JUNIPER GROUP INC
10QSB, 1999-08-13
INSURANCE AGENTS, BROKERS & SERVICE
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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-QSB





QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934

                             For the quarterly period ended June 30, 1999
                             ---------------------------------------------

                             Commission file number    0-19170


                              JUNIPER GROUP, INC.
 -------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


      Nevada                                               11-2866771
- -------------------------------------------------------------------------------
 (State or other jurisdiction of               (IRS Employer Identification No.)
 incorporation or organization)

           111 Great Neck Road, Suite 604, Great Neck, New York 11021
- --------------------------------------------------------------------------------
                    (Address of principal executive offices)


                                 (516) 829-4670
- --------------------------------------------------------------------------------
                           (Issuer's telephone number)



- --------------------------------------------------------------------------------
              (Former name, former address and former fiscal year,
                          if changed since last report)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days.   Yes  X      No
                                                                ---        ---

     The number of shares  outstanding of each of the issuer's classes of common
equity, as of the latest practicable date, August 11, 1999, was 5,104,430 shares
of common stock - $.001 par value.



Transitional Small Business Disclosure Format:  Yes       No  X
                                                   ---       ---


                                       1
<PAGE>

PART I - FINANCIAL INFORMATION

ITEM 1:   Financial Statements



                             JUNIPER GROUP, INC.
                            AND SUBSIDIARY COMPANIES

                           CONSOLIDATED BALANCE SHEETS

                                                        June          December
       Assets                                        30, 1999        31, 1998
                                                    -----------    -----------
Current Assets
  Cash ...........................................   $    3,928     $    48,925
  Accounts receivable - trade ....................      728,418         788,410
  Due from affiliates ............................        8,594           8,085
  Investment in NCI ..............................         -            152,879
  Prepaid expenses and other current assets ......      191,487         215,764
  Due from officer ...............................      142,765         101,755
                                                     -----------    -----------
      Total current assets .......................    1,075,192       1,315,818
  Film licenses ..................................    2,939,960       2,939,960
  Property and equipment net of accumulated
    depreciation of $99,692 and $85,554
    respectively .................................      129,925         141,677
  Goodwill .......................................      409,886            -
  Other assets ...................................      180,867         167,540
                                                     -----------    -----------
                                                     $4,735,830     $ 4,564,995
                                                     ===========    ===========

       LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
  Accounts payable and accrued expenses ..........   $1,204,224     $ 1,023,541
  Notes payable - current ........................       79,553         168,725
  Due to producers - current .....................        1,984          47,178
  Due to shareholders ............................        7,000           7,000
                                                     -----------    -----------
       Total current liabilities .................    1,292,761       1,246,444
Due to producers - long term .....................        5,194          17,692
Notes payable - long term ........................      166,667         166,667
                                                     ----------     -----------
       Total liabilities .........................    1,464,622       1,430,803

Shareholders' Equity
  12% Non-voting convertible redeemable
   preferred stock: $.10 par value, 875,000
   shares authorized, 42,747 and 233,900 shares
   issued and outstanding at June 30, 1999,
   and December 31, 1998, respectively: aggregate
   liquidation preference, $85,494 and $467,800
   at June 30, 1999 and December 31, 1998,
   respectively...................................        4,275          23,390
  Common Stock - $.001 par value, 75,000,000
   shares authorized, 4,975,964 and 3,072,204
   issued and outstanding at June 30, 1999
   and December 31, 1998, respectively  ...........       4,976           3,072
  Capital contributions in excess of par:
   Attributed to preferred stock .................       38,109         208,523
   Attributed to common stock ....................   10,737,115       9,855,404
  Retained earnings (deficit) ....................   (7,513,267)     (6,956,197)
                                                     -----------    -----------
   Total shareholders' equity ....................    3,271,208       3,134,192
                                                     -----------    -----------
                                                     $4,735,830     $ 4,564,995
                                                     ===========    ===========

                 See Notes to Consolidated Financial Statements

                                      2
<PAGE>



                             JUNIPER GROUP, INC.
                            AND SUBSIDIARY COMPANIES

                        CONSOLIDATED STATEMENTS OF INCOME





                                                      Three Months Ended
                                                   June 30,           June 30,
                                                     1999              1998
                                                ------------       ------------
Revenues:
     Healthcare ..............................  $   141,097        $    284,144
     Entertainment ...........................        --                 10,000
                                                ------------       ------------
                                                    141,097             294,144
                                                ------------       ------------

Operating Costs:
     Healthcare ..............................       29,189              34,683
     Entertainment ...........................        4,650               2,293
Selling, general and administrative expenses .      362,516             474,391
Settlement Expense............................         -                267,236
                                                ------------       ------------
                                                    396,355             778,603
                                                ------------       ------------

Net income (loss)before income (loss)from
  minority interest...........................     (255,258)          (484,459)

Income (loss) from minority interest .........      (31,117)              -
                                                -----------        ------------
Net invome (loss).............................  $  (286,375)       $  (484,459)
Weighted average number of shares outstanding     4,060,460          1,052,235
                                                ============       ============
Net income (loss) per common share              $     (0.07)      $      (0.46)
                                                ============       ============






























                 See Notes to Consolidated Financial Statements


                                       3
<PAGE>

                             JUNIPER GROUP, INC.
                            AND SUBSIDIARY COMPANIES

                        CONSOLIDATED STATEMENTS OF INCOME





                                                        Six Months Ended
                                                   June 30,           June 30,
                                                     1999              1998
                                                ------------       ------------
Revenues:
     Healthcare ..............................  $    295,026       $    492,579
     Entertainment ...........................         --                10,000
                                                ------------       ------------
                                                     295,026            502,579
Operating Costs:
     Healthcare ..............................        61,075             56,458
     Entertainment ...........................         4,650              2,293
Selling, general and administrative expenses .       686,823            894,654
Settlement Expense............................         --               267,236
                                                 ------------       -----------
                                                     752,548          1,220,641
                                                 ------------       -----------

Net income (loss) before income (loss)from
 minority interest ...........................      (457,522)          (718,062)

Income (loss) from minority interest .........       (99,548)              -
                                                ------------       ------------
Net income (loss) ............................  $   (557,070)      $   (718,062)
Weighted average number of shares outstanding      3,716,304          1,000,273
                                                ============       ============
Net income (loss) per common share              $      (0.15)      $      (0.72)
                                                ============       ============






























                 See Notes to Consolidated Financial Statements


                                       4
<PAGE>


                             JUNIPER GROUP, INC.
                            AND SUBSIDIARY COMPANIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                        Six Months Ended
                                                    June 30,         June 30,
                                                     1999              1998
                                                 ------------      ------------
Operating Activities
Net income (loss) ............................   $   (557,070)     $   (718,062)
 Adjustments to reconcile net cash provided
  by operating activities:
 Settlement expense ..........................           -              267,236
 Depreciation expense ........................         14,138             5,955
 Gain on disposition of assets ...............           -               (6,362)
 Loss from minority interest..................         99,548              -
 Payment of officer's compensation with equity         64,189           209,724
 Payment of various liabilities with equity ..         57,551           112,275
 Payment of directors compenation with equity.           -               35,250
 Payment of employees compensation with equity         20,384              -
Changes in assets and liabilities:
 Accounts receivable .........................         59,992           (87,026)
 Prepaid expenses and other current assets ...         (1,440)           (2,264)
 Other assets ................................        (13,327)           (1,605)
 Due to/from officers ........................        (41,010)         (164,557)
 Due from affiliates .........................           (509)            5,309
 Accounts payable and accrued expenses .......        180,683           (17,591)
                                                 ------------         ---------
 Net cash provided from (used for)                   (116,871)         (361,718)
   operating activities ......................   ------------         ---------

Investing activities:
 Sale (purchase) of equipment ................         (2,386)           (5,250)
                                                 ------------         ---------
Financing activities:
 Investment in Nuclear Cardiac Imaging........       (170,893)            --
 Reduction in borrowings .....................       (103,455)         (187,800)
 Proceeds from borrowings ....................        358,700           450,000
 Payments to and on behalf of producers ......        (25,092)          (53,818)
 Proceeds from private placements ............         15,000           150,000
                                                 ------------         ---------
 Net cash provided from (used for)
   financing activities ......................         74,260           358,382
                                                 ------------         ---------
 Net increase (decrease in cash) .............        (44,997)           (8,586)
 Cash at beginning of period .................         48,925            30,187
                                                 ------------         ---------
 Cash at end of period .......................   $      3,928         $  21,601
                                                 ============         =========

Supplemental cash flow information:
  Interest paid ..............................   $     10,358         $  14,196
                                                 ------------         ---------









                 See Notes to Consolidated Financial Statements

                                       5
<PAGE>



                              JUNIPER GROUP, INC.

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                   (Unaudited)

NOTE 1 - Basis of Presentation:

     The interim  consolidated  financial  statements  included herein have been
prepared without audit,  pursuant to the rules and regulations of the Securities
and Exchange Commission ("SEC").  Certain information and footnote  disclosures,
normally  included  in the  financial  statements  prepared in  accordance  with
generally  accepted  accounting  principles,  have  been  condensed  or  omitted
pursuant to SEC rules and regulations;  nevertheless,  management of the Company
believes  that the  disclosures  herein  are  adequate  to make the  information
presented not misleading. The consolidated financial statements and notes should
be read in conjunction with the audited  consolidated  financial  statements and
notes  thereto as of December 31, 1998  included in the  Company's  Form 10-KSB
filed with SEC.

     In the opinion of management,  all  adjustments  consisting  only of normal
recurring  adjustments  necessary to present fairly the  consolidated  financial
position  of the Company  with  respect to the  interim  consolidated  financial
statements have been made. The results of operations for the interim periods are
not necessarily indicative of the results to be expected for the full year.













































                                        6
<PAGE>
Item 2  MANAGEMENT'S  DISCUSSION  AND ANALYSIS OR PLAN OF OPERATION

     The following discussion and analysis of financial condition and results of
operations  should  be read  in  conjunction  with  the  Company's  consolidated
financial statements and notes thereto included elsewhere herein. The statements
disclosed  herein  include  forward-looking  statements  within  the  meaning of
Section  27A of the  Securities  Act of 1933,  as amended and Section 21E of the
Securities Exchange Act of 1934, as amended.  The Company's actual results could
differ  materially from those projected in the  forward-looking  statements as a
result of certain risks and  uncertainties,  including,  but not limited to, the
Company's  historical lack of  profitability,  the Company's need for additional
financing,  competition  in the managed  health care  industry,  and other risks
detailed  from time to time in the  Company's  filings with the  Securities  and
Exchange Commission.

OVERVIEW
- --------

     Juniper Group, Inc. (the "Company")is a Nevada  Corporation.  Its principal
businesses are composed of two segments,  healthcare and entertainment:  (i) the
healthcare  operations are conducted through two subsidiaries of Juniper Medical
Systems,  Inc. ("JMSI"),  which is a wholly owned subsidiary of the Company: (a)
PartnerCare,  Inc. ("PCI"), a managed care revenue enhancement company providing
various types of services such as: Accounts  Receivable  Management,  Regulatory
reimbursement compliance,  charge-off reviews, revenue collections, hospital and
physician  accounts  receivable  financing  and other  related  business  office
outsourcing services to newly evolved integrated hospital and physician markets;
and (b) Juniper Healthcare  Containment  Systems,  Inc.  ("Containment"),  which
develops and provides full service healthcare  networks for insurance  companies
and managed  care  markets in the  Northeast  U.S.;  and (ii) the  entertainment
segment is conducted principally through Juniper Pictures, Inc. ("Pictures"),  a
wholly owned subsidiary of Juniper  Entertainment,  Inc. ("JEI"), a wholly owned
subsidiary of the Company,  which engages in the  acquisition,  exploitation and
distribution of rights to films to the various media (i.e., home video,  pay-per
view, pay television,  cable  television,  networks and  independent  syndicated
television  stations)  in the domestic and foreign  marketplace.  The  Company's
operations  are based at 111 Great Neck Road,  Suite 604,  Great Neck,  New York
11021.

RESULTS OF OPERATIONS
- ---------------------

Three  Months  Ended  June 30, 1999 vs Three  Months  Ended June 30, 1998
- ---------------------------------------------------------------------------

     Revenue  related to the  Healthcare  segment  decreased  to $141,000 in the
second quarter of 1999 from $284,000 in the second quarter of 1998, representing
a 50% decrease.  The decrease in revenue  during the second  quarter of 1999 was
predominately attributed to Containment,  which had no revenue in 1999, compared
to  approximately  $53,000  in the second  quarter of 1998.  This is a result of
changes  instituted in December 1997, whereby  Containment  discontinued a joint
venture  arrangement and its  arrangement  with the Guardian  Insurance  Company
("The  Guardian").  The loss of this  business was  temporarily  replaced with a
settlement  agreement  which  generated  revenue with no  corresponding  expense
throughout 1998. Since revenue from the Guardian's  business  diminished largely
due to the increase in managed care  penetration in the North East U.S.  region,
the business  with The Guardian  decreased and the  relationship  with the Joint
Venture  terminated.  PCI's revenue decreased to $141,000 in 1999, from $231,000
in 1998.  This was the  result of  winding  down  certain  projects  at New York
Hospital.  The revenue from this work began its decline during the first quarter
of 1999 and was  expected to be  replaced  with  projects at two new  hospitals.
These two new  projects  commenced  late in the  second  quarter  and will begin
generating revenue during the third quarter.

     The  entertainment  segment  recognized no revenue in the second quarter of
1999, and $10,000 in the second quarter of 1998.  Certain of the Company's films
that  generated  revenue when the contracts were signed are still under license,
and are  currently  being  aired by the  licensees.  The  Company  is  currently
utilizing its resources to build the healthcare segment of its business, and has
not devoted  resources  toward the  promotion and  solicitation  of the films in
1999. However, the Company has begun looking for outside salesmen to help market
and merchandise the films that are not currently under license.

     Healthcare  operating  costs  decreased to $29,000 in the second quarter of
1999 from $35,000 in the second quarter of 1998, a 17% decrease. As a percentage
of revenue, operating costs of the healthcare operations increased to 21% in the
second  quarter of 1999 from 12% in the second  quarter of 1998. The increase is
due to the  fact  that  Containment  reflected  no  revenue  in  1999,  while it
reflected revenue in 1998 with no related operating costs.

                                       7

<PAGE>
     Selling,  general and administrative  expenses decreased to $363,000 in the
second  quarter  of 1999 from  $474,000  in the second  quarter  of 1998,  a 23%
decrease.  This  decrease is primarily  due to decreases in salaries of $23,000,
directors  compensation  of $35,000,  bad debt  expenses of $9,000 and  interest
expenses of  $15,000,  offset by  increases  in legal  expenses of $35,000.  The
decrease in salaries (as well as other  overhead  expenses to a lesser  extent),
was  attributable to the allocation of certain  expenses to NCI during its start
up and  organizational  period.  Such allocations are charged to NCI as part the
Company's  investment  in that entity.  The Company  reflects its  proportionate
share  of these  expenses  in the  income  statement  as  losses  from  minority
interests.  On May 20, 1999, the Company  purchased 51% of NCI at which point it
became a wholly  owned and  consolidated  subsidiary.  The  decrease in bad debt
expense was due to a change in 1998 to a more  conservative  evaluation  than in
previous  periods  of  the  Company's  accounts  receivable.  This  conservative
evaluation  has  continued  in 1999  causing  the  Company  to  record a greater
allowance for certain  types of accounts  receivable  related to its  healthcare
business. The increase in legal expense is primarily attributed to the Company's
efforts for growth including potential new business acquisitions.

Six  Months  Ended  June  30,  1999  vs Six  Months  Ended  June  30,  1998
- ---------------------------------------------------------------------------

     Revenue related to the Healthcare segment decreased to $295,000 through the
second  quarter  of 1999 from  $493,000  through  the  second  quarter  of 1998,
representing a 40% decrease.  The decrease in revenue through the second quarter
of 1999 was  predominately  attributed to  Containment,  which had no revenue in
1999,  compared to  approximately  $162,000  through the second quarter of 1998.
This is a result of changes  instituted in December  1997,  whereby  Containment
discontinued a joint venture  arrangement and its arrangement  with the Guardian
Insurance  Company.  The loss of this business was  temporarily  replaced with a
settlement  agreement  which  generated  revenue with no  corresponding  expense
throughout 1998. Since revenue from the Guardian's  business  diminished largely
to the increase in managed care penetration in the North East U.S.  region,  the
business with Guardian  decreased  and the  relationship  with the Joint Venture
terminated.  PCI's revenue decreased to $295,000 in 1999, from $331,000 in 1998.
This was the result of winding down certain  projects at New York Hospital.  The
revenue  from this work began its decline  during the first  quarter of 1999 and
was expected to be replaced  with projects at two new  hospitals.  These two new
projects  commenced late in the second quarter and will begin generating revenue
during the third quarter.

The  entertainment  segment  recognized no revenue through the second quarter of
1999, and $10,000  through the second quarter of 1998.  Certain of the Company's
films that  generated  revenue  when the  contracts  were signed are still under
license,  and are  currently  being  aired  by the  licensees.  The  Company  is
currently  utilizing  its  resources  to build  the  healthcare  segment  of its
business, and has not devoted resources toward the promotion and solicitation of
the films in 1999.  However,  the Company has begun looking for outside salesmen
to help market and marchandise the films that are not currently under license.

Healthcare  operating  costs  increased to $61,000 through the second quarter of
1999 from $56,000 in the second quarter of 1998, a 9% increase.  As a percentage
of  revenue,  operating  costs of the  healthcare  operations  increased  to 21%
through the second  quarter of 1999 from 11% through the second quarter of 1998.
The increase is due to the fact that Containment  registered no revenue in 1999,
while it reflected revenue in 1998 with no related operating costs.

     Selling,  general and administrative expenses decreased to $687,000 through
the second  quarter of 1999 from $895,000  through the second quarter of 1998, a
23%  decrease.  This  decrease  is  primarily  due to  decreases  in salaries of
$89,000,  bad debt expenses of $50,000,  directors  compensation  of $35,000 and
public relations  expenses of $31,000,  offset by increases in legal expenses of
$75,000.  The  decrease in  salaries  (as well as other  overhead  expenses to a
lesser  extent),  was  attributable  to the allocation of cerain expenses to NCI
during its start up and organizational  period.  Such allocations are charged to
NCI as part the Company's  investment in that entity.  The Company  reflects its
proportionate  share of these  expenses in the income  statement  as losses from
minority  interests.  On May 20, 1999, the Company purchased 51% of NCI at which
point it became a wholly owned and consolidated subsidiary.  The decrease in bad
debt expense was due to a change in 1998 to a more conservative  evaluation than
in previous  periods of the Company's  accounts  receivable.  This  conservative
evaluation  has  continued  in 1999  causing  the  Company  to  record a greater
allowance  for certain  types of accounts  receivable  related to its  heathcare
business. The increase in legal expense is primarily attributed to the Company's
efforts for growth including potential new business acquisitions.













                                       8
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------

     Working  capital  at June 30,  1999 was  ($218,000),  compared  to  working
capital of $69,000 at December 31, 1998.  The ratio of current assets to current
liabilities  was .83:1 at June 30, 1999 and 1.06:1 at December  31,  1998.  Cash
flow  used for  operations  during  the  second  quarter  of 1999 was  $117,000,
compared to cash flow used for operations  during the second quarter of 1998, of
$362,000.

     Accounts  receivable  - trade  decreased to $728,000 at June 30, 1999 from
$788,000 at December 31, 1998.

     Accounts payable was $1,204,000 at June 30, 1999 and $1,024,000 at December
31, 1998.

     Although the Company plans to continue to expand its healthcare business to
the extent that  resources  are  available,  the  Company  has no firm  material
commitments  for capital  expenditures in other areas of its business and has no
plans to acquire additional films.

     The Company believes that it may not have sufficient  liquidity to meet its
operating  cash  requirements  for the current  level of  operations  during the
remainder of 1999. The Company will require additional  financing.  There can be
no  assurance  that  financing  will be  available,  or if  available, on  terms
acceptable to the Company.  If the Company is unable to fund its operating  cash
flow needs, the Company may be required to substantially curtail operations.

     The Company currently does not have any bank lines of credit.



































                                       9

<PAGE>

PART II:   OTHER INFORMATION

Item  2.  Changes  in  Securities
          -----------------------

(a)  The  information  disclosed  in  Item 4 below  is  incorporated  herein  by
     reference.

(b)  N/A

(c)  Shares of Common Stock,  $0.001 par value,  sold through the second quarter
     of 1999 were as follows:

<TABLE>
<CAPTION>

       Date              Purchaser          No. of Shares             Consideration                   Exemption
- -------------------- ------------------ ------------------- --------------------------------------    ---------
<S>  <C>               <C>                 <C>              <C>                                          <C>

     5/10/99           Owners of Preferred
                            Stock            315,403       Shares of Preferred Stock                    3a(9)

     5/20/99           Cordelle Investments  250,000       Purchase of 51% of Nuclear Cardiac Imaging    4(2)
                            Ltd.

     5/26/99           Warrant Holders       300,000       Conversion of Warrants                        4(2)

     6/30/99           Officers              238,315        The President and CEO of the Company
                                                            accepted common stock in lieu of accrued
                                                            salary and other amounts owed to him in
                                                            the amount of $93,488.                       4(2)

     6/30/99           Vendors               167,734        Vendors accepted common stock in lieu of     4(2)
                                                            unpaid fees in the amount of $90,261.

     6/30/99           Employees              52,885        An employee accepted common stock in lieu    4(2)
                                                            of accrued salary in the amount of $20,384.

     6/30/99           Debentures            579,423       A debenture for $318,700 was converted to     4(2)
                                                           common stock


</TABLE>

_______________________

Item 3.  Defaults Upon Senior Securities
         -------------------------------

     Preferred  Stockholders  are  entitled  to  receive  out of assets  legally
available  for  payment a dividend  at a rate of 12% per annum of the  Preferred
Stock  liquidation  preference  of $2.00 (or $.24 per annum) per share,  payable
quarterly  on March 1, June 1,  September 1 and December 1, in cash or in shares
of Common Stock having an equivalent fair market value.  Unpaid dividends on the
Company's  Preferred Stock cumulate.  The quarterly  payments due on September 1
and December 1, 1992,  and all payments due in 1993,  in 1994, in 1995, in 1996,
in 1997,  in 1998 and the  payment  due on March 1, 1999 have not yet been paid
and are  accumulating.  These  dividends  have not been declared  because earned
surplus is not available to pay a cash  dividend.  Accordingly,  dividends  will
accumulate until such time as earned surplus is available to pay a cash dividend
or until a post  effective  amendment to the  Company's  registration  statement
covering a certain number of common shares reserved for the payment of Preferred
Stock  dividends  is filed and declared  effective,  or if such number of common
shares are  insufficient  to pay  cumulative  dividends,  then until  additional
common shares are registered with the Securities and Exchange  Commission (SEC).
No  dividends  shall be  declared  or paid on the  Common  Stock  (other  than a
dividend  payable solely in shares of Common Stock) and no Common Stock shall be
purchased,  redeemed or acquired by the Company unless full cumulative dividends
on the Preferred  Stock have been paid or declared,  or cash or shares of Common
Stock have been set apart which is sufficient  to pay all  dividends  accrued on
the Preferred Stock for all past and then current dividend periods.

     As stated above,  pursuant to the terms of the Preferred Stock, the Company
has the option of making quarterly dividend payments in cash or shares of Common
Stock. The Company does not intend to make any Preferred Stock dividends in cash
in the foreseeable future.  Prospectively,  subject to the Company's  Prospectus
being current,  and a sufficient  number of common shares being  registered with
the SEC, the Company anticipates making quarterly dividend payments in shares of
Common Stock for the  foreseeable  future  including the payments which have not
yet been made.  The total cash value of the  arrearage  of unpaid  dividends  at
June 30, 1999, was $71,815.


                                       10
<PAGE>

     During the second  quarter of 1999, the Company made an offer to holders of
Preferred  Stock to tender their shares.  The offer  provided for 1.65 shares of
common  stock  in  exchange  for  each  share  of  preferred   stock   tendered.
Accordingly,  the rights to the unpaid  dividends  of the  holders of  preferred
stock  will  be  eliminated.  On May 10,  1999,  the  offer  was  completed  and
approximately  191,153 of the 233,900 shares were tendered for 315,403 shares of
the Company's common stock. Accordingly, 42,747 shares of Preferred Stock remain
outstanding.

Item 5.   Other Information
          -----------------

(a)  Through May 20, 1999,  the Company  held a 49% interest in Nuclear  Cardiac
     Imaging,  Inc. On May 20, 1999,  the Company  issued  250,000 shares of its
     common stock to acquire the outstanding interest of 51%.

Item 6.  Exhibits and Reports on Form 8-K
         --------------------------------
 (a) Exhibits

Exhibit                  Description

 3.1  Certificate of Incorporation of the Registrant, as amended (1)

 3.2  Amendment to the Certificate of Incorporation of the Registrant, filed
      March 7, 1998 (2)

 3.3  Certificate of Incorporation of Juniper Group, Inc., a Nevada
      corporation.(3)

 3.4  By-Laws of the Registrant (1)

 3.5  Amendment to the By-Laws of the Registrant approved by the shareholders
      of the Registrant on February 12, 1998 (3)

 3.6  By-Laws of Juniper Group, Inc., a Nevada corporation (3)

27.1  Financial Data Schedule
- ----  -----------------------

     (1) Incorporated by reference to the Company's Annual Report on Form 10-KSB
     for the fiscal year ended December 31, 1995

     (2) Incorporated by reference to the Company's Annual Report on Form 10-KSB
     for the fiscal year ended December 31, 1997

     (3)  Incorporated by reference to the Company's Proxy  Statement for its
     Annual Meeting held in February 1998


(b)      Reports on Form 8-K.

         NONE




















                                      11

<PAGE>




                                   SIGNATURES



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



                                        JUNIPER GROUP, INC.



Date:



                                        By:/s/ Vlado P. Hreljanovic
                                           ------------------------
                                            Vlado P. Hreljanovic
                                            Chairman of the Board, President,
                                            Chief Executive Officer and Acting
                                            Chief Financial Officer








































                                       12
<PAGE>


                                EXHIBIT INDEX


Exhibit                            Description


27.1  Financial Data Schedule




<TABLE> <S> <C>


<ARTICLE>                     5
<LEGEND>
     THIS SCHEDULE  CONTAINS SUMMARY  FINANCIAL  INFORMATION  EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEETS AND CONSOLIDATED STATEMENTS OF INCOME FOUND ON PAGES
3 & 5 OF THE COMPANY'S FORM 10-QSB FOR THE SIX MONTHS ENDED JUNE 30, 1999.
</LEGEND>

<S>                             <C>
<PERIOD-TYPE>                   6-mos
<FISCAL-YEAR-END>                              DEC-31-1999
<PERIOD-START>                                 JAN-01-1999
<PERIOD-END>                                   Jun-30-1999
<CASH>                                         3,928
<SECURITIES>                                   0
<RECEIVABLES>                                  728,418
<ALLOWANCES>                                   0
<INVENTORY>                                    0
<CURRENT-ASSETS>                               1,075,192
<PP&E>                                         229,617
<DEPRECIATION>                                 99,692
<TOTAL-ASSETS>                                 4,735,830
<CURRENT-LIABILITIES>                          1,292,761
<BONDS>                                        0
                          0
                                    4,275
<COMMON>                                       4,976
<OTHER-SE>                                     3,243,157
<TOTAL-LIABILITY-AND-EQUITY>                   4,735,830
<SALES>                                        0
<TOTAL-REVENUES>                               295,026
<CGS>                                          0
<TOTAL-COSTS>                                  752,548
<OTHER-EXPENSES>                               0
<LOSS-PROVISION>                               0
<INTEREST-EXPENSE>                             0
<INCOME-PRETAX>                                (557,070)
<INCOME-TAX>                                   0
<INCOME-CONTINUING>                            0
<DISCONTINUED>                                 0
<EXTRAORDINARY>                                0
<CHANGES>                                      0
<NET-INCOME>                                   (557,070)
<EPS-BASIC>                                  (0.15)
<EPS-DILUTED>                                  (0.15)



</TABLE>


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