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002, that: (1)
The Report fully complies with the requirements of Section 13(a) or 15(d) of the
Securities  Exchange  Act of  1934;  and (2) To my  knowledge,  the  information
contained in the Report fairly presents, in all material respects, the financial
condition and results of operations of the Registrant.

Date: November 14, 2002

/s/ John Rollo
John Rollo, President



<PAGE>


In connection with the Quarterly  Report on Form 10-Q of Bodyguard  records.com,
Inc. (the  "Registrant")  for the three months ended June 30, 2002 as filed with
the  Securities  and  Exchange  Commission  on the date hereof  (the  "Report"),
Kenneth  Pollendine,  Chief  Financial  Officer  of  the  Registrant  certifies,
pursuant  to 18 U.S.C.  Section  1350 as adopted  pursuant to Section 906 of the
Sarbanes-Oxley  Act of  2002,  that:  (1) The  Report  fully  complies  with the
requirements  of Section 13(a) or 15(d) of the Securities  Exchange Act of 1934;
and  (2)  To my  knowledge,  the  information  contained  in the  Report  fairly
presents,  in all material  respects,  the  financial  condition  and results of
operations of the Registrant.

Date: November 14, 2002

/s/ Kenneth Pollindine
Kenneth Pollendine,
Chief Financial Officer