Nicholas Investment Company, Inc. ("the Company" or "NIVI") was incorporated under the laws of Nevada on January 22, 1998 to engage in any lawful activity as shall be appropriate under laws of the State of Nevada. Until April 2003 Nicholas Investment Company was in the business of acquiring and leasing real estate. Nicholas Investment raised $202,800.00 in 1998 and purchased four single-family dwellings, which were subsequently sold.

On April 1, 2002, Nicholas Investment Company, Inc. (Nicholas), and Virgin Lakes Development Corporation (Virgin Lakes), completed an Agreement of Reorganization whereby Nicholas issued 6,000,000 shares of its common stock in exchange for all of the outstanding common stock of Virgin Lakes. Immediately prior to the Agreement of Reorganization, Nicholas had 11,345,250 shares of common stock issued and outstanding. The acquisition was accounted for as a recapitalization of Virgin Lakes because the management of Virgin Lakes controlled Nicholas after the acquisition was completed. At the effective date of the transaction, each share of Virgin Lakes was converted into 2.89 shares of Nicholas. Virgin Lakes was treated as the acquiring entity for accounting purposes and Nicholas was the surviving entity for legal purposes. There was no adjustment to the carrying value of the assets or liabilities of Virgin Lakes and its wholly owned subsidiaries, nor was there any adjustment to the carrying value of the net assets of Nicholas. Virgin Lakes Development Corporation, had three subsidiaries, The Town Square, LLC (100% owned), Shadow Ridge Water Company (86% owned), and H & L Specialties (70% owned).

As of December 31, 2002, Management determined that the value of these businesses was substantially below book and determined to liquidate each of these holdings. As such, all assets, liabilities, and activities of these businesses have been included as discontinued operations. An impairment loss of $125,521 has been recorded to reduce the value of the assets associated with the discontinued operations to zero. In April 2003, the Company exchanged all of its ownership in each of these companies in exchange for the forgiveness of the related party debts and the assumption of trade payables associated with the businesses.

On May 14, 2003, two of the Company's officers and Directors submitted their resignations. The Company's remaining Director, Darryl Schuttloffel, appointed two new Directors and officers and charged them with developing and implementing a business strategy. On May 20, 2003, Mr. Schuttloffel also resigned as an officer and director of the Company.

On June 4, 2003, the Company issued two million (2,000,000) shares of preferred stock to MRG California in exchange for $5,000 and a further commitment to provide working capital to the Company. These preferred shares entitle the holder to 100 votes per share of preferred stock, effectively giving voting control of the Company to MRG California. On September 17, 2003, the Board of Directors negotiated the return of the preferred stock to the Company in exchange for approximately $33,500, which represented the original $5,000 plus all monies advanced to the Company by MRG and legal expenses incurred. These preferred shares are presently held by the Company's Board of Directors.

As of September 18, 2003, the Company had no operating business.

Company Strategy

In September 2003, the Company's Board of Directors elected to pursue establishing NIVI as a holding company, making strategic investments in the medical sales industry and in management consulting. The Company intends to raise capital for investment into small, cash-flow positive businesses in the targeted fields, then provide management assistance and growth capital. As of September 18, 2003, the Company had not raised substantial capital to do so and had not formalized arrangements to infuse such capital.
Management is negotiating to acquire a majority interest in several prospective businesses, but has not yet signed a letter of intent or definitive acquisition agreement.

Employees

Presently, Nicholas Investment has two employees who serve as the Company's Chief Executive Officer and Chief Financial Officer, respectively. Management intends to hire additional employees only as needed and as funds are available. In such cases compensation to management and employees will be considered with prevailing wages for services rendered.