SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 10-QSB

[X] QUARTERLY REPORT UNDER 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 number 33-83418-LA


CYBERIA HOLDINGS, INC.
(Exact name of Small Business Issuer as Specified in its
Charter)


Delaware                                   93-1138967
(State or Other Jurisdiction         (I.R.S. Employer
of Incorporation or                    Identification
Organization)                                 Number)

1531 14th Street
Santa Monica, California 90404
(Address of Principal Executive Offices)

(310) 260-3163
(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 Registrant was
required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

     Yes    X              No


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

Common, $.0001 par value per share: 30,000,000
outstanding as of August 1, 2002


<PAGE>


PART I - FINANCIAL INFORMATION

CYBERIA HOLDINGS, INC. AND SUBSIDIARY


Index to Financial Information
Period Ended June 30, 2002



Item                                   Page Herein

Item 1 - Financial Statements:

Consolidated Balance Sheet                     3

Consolidated Statements of Operations          4

Consolidated Statements of Cash Flows          5

Notes to Condensed Consolidated
Financial Statements                            6

Item 2 - Management's Discussion and Analysis   7

<PAGE>

CYBERIA HOLDINGS, INC. AND SUBSIDIARY

CONSOLIDATED BALANCE SHEET
(UNAUDITED)
June 30, 2002

ASSETS

Current Assets

Cash                                   $  20,866
Accounts receivable, less allowance
for doubtful accounts of $84,600         435,648
Work in process                          132,551
Prepaid expenses                          27,110
Due from affiliates                           20
Revenue in Excess of Billings              4,412
Total Current Assets                     620,607

Non-Current Assets

Property, plant and equipment (net)       98,082
Other assets                              21,379
Total Non-Current Assets                 119,461


Total Assets                         $   740,068


LIABILITIES & STOCKHOLDERS' DEFICIT

Current Liabilities

Book overdraft                       $   104,246
Accounts payable and accrued expenses     89,343
Accrued payroll and payroll taxes         57,828
Notes and loans payable                   41,905
Deferred income                          260,801
Due to affiliate                         781,722
Due to minority shareholders              49,954
Capital lease payable - current           31,808

Total Current Liabilities              1,417,607

Long Term Liabilities

Capital lease payable - long term          1,500
Due to others - long term                149,800

Total Long Term Liabilities              151,300


Stockholders' Deficit
Common stock                               3,000
Additional paid in capital                 9,269
Accumulated deficit                     (841,108)
Total Stockholders' Deficit             (828,839)

Total Liabilities
& Stockholders' Deficit               $  740,068


<PAGE>



CYBERIA HOLDINGS, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)





                      THREE MONTHS ENDED        SIX MONTHS ENDED
                          JUNE 30,                 JUNE 30,
                       2002      2001        2002          2001

Sales              $  458,722 $  569,934  $ 817,542    $ 1,180,364


Cost of sales         254,521    291,130    421,516        911,455

General and
administrative
expenses              321,838    325,007    657,330        451,644


Total expenses        576,359    616,137  1,078,846      1,363,099


Loss from operations (117,637)   (46,203)  (261,304)      (182,735)


Other income (expense)
Interest income           129        249        261         19,204
Other income              285          0        285              0
Interest expense      (13,111)    (8,994)   (22,793)       (37,467)

Total other expense   (12,697)    (8,745)   (22,247)       (18,263)


Net loss            $(130,334)  $(54,948) $(283,551)     $(200,998)


Basic and diluted loss
per share           $   (.004)  $ (.002)  $   (.009)     $  (.007)


Weighted average
common
Shares
outstanding         30,000,000 30,000,000 30,000,000    30,000,000


<PAGE>

CYBERIA HOLDINGS, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
                             SIX MONTHS ENDED
                                 JUNE 30,
                           2002             2001
Operating Activities:

Net loss                 $ (283,551)   $  (200,998)
Adjustments to
reconcile net loss
to net cash used in
operating activities:
Depreciation and
amortization                 39,940          46,167
(Increase) decrease in:
Accounts receivable        (322,930)       (263,247)
Work in process            (129,700)        (94,937)
Prepaid and other
current assets              (20,964)        (26,505)
Due from officer                 -           26,101
Other assets                  7,378          (6,243)
Increase (decrease) in:
Accounts payable and
accrued expenses            (86,873)         47,658
Due to affiliates           119,103          75,161
Due to others                46,591              -
Accrued payroll               39,951        (27,049)
Income tax payable                -         (15,751)
Deferred income              307,463        342,965

Net cash used in
Operating activities        (283,592)       (96,678)

Investing Activities:

Purchase of equipment         (7,997)        (1,519)

Net cash used in
Investing activities          (7,997)        (1,519)

Financing Activities:
Book overdraft                66,136         45,831
Due to affiliates            175,000             -
Due to others                100,000             -
Capital lease payments       (30,318)       (31,625)
Notes and loan payable         1,637       (100,000)

Net cash provided by (used in)
Financing activities         312,455        (85,794)

Net increase (decrease)
in cash                       20,866       (183,991)

Cash, beginning of period         -         205,596

Cash, end of period         $ 20,866     $   21,605

Cash paid for interest      $  8,056     $   42,808


<PAGE>

CYBERIA HOLDINGS, INC. AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2002
(UNAUDITED)

1.   Presentation of Interim Information

The accompanying unaudited consolidated financial statements have
been prepared in conformity with generally accepted accounting
principles for interim financial information and with Regulation
S-B.  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
normal, recurring adjustments considered necessary for a fair
presentation have been included.  These consolidated financial
statements should be read in conjunction with the consolidated
financial statements and notes thereto included in the Company's
Annual Report on Form 10-KSB for the year ended December 31, 2001.
The results of operations for the three and six months ended June
30, 2002 are not necessarily indicative of the results that may be
expected for the year ended December 31, 2002.

2.        Financial Statements

The consolidated financial statements include the accounts of the
Company and its majority-owned subsidiary, Media Revolution.  All
significant intercompany balances, transactions and stockholdings
have been eliminated.

3.        Overview of Business

The Company designs Internet Web sites, computer games, and
software and sells its services to customers in the United States.

<PAGE>


Item 2.   Management's Discussion and Analysis

The following discussion should be read in conjunction with the
Financial Information and Notes thereto included in this report and
is qualified in its entirety by the foregoing.


RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2002 vs.
JUNE 30, 2001


Net sales for the three month period ended June 30, 2002 were
$459,000 as compared to $570,000 for the three month period ended
June 30, 2001, a decrease of $111,000 or 19%.  Sales in the current
period were composed of a greater number of smaller scale projects
as compared to the same period last year.  Two large scale projects
recognized revenue in the current quarter, one in the research
phase and the other in the final phase.  These phases generate less
revenue than the build and design phases, which is the reason less
revenue was recognized in the current period as compared to the
same period last year.

Cost of sales was $255,000 for the three month period ended June
30, 2002 as compared to $291,000 for the three month period ended
June 30, 2001, a decrease of $36,000 or 12%.  The cost of sales has
a close relation to the recognition of sales.  Since the net sales
figure was deflated for the quarter, the cost of sales was also
deflated.  The gross margin for the quarter is 45%, which is a
normal margin.

General and administrative expenses were $322,000 for the three
month period ended June 30, 2002 compared to $325,000 for the three
month period ended June 30, 2001, a decrease of $3,000 or 1%.
Non-direct payroll and consulting costs remained relatively
constant in the period as compared to the same period last year.

RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2002 vs.
JUNE 30, 2001


Net sales for the six month period ended June 30, 2002 were
$818,000 as compared to $1,180,000 for the six month period ended
June 30, 2001, a decrease of $362,000 or 31%.  The decrease is
attributable to an industry-wide slowdown which led our customers
to delay the commencement of new projects.  As a result, revenue
recognized in the first quarter was pushed into the second quarter
of this year, depressing sales in total for the year to date.

Cost of sales was $422,000 for the six month period ended June 30,
2002 as compared to $911,000 for the six month period ended June
30, 2001, a decrease of $489,000 or 54%.  The cost of sales has a
close relation to the recognition of sales.  Since the net sales
figure was deflated year to date, the cost of sales was also
deflated.  The gross margin for the year to date is 48%, which is a
normal margin.

General and administrative expenses were $657,000 for the six month
period ended June 30, 2002 compared to $452,000 for the six month
period ended June 30, 2001, an increase of $205,000 or 45%.  The
increase in expenses is due to less direct labor and overhead from
a relatively fixed labor and overhead pool to allocate to cost of
sales.  This increase was attributable to the reduction in cost of
sales recognized in the first quarter.  When cost of sales and
general and administrative expenses are considered in the
aggregate, expenses have decreased year to year.

Liquidity and Capital Resources

At June 30, 2002, the Company had a working capital deficiency of
$797,000.  The ratio of current assets to current liabilities was
approximately .44 to 1 at June 30, 2002.  At June 30, 2002, the
Company had a stockholders' deficiency of $829,000.  To date, the
Company has funded its activities principally from cash flows
generated from operations.  The Company has had to supplement its
operational cash flow with short term financing from related
parties.

Forward-Looking Statements

This report contains certain forward-looking statements and
information relating to the Company that are based on the beliefs
and assumptions made by the Company's management as well as
information currently available to the management.  When used in
this document, the words "anticipate", "believe", "estimate", and
"expect" and similar expressions, are intended to identify
forward-looking statements.  Such statements reflect the current
views of the Company with respect to future events and are subject
to certain risks, uncertainties and assumptions.  Should one or
more of these risks or uncertainties materialize, or should
underlying assumptions prove incorrect, actual results may vary
materially from those described herein as anticipated, believed,
estimated or expected.  The Company does not intend to update these
forward-looking statements.

<PAGE>

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

        None.

Item 2. Changes in Securities.

        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  Certification pursuant to U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(b)  Reports on Form 8-K.

Listed below are reports on Form 8-K filed during the
fiscal quarter ended June 30, 2002.

Form 8-K (dated May 17, 2002).   Items 4 and 7.  Changes in
Registrant's Certifying Accountant.

<PAGE>

SIGNATURES

In accordance with the requirements of the Exchange Act, the
Registrant caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.


                            CYBERIA HOLDINGS, INC.
                            (Registrant)


Dated: September 13, 2002   By : /s/ Jay Rifkin
                            Jay Rifkin, President


Dated: September 13, 2002   By : /s/ Jay Rifkin
                            Jay Rifkin, Principal Financial Officer

<PAGE>


CERTIFICATIONS

I, Jay Rifkin, certify that:

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

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

3. Based on my  knowledge,  the  financial  statements,  and  other
financial 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.


Date:     September 13, 2002       /s/ Jay Rifkin
                                   Jay Rifkin
                                   President and Principal
                                   Executive Officer


I, Jay Rifkin, certify that:

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

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

3.  Based on my  knowledge, the  financial  statements,  and  other
financial 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.


Date:     September 13, 2002         /s/ Jay Rifkin
                                    Jay Rifkin
                                    Principal Financial Officer



EXPLANATORY NOTE REGARDING CERTIFICATIONS: Representations 4, 5 and
6 of the Certifications as set forth in this Form 10-QSB have been
omitted,  consistent with the Transition  Provisions of SEC
Exchange Act Release No. 34-46427, because this Quarterly Report on
Form 10-QSB covers a period ending before the Effective  Date of
Rules 13a-14 and 15d-14.


<PAGE>



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 of Cyberia Holdings, Inc.
(the "Company") on Form 10-QSB for the period ended June 30,  2002,
as filed with the Securities and Exchange Commission on the date
hereof (the "Report"), the undersigned certifies, pursuant to 18
U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, to the best of the undersigned's
knowledge, 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)  The information contained in the Report fairly presents, in
all material respects, the financial condition and results of
operations of the Company.



Date:     September 13, 2002   /s/ Jay Rifkin
                               Jay Rifkin
                               Jay Rifkin,
                               President and
                               Principal Executive Officer

Date:     September 13, 2002   /s/ Jay Rifkin
                               Jay Rifkin
                               Principal Financial Officer