(Mark One)
ý	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the fiscal year ended June 30, 2003
	OR
q	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
	For the transition period from _______ to _____
Commission file number 0-27887
COLLECTORS UNIVERSE, INC. (Exact name of Registrant as specified in its charter)

Delaware	33-0846191
(State or other jurisdiction of	(I.R.S. Employer Identification No.)
Incorporation or organization)
1921 E. Alton Avenue, Santa Ana, California	92705
(Address of principal executive offices)	(Zip Code)

PART I			Page
	Item 1.	Business	1
	Item 2.	Properties	10
	Item 3.	Legal Proceedings	10
	Item 4.	Submission of Matters to a Vote of Security Holders	10
		Executive Officers of Registrant	10
PART II
	Item 5.	Market for Common Stock and Related Stockholder Matters	12
	Item 6.	Selected Consolidated Financial Data	13
	Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	14
	Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	22
	Item 8.	Financial Statements and Supplementary Data	23
	Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	46
	Item 9A	Controls and Procedures	46
PART III
	Item 10.	Directors and Executive Officers	47
	Item 11.	Executive Compensation	47
	Item 12.	Security Ownership of Certain Beneficial Owners and Management	47
	Item 13.	Certain Relationships and Related Transactions	47
PART IV
	Item 14.	Exhibits, Financial Statement Schedules, and Reports on Form 8-K	48
SIGNATURES			S-1
INDEX TO EXHIBITS.			E-1

• Service We authenticate the genuineness of collectible coins, sportscards, autographs and stamps, and we grade the quality of collectible coins, sportscards and stamps in accordance with consistently applied uniform standards so that buyers can have the assurance that the collectibles they are purchasing are genuine and are of the quality represented by the sellers.
  
• Content We compile and publish authoritative information about the rarity, quality and trading history of high-end collectibles that make collectors and dealers more informed purchasers and sellers and which adds to the excitement of the collecting experience.
  
• Commerce . We conduct premium multi-venue auctions at which dealers and collectors are able, in person, by mail, via the telephone and on the Internet, to buy and sell rare or valuable collectibles (which we sometimes refer to as "high-end collectibles"). We also operate an online collectibles marketplace, at www.collectors.com, where collectors and dealers can buy high-end collectibles and where they can access the information we publish before making their purchase and sale decisions. We also operate co-branded websites with eBay and Yahoo that facilitate the purchase and sale of collectibles at their online auction sites by enabling buyers and sellers of collectibles visiting their auction sites to access our authentication and grading services and our collectibles content.

• "PCGS" ("Professional Coin Grading Service"), which is the leading coin grading and authentication service in the United States;
  
• "PSA" ("Professional Sports Authenticators"), which is the leading sportscard grading and authentication service in the United States; and
  
• "Bowers and Merena," which is a leading auctioneer of rare and collectible coins in the United States.

	1

	2

	3

	4

	5

	6

	7

	8

Unregistered Marks		Registered Marks
Coin Universe	Bowers and Merena Galleries	Collectors Universe
Collectors.com	Kingswood Coin Auctions	PCGS
Superior Sportscard Auctions	Currency Universe	PSA/DNA
Bowers and Merena Auctions	Record Universe	Good Rockin' Tonight
Bowers

	9

Name	Age	Positions
Michael R. Haynes	52	Chief Executive Officer
David G. Hall	56	President
Michael J. Lewis	59	Chief Financial Officer

	10

	11

Fiscal 2003		High			Low
First Quarter			4.00			2.04
Second Quarter			4.67			2.00
Third Quarter			3.67			2.00
Fourth Quarter			3.70			2.53

Fiscal 2002		High			Low
First Quarter			8.92			2.84
Second Quarter			6.40			2.88
Third Quarter			6.88			4.44
Fourth Quarter			6.00			3.04

	12

		Years Ended June 30, (3)
Consolidated Statements of Operations Data (1)		2003			2002			2001			2000			1999
		(in thousands, except per share data)
Net revenues		$	52,265		$	44,781		$	52,384		$	42,374		$	22,563
Cost of revenues			33,112			26,517			30,604			20,185			8,654
Gross profit			19,153			18,264			21,780			22,189			13,909
Selling, general and administrative expenses			21,620			20,911			19,954			18,614			14,368
Amortization of goodwill			-			1,649			1,798			1,070			337
Impairment of goodwill			1,477			51			906			-			-
Operating income (loss)			(3,944	)		(4,347	)		(878	)		2,505			(796	)
Interest income, net			295			379			855			748			30
Other income (expense), net			22			23			(33	)		(161	)		(28	)
Income (loss) before provision (benefit) for income taxes			(3,627	)		(3,945	)		(56	)		3,092			(794	)
Provision (benefit) for income taxes (2)			(2,161	)		(1,435	)		593			1,550			(624	)
Net income (loss) before cumulative effect of       accounting change			(1,466	)		(2,510	)		(649	)		1,542			(170	)
Cumulative effect of accounting change (net of tax)			(8,973	)		-			-			-			-
Net income (loss)		$	(10,439	)	$	(2,510	)	$	(649	)	$	1,542		$	(170	)
Net income (loss) per share - basic (4)
Before cumulative effect of accounting change		$	(0.23	)	$	(0.40	)	$	(0.10	)	$	0.26		$	(0.04	)
Cumulative effect of accounting change (net of tax)			(1.45	)		-			-			-			-
Net loss - basic		$	(1.68	)	$	(0.40	)	$	(0.10	)	$	0.26		$	(0.04	)
Net income (loss) per share - diluted (4)
Before cumulative effect of accounting change		$	(0.23	)	$	(0.40	)	$	(0.10	)	$	0.25		$	(0.04	)
Cumulative effect of accounting change (net of tax)			(1.45	)		-			-			-			-
Net income (loss) - diluted		$	(1.68	)	$	(0.40	)	$	(0.10	)	$	0.25		$	(0.04	)
Weighted average shares outstanding: (4)
Basic			6,205			6,347			6,279			5,833			4,411
Diluted			6,205			6,347			6,279			6,144			4,411
Balance Sheet Data:
Cash and cash equivalents		$	4,482		$	4,947		$	5,874		$	14,580		$	1,852
Working capital			18,369			18,877			20,485			20,399			2,316
Total assets			32,291			45,509			46,868			56,232			15,540
Stockholders' equity			26,319			37,128			39,550			41,115			10,098

1. Consolidated statements of operations data are not comparable for all periods shown. On April 11, 2002, we acquired the operating assets of Collectible Properties, Inc. On July 18, 2000, we acquired the publishing business of Odyssey Publications. On March 10, 2000, we acquired the operating assets of Bowers and Merena. The operating results for the periods shown include the operating results of each of those acquired businesses only for the periods subsequent to their acquisition.
2.    In fiscal 2000, we provided for federal and state income taxes at rates applicable for a C corporation. For the first seven months of fiscal 1999, we provided for state income taxes at 1.5% and made no provision for federal income taxes because we were an S corporation. For the last five months of fiscal 1999, we provided for income taxes at applicable C corporation rates.
3.    For fiscal year 2003, and in the future, the Company will end its fiscal year on June 30th. In previous years, the Company elected to end its fiscal year on the Saturday closest to June 30th.  Accordingly, the last three fiscal years ended on June 30, 2003, June 29, 2002 and June 30, 2001. For clarity of presentation, all fiscal years are reported as ending on June 30th.
4.    Per share data and weighted average shares outstanding have been retroactively adjusted for a 1-for-4 reverse stock split of the outstanding shares, which was effectuated on December 9, 2002.

	13

	14

	15

	16

		Fiscal Years Ended June 30,
		2003			2002			2001
Net revenues.			100.0	%		100.0	%		100.0	%
Cost of revenues.			63.4	%		59.2	%		58.4	%
Gross profit.			36.6	%		40.8	%		41.6	%
Operating expenses:
Selling, general & administrative.			41.3	%		46.7	%		38.1	%
Impairment of goodwill.			2.8	%		0.1	%		1.8	%
Amortization of goodwill.			-			3.7	%		3.4	%
Total operating expenses.			44.1	%		50.5	%		43.3	%
Operating loss.			(7.5	%)		(9.7	%)		(1.7	%)
Interest income, net.			0.6	%		0.8	%		1.6	%
Other, net.			-			0.1	%		-
Loss before provision (benefit) for income taxes			(6.9	%)		(8.8	%)		(0.1	%)
Provision (benefit) for income taxes.			(4.1	%)		(3.2	%)		1.1	%
Net loss before cumulative effect of accounting change			(2.8	%)		(5.6	%)		(1.2	%)
Cumulative effect of accounting change (net of tax)			(17.2	%)		-			-
Net loss.			(20.0	%)		(5.6	%)		(1.2	%)

	17

	18

	19

	20

	21

Effective July 1, 2002, the Company adopted SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets , effective for fiscal years beginning after December 15, 2001. The new rules on asset impairment supersede SFAS No. 121, Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of , and provide a single accounting model for long-lived assets to be disposed of. The adoption of SFAS No. 144 did not have an impact on the Company’s earnings or financial position.

In June 2002, the FASB issued SFAS No. 146, Accounting for Costs Associated with Exit or Disposal Activities . SFAS No. 146 addresses significant issues regarding the recognition, measurement, and reporting of costs associated with exit and disposal activities, including restructuring activities. SFAS No. 146 also addresses recognition of certain costs related t terminating a contract that is not a capital lease, costs to consolidate facilities or relocate employees, and termination benefits provided to employees that are involuntarily terminated und er the terms of a one-time benefit arrangement that is not an ongoing benefit arrangement or an individual deferred-compensation contract. SFAS No. 146 is effective for exit or disposal activities that are initiated after December 31, 2002. In March 2003, the Company decided to relocate the operations of its Bowers and Merena Galleries division to Louisiana following a change in the division’s management (Note 6).

In December 2002, the FASB issued SFAS No. 148, Accounting for Stock-Based Compensation - Transition and Disclosure , effective for fiscal years ending after December 15, 2002. SFAS No. 148 amends SFAS No. 123, Accounting for Stock-Based Compensation , to provide alternative methods of transition to SFAS No. 123’s fair value method of accounting f or stock-based employee compensation. SFAS No. 148 also amends the disclosure provisions of SFAS No. 123 and APB Opinion No. 28, Interim Financial Reporting, to require disclosure in the summary of significant accounting

policies of the effects of an entity’s accounting policy with respect to stock-based employee compensation on reported net income and earnings per share in annual and interim financial statements. The Company has adopted SFAS No. 148 as of June 30, 2003 and has complied with the new disclosure requirements.

In November 2002, the FASB issued FASB Interpretation No. ("FIN") 45, Guarantor’s Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees and Indebtedness of Others, an interpretation of FASB Statements No. 5, 57 and 107, and rescission of FASB Interpretation No. 34, Disclosure of Indirect Guarantees of Indebtedness of Others . FIN 45 also clarifies that a guarantor is required to recognize, at the inception of a guarantee, a liability for the fair value of the obligation undertaken in issuing the guarantee. The init ial recognition and measurement provisions of this interpretation are applicable on a prospective basis to guarantees issued or modified after December 31, 2002; while, the disclosure requirements are effective for financial statements for interim and annual periods ending after December 15, 2002. The Company’s disclosure of guarantees and indemnities is included in Note 13. There were no guarantees issued after December 31, 2002.

In January 2003, the FASB issued FIN 46, Consolidation of Variable Interest Entities, an interpretation of Accounting Research Bulletin ("ARB") No. 51. FIN 46 requires that variable interest entities be consolidated by a company if that company is subject to a majority of the risk of loss from the variable interest entity’s activities or is entitled to receive a majority of the entity’s residual returns or both. FIN 46 also requires disclosures about variable interest entities that companies are not required to consolidate but in which a company has a significant variable interest. The consolidation requirements of FIN 46 apply immediately to variable interest entities prior to January 31, 2003 in the first year or interim period beginnin g after June 15, 2003. The disclosure requirements apply in all financial statements issued after January 31, 2003. Management believes the adoption of such interpretation will not have an impact on its results of operations of financial position. At June 30, 2003, the Company did not have any interests in variable interest entities.

ITEM 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market risk represents the risk of loss that may impact the financial position, results of operations or cash flows of the Company due to adverse changes in financial market prices, including interest rate risk, foreign currency exchange rate risk, commodity price risk and other relevant market rate or price risks.

The Company is exposed to a degree of market risk through changes in short-term interest rates. At June 30, 2003, we had approximately $4,482,000 in cash and cash equivalents. These funds are primarily invested in a highly liquid money market fund, and interest earned is re-invested in the same fund. The Company is exposed to the risk of declining short-term interest rates, but we do not consider this risk to be material.

We have no activities that would expose us to foreign currency exchange rate risks or commodity price risks.

	22

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Index to Consolidated Financial Statements

	Page
Independent Auditors’ Report	24
Consolidated Balance Sheets at June 30, 2003 and 2002	25
Consolidated Statements of Operations for the Years Ended June 30, 2003, 2002 and 2001	26
Consolidated Statements of Stockholders’ Equity For the Years Ended June 30, 2003, 2002 and 2001	27
Consolidated Statements of Cash Flows for the Years Ended June 30, 2003, 2002 and 2001	28
Notes to Consolidated Financial Statements for the Years Ended June 30, 2003, 2002 and 2001	30

	23

INDEPENDENT AUDITORS’ REPORT

To the Stockholders and Board of Directors of
Collectors Universe, Inc.

We have audited the accompanying consolidated balance sheets of Collectors Universe, Inc. and subsidiaries (the Company) as of June 30, 2003 and 2002, and the related consolidated statements of operations, stockholders’ equity, and cash flows for each of the three years in the period ended June 30, 2003. Our audits also included the financial statement schedule listed in the index in Part IV, Item 15(A) (2). These financial statements and the financial statement schedule are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements and the financial statement schedule based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such consolidated financial statements present fairly, in all material respects, the financial position of Collectors Universe, Inc. and subsidiaries as of June 30, 2003 and 2002, and the results of their operations and their cash flows for each of the three years in the period ended June 30, 2003, in conformity with accounting principles generally accepted in the United States of America. Also, in our opinion, such financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly in all material respects the information set forth therein.

As described in Note 2 to the consolidated financial statements, the Company changed its method of accounting for goodwill and other intangible assets as a result of adopting Statement of Financial Accounting Standards No. 142, Goodwill and Other Intangible Assets , effective July 1, 2002.

DELOITTE & TOUCHE LLP

Costa Mesa, California

September 27, 2003

	24

COLLECTORS UNIVERSE, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in thousands, except per share data)

		June 30,
ASSETS		2003			2002
Current assets:
Cash and cash equivalents		$	4,482		$	4,947
Accounts receivable, net			4,652			7,291
Auction consignment advances			1,511			3,359
Inventories, net			8,541			8,166
Prepaid expenses and other			1,041			513
Notes receivable			1,474			481
Note receivable from related party			-			381
Refundable income taxes			1,183			1,191
Deferred income taxes			1,066			648
Total current assets			23,950			26,977
Property and equipment, net			1,332			1,736
Notes receivable, net of current portion			224			476
Goodwill, net			-			14,961
Deferred income taxes			6,467			1,074
Other assets			318			285
		$	32,291		$	45,509
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable		$	917		$	878
Consignor payable			895			4,598
Accrued liabilities			1,583			736
Accrued compensation and benefits			773			967
Deferred revenue			1,413			921
Total current liabilities			5,581			8,100
Deferred rent			391			281
Commitments and contingencies (note 13)
Stockholders' equity:
Preferred stock, $.001 par value; 3,000 shares authorized;
no shares issued or outstanding			-			-
Common stock, $.001 par value; 30,000 shares authorized;
shares issued: 6,255 in 2003 and 6,381 in 2002)			25			26
Additional paid-in capital			40,879			41,248
Accumulated deficit			(13,564	)		(3,125	)
Treasury stock, at cost (125 shares)			(1,021	)		(1,021	)
Total stockholders' equity			26,319			37,128
		$	32,291		$	45,509

The accompanying notes are an integral part of these consolidated financial statements.

	25

COLLECTORS UNIVERSE, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

		Years Ended June 30,
		2003			2002			2001
Net revenues
Grading and authentication fees		$	20,266		$	18,327		$	20,962
Sales of collectibles and other			26,612			21,579			25,181
Commissions earned			5,387			4,875			6,241
Total net revenues			52,265			44,781			52,384
Cost of revenues
Grading and authentication operating expenses			7,738			7,036			7,820
Cost of auctions and collectibles sold			25,374			19,481			22,784
Total costs of revenues			33,112			26,517			30,604
Gross profit			19,153			18,264			21,780
Selling, general and administrative expenses			21,620			20,911			19,954
Amortization of goodwill			-			1,649			1,798
Impairment of goodwill			1,477			51			906
Total operating expenses			23,097			22,611			22,658
Operating income (loss)			(3,944	)		(4,347	)		(878	)
Interest income, net			295			379			855
Other income (expense), net			22			23			(33	)
Income (loss) before provision (benefit) for income taxes			(3,627	)		(3,945	)		(56	)
Provision (benefit) for income taxes			(2,161	)		(1,435	)		593
Net loss before cumulative effect of accounting change		$	(1,466	)	$	(2,510	)	$	(649	)
Cumulative effect of accounting change, net of tax benefit of $4,511			(8,973	)		-			-
Net loss		$	(10,439	)	$	(2,510	)	$	(649	)
Net loss per share – basic and diluted:
Before cumulative effect of accounting change		$	(0.23	)	$	(0.40	)	$	(0.10	)
Cumulative effect of accounting change			(1.45	)		-			-
Net loss per share - basic and diluted		$	(1.68	)	$	(0.40	)	$	(0.10	)
Weighted average shares outstanding:
Basic			6,205			6,347			6,279
Diluted			6,205			6,347			6,279

The accompanying notes are an integral part of these consolidated financial statements.

	26

COLLECTORS UNIVERSE, INC. AND SUBSIDARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

(in thousands)

		Common Stock						Additional Paid-in			Retained Earnings (Accumulated)			Treasury Stock
		Shares			Amount			Capital			Deficit)			Shares			Amount			Total
Balance at July 1, 2000			6,357		$	25		$	41,056		$	34			-		$	-		$	41,115
Repurchase of common stock			-			-			-			-			(125	)		(1,021	)		(1,021	)
Employee stock purchase plan			10			1			53			-			-			-			54
Compensation expense related to stock options granted			-			-			51			-			-			-			51
Net loss			-			-			-			(649	)		-			-			(649	)
Balance at June 30, 2001			6,367			26			41,160			(615	)		(125	)		(1,021	)		39,550
Employee stock purchase plan			10			-			55			-			-			-			55
Exercise of stock options			4			-			12			-			-			-			12
Compensation expense related
to stock options granted			-			-			21			-			-			-			21
Net loss			-			-			-			(2,510	)		-			-			(2,510	)
Balance at June 30, 2002			6,381			26			41,248			(3,125	)		(125	)		(1,021	)		37,128
Redemption of common stock in        satisfaction of note receivable        from related party			(130	)		(1	)		(385	)		-			-			-			(386	)
Employee stock purchase plan			3			-			14			-			-			-			14
Exercise of stock options			1			-			2			-			-			-			2
Net loss			-			-			-			(10,439	)		-			-			(10,439	)
Balance at June 30, 2003			6,255		$	25		$	40,879		$	(13,564	)		(125	)	$	(1,021	)	$	26,319

The accompanying notes are in integral part of these consolidated financial statements

	27

COLLECTORS UNIVERSE, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

		Years ended June 30,
		2003			2002			2001
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss		$	(10,439	)	$	(2,510	)	$	(649	)
Adjustments to reconcile net loss to net
cash provided by (used in) operating activities:
Depreciation and amortization			738			2,523			2,552
Impairment of goodwill			1,477			51			906
Stock-based compensation expense			-			21			51
Interest on note receivable from an officer			(8	)		-			-
Provision for bad debts			915			137			502
Provision for inventory write-down			757			31			234
Loss on disposal of fixed assets			5			-			-
Write-down of property and equipment			-			-			34
Cumulative effect of accounting change, net of tax			8,973			-			-
Deferred income taxes			(1,300	)		(274	)		(437	)
Changes in operating assets and liabilities (net of effects of acquisitions):
Accounts receivable			1,724			734			1,493
Auction consignment advances			1,848			(1,462	)		(204	)
Inventories			(1,132	)		1,480			(1,907	)
Prepaid expenses and other			(528	)		310			366
Notes receivable			(741	)		(957	)		-
Refundable income taxes			8			(299	)		(504	)
Other assets			(55	)		85			(81	)
Accounts payable			39			426			(40	)
Consignor payable			(3,703	)		333			(6,979	)
Accrued liabilities			847			(181	)		(207	)
Accrued compensation and benefits			(194	)		317			110
Deferred revenue			492			109			(973	)
Deferred rent			110			59			222
Net cash provided by (used in) operating activities			(167	)		933			(5,511	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of property and equipment			-			1			-
Capital expenditures			(317	)		(713	)		(1,050	)
Net cash paid for acquired businesses			-			(1,034	)		(814	)
Advances (collections) on notes receivable from related parties			3			(181	)		(364	)
Net cash used in investing activities			(314	)		(1,927	)		(2,228	)

	28

COLLECTORS UNIVERSE, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)

(in thousands)

		Years ended June 30,
		2003			2002			2001
CASH FLOWS FROM FINANCING ACTIVITIES:
Purchase of common stock			-			-			(1,021	)
Proceeds from employee stock purchase plan			14			55			54
Stock option exercise and related tax benefit			2			12			-
Net cash provided by (used in) financing activities			16			67			(967	)
Net decrease in cash and cash equivalents			(465	)		(927	)		(8,706	)
Cash and cash equivalents at beginning of year			4,947			5,874			14,580
Cash and cash equivalents at end of year		$	4,482		$	4,947		$	5,874
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Income taxes paid		$	-		$	9		$	1,713
Interest paid		$	3		$	36		$	-
SUPPLEMENTAL SCHEDULE OF NONCASH TRANSACTIONS:
During the year ended June 30, 2003, an officer of the Company transferred to the Company 130,207 shares of the Company's common stock owned by him, with a fair value of $386,000 in full satisfaction of the then outstanding balance on a note receivable due from the officer.   In connection with the adoption of Statement of Financial Accounting Standards No. 142, Goodwill and Other Intangible Assets , the Company completed the initial impairment test and concluded that certain of its goodwill was impaired, resulting in an impairment charge of $13,484,000, net of a tax benefit of $4,511,000.
Effective June 30, 2003, the Company completed its annual impairment test for goodwill and other intangible assets in accordance with the provisions of Statement of Financial Accounting Standards No. 142, Goodwill and Other Intangible Assets , and concluded that the remaining unamortized goodwill was impaired, resulting in an impairment charge of $1,477,000.   Effective June 30, 2003, the Company determined that the unamortized balance of a covenant-not-to compete was impaired, resulting in an impairment charge of $18,000.
During the years ended June 30, 2002 and 2001, the Company acquired certain businesses, as follows (Note 3):
Fair value of assets acquired					$	589		$	25
Goodwill						445			857
Cash paid in acquisitions, net of cash acquired						(1,034	)		(814	)
Liabilities assumed					$	-		$	68

The accompanying notes are an integral part of these consolidated financial statements.

	29

COLLECTORS UNIVERSE, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.            Company Organization and Nature Of Business

Organization

Collectors Universe, Inc. ("We," the "Company" or "Collectors Universe") is a Delaware corporation that was organized on February 5, 1999 for the purpose of enabling Professional Coin Grading Service, Inc. ("PCGS" or the "Predecessor") to acquire other businesses that, like PCGS, would provide services to the collectibles markets. On February 5, 1999, Collectors Universe issued 4,327 shares of common stock in exchange for all of the outstanding shares of PCGS. As a result of that exchange, the former stockholders of PCGS became stockholders of Collectors Universe, with each of them receiving a number of our shares based on his or her percentage ownership of the shares of PCGS. Prior to this exchange, Collectors Universe had no operating assets or liabilities and had not yet conducted any opera tions. The assets and liabilities acquired were recorded at the predecessor basis as the transaction represented a transfer of assets and liabilities between entities under common control.

Concurrently, with the exchange transaction with PCGS, Collectors Universe acquired the assets of the auction businesses of Lyn F. Knight Rare Coins, Inc. ("Lyn Knight") and Kingswood Coin Auctions, LLC ("Kingswood") and the minority ownership interests in Superior Sportscard Auctions, LLC ("Superior") and Internet Universe, LLC ("IU"), both of which were majority-owned subsidiaries of PCGS at the time these acquisitions were consummated.

Nature of the Business

We are a collectibles company engaged in the grading, auctioning, selling and content information for high-end collectibles. We provide authentication and grading services for sportscards, rare coins, stamps and authentication-only services for sports memorabilia and autographs. We conduct in-person, telephone and Internet auctions of rare coins, sportscards and sports memorabilia, rare records and entertainment memorabilia. We also sell rare coins, sportscards, sports and entertainment memorabilia, historical documents and records on a direct basis and through catalogs and the Internet. We also publish magazines that provide market prices and information for certain collectibles.

2.            Summary of Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America.

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of Collectors Universe, Inc. and its subsidiaries. During the years ended June 30, 2003, 2002, and 2001, the Company acquired certain assets of other businesses and the results of their operations have been included in our consolidated financial statements from the dates of acquisition (Note 3). All intercompany accounts have been eliminated in consolidation.

Fiscal Year

For fiscal year 2003, and in the future, the Company will end its fiscal year on June 30th. In previous years, the Company elected to end its fiscal year on the Saturday closest to June 30 ^th . Accordingly, the last three fiscal years ended on June 30, 2003, June 29, 2002 and June 30, 2001. For clarity of presentation, all fiscal years are reported as ending on June 30 ^th .

	30

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results may differ from those estimates, and such differences may be material to the consolidated financial statements.

Cash and Cash Equivalents

We consider all highly liquid investments with original maturities of three months or less at the date of purchase to be cash equivalents.

Concentrations

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents, accounts receivable and notes receivable. The Company invests its excess cash in a large uninsured institutional money market fund. A substantial portion of accounts and notes receivable are due from collectibles dealers. The Company performs an analysis of the expected collectibility of accounts receivable and makes an allowance for doubtful accounts, when necessary. The allowance for doubtful accounts receivable was $1,009,000 and $293,000 at June 30, 2003 and 2002, respectively. There was no allowance against the notes receivable at June 30, 2003 and 2002.

The Company purchases injection-molded parts, holograms and printed labels for its grading services. There are numerous suppliers for these items, and any one could be substituted without significant delay or cost to the Company. However, while there are numerous sources for injection-molded parts, these parts require a die to fabricate the part. The manufacture of high precision dies can be a lengthy process and requires considerable expertise in their fabrication. Although, the Company does not have "back-up" dies for some of its high volume injection-molded parts and relies on one supplier for these requirements, the Company believes that it maintains a large enough inventory of the injection-molded parts to allow for the time necessary to manufacture new molds.

Fair Value of Financial Instruments

The carrying value of cash and cash equivalents, accounts receivable, notes receivable, accounts payable and accrued liabilities approximate their fair values.

Inventories

We account for inventories under the specific identification method, except for certain sports celebrity autograph inventory that is accounted for at average cost. Inventories are valued at the lower of cost or market on an inventory category basis. Inventories are periodically reviewed to identify slow moving items, and the allowance for inventory loss is recognized, as necessary. The allowance for inventory loss was $491,000 and $339,000 at June 30, 2003 and 2002, respectively. It is possible that our estimates of market value could change in the near term due to market conditions in the various collectibles markets served by the Company.

Property and Equipment

Property and equipment are stated at cost. Depreciation and amortization are provided using the straight-line method over the estimated useful lives ranging from three to seven years. Leasehold improvements are amortized over the shorter of the estimated useful lives of the improvements or the term of the related lease. Repair and maintenance costs are expensed as incurred.

	31

Long-Lived Assets

Management regularly reviews property and equipment and other long-lived assets, including certain identifiable intangibles, for possible impairment. This review occurs annually, or more frequently if events or changes in circumstances indicate the carrying amount of the asset may not be recoverable. If there is indication of impairment of property and equipment or amortizable intangible assets, then management prepares an estimate of future cash flows (undiscounted and without interest charges) expected to result from the use of the asset and its eventual disposition. If these cash flows are less than the carrying amount of the asset, an impairment loss is recognized to write down the asset to its estimated fair value. The fair value is estimated at the present value of the future cash flows discounted at a rate commensurate with management’s estimates of the business risks. During the year ended June 30, 2003, the Company determined that the covenant not-to-compete related to the Collectible Properties, Inc. asset acquisition (Note 3) was impaired. Accordingly, the Company wrote-off the unamortized balance of $18,000. Such amount is included in selling, general and administrative expenses in the accompanying consolidated statement of operations for the year ended June 30, 2003. The Company also recorded impairment charges for goodwill, as discussed further in this Note 2. No other long-lived asset impairments were identified at June 30, 2003.

Revenue Recognition

Net revenues include fees generated from the grading and authentication of sportscards, coins, autographs and stamps; the sales prices of owned collectibles sold in our auctions and directly to collectors; commissions earned on sales of consigned collectibles at our auctions; and revenue from the publication of collectibles magazines. Net revenues are determined net of discounts and allowances, product returns, and commissions paid to consignors on sales of their collectibles.

We record revenue from the sale of collectibles at our auctions at the time the collectible is delivered in-person, or otherwise shipped based on agreement with the successful bidder. Shipment or delivery generally takes place after payment is received from the successful bidder, which can be as long as 60 days after completion of the auction. However, for certain repeat bidders, we deliver in-person or ship the collectibles at the close of an auction and allow them to pay up to 60 days following the auction. Such sales are also recorded at the time of delivery or shipment. We also offer extended payment terms to certain collectors or dealers. For collectibles that we own and sell at auction, we record the successful bidder amount, or "hammer," as the sale of the merchandise and record the buy er’s fee as commission earned. We also record the cost of the merchandise sold as cost of revenues. For collectibles that are consigned to us for auction, we record, as commissions earned, the amounts of the buyer’s and seller’s fees. Depending upon the type of collectibles auction, we charge successful bidders a 10% to 15% commission and generally charge consignors a 5% to 15% selling commission. On some large or important consignments, we may negotiate a reduced consignor commission or even pay a fee to the consignor.

Grading revenues are recognized when the graded item is returned to the customer. Grading fees have generally been prepaid, although we have offered open account privileges to numerous larger dealers. Advance payments received for grading services are deferred until the service is performed and the item is shipped. For dealers who have open account status, we record revenue at the time of shipment.

Warranty Costs

The Company offers a warranty covering the coins and sportscards it authenticates and grades. Under the terms of the warranty, any coin or sportscard originally graded by us, which subsequently receives a lower grade upon resubmittal to us, obligates us to either purchase the coin or sportscard or pay the difference in value of the item at its original grade as compared with its lower grade. Similarly, any coin or sportscard originally graded by us, which subsequently is determined to be not authentic, obligates us to purchase the coin or sportscard. We accrue for estimated warranty costs based on historical trends and related experience.

Advertising Costs

Advertising costs are expensed as incurred and amounted to approximately $701,000, $661,000 and $849,000 for the three years ended June 30, 2003, 2002 and 2001, respectively.

	32

Income Taxes

We account for income taxes in accordance with Statement of Financial Accounting Standards ("SFAS") No. 109 , Accounting for Income Taxes . Deferred taxes on income result from temporary differences between the reporting of income and expense for financial statements and tax reporting purposes. A valuation allowance related to a deferred tax asset is recorded when it is more likely than not that some portion or all of the deferred tax asset will not be realized.

Stock-Based Compensation

The Company accounts for its stock option plans in accordance with Accounting Principles Board Opinion No. 25, Accounting for Stock Issued to Employees , and related interpretations. In December 2002, the Financial Accounting Standards Board ("FASB") issued SFAS No. 148, Accounting for Stock-Based Compensation, as amended by SFAS No. 148 , Accounting for Stock-Based Compensation – Transition and Disclosure . SFAS No. 148 amends SFAS No. 123, Accounting for Stock-Based Compensation , and was effective immediately upon issuance. SFAS No. 148 provides alternative methods of transition for a voluntary change to the fair value based method of accounting for stock-based employee compensation as well as amending the disclosure requirements of SFAS No. 123.

The following table illustrates the effect on net income and earnings per share if the Company had applied the fair value recognition provisions of SFAS No. 123 to stock-based employee compensation:

		(in thousands, except per share data)
		June 30,
		2003			2002			2001
Net loss, as reported		$	(10,439	)	$	(2,510	)	$	(649	)
Add: stock-based employee compensation expense included in reported net loss, net         of related tax effects			-			21			51
Deduct: total stock-based employee compensation expense determined under fair value based         method for awards, net of related tax effects    .			(262	)		(503	)		(1,816	)
Pro forma net loss		$	(10,701	)	$	(2,992	)	$	(2,414	)
Net loss per common share - basic and diluted:
As reported		$	(1.68	)	$	(0.40	)	$	(0.10	)
Pro forma		$	(1.72	)	$	(0.47	)	$	(0.38	)

The fair value of each option grant is estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted-average assumptions used:

		June 30,
		2003			2002			2001
Dividend yield			0.0	%		0.0	%		0.0	%
Expected volatility			73.0	%		81.0	%		333.0	%
Risk-free interest rate			2.0	%		3.3	%		5.0	%
Expected lives			2.0 years			1.5 years			5.0 years

We account for equity instruments issued to non-employees in accordance with the provisions of SFAS No. 123 and Emerging Issues Task Force (EITF) Issue No. 96-18, Accounting for Equity Instruments that are Issued to Other Than Employees for Acquiring, or in Conjunction with Selling Goods or Services. All transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. The measurement date use d to determine the fair value of the equity instrument issued is the earlier of the date on which the third-party performance is complete or the date on which it is probable that performance will occur.

	33

Net Loss Per Share

We compute net loss per share in accordance with SFAS No. 128, Earnings Per Share. SFAS No. 128 requires the presentation of basic and diluted earnings per share. Basic net loss per share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding during the periods presented. Diluted net loss per share is computed by dividing net loss attributable to common stockholders by the weighted average number of common and common equivalent shares outstanding during the periods presented assuming the exercise of all outstanding stock o ptions and other dilutive securities. For the years ended June 30, 2003, 2002 and 2001, the effect of potentially dilutive stock options of 89,000, 719,000 and 557,000 shares, respectively, is not included, as the effect is anti-dilutive.

The following table sets forth the computation of basic and diluted net loss per common share:

		(in thousands) June 30,
		2003			2002			2001
Numerator:
Net loss used for basic and diluted net loss per share		$	(10,439	)	$	(2,510	)	$	(649	)
Denominator:
Average common shares used for basic net loss per share			6,205			6,347			6,279
Effects of dilutive stock options			-			-			-
Denominator for diluted net loss per share			6,205			6,347			6,279

Comprehensive Income

The Company does not have any items of other comprehensive income requiring separate disclosure.

Computer Software Development Costs

In accordance with Statement of Position No. 98-1, Accounting for the Costs of Computer Software Developed or Obtained for Internal Use, the Company has capitalized certain costs to obtain or develop software to be used for internal purposes. For fiscal year 2002, the Company capitalized $93,000 (none in 2003). During the years ended June 30, 2003, 2002 and 2001 amortization of software development costs was $115,000 and $198,000 and $142,000, respectively, based upon a two year amortization period.

Change in Accounting for Goodwill and Other Intangible Assets

Effective July 1, 2002, the Company adopted the provisions of SFAS No. 142, Goodwill and Other Intangible Assets . SFAS No. 142 required the Company, in the year of its adoption, to perform a transitional goodwill impairment test to be measured as of the beginning of the fiscal year. As required by SFAS No. 142, the test was conducted at a "reporting unit" level and involved a comparison of each reporting unit’s fair value to its carrying value. The Company has determined that its reporting units are its operating segments, which have been aggre gated into its two reporting segments. The measurement of value for each reporting unit was based on a weighting of a combination of valuation approaches, including discounted cash flows and multiples of earnings before interest, taxes, depreciation and amortization ("EBITDA"). Upon adoption of SFAS No. 142, the Company completed the initial impairment test and concluded that certain of its goodwill was impaired, resulting in a non-cash, after-tax charge of $8,973,000. The charge was recorded as a cumulative effect of an accounting change in the accompanying consolidated statement of operations for the year ended June 30, 2003.

	34

The following is a summary of the transitional impairment charge by segment and reporting unit, net of $4,511,000 tax benefit (in thousands):

Reportable Segment	Reportable Unit		Charge
Collectible sales	Bowers and Merena		$	7,230
	Lyn Knight			1,262
	Odyssey			323
	Superior Sports Auctions			102
Grading and Authentication	Professional Stamp Experts			56
			$	8,973

Market and economic conditions resulted in impairment to the goodwill allocated to these reporting units.

On June 30, 2003, the Company tested its goodwill and other intangible assets in accordance with the provisions of SFAS No. 142 and concluded that the remaining unamortized goodwill was impaired. The operating profits and cash flows of each of the reporting units were lower than expected in fiscal 2003. Based on such trend, the earnings forecast for the next five years was revised resulting in the pre-tax impairment loss of $1,477,000. The fair value of each of the reporting units was estimated using the expected presented value of future cash flows.

During fiscal 2002, the Company determined that the goodwill associated with Professional Stamp Experts ("PSE") was partially impaired. This determination resulted from a reduction in future projected revenues of PSE. Accordingly, the Company recorded an impairment charge of $51,000 to reduce the carrying value of the PSE goodwill to $89,000.

During fiscal 2001, the Company determined that the goodwill associated with Internet Universe, LLC, which conducted its Internet operations, had become impaired. This determination resulted primarily from a change in the projected revenue for Internet advertising on its website due to industry-wide reductions in the viability of banner advertising and the rates that could be charged for this type of Internet advertising. Accordingly, the Company recorded an impairment charge of $906,000 to reduce the carrying value of the Internet Universe, LLC goodwill to zero.

The following table set forth the reconciliation of net loss and net loss per share as adjusted for the non-amortization provisions of SFAS No. 142:

		(in thousands)
		June 30,
		2003			2002			2001
Net loss, as reported		$	(10,439	)	$	(2,510	)	$	(649	)
Add: goodwill amortization, net of taxes			-			989			1,079
Adjusted net income (loss)		$	(10,439	)	$	(1,521	)	$	430
Net income (loss) per share - basic and diluted:
Net loss per share, as reported		$	(1.68	)	$	(0.40	)	$	(0.10	)
Goodwill amortization, net of taxes			-			(0.24	)		0.17
Adjusted net income (loss) per share - basic and diluted		$	(1.68	)	$	(0.16	)	$	0.07

Changes in the carrying amounts of goodwill for the year ended June 30, 2003 were as follows (in thousands):

		Collectible Sales			Grading and Authentication			Total
Balance, July 1, 2002		$	14,872		$	89		$	14,961
Cumulative effects of accounting change			(13,401	)		(83	)		(13,484	)
Impairment losses			(1,471	)		(6	)		(1,477	)
Balance, June 30, 2003		$	-		$	-		$	-

	35

The following provides additional information concerning the Company’s other intangible assets as of June 30:

		(in thousands)
		2003			2002
Intangible assets subject to amortization, comprised of covenants not-to-compete		$	-		$	240
Less accumulated amortization			-			(147	)
		$	-		$	93

Amortization expense related to the covenants not-to-compete amounted to $93,000, $70,000, and $72,000 for the years ended June 30, 2003, 2002 and 2001, respectively. The covenants not-to-compete are fully amortized at June 30, 2003.

Recent Accounting Pronouncements

In June 2001, the FASB issued SFAS No. 141, Business Combinations , and SFAS No. 142, Goodwill and Other Intangible Assets. SFAS No. 141 requires the use of the purchase method of accounting and prohibits the use of the pooling-of-interests method of accounting for business combinations initiated after June 30, 2001. SFAS No. 141 also requires that the Company recognize acquired intangible assets, apart from goodwill, if the acquired intangible assets meet certain criteria. SFAS No. 141 applies to all business combinations initiated after June 30, 2001 and for purchase business combinations completed on or after July 1, 2001. The Company accounted for the acquisition of Collectible Properties, Inc. ("CPI") (Note 3), which was consummated subsequent to June 30, 2001, in accordance with SFAS No. 141. As described in Note 2, the Company changed its method of accounting for goodwill and other intangible assets as a result of adopting SFAS No. 142, effective July 1, 2002.

In June 2001, the FASB issued SFAS No. 143, Accounting for Asset Retirement Obligations , which addresses financial accounting and reporting for obligations associated with the retirement of tangible long-lived assets and the associated asset retirement costs. SFAS No. 143 is effective for financial statements issued for fiscal years beginning after September 15, 2002. The Company does not expect that the adoption of this standard will have a material impact on its financial position, cash flows or results of operations.

Effective July 1, 2002, the Company adopted SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets , effective for fiscal years beginning after December 15, 2001. The new rules on asset impairment supersede SFAS No. 121, Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of , and provides a single accounting model for long-lived assets to be disposed of. The adoption of SFAS No. 144 did not have an impact on the Company’s financial position, cash flows or results of operations.

In June 2002, the FASB issued SFAS No. 146, Accounting for Costs Associated with Exit or Disposal Activities . SFAS No. 146 addresses significant issues regarding the recognition, measurement, and reporting of costs associated with exit and disposal activities, including restructuring activities. SFAS No. 146 also addresses recognition of certain costs related to terminating a contract that is not a capital lease, costs to consolidate facilities or relocate employees, and termination benefits provided to employees that are involuntarily terminated un der the terms of a one-time benefit arrangement that is not an ongoing benefit arrangement or an individual deferred-compensation contract. SFAS No. 146 is effective for exit or disposal activities that are initiated after December 31, 2002. In March 2003, the Company decided to relocate the operations of its Bowers and Merena division to Louisiana following a change in the division’s management, and is accounting for this action in accordance with SFAS No. 146 (Note 6).

In December 2002, the FASB issued SFAS No. 148, Accounting for Stock-Based Compensation - Transition and Disclosure , effective for fiscal years ending after December 15, 2002. SFAS No. 148 amends SFAS No. 123, Accounting for Stock-Based Compensation , to provide alternative methods of transition to SFAS No. 123’s fair value method of accounting f or stock-based employee compensation. SFAS No. 148 also amends the disclosure provisions of SFAS No. 123 and APB Opinion No. 28, Interim Financial Reporting, to require disclosure in the summary of significant accounting policies of the effects of an entity’s accounting policy with respect to stock-based employee compensation on reported net income and earnings per share in annual and interim financial statements. The Company has adopted SFAS No. 148 as of June 30, 2003 and has complied with the new disclosure requirements.

	36

In November 2002, the FASB issued FASB Interpretation No. ("FIN") 45, Guarantor’s Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees and Indebtedness of Others, an interpretation of FASB Statements No. 5, 57 and 107, and rescission of FASB Interpretation No. 34, Disclosure of Indirect Guarantees of Indebtedness of Others . FIN 45 also clarifies that a guarantor is required to recognize, at the inception of a guarantee, a liability for the fair value of the obligation undertaken in issuing the guarantee. The init ial recognition and measurement provisions of this interpretation are applicable on a prospective basis to guarantees issued or modified after December 31, 2002; while, the disclosure requirements are effective for financial statements for interim and annual periods ending after December 15, 2002. The Company’s disclosure of guarantees and indemnities is included in Note 13. There were no guarantees issued after December 31, 2002.

In January 2003, the FASB issued FIN 46, Consolidation of Variable Interest Entities, an interpretation of Accounting Research Bulletin ("ARB") No. 51. FIN 46 requires that variable interest entities be consolidated by a company if that company is subject to a majority of the risk of loss from the variable interest entity’s activities or is entitled to receive a majority of the entity’s residual returns or both. FIN 46 also requires disclosures about variable interest entities that a company is not required to consolidate but in which a company has a significant variable interest. The consolidation requirements of FIN 46 apply immediately to variable interest entities created after January 31, 2003. The consolidation requirements apply to entities established prior to January 31, 2003 in the first year or interim period beginning after June 15, 2003. The disclosure requirements apply in all financial statements issued after January 31, 2003. Management believes the adoption of such interpretation will not have an impact on its results of operations of financial position. At June 30, 2003, the Company did not have any interests in variable interest entities.

Reclassifications

Certain reclassifications have been made to the fiscal 2002 financial statements to conform to the fiscal 2003 presentation.

3.             Acquisitions

Acquisitions Prior to June 30, 2001

On October 11, 1999, we acquired Professional Stamp Experts (PSE), a stamp authentication service. Total consideration was $305,000 in cash. The acquisition was accounted for under the purchase method of accounting. As there were no tangible or identified intangible assets acquired, the entire purchase amount was allocated to goodwill. Prior to the adoption of SFAS No. 142 on July 1, 2002, goodwill was being amortized on a straight-line basis over 5 years. During the fourth quarter of fiscal year 2002, the Company determined that the goodwill associated with this acquisition had become partially impaired, and accordingly the Company recognized an impairment loss of $51,000 to reduce the carrying value of the PSE goodwill to $89,000. Upon implementa tion of SFAS No. 142 at the beginning of fiscal year 2003, the Company recorded an impairment charge of $56,000, net of tax. During the fourth quarter of 2003, the Company determined that the remaining goodwill was impaired (Note 2).

On March 10, 2000, we acquired substantially all of the operating assets of Auctions by Bowers and Merena, Inc., Bowers and Merena Galleries, Inc., and Bowers and Merena Research, Inc., ("Bowers and Merena") collectively, a business primarily engaged in the auction and retail sales of rare coins. Total consideration was $10,003,000 in cash and 1,000,000 shares of Collectors Universe, Inc.’s common stock valued at $7,625,000. The acquisition was accounted for under the purchase method of accounting and, accordingly, the Company recorded the assets acquired and the liabilities assumed based on their estimated fair value at the date of acquisition. The total purchase price was allocated to tangible net assets acquired of $4,542,000 and goodwill o f $13,086,000. Prior to the adoption SFAS No. 142 on July 1, 2002, goodwill was being amortized on a straight-line basis over 15 years. Upon implementation of SFAS No. 142 at the beginning of fiscal year 2003, the Company recorded an impairment charge of $7,230,000, net of tax. During the fourth quarter of 2003, the Company determined that the remaining goodwill was impaired (Note 2).

On July 14, 2000, we acquired substantially all of the operating assets of Odyssey Publications, Inc., a business primarily engaged in the retail sales of entertainment and historical memorabilia. Total consideration was $814,000 in cash and the assumption of $68,000 in liabilities. The acquisition was accounted for under the purchase method of accounting, and accordingly the Company recorded the assets acquired and the liabilities assumed based on their estimated fair value at the date of acquisition. The purchase price was allocated to assets acquired of $25,000 and goodwill of $857,000. Prior to the adoption of SFAS No. 142 on July 1, 2002, goodwill was being amortized on a straight-line basis over 5 years. Upon implementation of SFAS No. 142 at the beginning of fiscal year 2003, the Company recorded an impairment charge of

	37

$323,000, net of tax. During the fourth quarter of 2003, the Company determined that the remaining goodwill was impaired (Note 2).

                Acquisitions Subsequent to June 30, 2001

On April 12, 2002, the Company acquired certain assets of Collectible Properties, Inc. ("CPI"), a currency sales business owned by Lyn F. Knight, former owner of Lyn Knight Rare Coins, Inc. and an employee of the Company, for $1,034,000 in cash. The acquisition was accounted for under the purchase method of accounting and, accordingly, the Company recorded the assets acquired based on their estimated fair values at the date of acquisition. The total purchase price of $1,034,000 was allocated to tangible assets acquired of $549,000, identifiable intangible assets of $40,000, and goodwill of $445,000. The goodwill of $445,000 was assigned to the Collectible Sales segment. The full amount is expected to be deductible for tax purposes.  The following condensed balance sheet summarizes the estimated fair values of the assets acquired at the date of acquisition.

Inventories		$	549,000
Intangible assets			40,000
Goodwill			445,000
Total assets acquired		$	1,034,000

During the fourth quarter of 2003, the Company determined that the goodwill was impaired (Note 2).

4.            Inventories

Inventories consist of the following at June 30:		(in thousands)
		2003			2002
Coins and currency		$	7,175		$	6,478
Sportscards and memorabilia			1,550			1,613
Records			3			95
Other collectibles			304			319
			9,032			8,505
Less inventory reserve			(491	)		(339	)
		$	8,541		$	8,166

Inventory reserve represents valuation allowance on certain items held in inventory.

5.            Property and Equipment

Property and equipment consists of the following at June 30:		(in thousands)
		2003			2002
Coins and sportscard grading reference sets, fair value of $15 and $15 at June 30, 2003 and 2002, respectively		$	15		$	15
Computer hardware and equipment			1,285			1,930
Computer software			934			1,072
Equipment			1,273			1,236
Furniture and office equipment			726			866
Leasehold improvements			464			455
			4,697			5,574
Less accumulated depreciation and amortization			(3,365	)		(3,838	)
Property and equipment, net		$	1,332		$	1,736

Depreciation and amortization expense of property and equipment for fiscal 2003, 2002 and 2001 was $716,000, $874,000 and $754,000, respectively.

	38

6.           Accrued Liabilities

Accrued liabilities consist of the following at June 30:		(in thousands)
			2003			2002
Warranty costs		$	304		$	302
Professional fees			413			143
Bowers and Merena relocation costs			169			-
Other			697			291
		$	1,583		$	736

Activity and reserve balances related to the fiscal 2003, 2002 and 2001 warranty reserve through June 30, 2003 are as follows (in thousands):

Warranty reserve, June 30, 2000		$	281
Charged to cost of revenues			159
Cash payments			(160	)
Warranty reserve, June 30, 2001			280
Charged to cost of revenues			249
Cash payments			(227	)
Warranty reserve, June 30, 2002			302
Charged to cost of revenues			317
Payments			(315	)
Warranty reserve June 30, 2003		$	304

In March 2003, the Company decided to relocate the operations of its Bowers and Merena division to Louisiana following a change in the division’s management. In connection with the relocation, the Company terminated 11 employees. The charge for the employee terminations were $48,000. In addition, the Company incurred $118,000 in lease cancellation costs and $149,000 in related moving costs. All activities related to the relocation of the division were completed in June 2003. The activity and liability balance related to the relocation of the Bowers and Merena division through June 30, 2003 is as follows:

Liability balance, July 1, 2002		$	-
Charged to expenses			315
Cash payments			(146	)
Liability balance, June 30, 2003		$	169

The amounts charged to expenses are included in selling, general and administrative expenses in the accompanying consolidated statement of operations for the year ended June 30, 2003. All costs incurred in connection with the relocation of the division are related to the Company’s collectibles sales segment.

7.             Line of Credit

In November 2001, the Company entered into an unsecured line of credit agreement with a bank, which provided for borrowings of up to $1,500,000, subject to certain borrowing base limitations. Borrowings under the line of credit bore interest at the prime rate (4.75% at June 30, 2002) plus 1%, and are due on demand. At June 30, 2002, there were no outstanding borrowings under the line of credit. The line of credit expired in November 2002 and was not renewed.

	39

8.             Income Taxes

The provision (benefit) for income taxes for the years ended June 30 consists of the following:

		(in thousands)
		2003			2002			2001
Current:
Federal		$	(474	)	$	(1,085	)	$	798
State			(387	)		(76	)		232
			(861	)		(1,161	)		1,030
Deferred:
Federal			(387	)		4			(334	)
State			(913	)		(278	)		(103	)
			(1,300	)		(274	)		(437	)
Total provision (benefit) for income taxes		$	(2,161	)	$	(1,435	)	$	593

The reconciliation of the provision (benefit) for income taxes computed at federal statutory rates to the provision (benefit) for income taxes for the years ended June 30, is as follows:

		(in thousands)
		2003			2002			2001
Benefit at federal statutory rates		$	(1,270	)	$	(1,381	)	$	(19	)
State income taxes (benefit), net			(942	)		(231	)		84
Goodwill			-			127			436
Other, net			51			50			92
		$	(2,161	)	$	(1,435	)	$	593

Deferred income taxes reflect the net tax effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of deferred taxes as of June 30, 2003 and 2002, are as follows:

 

		(in thousands)
		2003			2002
Deferred tax assets:
Supplier compensation costs		$	546		$	546
Reserves			1,387			711
Goodwill			5,610			420
Property and equipment			73			79
Net operating loss carryover			255			172
State credits			673			58
Other			8			30
Total deferred tax assets			8,552			2,016
Deferred tax liabilities:
State taxes			(999	)		(225	)
Other			(20	)		(69	)
Total deferred tax liabilities			(1,019	)		(294	)
Net deferred tax assets			7,533			1,722
Less: Current portion			(1,066	)		(648	)
		$	6,467		$	1,074

The Company generated a federal tax net operating loss of approximately $1,272,000 as of June 30, 2003. This entire loss has been carried back to the year ended June 30, 2001 and the expected refunds are included in the Company's refundable income taxes at June 30, 2003. As of June 30, 2003, the Company has a state net operating loss carry forward of approximately $2,886,000. The Company's state net operating losses will begin to expire in the tax year ending June 30, 2014. In addition, the Company has a state tax credit carry forward of approximately $673,000 related to the California Enterprise Zone Credits. These credits have no expiration date.

	40

9.             Employee Benefit Plans

We established an employee benefit plan, effective July 1992, that features a 401(k) salary reduction provision covering all employees who meet eligibility requirements. Eligible employees may elect to defer up to 15% of compensation or the statutorily prescribed annual limit. The Company, at its discretion, may make contributions to the plan. To date, we have not made contributions to the plan, and administrative costs have been nominal.

On July 5, 2000, the Company implemented the previously approved Employee Stock Purchase Plan (the "Plan") covering all employees who meet certain eligibility requirements. The Plan allows employees to elect, at the beginning of each six-month period, to contribute up to 15% of compensation that will be applied to the purchase of Company stock at the end of the six-month period. The purchase price is 85% of the stock price on the first day of the six-month period or the last day of the six-month period, whichever is lower.

During fiscal 2003, we issued 3,000 shares of common stock under the Plan at an average purchase price of $3.22. During fiscal 2002, we issued 10,000 shares under the Plan at an average purchase price of $5.40.

10.          Stockholders’ Equity

Reverse Stock Split

During the quarter ended June 30, 2002, the trading prices of our shares declined to less than $1.00 per share. As a result, the Company was informed by NASDAQ on July 19, 2002, that its shares might be delisted from trading on the NASDAQ stock market. In response, management proposed and shareholders approved, a 1-for-4 reverse split of its outstanding common stock effective as of December 9, 2002. From December 9, 2002 through June 30, 2003, the Company's shares have traded in a range from $2.00 to $3.70 per share. All share amounts and all per share data in the consolidated financial statements and the notes thereto, including shares subject to outstanding stock options and option exercise prices, have been retroactively adjusted to give effect to this reverse stock split.

Treasury Stock

 

During fiscal 2001, we repurchased 125,000 shares of common stock at an aggregate cost of $1,021,000.

Consulting Agreement

In July 1997, we granted options to an individual to purchase 133,000 shares of our common stock at an exercise price of $1.32 per share as consideration for a five-year consulting agreement commencing on July 1, 1997. The options vested 20% per year commencing December 31, 1997 through December 31, 2001 and are exercisable on or before December 31, 2005. No amount was recognized for the value of the options, as the amount was insignificant.

Warrant Agreement

In May 1999, we granted a warrant to purchase 12,500 shares of our common stock at an exercise price of $20.00 per share in connection with an exclusive license agreement. No amount was recognized for the value of the warrant, as the amount was insignificant. The warrant expires in March 2004.

Non-Qualified Stock Option

In March 2000, we granted a non-qualified stock option for 125,000 shares of common stock at an exercise price of $30.52 in connection with an employment agreement. During fiscal 2003, the non-qualified stock option was cancelled.

Supplier Compensation Cost

 

During fiscal 1999, the Company granted warrants to purchase up to an aggregate of 148,500 shares of common stock to collectible experts providing content for our websites, at an exercise price of $20.00 per share. These warrants vested immediately and are exercisable over a ten-year term. The fair value of these options was expensed in fiscal 1999, and all of these options are outstanding at June 30, 2003.

	41

11.          Stock Option Plans

In January 1999, we adopted the PCGS 1999 Stock Incentive Plan (the "PCGS Plan"). The PCGS Plan, which was assumed by the Company at the time of its acquisition of PCGS, covers an aggregate of 269,250 shares of our common stock. In February 1999, we adopted the 1999 Stock Incentive Plan (the "1999 Plan"), which provides for grants of incentive stock options, nonstatutory stock options, and restricted stock grants to directors, officers, employees and consultants of Collectors Universe who provide valuable services to Collectors Universe, entitling them to purchase up to 437,250 shares of our common stock. On December 5, 2000, the stockholders, at the Company’s Annual Meeting, approved an amendment to the 1999 Plan to increase the authorized number of Common Stock that is issuable under th is Plan from 437,250 to 749,750 shares. Each of these Plans provide that the option price per share may not be less than 100% of the fair market value of a share of common stock on the grant date, as determined by the Board of Directors for incentive stock options, and 85% of fair market value for nonstatutory stock options. For incentive stock options, the exercise price may not be less than 110% of the fair market value of a share of common stock on the grant date for any individual possessing 10% or more of the voting power of all classes of stock of Collectors Universe. The timing of exercise for individual option grants is at the discretion of the Board of Directors, and the options expire no later than ten years after the grant date (five years in the case of incentive stock options granted to individuals possessing 10% or more of the voting power of all classes of stock of Collectors Universe). In the event of a change in control of Collectors Universe, an option or award under these Plans will become fully exercisable if the option or award is not assumed by the surviving corporation or the surviving corporation does not substitute comparable awards for the awards granted under these Plans.

The following is a summary of stock option activity for fiscal 2001, 2002 and 2003 under the PCGS Plan and the 1999 Plan:

		Number Of Shares			Price Per Share									Weighted Average Exercise Price Per Share
Options outstanding at June 30, 2000			611		$	8.44			-		$	31.00		$	17.20
Granted			227			8.00			-			18.00			10.72
Cancelled			(84	)		8.00			-			31.00			17.44
Exercised			-			-			-			-			-
Options outstanding at June 30, 2001			754			8.44			-			30.52			15.24
Granted			363			3.08			-			8.00			3.88
Cancelled			(423	)		3.08			-			30.52			12.60
Exercised			(4	)				$	3.08						3.08
Options outstanding at June 30, 2002			690			3.08			-			30.52			10.96
Granted			254			2.55			-			4.80			3.40
Cancelled			(241	)		3.08			-			30.52			10.83
Exercised			(1	)				$	3.08						3.08
Options outstanding at June 30, 2003			702		$	2.55			-		$	30.52		$	8.27

	42

The following table summarizes information about stock options outstanding at June 30, 2003:

(in thousands, except per share data)
								Options Outstanding									Options Exercisable
Range of Exercise Price								Number of Shares Outstanding			Weighted Average Remaining Contractual Life (years)			Weighted Average Exercise Price			Number of Shares Exercisable			Weighted Average Exercise Price
$2.55			-		$	2.79			62			9.6		$	2.69			12		$	2.76
$3.08			-		$	3.80			287			8.9		$	3.21			118		$	3.16
$4.00			-		$	4.80			56			8.8		$	4.64			44		$	4.74
$5.28			-		$	5.80			52			8.7		$	5.59			13		$	5.59
$6.00			-		$	6.08			3			8.7		$	6.00			1		$	6.00
-		$	8.00			-			47			7.7		$	8.00			39		$	8.00
$10.00			-		$	10.44			19			6.2		$	10.29			19		$	10.29
$12.00			-		$	12.76			8			7.0		$	12.00			4		$	12.00
-		$	13.24			-			1			7.0		$	13.24			-		$	13.24
-		$	14.76			-			1			7.0		$	14.76			1		$	14.76
-		$	18.00			-			39			7.0		$	18.00			16		$	18.00
-		$	20.00			-			85			5.8		$	20.00			59		$	20.00
-		$	21.48			-			5			7.0		$	21.48			3		$	21.48
-		$	24.00			-			29			6.3		$	24.00			24		$	24.00
-		$	30.52			-			8			6.7		$	30.52			5		$	30.52
									702									358

The number of stock options exercisable and their weighted-average exercise prices at June 30, 2003 and 2002 were 358,000 at $9.84 and 383,000 at $11.92, respectively.

The weighted average fair value of stock options granted during fiscal 2003, 2002 and 2001 was $1.01, $1.60 and $10.72 per option share, respectively.

12.          Related-Party Transactions

During the ordinary course of business, we provide grading services to certain entities that are owned, controlled or affiliated with our stockholders. Grading revenues received from these related entities amounted to $42,000 and $9,000 during the years ended June 30, 2002 and 2001, respectively (none in 2003). In addition, we purchased inventories from, and sold inventories to, certain of these related entities. Purchases of inventories from these related entities amounted to $85,000, $173,000 and $20,000 during the years ended June 30, 2003, 2002 and 2001, respectively.

J.D.R.C., Inc., an entity owned by one of our stockholders, provides research-consulting services to us related to our coin grading and authentication services. Amounts paid to J.D.R.C., Inc. related to these consulting services were $11,000, $37,000 and $24,000 during the years ended June 30, 2003, 2002 and 2001, respectively. In addition, during 2003 J.D.R.C., Inc. received consignor advances of $80,000 for collectibles consigned to our auctions.

In October 1998, we loaned $180,000 to a former officer of the Company. The loan bore interest at 9% per annum. Total outstanding principal and interest was paid in December 2001.

During fiscal 2002, key employees purchased $111,000 of rare coins and sportscards from the Company. Accounts receivable balances at June 30, 2002 from these employees totaled $8,000 and were less than 30 days old as of that date. In fiscal 2001, certain employees bought rare coins and ingots from the Company at cost of $363,000. Certain employees, who made purchases from the Company during fiscal 2001, had outstanding accounts receivable balances at June 30, 2001 aggregating $413,000. Subsequent to June 30, 2001, these balances were paid in full. During the ordinary course of business, certain key employees consigned collectibles to our auctions and received the auction proceeds upon sal e, less commissions. Consignor payments to these employees aggregated $470,000 and $252,000 in fiscal 2002 and 2001, respectively. One non-officer employee received multiple consignor advances during fiscal 2001 that aggregated $245,000. This amount was outstanding at June 30, 2001 but was subsequently paid in full following the settlement of an

	43

auction. Consignor advances to this employee did not bear interest. In addition, certain key employees sold collectibles to our Company during the year ended June 30, 2001, aggregating $742,000.

In October 2000, we loaned $300,000 to our then chief executive officer, Mr. David G. Hall, and additional borrowings subsequently increased the loan to $500,000. In June 2001, Mr. Hall repaid $300,000 and reduced the outstanding loan balance to $200,000 at June 30, 2001. The Company increased the loan to Mr. Hall during fiscal 2002 to $381,000. The loan, which was for a stated term, accrued interest at 10% per annum and was collateralized by 1,000,000 shares of our common stock owned by him. All accrued interest under this loan was paid at June 30, 2001. Accrued and unpaid intere st at June 30, 2002 was $31,000. In September, 2002, Mr. Hall transferred to the Company 130,207 shares of the Company’s common stock owned by him, with a fair value of $386,000 or $0.74 per share, in full satisfaction of the then outstanding principal and interest under the loan.

A member of the Board of Directors is also a partner in a professional services firm providing service to the Company. For the years ended June 30, 2003, 2002 and 2001, the member was paid $35,000, $26,000 and $15,000, respectively, as Board fees and the professional services firm was paid $237,000, $110,000 and $134,000, respectively, for services rendered.

13.          Commitments and Contingencies

Leases

 

The Company has various operating lease commitments for facilities and equipment that expire through November 2009. Total rent expense, net of sublease income, for the years ended June 30, 2003, 2002 and 2001 was approximately $1,728,000, $1,860,000 and $1,674,000, respectively. At June 30, 2003, future minimum lease payments under these agreements are as follows:

 

2004		$	1,338
2005			1,233
2006			1,183
2007			1,151
2008			1,179
Thereafter			1,637
		$	7,721

Employment Agreements

The Company has entered into employment agreements with certain executive officers and other key employees. The employment agreements provide for minimum salary levels, incentive compensation and severance benefits, among other items.

Consulting Agreement

In April 2000, the Company entered into a consulting agreement with a former executive officer. The agreement provided for payments of $15,000 per month over a 20-month period. In fiscal 2002 and 2001, consulting fees of $75,000 and $180,000, respectively, were recorded as operating expenses under this consulting agreement. That agreement expired in November 2001.

Guarantees

The Company from time to time enters into certain types of contracts that contingently require the Company to indemnify parties against third-party claims. These contracts primarily relate to (i) purchase agreements, under which the Company may provide customary indemnification to the seller of the business being acquired; (ii) certain real estate leases, under which the Company may be required to indemnify property owners for environmental or other liabilities and other claims arising from the Company’s use of the applicable premises; and (iii) certain agreements with the Company’s officers, directors and employees, under which the Company may be required to indemnify such persons for liabilities arising out of their employment relations hip. The terms of such obligations vary by contract and in most instances a specific or maximum dollar amount is not explicitly stated therein. Historically, the Company has not been obligated to make significant payments for these obligations and no liabilities have been recorded for these indemnities and guarantees in the accompanying consolidated balance sheets.

	44

14.          Segment, Geographic and Major Customer Information

Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the Company’s chief operating decision maker, or decision making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision-maker is its Chief Executive Officer. The operating segments of the Company are organized based on the services it offers. Similar operating segments have been aggregated to reportable operating segments based on having similar products or services, types of customers, and other criteria under SFAS No. 131, Disclosures About Segments of an Enterprise an d Related Information.

We operate principally in two service segments: the authentication and grading of collectibles and sales of collectibles through auctions and direct sales. Effective for the fiscal year ended June 30, 2001, the Company changed the description of its "Auction" business segment to "Collectible Sales" to reflect the increase in retail collectible sales within this segment that occurred in fiscal 2001.

We allocate operating expenses to each business segment based upon activity levels. We do not allocate specific assets to these service segments. All of our sales and identifiable assets are located in the United States. No individual customer accounted for 10% or more of revenue for the years ended June 30, 2003, 2002 and 2001.

		Year Ended June 30, 2003 (in thousands)
		Collectible Sales			Grading and Authentication			Total
Net revenues from external customers		$	31,999		$	20,266		$	52,265
Operating income (loss) before unallocated operating expenses		$	(2,941	)	$	7,725		$	4,784
Unallocated operating expenses			-			-			(8,728	)
Operating loss, consolidated			-			-		$	(3,944	)
Cumulative effect of change in accounting principle (net of tax)		$	8,917		$	56		$	8,973
Goodwill amortization and impairment		$	1,471		$	6		$	1,477

		Year Ended June 30, 2002 (in thousands)
		Collectible Sales			Grading and Authentication			Total
Net revenues from external customers		$	26,454		$	18,327		$	44,781
Operating income (loss) before unallocated operating expenses		$	(2,949	)	$	3,476		$	527
Unallocated operating expenses			-			-			(4,874	)
Operating loss, consolidated			-			-		$	(4,347	)
Goodwill amortization and impairment		$	1,559		$	141		$	1,700

		Year Ended June 30, 2001 (in thousands)
		Collectible Sales			Grading and Authentication			Total
Net revenues from external customers		$	31,422		$	20,962		$	52,384
Operating income (loss) before unallocated operating expenses		$	(3,019	)	$	4,796		$	1,777
Unallocated operating expenses			-			-			(2,655	)
Operating loss, consolidated			-			-		$	(878	)
Goodwill amortization and impairment		$	2,644		$	60		$	2,704

15.          Subsequent Event

                On September 17, 2003, the Company sold certain assets of its currency auction business, operated by its wholly owned subsidiary, Lyn Knight Currency Auctions, Inc., to Collectible Properties, Inc., a private company owned by Lyn F. Knight, President of Lyn Knight Currency Auctions, Inc. The purchase price for the assets sold is based on future sales revenues of Collectible Properties, Inc. The Company expects the aggregate consideration to be received under the agreement to be significantly less than the original cost of its acquisitions of this business in fiscal year 2002 and fiscal year 1999 of $3,235,000. Lyn Knight Currency Auctions, Inc.’s net revenues included in the Company’s consolidated financial statements for the years ended June 30, 2003, 2002 and 200 1 were approximately $3,056,000, $2,585,000 and $4,079,000, respectively.

 

	45

 

               
ITEM 9.         CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

Not Applicable

ITEM 9A.      CONTROLS AND PROCEDURES

Our management, under the supervision and with the participation of its Chief Executive Officer and the Chief Financial Officer, evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) in effect as of June 30, 2003. Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of June 30, 2003, our disclosure controls and procedures were adequate and effective and designed to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to them by others within these entities.

There were no significant changes in our internal controls or in other factors that could significantly affect these controls subsequent to June 30, 2003. As no significant deficiencies or material weaknesses were found, no corrective actions were taken.

	46

PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS

Except for information concerning the Company's executive officers, which is included in Part I of this Report, the information required by Item 10 is incorporated by reference from the Company's definitive proxy statement, expected to be filed with the Commission on or before October 28, 2003, for its annual stockholders' meeting.

ITEM 11.  EXECUTIVE COMPENSATION

The information required by Item 11 is incorporated herein by reference from the Company's definitive proxy statement, expected to be filed with the Commission on or before October 28, 2003, for its annual stockholders' meeting.

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

Except for the information below regarding our equity compensation plans, the information required by Item 12 is incorporated herein by reference from the Company's definitive proxy statement, expected to be filed with the Commission on or before October 28, 2003, for its annual stockholders' meeting.

The following table provides information relating to our equity compensation plans as of June 30, 2003.

 

		Column A			Column B			Column C
		Number of Securities to be Issued Upon Exercise of Outstanding Options and Warrants			Weighted-Average Exercise Price of Outstanding Options and Warrants			Number of Securities Remaining Available for Future Issuance under Equity Compensation Plans (Excluding Securities Reflected in Column A)
Equity compensation plans approved by shareholders			702,000		$	8.27			48,000
Equity compensation not approved by shareholders			294,000			11.55			-
Total			996,000		$	9.24			48,000

ITEM 13.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

The information required by Item 13 is incorporated herein by reference from the Company's definitive proxy statement, expected to be filed with the Commission on or before October 28, 2003.

	47

PART IV

ITEM 14.       EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.

(a)(1)      Financial Statements

The following financial statements are included in Item 8 of Form 10-K:

Independent Auditors’ Report

Consolidated Balance Sheets as of June 30, 2003 and 2002

Consolidated Statements of Operations for the years ended June 30, 2003, 2002 and 2001

Consolidated Statements of Stockholders’ Equity for the years ended June 30, 2003, 2002 and 2001

Consolidated Statements of Cash Flows for the years ended June 30, 2003, 2002 and 2001

Notes to the Consolidated Financial Statements

(a)(2)       Financial Statement Schedule

Schedule II Valuation and Qualifying Accounts

The other schedules are omitted because the required information is either inapplicable or has been disclosed in the consolidated financial statements and notes thereto

(a)(3)       Exhibits

See Index to Exhibits immediately following the Signature Page of this Report

(b)           Reports on Form 8-K

We filed a Current Report on Form 8-K dated April 28, 2003 to report, under Item 12 – "Results of Operations and Financial Condition," our issuance of a press release announcing the results of our operations for the quarter and nine months ended March 31, 2003.

	48

	Schedule II Valuation and Qualifying Accounts For the Years Ended June 30, 2001, 2002 and 2003
Description		Balance at Beginning of Period			Charged to Operating Expenses			Charged to Cost of Revenues			Deductions			Balance at End of Period
Allowance for doubtful accounts		$	105,222		$	502,301		$	-		$	(37,812	)	$	569,711
Inventory reserve			105,684			-			233,874			(27,099	)		312,459
Total at June 30, 2001		$	210,906		$	502,301		$	233,874 33,874		$	(64,911	)	$	882,170
Allowance for doubtful accounts		$	569,711		$	137,053		$	-		$	(413,764	)	$	293,000
Inventory reserve			312,459			-			31,253			(4,712	)		339,000
Total at June 30, 2002		$	882,170		$	137,053		$	31,253		$	(418,476	)	$	632,000
Allowance for doubtful accounts		$	293,000		$	915,120		$	-		$	(199,286	)	$	1,008,834
Inventory reserve			339,000			-			757,299			(605,003	)		491,296
Total at June 30, 2003		$	632,000		$	915,120		$	757,299		$	(804,289	)	$	1,500,130

	49

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

		COLLECTORS UNIVERSE, INC
Date:    September 29, 2003	By:	/s/MICHAEL J. LEWIS
		Chief Financial Officer

POWER OF ATTORNEY

Each person whose signature to this report appears below hereby appoints Michael R. Haynes and Michael J. Lewis, and either of them, individually, to act severally as attorneys-in-fact and agents, with power of substitution and resubstitution, for each of them, to sign on his behalf, individually and in the capacities stated below, and to file any and all amendments to this Annual Report, which amendment or amendments may make changes and additions as such attorneys-in-fact may deem necessary or appropriate.

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

Signature	Title	Date
/s/ A. CLINTON ALLEN     A. Clinton Allen	Chairman/Director	September 29, 2003
/s/ MICHAEL R. HAYNES     Michael R. Haynes	Chief Executive Officer	September 29, 2003
/s/ DAVID HALL         David G. Hall	President and Director	September 29, 2003
/s/ MICHAEL J. LEWIS     Michael J. Lewis	Chief Financial Officer (Principal Financial and Primary Accounting Officer)	September 29, 2003
/s/ BEN A. FRYDMAN         Ben A. Frydman	Director	September 29, 2003
/s/ VAN D. SIMMONS         Van D. Simmons	Director	September 29, 2003
/s/ A.J. BERT MOYER         A.J. Bert Moyer	Director	September 29, 2003

S-1

Exhibit No.		INDEX TO EXHIBITS Description
1.1		Form of Underwriting Agreement.*
3.2		Form of Amended and Restated Certificate of Incorporation of Collectors Universe, as currently in effect.*
3.3		Amended and Restated Bylaws of Collectors Universe, as adopted September 1, 1999.*
4.1		Registration Rights Agreement.*
4.2		Form of Registration Rights Agreement for Stockholders pursuant to private placement.*
5.1		Opinion of Stradling Yocca Carlson & Rauth, a Professional Corporation.*
10.1		Collectors Universe 1999 Stock Incentive Plan.*
10.2		Form of Stock Option Agreement for the Collectors Universe 1999 Plan.*
10.4		PCGS 1999 Stock Incentive Plan.*
10.5		Form of Stock Option Agreement for the PCGS 1999 Plan.*
10.6		Employee Stock Purchase Plan.*
10.7		Form of indemnification Agreement.*
10.8		Asset Acquisition Agreement dated January 25,1999 between Professional Coin Grading Service, Inc., Info Exchange, Inc. and Brent Gutekunst.*
10.9		Collectors Universe/eBay Mutual Services Term Sheet dated February 10,1999, between the Company and eBay, Inc.*
10.10		Net Lease between Orix Searls Santa Ana Venture and Collectors Universe, dated June, 1999.*
10.11		Agreement for the Sale of Goods and Services dated March 31,1999, between the Company and DNA Technologies, *
10.12		Contribution and Acquisition Agreement dated February 3,1999, between the Company and Hugh Sconyers.*
10.13		Contribution and Acquisition Agreement dated February 3,1999, between the Company and BJ Searls.*
10.14		Contribution and Acquisition Agreement dated February 3,1999, between the Company and Greg Bussineau.*
10.15		Contribution and Acquisition Agreement dated February 3,1999, between the Company and Lyn F. Knight Rare Coins*
10.16		Contribution and Acquisition Agreement dated February 3,1999, between the Company, Kingswood Coin Auction, LLC and the Members of Kingswood.*
10.17		Contribution and Acquisition Agreement dated February 3,1999, between the Company and Professional Coin Grading Service, Inc.*
10.18		Employment Agreement dated March 1999, between Superior Sportscard Auctions, LLC and Greg Bussineau.*
10.19		Employment Agreement dated March 5, 1999, between Lyn F. Knight, Lyn Knight Currency Auctions, Inc. and Collectors Universe.*
10.24		Asset Purchase Agreements between Collectors Universe, Inc. and Auctions by Bowers and Merena, Inc., Bowers and Merena Galleries, Inc. and Bowers and Merena Research, Inc. (Incorporated by reference to Exhibit 10-1 to Registrant’s Current Report on Form 8-K, dated March 21, 2000).*
21.1		Subsidiaries of the Company.
23.1		Independent Auditors' Consent.
31.1		Certifications of CEO Under Section 302 Of The Sarbanes-Oxley Act.
31.2		Certifications of CFO Under Section 302 Of The Sarbanes-Oxley Act.
32.1		CEO Certification of Periodic Report Under Section 906 of the Sarbanes-Oxley Act.
32.2		CFO Certification of Periodic Report Under Section 906 of the Sarbanes-Oxley Act.

*    Incorporated by reference to the same numbered exhibit to the Company’s Registration Statement (No. 333-86449) on Form S-1 filed with the Commission on September 2, 1999.

E-1