EXHIBIT 10.2 NON-COMPETITION AGREEMENT

This NON-COMPETITION AGREEMENT (the "Agreement") is made as of February 19, 2004, by and between COLLECTORS UNIVERSE, INC., a Delaware corporation ("Seller"), and SPECTRUM NUMISMATICS INTERNATIONAL, INC., a California corporation ("Buyer").

A.            Concurrently herewith, Seller and Buyer are entering into that certain Asset Purchase Agreement dated of even date herewith (the "Asset Purchase Agreement"), pursuant to which Buyer is acquiring the Auction Businesses and purchasing, or acquiring the right to use, a substantial portion of the operating assets of those Businesses, including all of the goodwill associated with the conduct of those Businesses (the "Acquired Assets"), all as more fully described in the Asset Purchase Agreement.

NOW, THEREFORE, in satisfaction of the above referenced condition and other good and valuable consideration the receipt and adequacy of which are hereby acknowledged by the parties, it is agreed as follows:

(b)       The term " Competitive Business " means the conduct or management of a business or venture that (1) acquires, by purchase or consignment, Collectible Coins or Collectible Sports Memorabilia (as such terms are defined in the Asset Purchase Agreement) for sale at in-person, telephonic and internet auctions, (2) conducts in-person, telephonic and internet auctions at which such Collectible Coins or Collectible Sports Memorabilia are sold, or (3) is making preparations to engage any of the foregoing.

(i)       The term " Subsidiary " of a Person shall mean any corporation or other entity more than fifty percent (50%) of the voting stock or other equity ownership interests of which are held, directly or indirectly (through one or more entities), by such Person or, by an Affiliate of such Person.

1.3           This Agreement is the result of arms’-length negotiations between the parties hereto and no provision hereof, because of any ambiguity found to be contained therein or otherwise, shall be construed against a party by reason of the fact that such party or its legal counsel was the draftsman of that provision. The section, subsection and any paragraph headings contained herein are for the purpose of convenience only and are not intended to define or limit or affect, and shall not be considered in connection with, the interpretation of any of the terms or provisions of this Agreement. Unless otherwise indicated expressly or by the context in which such terms are found elsewhere in this Agreement, (1) the term "or" shall not be exclusive, (2) the term "including" shall mean "including, but not limited to" and (3) the terms "herein," "hereof," "hereto," "hereunder" and other terms similar to such terms shall refer to this Agreement as a whole and not merely to the specific section, subsection, paragraph or clause where such terms may appear. The Recitals to this Agreement are fully incorporated into and are an integral part of this Agreement.

(c)       provide marketing, promotional, management, consulting, advisory or financial assistance to any Person that engages in. or to the best knowledge of Seller is preparing to engage in, any Competitive Business anywhere in the Restricted Territory.

2.2            Limited Exceptions . Notwithstanding the foregoing, or any other provision contained herein to the contrary:

(a)       Seller and any of the Seller-Related Parties may own shares of voting stock of any corporation whose shares are listed for trading on any stock exchange or on the Nasdaq National Market or Nasdaq SmallCap Market, without thereby breaching its covenants contained in this Agreement, provided that the aggregate number of voting shares of any such corporation that may be owned, in the aggregate, by the Seller and the Seller-Related Parties

shall not exceed five percent (5%) of such corporation’s voting stock so long as Seller does not in fact have the power to control, or direct the management of that corporation.

(b)       Seller and the Seller-Related Parties shall be entitled, and it shall not be a breach of this Agreement (including Section 2.1(c) above), for Seller or any of the Seller Related Parties, to acquire, invest in, operate, control, manage, own, participate or have any ownership interest in, or to sell or otherwise transfer, or become or be a partner, member, joint venturer, shareholder or owner, consultant, advisor or agent of: (1) any Grading Business that provides, in the ordinary course, any Grading Services to or for any Competitive Business, or with any Person that engages in any Competitive Business, anywhere in the Restricted Territory; (2) subject to Paragraph 2.3 below, any business that, in the ordinary course, provides services (other than or in addition to those currently being provided by Seller’s Grading Services) that facilitate or enhance commerce, trading or dealing in Collectible Coins or Collectible Sports Memorabilia (such as, by way of illustration but not limitation, Seller’s sportscard set registry program) (hereinafter "Value Added Services") for any Competing Businesses anywhere in the Restricted Territory; provided , however , that in no event shall Value Added Services include conducting, managing, or controlling the conduct of any auctions anywhere in the Restricted Territory for Seller’s account or for the account of any other Person; (3) sell or consign Seller’s Collectible Inventory (as defined in the Asset Purchase Agreement) to any Competitive Business if Buyer does not exercise its option to purchase such Collectibles Inventory pursuant to the Asset Purchase Agreement;