FORM 10-QSB

                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549

              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                       For Quarter Ended October 31, 2001

                                       OR

              [ ] TRANSITION REPORT PURSUANT O SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                For the Transition Period from _______ to _______

                          Commission file number 0-3338

                               REGENT GROUP, INC.
                               ------------------
             (Exact Name of Registrant as Specified in its Charter)

                         Delaware                   22-1558317
               ----------------------------------------------------
               (State or other Jurisdiction of    (IRS Employer
               Incorporation or Organization)    Identification No.)

        One Anderson Hill Road, Ste.103, Bernardsville, New Jersey 07924
        ----------------------------------------------------------------
           (Address of Principal Executive Office)           (Zip Code)

                                 (908) 630-8700
                                 --------------
               (Registrant's telephone number including area code)

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 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  of  Registrant's  Common  Stock,  $0.06  2/3 par  value,
outstanding as of December 1, 2001, was 19,678,148 shares.


<PAGE>

                       REGENT GROUP, INC. AND SUBSIDIARIES

                                      INDEX
                                      -----

                                                                           Page
                                                                          Number
                                                                          ------

PART 1 - FINANCIAL INFORMATION

Item 1 Financial Statements (unaudited)

      Consolidated Balance Sheet
       - October 31, 2001                                                   3

      Consolidated Statements of Operations
       - Three months ended October 31, 2001 and 2000                       4

      Consolidated Statements of Cash Flows
       - Three months ended October 31, 2001 and 2000                       5

      Notes to Consolidated Financial Statements                          6 - 10

Item 2 Management's Discussion and Analysis of
       Financial Condition and Results of Operations                     11 - 12

PART II - OTHER INFORMATION                                              13 - 14

SIGNATURES                                                                 15


                                       2
<PAGE>

PART I - Item 1

                       REGENT GROUP, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                                         October 31, 2001
ASSETS                                                                                     (Unaudited)
<S>                                                                                        <C>
   Current Assets
   Cash ..............................................................................     $     73,015
     Accounts receivable, net of allowance for
     doubtful accounts of  0 .........................................................           16,464
   Due from officers .................................................................            1,700
   Miscellaneous receivables .........................................................           17,663
   Inventories .......................................................................          128,292
   Prepaid expenses ..................................................................           17,107
                                                                                           ------------
     Total Current Assets ............................................................          254,241
   Property, plant and equipment, net of accumulated
     depreciation of $10,726 .........................................................           58,237
   Other assets ......................................................................           53,195
                                                                                           ------------
TOTAL ASSETS .........................................................................          365,673
                                                                                           ============
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
LIABILITIES
   Accounts payable and accrued expenses .............................................          410,997
   Loans and notes payable ...........................................................          117,740
                                                                                           ------------
     Total Current Liabilities .......................................................          528,737
   Unearned income, less current portion .............................................           45,000
                                                                                           ------------
TOTAL LIABILITIES ....................................................................          573,737

STOCKHOLDERS' EQUITY
   Preferred Stock, $1 par value, 810,360 shares authorized:
   Convertible, Series B, non-voting, 65,141 shares issued and outstanding,
     at redemption value .............................................................          130,282
   Cumulative, Series C, non-voting, 64,762 shares issued and outstanding ............           64,763
   Convertible, Series D, voting, 247,357.31 shares issued and outstanding ...........          247,357
   Common Stock, $0.06 2/3 par value, 20,000,000 shares authorized,
     17,996,792 shares issued and outstanding ........................................        1,199,789
   Additional paid-in capital ........................................................       17,392,222
   Accumulated deficit ...............................................................      (19,242,477)
                                                                                           ------------
TOTAL STOCKHOLDERS' EQUITY (DEFICIT) .................................................         (208,064)

TOTAL LIABILITIES AND EQUITY .........................................................     $    365,673
                                                                                           ============
</TABLE>

                 See notes to consolidated financial statements


                                       3
<PAGE>

                       REGENT GROUP, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                            Three Months Ended
                                                                                                October 31,

                                                                                          2001                2000
                                                                                     -------------       -------------
<S>                                                                                  <C>                 <C>
Total Revenues ...............................................................       $      36,355       $           0
     Cost of Goods Sold ......................................................              25,069                   0
                                                                                     -------------       -------------
Gross Profit .................................................................              11,286                   0

     Selling expenses ........................................................             102,651                   0
     General & administrative expenses .......................................             462,651             103,488
                                                                                     -------------       -------------
Operating Income (Loss) ......................................................            (554,016)           (103,488)

Other Income (Expense)
     Miscellaneous income ....................................................                   0              50,000
     Interest expense, net ...................................................              (3,272)             (1,350)
                                                                                     -------------       -------------
Total Other Income (Expense) .................................................              (3,272)             48,650
                                                                                     -------------       -------------

Net Loss .....................................................................       $    (557,288)      $     (54,838)
                                                                                     =============       =============

     Unrealized loss on marketable securities ................................                   0             (86,750)
                                                                                     -------------       -------------
Comprehensive loss ...........................................................       $    (557,288)      $    (141,588)

Net Loss .....................................................................       $    (557,288)      $     (54,838)

Loss per Common Share ........................................................       $       (0.05)      $       (0.01)
                                                                                     =============       =============
Weighted Average Number of
     Common Shares Outstanding ...............................................          11,981,033           5,344,796

Loss per Common Share (adjusted for
     Series D Convertible Preferred Stock) ...................................       $      (0.003)
                                                                                     =============
Weighted Average Number of Common Shares
     Outstanding, assuming the Series D Convertible
     Preferred Shares had been converted .....................................         170,590,058
</TABLE>

                 See notes to consolidated financial statements


                                       4
<PAGE>

                       REGENT GROUP, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                 Three Months Ended October 31,
                                                                                   2001                  2000
                                                                                 ---------            ---------
<S>                                                                              <C>                  <C>
Cash Flows from Operating Activities
     Net income (loss) ...............................................           $(557,288)           $ (54,838)
     Adjustments to net income (loss)
        Depreciation and amortization ................................               3,955                    0
     Decreases (increases) in Assets
        Accounts receivable ..........................................             (16,464)                   0
        Miscellaneous receivables ....................................              53,731                    0
        Inventories ..................................................            (128,292)                   0
        Prepaid expenses .............................................              58,280                    0
        Other assets .................................................             (18,352)                   0
     Increases (decreases) in Liabilities
        Accounts payable and accrued expenses ........................             (43,845)              39,296
                                                                                 ---------            ---------
Net Cash Provided (Used) by Operating Activities .....................            (648,275)             (15,542)

Cash Flows from Investing Activities
     Purchases of equipment and fixtures .............................              (1,606)                   0
     Disposition of equipment and other assets .......................                   0                    0
                                                                                 ---------            ---------
Net Cash Provided (Used) by Investing Activities .....................              (1,606)                   0

Cash Flows from Financing Activities
     Proceeds from notes payable .....................................              17,740                    0
     Repayment of loans and notes ....................................            (180,000)                   0
     Repayment of long-term debt .....................................                  (0)                  (0)
     Issuance of preferred stock .....................................             140,000                    0
     Issuance of common stock ........................................             712,000               40,000
                                                                                 ---------            ---------
Net Cash Provided (Used) by Financing Activities .....................             697,240               40,000
Net Increase (Decrease) in Cash ......................................              32,359               24,458
Cash at Beginning of Period ..........................................              33,156                  551
                                                                                 ---------            ---------
Cash at End of Period ................................................           $  73,015            $  25,009
                                                                                 =========            =========
</TABLE>

                 See notes to consolidated financial statements


                                       5
<PAGE>

                       REGENT GROUP, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                OCTOBER 31, 2001

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

   Organization

      Regent  Group,  Inc.  (the Company or Regent),  formerly  NMC Corp.,  is a
      holding  company  for  its  subsidiary  Millennium  Biotechnologies,  Inc.
      ("Millennium").

      Millennium was  incorporated  in the State of Delaware on November 9, 2000
      and  is  located  in  New   Jersey.   Millennium   is  a  research   based
      bio-nutraceutical   corporation  involved  in  the  field  of  nutritional
      science.  Millennium's  principal source of revenue is expected to be from
      sales of its  nutroceutical  supplement,  RESURGEX(TM),  which serves as a
      nutritional support for immuno-compromised  individuals undergoing medical
      treatment  for  chronic  debilitating  diseases.  Millennium  had  not yet
      generated  revenue from sales of this  product as of July 31,  2001,  such
      sales having commenced in September, 2001.

      The Company  acquired  Millennium  on July 27,  2001,  when it completed a
      merger with Millennium.  In the merger, new Convertible Preferred Series D
      stock was issued in exchange for all the outstanding  stock of Millennium.
      Such  preferred  shares  are  convertible  into  approximately  96% of the
      outstanding common stock of the Company at the time of issuance. Under the
      terms of the  Agreement  and Plan of  Reorganization,  a new  wholly-owned
      Regent subsidiary merged into Millennium.

      On July 14, 1999, Regent acquired Stock Siren.com, LLC, a New York limited
      liability company which was an  internet-based  advertising and publishing
      entity that owned and  operated  several  financially  oriented  websites.
      Regent issued 11,550,000 shares of its restricted common stock, comprising
      approximately  83.4% of its  voting  shares,  in  exchange  for all of the
      issued outstanding  membership  interests of Siren. In connection with the
      acquisition of Siren, Regent transferred its pre-closing  assets,  subject
      to its pre-closing  liabilities,  to RH Holdings,  LLC ("RH"),  a New York
      limited  liability  company.  The Company  accounted  for the  transfer in
      accordance  with  Accounting   Principles  Board  Opinion  No.  26  "Early
      Extinguishment  of Debt" (APB 26)  resulting in an increase to  additional
      paid-in  capital of  approximately  $1,115,000.  The sole  member of RH is
      Marvin E. Greenfield.  Mr.Greenfield is a former director and former chief
      executive  officer of Regent.  The  consideration  which RH  delivered  to
      Regent  for  the  pre-closing   assets  was  to  assume  all  of  Regent's
      pre-closing  liabilities.  In connection  with this transfer of assets and
      assumption  of  liabilities  to  Mr.  Greenfield,  the  holders  of all of
      Regent's existing liabilities discharged Regent from those obligations.

      On December 24,  2000,  the Company sold Siren and several of the websites
      in exchange  for the  cancellation  of  accounts  payable in the amount of
      $5,833.

      On April 3, 2000,  the  Company  executed a merger  agreement  with Vulcan
      Minerals and Energy,  Inc.  (formerly  Playa  Minerals  and Energy,  Inc.,
      herein "Vulcan"),  a company engaged in the acquisition and development of
      proven oil and gas  reserves  located  primarily in the San Juan Basin and
      the Gulf  Coast.  Under the terms of the  agreement,  Vulcan  shareholders
      would receive 92% of the equity of Regent.  Current shareholders of Regent
      would retain 8% of the Company and the Company would  receive  $265,000 in
      cash, of which $200,000 had been received as of July 31, 2000, in the form
      of a  non-refundable  deposit  and  recorded  the deposit as income in the
      Company's consolidated statement of operations for the year ended July 31,
      2000. On February 26, 2001, the Company received  notification from Vulcan
      that Vulcan was  exercising  its right to terminate  the  executed  merger
      agreement between the two companies.  In its letter, Vulcan gave no reason
      for its termination decision.


                                       6
<PAGE>

                       REGENT GROUP, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                OCTOBER 31, 2001

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Continued

      The Company's  operations  presently  consist  almost  exclusively  of the
      operations of Millennium.

   Principles of Consolidation

      The consolidated  financial statements include the accounts of the Company
      and its  subsidiaries  from the  acquisition  date  and/or  through  their
      respective  disposition dates. All significant  intercompany  transactions
      and balances have been eliminated.

   Use of Estimates

      The  preparation of the financial  statements in conformity with generally
      accepted  accounting  principles requires management to make estimates and
      assumptions that effect the reported amounts of assets and liabilities and
      disclosure  of  contingent  assets and  liabilities  as of the date of the
      financial  statements  and the  reported  amounts of revenues and expenses
      during the  reporting  period.  Actual  results  could  differ  from those
      estimates.

   Property and Equipment

      Property and equipment are stated at cost less  accumulated  depreciation.
      Depreciation,  which includes amortization of assets under capital leases,
      is calculated  using the  straight-line  method over the estimated  useful
      lives of the assets:  3-8 years for  machinery  and  equipment,  leasehold
      improvements  are amortized over the shorter of the estimated useful lives
      or the underlying lease term.  Repairs and maintenance  expenditures which
      do not extend the useful lives of related assets are expensed as incurred.
      For  Federal   income  tax  purposes,   depreciation   is  computed  under
      accelerated methods over the assets class life.

   Revenue Recognition

      Revenue is recognized at the date of shipment to customers.

   Stock-Based Compensation

      The Company has adopted the  disclosure-only  provisions  of  Statement of
      Financial  Accounting  Standards  No.  123,  "Accounting  for  Stock-Based
      Compensation".  The standards encourages,  but does not require, companies
      to recognize  compensation  expense for grants of stock,  stock option and
      other equity instruments to employees based on fair value.

   Loss Per Common Share

      Basic and diluted  loss per common share are computed by dividing net loss
      by the weighted  average  number of common shares  outstanding  during the
      periods.  Potential  common shares used in computing  diluted earnings per
      share related to stock options, warrants,  convertible preferred stock and
      convertible  debt which,  if  exercised,  would have a dilutive  effect on
      earnings per share,  have not been  included,  except that the effect of a
      conversion of the outstanding  Series D Convertible  Preferred Stock which
      is anticipated to incur has been shown for illustrative purpose.


                                       7
<PAGE>

                       REGENT GROUP, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                OCTOBER 31, 2001

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Continued

   Fair Value of Financial Instruments

      For  financial  instruments  including  cash,  prepaid  expenses and other
      current assets, short-term debt, accounts payable and accrued expenses, it
      was assumed that the carrying  values  approximated  fair value because of
      their short-term maturities.

   Reclassification

      Certain reclassifications have been made to prior year balances to conform
      with the current year's presentation.

ACQUISITIONS AND MERGERS

      On July 14, 1999,  Regent acquired Siren.  Regent issued 11,550,000 shares
      of  restricted  common  stock in exchange  for all the issued  outstanding
      membership  interests of Siren.  The  acquisition  has been  accounted for
      using the purchase method of accounting,  and,  accordingly,  the purchase
      price was allocated to assets purchased and liabilities assumed based upon
      the fair values at the date of  acquisition.  The fair value of the assets
      acquired  from  Siren  was $643 and the  liabilities  assumed  total  $-0-
      resulting  in  goodwill  of  approximately  $17,324,000  which the Company
      expected to amortize  over five (5) years.  On June 30,  2000,  the former
      shareholders  of Siren  returned  7,620,346  shares  to the  Company.  The
      purchase price and the acquired goodwill was reduced by $11,434,000. As of
      July 31,  2000,  the Company  determined  there was an  impairment  in the
      measurement   of  goodwill.   See   Impairment  of  Goodwill  for  further
      information  regarding  the  impairment.  The  operating  results  of  the
      acquired business is included in the consolidated  statement of operations
      from the date of acquisition.

      On July 27,  2001,  pursuant to an Agreement  and Plan of  Reorganization,
      Millennium   paid  Regent   $146,000,   which  was  used  to  pay  certain
      indebtedness  of Regent,  and each share of common stock of Millennium was
      converted  into  preferred  series D shares  of  Regent  at a rate of .025
      preferred  shares  for  each  common  share of  Millennium.  Each of these
      preferred  series D shares is  convertible  into 641.215  common shares of
      Regent and is entitled to 641.215 votes. The preferred series D shares are
      non-dividend  bearing and are subject to  adjustment  in  accordance  with
      certain anti-dilution clauses.

INVENTORIES

      Inventories   consist  of  work-in-process  and  finished  goods  for  the
      Company's  RESURGEX(TM)  product line.  Cost-of-goods  sold are calculated
      using the average costing method.

PROPERTY, PLANT AND EQUIPMENT

      Property,  plant and  equipment  at  October  31,  2001,  consists  of the
      following:

            Furniture and Equipment                          $34,560
            Leasehold improvements                            34,571
                                                             -------
            Subtotal                                          69,131

            Less accumulated depreciation                     10,894
                                                             -------
            Total                                            $58,237
                                                             =======


                                       8
<PAGE>

                       REGENT GROUP, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                OCTOBER 31, 2001

ACCOUNTS PAYABLE AND ACCRUED EXPENSES

      Accounts  payable and  accrued  expenses  consisted  of the  following  at
      October 31, 2001:

            Accounts payable                                $238,555
            Accrued interest                                   5,278
            Accrued reverse merger expenses                   50,000
            Accrued professional fees                         31,000
            Accrued payroll and payroll taxes                 76,041
            Miscellaneous accruals                            12,201
                                                            --------
            Total                                           $413,075
                                                            ========

IMPAIRMENT OF GOODWILL

      On a periodic  basis  through July 31,  2000,  the Company  estimated  the
      future  undiscounted  cash  flows of the  business  to which the  goodwill
      related in order to determine  that the carrying value of the goodwill had
      not been impaired.  As of July 31, 2000, the Company's  operations through
      Siren had vastly diminished. The former owners of Siren returned 7,620,346
      shares,  previously  issued to them, to the Company.  The Company believes
      the  measurement  value of goodwill has been impaired and a more realistic
      valuation  would be the write-down of goodwill to $-0-. In connection with
      the impairment with respect to the measurement of goodwill,  $5,653,037 of
      goodwill was written off through a charge to operations  during the fourth
      quarter of fiscal 2000. The goodwill write-off represented a per share net
      loss of $.46 both on a basic and diluted basis for fiscal 2000. The change
      represents a change in estimate,  which is indistinguishable from a change
      in accounting principle.

DEBT

      Short-term debt at October 31, 2001, is as follows:

           Unsecured convertible note, dated April 20, 2001,
           due April 20, 2002, Interest at 10% per annum,
           payable upon maturity, personally guaranteed
             by an officer (1)                                      $100,000
           Non-interest bearing cash advance by an
             accredited investor                                    $ 17,740
                                                                    --------
                                                                    $117,740
                                                                    ========

      (1) The  principal  and  interest of the  unsecured  convertible  note are
      convertible  into Series D convertible  preferred shares of the Company at
      an exchange rate of $12 per share.

INCOME TAX

      At  July  31,  2001,   the  Company  has  a  net  operating  loss  ("NOL")
      carry-forward  of approximately  $11,126,000 for tax purposes  expiring in
      the years 2003 through 2021.  The Company has not reflected any benefit of
      such  net  operating  loss  carry-forward  in the  accompanying  financial
      statements.  The Tax Reform Act of 1986  provided for a limitation  on the
      use of NOL  carry-forwards,  following  certain  ownership  changes.  As a
      result of  transactions  in the Company's stock during the year ended July
      31, 1999 and July 31,  2001, a change in ownership of greater than 50%, as
      defined,  has occurred.  Under such circumstances,  the potential benefits
      from  utilization of tax  carry-forward  may be  substantially  limited or
      reduced on an annual basis.


                                       9
<PAGE>

                       REGENT GROUP, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                OCTOBER 31, 2001

COMMITMENTS AND CONTINGENCIES

      The Company  leases  certain  office space and equipment  under  operating
      leases.

      The Company's administrative facilities are located in approximately 2,200
      square feet of leased  office space in  Bernardsville,  New Jersey,  as to
      which  Millennium  entered into a 5 year lease,  starting January 1, 2001.
      The lease calls for a monthly rent of $5,807 plus  allocated  expenses and
      is personally guaranteed by certain officers of the Company.

      In October 2001, the Company signed a 5-year lease  commencing in May 2002
      for approximately 4,500 square feet of office space at an annual rental of
      $120,000  plus an allocated  portion of certain  operating  expenses.  The
      lease is personally guaranteed by certain officers of the Company.

RELATED PARTY TRANSACTIONS

      During the  quarter,  the Company  issued  warrants for the purchase of an
      aggregate of 6,400,000  common shares,  exercisable at $0.25 per share, to
      four directors of the Company.  Also, two executive  officers  purchased a
      total  of  650,000  common  shares,  for an  aggregate  purchase  price of
      $65,000.

SUBSEQUENT EVENTS

      On August 9,  2001,  the Board of  Directors  decided  to effect a reverse
      split of issued and outstanding  shares of Common Stock. In December 2001,
      the Company  obtained  the  consent of the  majority  stockholders  for an
      amendment of the Company's Certificate of Incorporation to

      o     increase the number of  authorized  shares of the  Company's  Common
            Stock from  20,000,000 to 75,000,000 and reduce the par value of the
            Company's Common Stock from $0.06-2/3 per share to $0.001 per share;
      o     reverse split the outstanding  shares of the Company's  Common Stock
            on a  one-for-12  basis,  so that  every 12 issued  and  outstanding
            shares of Common Stock,  before the split, shall represent one share
            of Common Stock after the split with all  fractional  shares rounded
            up to the next whole share; and
      o     change  the  name  of the  Company  to  "Millennium  Biotechnologies
            Corporation", and for the adoption of the 2001 Employee Stock Option
            Plan.


                                       10
<PAGE>

Item 2.

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

CAUTIONARY  STATEMENT PURSUANT TO "SAFE HARBOR" PROVISIONS OF SECTION 21E OF THE
SECURITIES EXCHANGE ACT OF 1934

      Except for historical information, the Company's reports to the Securities
      and Exchange  Commission on Form 10-KSB and Form 10-QSB and periodic press
      releases,  as well as  other  public  documents  and  statements,  contain
      "forward-looking  statements"  within the  meaning  of Section  21E of the
      Securities Exchange Act of 1934. Forward-looking statements are subject to
      risks  and  uncertainties  that  could  cause  actual  results  to  differ
      materially from those expressed or implied by the statements.  These risks
      and  uncertainties  include  general  economic  and  business  conditions,
      development and market acceptance of the Company's  products,  reliance on
      third   parties  to  produce  the  products,   availability   of  Medicaid
      reimbursement  for the  purchase of Company  products  and other risks and
      uncertainties  identified in the Company's  reports to the  Securities and
      Exchange Commission, periodic press releases, or other public documents or
      statements.

      Readers  are  cautioned  not to place undue  reliance  on  forward-looking
      statements.  The Company  undertakes  no obligation to republish or revise
      forward-looking  statements to reflect events or  circumstances  after the
      date hereof or to reflect the occurrences of unanticipated events.

Results of Operations:

      During the quarter ended October 31, 2001, the Company  recorded its first
      orders for Millennium's RESURGEX(TM) nutritional supplement, the Company's
      premier product. This marked the culmination of an intensive effort during
      the  previous  three  quarters to complete  product  research  and design,
      prepare the product for market,  and set up initial sales and distribution
      channels.

      A successful  marketing  strategy for RESURGEX(TM)  emphasizes  support of
      Medicaid  and other  organizations  that provide  reimbursement  programs.
      Support in this sense means that  Medicaid  includes  RESURGEX(TM)  in its
      universe of products that qualify for reimbursement when prescribed by the
      medical profession.  With reimbursement covered,  doctors can prescribe it
      to their  patients  and more  persons  in need can have  access to it. The
      recent  inclusion of  RESURGEX(TM) in First Data Bank resulted in approval
      under the open formula  category,  by 42 states,  including  the important
      markets of New Jersey and Connecticut.  Separately,  the Company has moved
      to obtain  approval by  Medicaid  and ADAP in New York,  a most  important
      market segment that does not currently subscribe to First Data Bank's open
      formula  categorization  of  RESURGEX(TM)  for  purpose  of  reimbursement
      qualification in their area. .

      Revenues for the quarter ended October 31, 2001, amounted to $36,355,  all
      such  revenues   generated  by  the  Company's   wholly  owned  subsidiary
      Millennium Biotechnologies, Inc. primarily from the sales of the Company's
      proprietary  RESURGEX(TM)  product. This revenue figure represents initial
      orders through not yet fully developed distribution  channels.  Management
      believes that future  quarters will see a marked  acceleration  in product
      sales as those channels mature.

      Gross  profits  during the  quarter  amounted  to $11,286  for a 31% gross
      margin.  Costs-of-Goods  sold contain certain non-linear  expenses.  Since
      direct product costs are comparatively lower, the gross margin is expected
      to  significantly  increase  as revenues  grow.  After  deducting  selling
      expenses and general and  administrative  expenses of $565,302 the Company
      realized an operating  loss of $554,016,  compared to an operating loss of
      $103,488 for the first quarter in fiscal year 2001. Non-operating expenses
      totaled $3,272 primarily in form of interest  expense.  The net result for
      the quarter was a loss of $557,288 or $0.05 per share,  compared to a loss


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<PAGE>

      of $54,838 or $0.01 per share for the same period  last year.  Comparisons
      to last year, however, are of little relevance,  since the Company at that
      time had no revenues and virtually no operations.

      The  quarter's  net  result  was  significantly  affected  by the need for
      expenditures  in  connection  with  putting in place  marketing  and sales
      operations and the supporting administrative infrastructure,  resulting in
      relatively  high  operating  expenses.  Management  does not consider this
      atypical for a new company engaged in launching a new product. The Company
      will  continue  to invest in further  expanding  its  operations  and in a
      comprehensive  marketing  campaign  with  the  goal  of  accelerating  the
      education of potential  clients and promoting the name and products of the
      Company.

Liquidity and Capital Resources

      In view of the start-up nature of the Company's  business at this stage in
      its  development,  its  operations  were  financed  entirely by new equity
      investments  through private  placements  with  accredited  investors who,
      during the  quarter,  purchased an  aggregate  3,664 Series D  convertible
      preferred shares (convertible into common stock at the rate of 1 preferred
      share for 641.215 common  shares) and 8,143,638  common shares that in the
      aggregate  added  $840,000 to equity and  working  capital.  This  capital
      inflow was not  sufficient to entirely erase the working  capital  deficit
      that existed at the beginning of the period.

      Since the end of the first  quarter and through  November  30,  2001,  the
      Company has obtained further equity investments that totaled approximately
      $1,120,000,   through  private  placements  by  accredited  investors  who
      purchased a total 20,794 shares Series D Convertible  Preferred  Stock and
      1,681,356 shares of Common Stock.  These financing  transaction erased the
      existing working capital deficit and management  believes provide cash and
      liquidity  reserves  sufficient  to finance  operations  during the second
      quarter.  Management  believes that funding  expected to be generated from
      additional  capital  transactions  will provide for  sufficient  financial
      resources to cover anticipated needs well into future periods.


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<PAGE>

PART II - OTHER INFORMATION

Item 1 LEGAL PROCEEDINGS

- None

Item 2 CHANGES IN SECURITIES

- None

   Issuance of unregistered securities

      During the first  quarter  of fiscal  year 2002,  the  Company  issued the
      following unregistered securities:

            (i) 2,913.51  shares of its Series D Convertible  Preferred Stock to
      two accredited investors pursuant to Section 4 (2) and Regulation D of the
      Securities  Act,  which resulted in the receipt by the Company of $100,000
      in cash;

            (ii) 2,495 shares of its Series D  Convertible  Preferred  Stock and
      3,780,000  shares  of its  Common  Stock  pursuant  to  Section  4 (2) and
      Regulation D of the Securities Act, for services rendered;

            (iii)7,983,334 shares of its Common Stock to twenty-eight accredited
      investors  pursuant to Section 4 (2) and  Regulation  D of the  Securities
      Act, which resulted in the receipt by the Company of $690,000 in cash;

            (iv) 750  shares of its  Series D  Convertible  Preferred  Stock and
      160,304  shares  of  its  Common  Stock  pursuant  to  Section  4 (2)  and
      Regulation D of the  Securities  Act, from the exercise of stock  purchase
      warrants for the same number of securities,  which resulted in the receipt
      by the Company of $40,000 in cash;

            (v) Warrants for the purchase of 3,200,000 shares of Common Stock at
      $0.25  per  share  pursuant  to  Section  4 (2)  and  Regulation  D of the
      Securities Act, for services rendered.

Item 3 DEFAULTS ON SENIOR SECURITIES

- None

Item 4 SUBMISSION OF MATTERS TO A VOTE OF
       SECURITIES' HOLDERS

- None

Item 5 OTHER INFORMATION

- None


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<PAGE>

Item 6 EXHIBITS AND REPORTS ON FORM 8-K

- None

   (b)  Reports on Form 8-K:

      On August 10,  2001,  the  Company  filed a report on Form 8-K,  informing
      about  changes  in  control  and  acquisition  of assets  and  liabilities
      pursuant to the reverse merger with Millennium Biotechnologies, Inc.

      On October  1, 2001,  the  Company  filed a report on Form 8-K,  informing
      about a change in its certifying accountants.

      On November 16, 2001, the Company filed an amendment to its report on Form
      8-K of August 10, 2001,  submitting copies of unaudited pro-forma combined
      financial statements of the Company and Millennium Biotechnologies, Inc.


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<PAGE>

                                   SIGNATURES
                                   ----------

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.

                                                 REGENT GROUP, INC.

Date:   December  17, 2001                       By: /s/ Frank Guarino
                                                     ---------------------------
                                                         Frank Guarino
                                                         Chief Financial Officer


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