<PAGE>
                                   FORM 10-QSB
                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

[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 No. 000-30011

                               TMI HOLDINGS, INC.
  -----------------------------------------------------------------------------
        (Exact Name of Small Business Issuer as Specified in Its Charter)

            FLORIDA                                        65-0309540
 ---------------------------------                    ----------------------
 (State or Other Jurisdiction of                        I.R.S. Employer
 Incorporation or Organization)                       Identification No.)

                       3141 W. HALLANDALE BEACH BOULEVARD
                            HALLANDALE, FLORIDA 33009
          -------------------------------------------------------------
                    (Address of Principal Executive Offices)

         Issuer's telephone number, including area code: (954) 985-8430


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 practical date: At August 14, 2002, there were
outstanding 3,463,877 shares of Common Stock, $.01 par value.

Transitional Small Business Disclosure Format:     YES  [  ]          NO  [X]

<PAGE>


                               TMI HOLDINGS, INC.
                       (FORMERLY THRIFT MANAGEMENT, INC.)

                              INDEX TO FORM 10-QSB

<TABLE>
<CAPTION>

                                                                                                        PAGE
                                                                                                        ----
<S>                                                                                                       <C>
PART I - FINANCIAL INFORMATION

Item 1.       Financial Statements

              Balance Sheet as of June 30, 2002..................................................         3

              Statements of Operations for the Three Months and Six Months Ended
              June 30, 2002 and July 1, 2001 (unaudited).........................................         4

              Statements of Cash Flows for the Six Months Ended June 30, 2002
              and July 1, 2001 (unaudited).......................................................         5

              Notes to Financial Statements (unaudited)..........................................         6

Item 2.       Management's Discussion and Analysis of Financial
              Condition and Results of Operations................................................         9

PART II - OTHER INFORMATION

Item 5.       Other Information..................................................................         12

Item 6.       Exhibits and Reports on Form 8-K...................................................         12

Signatures    ...................................................................................         13

</TABLE>

                                       2
<PAGE>



                               TMI HOLDINGS, INC.
                       (FORMERLY THRIFT MANAGEMENT, INC.)

                                  BALANCE SHEET

                                                             June 30, 2002
                                                             -------------

ASSETS
CURRENT ASSETS
    Cash and cash equivalents                                  $       663
    Stockholder interest receivable                                 52,740
    Prepaid insurance                                                2,269
                                                               -----------
        TOTAL CURRENT ASSETS                                        55,672

STOCKHOLDER NOTE RECEIVABLE - NON-CURRENT                        1,175,000
                                                               -----------

        TOTAL ASSETS                                           $ 1,230,672
                                                               ===========

LIABILITIES AND STOCKHOLDERS' EQUITY
    Accrued expenses                                           $    62,019
                                                               -----------
        TOTAL LIABILITIES                                           62,019
                                                               -----------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
    Preferred stock: $.01 par value, authorized 1,500,000
         shares, issued and outstanding 250,000 shares               2,500
    Common stock: $.01 par value, authorized 15,000,000
         shares, issued and outstanding 3,463,877 shares            34,639
    Additional paid-in capital                                   4,492,921
    Accumulated deficit                                         (3,361,407)
                                                               -----------
        TOTAL STOCKHOLDERS' EQUITY                               1,168,653
                                                               -----------

        TOTAL LIABILITIES AND
           STOCKHOLDERS' EQUITY                                $ 1,230,672
                                                               ===========



See accompanying notes.






                                       3
<PAGE>

                               TMI HOLDINGS, INC.
                       (FORMERLY THRIFT MANAGEMENT, INC.)

                            STATEMENTS OF OPERATIONS
                                   (Unaudited)




<TABLE>
<CAPTION>

                                                         Three Months Ended                     Six Months Ended
                                                    --------------------------------       --------------------------------
                                                    June 30, 2002       July 1, 2001       June 30, 2002        July 1,2001
                                                    -------------       ------------       -------------        -----------
<S>                                                 <C>                 <C>                 <C>                 <C>
Net sales                                           $        --         $ 2,261,531         $        --         $ 4,760,389

Cost of goods sold                                           --           1,365,763                  --           2,717,381
                                                    -----------         -----------         -----------         -----------
GROSS PROFIT                                                 --             895,768                  --           2,043,008

Selling, general and administrative
    expenses                                             50,228           1,076,431              88,357           2,180,686
                                                    -----------         -----------         -----------         -----------
         TOTAL OPERATING EXPENSES                        50,228           1,076,431              88,357           2,180,686
                                                    -----------         -----------         -----------         -----------
(LOSS) FROM OPERATIONS                                  (50,228)           (180,663)            (88,357)           (137,678)

Loss on disposal of fixed assets                             --                  --                  --             137,316
Interest expense                                             --               4,940                  --              22,393
Interest income                                         (24,915)             (6,272)            (49,588)            (15,619)
                                                    -----------         -----------         -----------         -----------
(LOSS) BEFORE INCOME TAXES
   AND EXTRAORDINARY ITEM                               (25,313)           (179,331)            (38,769)           (281,768)

Extraordinary gain on convertible
   debenture settlement                                      --                  --                  --             408,552
                                                    -----------         -----------         -----------         -----------
         NET (LOSS) INCOME                          $   (25,313)        $  (179,331)        $   (38,769)        $   126,784
                                                    ===========         ===========         ===========         ===========

Basic and diluted earnings (loss) per share:
    (Loss) before extraordinary item                $     (0.01)        $     (0.06)        $     (0.01)        $     (0.10)
    Extraordinary item, net of tax                           --                  --                  --                0.14
                                                    -----------         -----------         -----------         -----------
          Net (loss) income                         $     (0.01)        $     (0.06)        $     (0.01)        $      0.04
                                                    ===========         ===========         ===========         ===========

Weighted average number of shares:

    Basic:                                            3,255,544           3,047,210           3,166,258           2,961,496

    Diluted:                                          3,255,544           3,047,210           3,166,258           2,985,215


</TABLE>


See accompanying notes.



                                       4
<PAGE>





                               TMI HOLDINGS, INC.
                       (FORMERLY THRIFT MANAGEMENT, INC.)

                            STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>

                                                                             SIX MONTHS ENDED
                                                                      -------------------------------
                                                                      JUNE 30, 2002     JULY 1, 2001
                                                                      -------------     -------------
<S>                                                                      <C>              <C>
Cash flows from operating activities:
     Net (loss) income                                                   $(38,769)        $ 126,784
     Adjustments to reconcile net (loss) income to net
        cash (used in) provided
        by operating activities:
           Depreciation and amortization                                       --            74,878
           Loss on disposal of fixed assets                                    --           137,316
           Amortization of prepaid consulting expenses paid
             with common stock and warrants                                    --            86,327
           Extraordinary gain on convertible debenture settlement              --          (408,552)
           Stockholder's compensation - shares issued                      25,000                --

     Changes in assets and liabilities:
           (Increase) in stockholder's interest receivable                (19,761)               --
           Decrease in merchandise inventory                                   --             2,200
           Decrease (increase) in prepaid expenses                          1,744           (54,684)
           Increase in accounts payable                                        --            62,984
           Decrease in escrow receivable                                   25,000                --
           (Decrease) in accrued expenses                                 (20,350)          (19,715)
                                                                         --------         ---------
                     Total adjustments                                     11,633          (119,246)
                                                                         --------         ---------
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES                       (27,136)            7,538
                                                                         --------         ---------

Cash flows from investing activities:
     Purchase of property and equipment                                        --           (15,958)
     Proceeds from disposal of fixed assets                                    --             8,000
                                                                         --------         ---------
NET CASH (USED IN) INVESTING ACTIVITIES                                        --            (7,958)
                                                                         --------         ---------
Cash flows from financing activities:
     Cash payment - convertible debenture settlement                           --          (200,000)
     Cash payment - notes                                                      --           (14,420)
                                                                         --------         ---------
NET CASH (USED IN) FINANCING ACTIVITIES                                        --          (214,420)
                                                                         --------         ---------
            NET (DECREASE) IN CASH                                        (27,136)         (214,840)

CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD                            27,799           396,836
                                                                         --------         ---------
CASH AND CASH EQUIVALENTS - END OF PERIOD                                $    663         $ 181,996
                                                                         ========         =========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW
         INFORMATION:

         Cash paid during the period for:
                  Interest                                               $     --         $   4,940
                                                                         ========         =========
                  Income taxes                                           $     --         $      --
                                                                         ========         =========
</TABLE>


See accompanying notes.



                                       5
<PAGE>


                               TMI HOLDINGS, INC.
                       (FORMERLY THRIFT MANAGEMENT, INC.)


                          NOTES TO FINANCIAL STATEMENTS
                                  (UNAUDITED)


(1) BASIS OF PRESENTATION

The accompanying unaudited financial statements have been prepared in accordance
with the instructions to Form 10-QSB and do not include all of the information
and footnotes required by accounting principles generally accepted in the United
States of America for complete financial statements. However, such information
reflects all adjustments (consisting solely of normal recurring adjustments),
which are, in the opinion of management, necessary for a fair statement of
results for the interim periods.

The results of operations for the three and six months ended June 30, 2002 and
July 1, 2001 are not necessarily indicative of the results to be expected for
the full year.

These statements should be read in conjunction with the financial statements and
notes thereto included in the Form 10-KSB for the year ended December 30, 2001
of TMI Holdings, Inc. (the "Company" or "TMI").

(2) ORGANIZATION

As a result of the sale of its business units that was completed on August 27,
2001 (see Note 5), the Company no longer has any subsidiaries or active business
operations. The accompanying Statement of Operations for the three and six
months ended June 30, 2002 reflect none of the Company's former business
operations.

(3) STOCKHOLDERS' EQUITY

In January 2001, a lawsuit was filed in the United States District Court,
Southern District of New York, against the Company and other unnamed individuals
regarding the Company's alleged failure to register the shares of the Company's
Common Stock issuable upon conversion of a 7% convertible debenture with a
principal amount of $1,000,000 (the "Debenture") and failure to pay the
resulting penalties due.

On March 16, 2001, the Company entered into a settlement agreement which
provided for the dismissal of this lawsuit, without prejudice, in exchange for
the payment by the Company of $200,000 cash, the issuance of 200,000 shares of
Common Stock valued at $32,000 (the fair market value as of March 16, 2001) and
the delivery of a three-year 10% promissory note in the principal amount of
$300,000 secured by a security interest in the Company's inventory and
guaranteed by the Company's former President. As a result of the settlement, the
Debenture was deemed paid in full and satisfied.




                                       6
<PAGE>
In consideration for personally guaranteeing the promissory note, the Company's
Board of Directors granted the former President five-year warrants to purchase
500,000 shares of the Company's Common Stock at an exercise price of $.0625 per
share (the fair market value of the Common Stock as of March 16, 2001).

All remaining capitalized expenses related to the Debenture not amortized (which
totaled $130,410) were included in the calculation of the gain on the Debenture
settlement in the six-month period ended July 1, 2001. Reversal of the accrued
Debenture interest expense in the amount of $70,962 was also included as part of
the calculation of the gain on the Debenture settlement recorded in the first
quarter of 2001. The gain on the Debenture settlement agreement recorded in the
first quarter of 2001 amounted to $408,552.

(4) STOCK OPTION PLAN

During the three months ended June 30, 2002, the Company granted a total of
10,000 stock options to its directors under the Company's 1996 Stock Option Plan
at exercise prices equal to the fair market value of the Common Stock on dates
of the grant. These options vest within the next year and expire no later than
2007.

(5) SALE OF BUSINESS UNITS

In 2001, the Company's shareholders approved (with all the shares held by the
former President and his affiliates voting with the majority of all other
outstanding shares) the sale of substantially all of the assets used by the
Company in the conduct of its retail thrift store and charitable donation
collection business and its web-site in development to Thrift Ventures Inc.
("Thrift Ventures"), a corporation owned by Marc Douglas, the Company's
principal shareholder. On August 27, 2001, the Company closed the sale of assets
to Thrift Ventures. As consideration for the purchase of these business units,
Thrift Ventures paid to the Company $1,175,000 in the form of a three-year
promissory note bearing interest at the prime rate plus 1.5% (the "Purchase
Note"). The Purchase Note is secured by a security interest in the assets sold.
The excess of the purchase price of the business units over the carrying value
of such business units totaled $385,589 and has been accounted for as a capital
contribution.

(6) STOCKHOLDER INTEREST RECEIVABLE

In May 2002, Thrift Ventures agreed to prepay the initial interest payment of
$98,926 on the Purchase Note in four equal monthly installments beginning on May
31, 2002 and ending on August 27, 2002, the original due date of the initial
interest payment. Thrift Ventures agreed to this prepayment in order to provide
the Company with additional working capital with which to pay its ongoing
expenses from the Company's public company reporting requirements and other
related corporate expenses. In consideration of his agreement to make the
prepayment, the Company's Board of Directors granted to Marc Douglas, the
controlling shareholder of Thrift Ventures and the Company's principal
shareholder, 416,667 shares of the Company's Common Stock, which had a fair
market value as of the date of grant (March 15, 2002) of $.06 per share. As of
June 30, 2002, the June payment of $19,731.50 was still outstanding and is
included in the stockholder interest receivable amount.



                                       7
<PAGE>

(7) RELATED PARTY TRANSACTIONS

The Board of Directors agreed to begin reimbursing Thrift Ventures for certain
services that had been provided to the Company on a cost-free basis since the
closing of the sale of the business units. These services have to date included:
(a) office space and all related amenities such as telephones, copiers,
facsimile machines and office supplies; (b) all necessary accounting and
bookkeeping services related to the Company's public reporting requirements; (c)
other administrative services, such as receptionist and bill-paying services;
and (d) the assistance of Mr. Douglas in identifying a possible acquisition
candidate for the Company, as well as negotiating a definitive agreement and
completing a transaction with such an acquisition candidate. In order to comply
with the certifications required by Section 906 of the Sarbanes-Oxley Act of
2002, Mr. Douglas has been formally designated by the Board as the Company's
principal financial and accounting officer. In exchange for Thrift Ventures' and
Mr. Douglas' agreement to continue providing these services to the Company, the
Company will reimburse Thrift Ventures $5,000 per month. During the second
quarter of 2002, $10,000 in reimbursements for these services to the Company
were offset against interest amounts due to the Company from Thrift Ventures.



                                       8
<PAGE>


                               TMI HOLDINGS, INC.
                       (FORMERLY THRIFT MANAGEMENT, INC.)

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

The following is an analysis of the results of operations of TMI Holdings, Inc.
(the "Company"), and its liquidity and capital resources. The Company cautions
readers that certain important factors may affect the Company's actual results
and could cause such results to differ materially from any forward-looking
statements that may be deemed to have been made in this Report or that are
otherwise made by or on behalf of the Company. For this purpose, any statements
contained in this Report that are not statements of historical fact may be
deemed to be forward-looking statements which involve risks and uncertainties.
Without limiting the generality of the foregoing, words such as "may," "expect,"
"believe," "anticipate," "intend," "could," "estimate," or "continue" or the
negative or other variations thereof or comparable terminology are intended to
identify forward-looking statements. Factors that may affect the Company's
results include, but are not limited to, the identification and number of
possible acquisition candidates; reliance on current management; general
economic conditions; and other factors discussed herein or from time to time in
the Company's other filings with the Securities and Exchange Commission.

The following discussion and analysis should be read in conjunction with the
consolidated financial statements and the related notes thereto of the Company
included elsewhere herein.

GENERAL

Until August 2001, the Company had managed and operated retail outlets known as
thrift stores, which dealt in new and used articles of clothing, miscellaneous
household items, furniture, bric-a-brac and antiques at discounted prices. In
2001, the Company operated six thrift stores, all of which were located in
Florida. These and all of the Company's other business units were sold on August
27, 2001, in a transaction involving the sale of substantially all of the
Company's assets to Thrift Ventures Inc. ("Thrift Ventures"), a corporation
controlled by the Company's principal shareholder.

Currently, the Company has no operating business units or subsidiaries. The
Company's sole activities since the sale transaction have been identifying
possible acquisition candidates and attempting to negotiate and complete an
acquisition of an operating business. There can be no assurances that the
Company will be able to identify other acquisition candidates or that it will be
able to successfully negotiate and complete an acquisition of an operating
business.

The sale of the business units described above has not affected any of the
Company's outstanding securities, and the Company intends to use its best
efforts to maintain its status as a reporting company and to maintain the
listing of its common stock on the OTC Bulletin Board.



                                       9
<PAGE>

RESULTS OF OPERATIONS - FOR THE THREE MONTHS ENDED JUNE 30, 2002 AND
JULY 1, 2001

With no business operations during the three months ending June 30, 2002, the
Company had no revenues, as compared to revenues of $2,261,531 generated by the
six stores for the three months ending July 1, 2001. There also was no gross
profit for the three months ending June 30, 2002, as compared to $895,768 gross
profit generated by the six stores for the three months ending July 1, 2001.

The operating expenses for the three months ending June 30, 2002 amounted to
$50,228 and consisted primarily of professional fees related to the Company's
public reporting obligations and directors' liability insurance, as compared to
$1,076,431 for the three months ending July 1, 2001, which included expenses
related to six stores, the Company's start-up internet company, and corporate
overhead.


RESULTS OF OPERATIONS - FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND JULY 1, 2001

With no business operations during the six months ending June 30, 2002, the
Company had no revenues, as compared to revenues of $4,760,389 generated by the
six stores for the six months ending July 1, 2001. There also was no gross
profit for the six months ending June 30, 2002, as compared to $2,043,008 gross
profit generated by the six stores for the six months ending July 1, 2001.

The operating expenses for the six months ending June 30, 2002 amounted to
$88,357 and consisted primarily of professional fees related to the Company's
public reporting obligations and directors' liability insurance, as compared to
$2,180,686 for the six months ending July 1, 2001, which included expenses
related to six stores, the Company's start-up internet company, and corporate
overhead.


LIQUIDITY AND CAPITAL RESOURCES

At June 30, 2002, the Company had negative working capital of ($6,347) as
compared to working capital of $7,422 at December 30, 2001.

Cash and cash equivalents at June 30, 2002 totaled $663, as compared to $27,800
at December 30, 2001, a decrease of $27,137. Net cash used in operating
activities totaled $27,136 for the six months ending June 30, 2002, as compared
to $7,538 net cash provided by operating activities for the six months ending
July 1, 2001. There were no investing activities for the six months ending June
30, 2002 as compared to $7,958 net cash used in the purchase and sale of
property and equipment for the six months ending July 1, 2001. There were no
financing activities in the six months ending June 30, 2002, as compared to
$214,420 net cash used in financing in the six months ending July 1, 2001,
reflecting a cash payment for the Debenture settlement and payment of notes.



                                       10
<PAGE>
With the sale of its business units on August 27, 2001, the Company has no
ongoing business operations other than activities undertaken to identify and
complete a transaction involving a sale or other change in control of the
Company and activities necessary to maintain the Company's reporting company
status with the Securities and Exchange Commission. The Company has reached an
agreement with Thrift Ventures pursuant to which Thrift Ventures will prepay the
initial interest payment on the note given to the Company in the sale of its
business units (the "Purchase Note"). This interest payment would be due on
August 27, 2002 and will total $98,926. Thrift Ventures has agreed to prepay
this interest payment in four equal monthly installments beginning on May 31,
2002 and ending on August 27, 2002. As of June 30, 2002, the June payment of
$19,731.50 was still outstanding and is included in the stockholder interest
receivable amount. The Company believes that the foregoing prepayments will be
sufficient to meet the Company's currently anticipated working capital
requirements through 2002. There can be no assurances, however, that such will
be the case.


INFLATION AND SEASONALITY

The Company has sold all business units effective August 27, 2001 and, as a
result, does not expect at this time to be impacted by inflation or seasonality.



                                       11
<PAGE>


PART II - OTHER INFORMATION


ITEM 5. OTHER INFORMATION

Since the Company's sale of its business units to Thrift Ventures in August
2001, Marc Douglas, the Company's Chief Executive Officer and President until
the sale, has continued to assist the Company with administrative matters and
its SEC reporting obligations, including maintenance of accounting records and
preparation of financial statements. In order to comply with the certifications
required by Section 906 of the Sarbanes-Oxley Act of 2002, Mr. Douglas has been
formally designated by the Board as the Company's principal financial and
accounting officer. It is currently anticipated that Mr. Douglas will serve in
such capacity until the Company acquires another operating business.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

         (a)      Exhibits:

                  11.1     Statement re: computation of per share earnings

                  99.1     Statements Required by 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:

The Company did not file any current reports on Form 8-K during the quarter
ended June 30, 2002.



                                       12
<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.

                            TMI HOLDINGS, INC.



                            BY: /s/ JAY M. HAFT
                            ---------------------------------------------------
                            Jay M. Haft, Chairman of the Board of Directors
                            (Principal Executive Officer)

Date: August 14, 2002       BY: /s/ MARC DOUGLAS
                            ---------------------------------------------------
                            (Principal Financial and Accounting Officer)







                                       13