JUNIPER GROUP INC
10QSB, 1999-11-15
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 September 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,  November  11,1999,  was 5,492,206
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

                                                     September       December
       Assets                                         30, 1999       31, 1998
                                                    -----------    -----------
Current Assets
  Cash ...........................................   $     3,182    $    48,925
  Accounts receivable - trade ....................       823,974        788,410
  Due from affiliates ............................         8,635          8,085
  Investment in NCI...............................          -           152,879
  Due from officer ...............................        78,791        101,755
  Prepaid expenses and other current assets ......       229,205        215,764
                                                     -----------    -----------
      Total current assets .......................     1,143,787      1,315,818
  Film licenses ..................................     2,939,960      2,939,960
  Property and equipment net of accumulated
    depreciation of $106,352 and $127,382
    respectively .................................       127,463        141,677
  Goodwill .......................................       609,885           -
  Other assets ...................................       120,390        167,540
                                                     -----------    -----------
                                                     $ 4,941,485    $ 4,564,995
                                                     ===========    ===========

       LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
  Accounts payable and accrued expenses ..........   $ 1,014,965    $ 1,023,541
  Notes payable - current ........................        71,276        168,725
  Due to producers - current .....................          -            47,178
  Due to shareholders ............................         7,000          7,000
                                                     -----------    -----------
       Total current liabilities .................     1,093,241      1,246,444
  Notes payable - long term ......................       411,283        166,667
  Due to producers - long term ...................        11,637         17,692
                                                     -----------    -----------
       Total liabilities .........................     1,516,161      1,430,803
                                                     -----------    -----------
Shareholders' Equity
  12% Non-voting convertible redeemable
   preferred stock: $.10 par value, 875,000
   shares authorized, 42,747 and 235,900 shares
   issued and outstanding at September 30, 1999,
   and December 31, 1998: aggregate liquidation
   preference, $85,494 and $471,800 at September
   30, 1999 and December 31, 1998, respectively...         4,275         23,390
  Common Stock - $.001 par value, 75,000,000
   shares authorized, 6,167,696 and 3,072,204
   issued and outstanding at September 30, 1999
   and December 31, 1998, respectively ...........         6,168          3,072
  Capital contributions in excess of par:
   Attributed to preferred stock .................        38,109        208,523
   Attributed to common stock ....................    11,194,825      9,855,404
  Retained earnings (deficit) ....................    (7,818,053)    (6,956,197)
                                                     -----------    -----------
   Total shareholders' equity ....................     3,425,324      3,134,192
                                                     -----------    -----------
                                                     $ 4,941,485    $ 4,564,995
                                                     ===========    ===========

                 See Notes to Consolidated Financial Statements

                                      2
<PAGE>



                               JUNIPER GROUP, INC.
                            AND SUBSIDIARY COMPANIES

                        CONSOLIDATED STATEMENTS OF INCOME





                                                      Three Months Ended
                                                September 30,      September 30,
                                                     1999              1998
                                                ------------       ------------
Revenues:
     Healthcare ..............................  $    276,181       $    457,342
     Entertainment ...........................        12,000             36,000
                                                ------------       ------------
                                                     288,181            493,342
                                                ------------       ------------

Operating Costs:
     Healthcare ..............................        29,149             45,759
     Entertainment ...........................          -                15,670
Selling, general and administrative expenses .       563,817            432,403
                                                ------------       ------------
                                                     592,966            493,832
                                                ------------       ------------

Net income (loss) before income (expense)
  from minority interest......................      (304,785)              (490)
Income (expense) from minority interest.......          -               (31,277)
                                               -------------       ------------
Net income (loss) ............................  $   (304,785)           (31,767)
                                                ============       ============
Weighted average number of shares outstanding      5,574,522          1,812,035
                                                ============       ============
Net income (loss) per common share              $      (0.06)      $      (0.02)
                                                ============       ============






























                 See Notes to Consolidated Financial Statements


                                       3
<PAGE>

                               JUNIPER GROUP, INC.
                            AND SUBSIDIARY COMPANIES

                        CONSOLIDATED STATEMENTS OF INCOME





                                                        Nine Months Ended
                                                September 30,      September 30,
                                                     1999              1998
                                                ------------       ------------
Revenues:
     Healthcare ..............................  $    571,207       $    949,921
     Entertainment ...........................        12,000             46,000
                                                ------------       ------------
                                                     583,207            995,921
Operating Costs:
     Healthcare ..............................        90,224            102,217
     Entertainment ...........................         4,470             17,963
Selling, general and administrative expenses .     1,250,820          1,327,057
Settlement Expense............................          -               267,236
                                                 ------------       ------------
                                                   1,345,514          1,714,473

Net income (loss) before income (expense)
  from minority interest......................      (762,307)          (718,552)
Income (expense) from minority interest.......       (99,548)           (31,277)
                                               -------------       ------------
Net income (loss) ............................  $   (861,855)       $  (749,829)
                                                ============       ============
Weighted average number of shares outstanding.     4,342,516          1,273,834
                                                ============       ============
Net income (loss) per common share............  $      (0.20)      $      (0.59)
                                                ============       ============






























                 See Notes to Consolidated Financial Statements


                                       4
<PAGE>


                               JUNIPER GROUP, INC.
                            AND SUBSIDIARY COMPANIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                        Nine Months Ended
                                                 September 30,     September 30,
                                                     1999              1998
                                                 ------------      ------------
Operating Activities
Net income (loss) ............................   $   (861,855)     $   (749,829)
 Adjustments to reconcile net cash provided
  by operating activities:
 Amortization expense.........................           -               14,770
 Depreciation expense ........................         20,798             8,377
 Settlement Expense ..........................           -              267,236
 Gain on disposition of assets ...............           -               (6,362)
 Loss from minority interest .................         99,548            31,277
 Payment of officer's compensation with equity         71,301           236,718
 Payment of various liabilities with equity ..        153,750           182,263
 Payment of directors compensation with equity           -               35,250
 Payment of employees compensation with equity         20,384              -
Changes in assets and liabilities:
 Accounts receivable .........................        (35,564)         (415,536)
 Prepaid expenses and other current assets ...         69,894             8,120
 Other assets ................................        (13,326)           (1,690)
 Due to/from officers and shareholders........         22,964           (52,264)
 Due from affiliates .........................           (551)          (24,887)
 Accounts payable and accrued expenses .......         (8,576)           94,321
                                                 ------------         ---------
 Net cash provided from (used for)
  operating activities .......................       (461,233)         (372,236)
                                                 ------------         ---------

Investing activities:
 Sale (purchase) of equipment ................        (6,584)            (5,250)
                                                 ------------         ---------
Financing activities:
 Investment in Nuclear Cardiac Imaging, Inc...      (170,893)              -
 Investment in NetDIVE, Inc. .................      (200,000)              -
 Reduction in borrowings .....................      (112,140)          (204,800)
 Proceeds from borrowings ....................       870,200            485,000
 Payments to and on behalf of producers ......       (25,092)           (63,818)
 Proceeds from exercise of options ...........        45,000               -
 Proceeds from private placements ............        15,000            150,000
                                                 -----------          ---------
 Net cash provided from (used for)
   financing activities ......................       422,075            366,382
                                                 -----------          ---------
 Net increase (decrease) in cash .............       (45,742)           (11,104)
 Cash at beginning of period .................        48,925             30,187
                                                 -----------          ---------
 Cash at end of period .......................   $     3,183          $  19,083
                                                 ===========          =========

Supplemental cash flow information:
  Interest paid ..............................   $    11,709           $  18,928
                                                 -----------          ---------









                 See Notes to Consolidated Financial Statements

                                       5
<PAGE>

                              JUNIPER GROUP, INC.
                            AND SUBSIDIARY COMPANIES

                   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  healthcare  and  in the  entertainment
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;
(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 (c) Nuclear  Cardiac  Imaging,
Inc.,  a new  business  that will seek to offer  physicians  the  capability  to
provide  advanced  nuclear  cardiac  imaging testing in the convenience of their
office;  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.

     The Company has completed the process of becoming year 2000 compliant.  All
of the  Company's  systems have been updated so that none of its systems will be
affected by the year 2000. This process cost the Company less than $5,000.

     The Company is in the process of identifying  and contracting the hospitals
it services  to  determine  the extent to which the  Company's  business  may be
affected by those third parties failure to remedy their own Year 2000 issues. It
is expected that full identification will be completed by November 30, 1999. The
Company does not have any formal information concerning the Year 2000 compliance
status of the  hospitals it services but has received  indications  that most of
the hospitals are working on Year 2000 compliance.  In the event that any of the
significant  hospitals that the Company  services do not successfully and timely
achieve Year 2000  compliance,  the Company's  business or  operations  could be
adversely affected.

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

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

     Revenue  related to the  Healthcare  segment  decreased  to $276,000 in the
third quarter of 1999 from $457,000 in the third quarter of 1998, representing a
40%  decrease.  The  decrease  in revenue  during the third  quarter of 1999 was
partially  attributed to Containment,  which had no revenue in 1999, compared to
approximately  $58,000 in the third 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 $276,000 in 1999, from $399,000 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 third quarter and will begin generating  revenue
during the fourth quarter.

                                       7

<PAGE>
     The entertainment segment increased revenue to $12,000 in the third quarter
of 1999, from no revenue in the third 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 third  quarter of
1999 from $46,000 in the third quarter of 1998, a 37% decrease.  As a percentage
of revenue, operating costs of the healthcare operations increased to 11% in the
third quarter of 1999 from 10% in the third quarter of 1998.

     Selling,  general and administrative  expenses increased to $564,000 in the
third  quarter  of 1999  from  $432,000  in the  third  quarter  of 1998,  a 31%
increase. This increase is primarily due to increases in commissions of $87,000,
consulting  of  $24,000,  and  travel  expenses  of  $23,000.  The  increase  in
commissions was due to a new relationship  with an unaffiliated  party with whom
the  Company  outsources  its  operating  activities  for PCI.  The  increase in
consulting  and  travel  relate  to the  increased  use of  consulting  services
associated  wiht the  Company's  efforts to identify and  negotiate  acquisition
candidates.

Nine  Months Ended  September 30, 1999 vs Nine Months Ended  September 30, 1998
- -------------------------------------------------------------------------------

     Revenue related to the Healthcare segment decreased to $571,000 through the
third  quarter  of 1999  from  $950,000  through  the  third  quarter  of  1998,
representing a 40% decrease.  The decrease in revenue  through the third quarter
of 1999 was partially  attributed to Containment,  which had no revenue in 1999,
compared to approximately  $220,000 through the third 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  due 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 $571,000 in 1999, from $730,000 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 third quarter and will begin  generating  revenue  during the fourth
quarter.

     The entertainment segment increased revenue to $12,000 in the third quarter
of 1999,  from no revenue  through  the third  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 decreased to $90,000 through the third quarter
of 1999 from  $102,000  in the  third  quarter  of 1998,  a 12%  decrease.  As a
percentage of revenue, operating costs of the healthcare operations increased to
16%  through the third  quarter of 1999 from 11%  through  the third  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  $1,251,000
through the third quarter of 1999 from  $1,327,000  through the third quarter of
1998, a 6% decrease.  This decrease is primarily due to decreases in salaries of
$117,000,  bad debt  expenses of  $48,000,  directors  compensation  of $35,000,
interest of $16,000 and rent of $16,000,  offset by increases in legal  expenses
of $84,000,  and  commission  expense of $87,000.  The  decrease in salaries was
attributable to the issuance of bonuses in 1998 to the Company's CEO for raising
certain funds,  and for obtaining  certain  contracts.  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  commissions  was due to a new  relationship  with an
unaffiliated party with whom the Company outsources its operating activities for
PCI. 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  September  30, 1999 was  $51,000,  compared to working
capital of $69,000 at December 31, 1998.  The ratio of current assets to current
liabilities  was 1.05:1 at  September  30, 1999 and 1.06:1 at December 31, 1998.
Cash flow used for  operations  during the third  quarter of 1999 was  $461,000,
compared to cash flow used for  operations  during the third quarter of 1998, of
$372,000.

     Accounts  receivable - trade  increased  to $824,000 at September  30, 1999
from $788,000 at December 31, 1998.

     Accounts  payable was  $1,015,000 at September  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 third quarter
     of 1999 were as follows:

<TABLE>
<CAPTION>

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

     7/16/99           Officers               18,966        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 $7,112.                        4(2)

     7/20/99           Private Holders       530,909        Debentures for $340,000 were converted to    4(2)
                                                            common stock

     9/30/99           Option Holders         84,808        Conversion of Options for $45,000            4(2)

     9/30/99           Vendors                87,979        Vendors accepted common stock in lieu of     4(2)
                                                            unpaid fees in the amount of $66,790.



</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, June 1, and  September 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
September 30, 1999, was $74,380.




                                       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  would 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 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 NINE MONTHS ENDED SEPTEMBER 30, 1999.
</LEGEND>


<S>                             <C>
<PERIOD-TYPE>                   9-mos
<FISCAL-YEAR-END>                              DEC-31-1999
<PERIOD-START>                                 JAN-01-1999
<PERIOD-END>                                   SEP-30-1999
<CASH>                                         3,928
<SECURITIES>                                   0
<RECEIVABLES>                                  823,974
<ALLOWANCES>                                   0
<INVENTORY>                                    0
<CURRENT-ASSETS>                               1,143,787
<PP&E>                                         233,816
<DEPRECIATION>                                 106,352
<TOTAL-ASSETS>                                 4,941,485
<CURRENT-LIABILITIES>                          1,429,575
<BONDS>                                        0
                          0
                                    4,275
<COMMON>                                       6,168
<OTHER-SE>                                     3,414,881
<TOTAL-LIABILITY-AND-EQUITY>                   4,941,485
<SALES>                                        0
<TOTAL-REVENUES>                               583,207
<CGS>                                          0
<TOTAL-COSTS>                                  1,345,514
<OTHER-EXPENSES>                               0
<LOSS-PROVISION>                               0
<INTEREST-EXPENSE>                             0
<INCOME-PRETAX>                                (861,855)
<INCOME-TAX>                                   0
<INCOME-CONTINUING>                            0
<DISCONTINUED>                                 0
<EXTRAORDINARY>                                0
<CHANGES>                                      0
<NET-INCOME>                                   (861,855)
<EPS-BASIC>                                  (0.20)
<EPS-DILUTED>                                  (0.20)



</TABLE>


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