UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q



     [ x ] Quarterly  Report  pursuant to Section 13 or 15(d) of the  Securities
Exchange Act of 1934

         For the quarterly period ended June 30, 2001

                                       or

     [ ]  Transition  Report  pursuant to Section 13 or 15(d) of the  Securities
Exchange Act of 1934

         For the transition period from _______ to _______________

                         Commission File No. ___________


                          ORIGIN INVESTMENT GROUP, INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


            Maryland                                       36-4286069
-------------------------------------               ----------------------------
(State or other jurisdiction of                      (I.R.S. Employer
  incorporation or organization)                      Identification No.)

         1620 26th Street, Third Floor, Santa Monica, CA  90266
--------------------------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                                 (310) 255-8834
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

       980 North Michigan Avenue, Suite 1400, Chicago, Illinois 60611
--------------------------------------------------------------------------------
   (Former name, former address and former fiscal year, if changed since last
report)

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  and  Exchange Act of 1934
during the preceding 12 months (or for such shorter  period that the  registrant
has been required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes [x] No [ ]

     The  registrant  has  7,085,569 shares of common stock  outstanding  as of
September 1, 2001.

<PAGE>

                         PART I - FINANCIAL INFORMATION



PART I - FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS

                                                   ORIGIN INVESTMENT GROUP, INC.
                                                   (A Development Stage Company)
                                                        CONDENDED BALANCE SHEETS
                                 June 30, 2001 (Unaudited) and December 31, 2000

                                                                          ASSETS

                                           June 30, 2001      December 31,2000
                                             (Unaudited)           (Audited)
                                     -------------------------------------------

Cash and Cash Equivalents                      $ 32,963             $ 66,458

Advances to Officer for Business Expenses             -                9,791

Prepaid Expenses                                 77,600               77,600
                                                 ------               ------
     Total Current Assets                       110,563              153,849


Property and Equipment, net:                     14,544               12,033
                                                -------              -------

TOTAL ASSETS                                   $125,107             $165,882
                                                =======              =======

The accompanying notes are an integral part of these financial statements.


<page>


                                                   ORIGIN INVESTMENT GROUP, INC.
                                                   (A Development Stage Company)
                                                        CONDENSED BALANCE SHEETS
                                 June 30, 2001 (Unaudited) and December 31, 2000

                                            LIABILITIES AND STOCKHOLDERS' EQUITY


                                            June 30, 2001      December 31,2000
                                              (Unaudited)           (Audited)
                                     -------------------------------------------

LIABILITIES

  Accounts Payable and Accrued Expenses          $154,860             $28,550
  Loans Payable                                    75,000                  --
                                                  -------             -------

TOTAL LIABILITIES                                 229,860              28,550

COMMITMENTS

STOCKHOLDERS' (DEFICIENCY)EQUITY

Common stock, $.001 par value,
  50,000,000 shares authorized;
  5,585,569 and 5,353,216 issued and
  outstanding respectively                         5,585                5,353


Paid-in-capital                                1,756,780            1,609,770

Less subscription receivable                          -              (198,000)

Deficit accumulated during
development stage                             (1,867,118)          (1,279,791)
                                              -----------          -----------

TOTAL STOCKHOLDERS' (DEFICIENCY)EQUITY          (104,753)             137,332
                                              -----------          -----------

TOTAL LIABILITIES AND STOCKHOLDERS'
(DEFICIENCY) EQUITY                             $125,107             $165,882
                                               =========            =========

The accompanying notes are an integral part of these financial statements.

<PAGE>



                          ORIGIN INVESTMENT GROUP, INC.
                          (A Development Stage Company)
                      STATEMENTS OF OPERATIONS (UNAUDITED)

      For the Three and Six Months ended June 30, 2001 and 2000 and for the
             Period April 6, 1999 (Inception) Through June 30, 2001

<TABLE>
<CAPTION>
                                                                                                      For the Period
                                                                                                       April 6, 1999
                                                                                                        (Inception)
                                                   Three Months Ended           Six Months Ended          Through
                                                        June 30,                    June 30,             June 30,
                                                      2001          2000        2001          2000          2001
                                              ------------------------------------------------------------------------
<S>                                                   <C>          <C>         <C>           <C>           <C>
OPERATING EXPENSES
  Professional fees                                 $ 99,686     $ 51,024    $ 168,578      $155,175      $524,298
  Travel and Entertainment                            12,101       54,738       26,429       153,648       275,211
  Office Expenses                                     32,280       25,527       57,941        46,135       297,304
  Payments to officers/directors                      37,296       14,410      290,241        61,780       485,022
  Other                                                   --          801           --        51,605             -
                                                     -------      -------     --------      --------     ---------

TOTAL OPERATING EXPENSES                             181,363      146,500      543,189       468,343     1,581,835

OTHER EXPENSES ( INCOME)                                   -            -            -
  Interest expense                                    50,442          (45)      57,476          (156)       92,562
  Break up fee                                             -            -            -       200,000       200.000
  Other expenses                                     (13,338)           -      (13,338)                     (7,279)
                                                     -------      -------      --------     ---------   ----------
TOTAL OTHER EXPENSES (INCOME)                         37,104          (45)      44,138       199,844       285,283
                                                    --------      -------      -------      ---------   ----------
      NET LOSS                                     $(218,467)   $(146,455)   $(587,327)    $(668,187)   $1,867,118
                                                    ========      ========     ========     ========    ==========
NET LOSS PER COMMON SHARE - BASIC AND DILUTED         $(0.04)      $(0.03)      $(0.11)        (0.16)
                                                    ========      ========     ========     =========
WEIGHTED AVERAGE SHARES OUTSTANDING                5,526,885    4,228,127    5,441,517     4,228,127
                                                   =========    =========    =========     ==========
</TABLE>
<PAGE>

                          ORIGIN INVESTMENT GROUP, INC.
                          (A Development Stage Company)
                      STATEMENTS OF CASH FLOWS (UNAUDITED)

    For the Six Months Ended June 30, 2001 and 2000 and for the period April
                    6, 1999 (Inception) Through June 30, 2000

 <TABLE>
 <CAPTION>
                                                                          For the period
                                                 Six Months Ended          April 6, 1999
                                                      June 30,           (inception) to
                                                 2001          2000        June 30, 2001
                                                --------------------     ---------------
<S>                                             <C>         <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES
 Net loss                                       $(587,327)  $(668,186)    $(1,867,118)
 Adjustments to reconcile net loss
  to net cash used in operating activities:
    Depreciation and amortization                   1,678         800           3,219

    Officer and Directors Compensation            207,791                     207,791
    Amortization of Deferred Financing Costs       55,867                      98,992
    Interest Receivable Officer                                                (9,791)
    Stock Based Compensation                        6,375          --           6,375
 Changes in assets and liabilities
    Miscellaneous receivable                           --       4,250
    Advances to Officer                                --      12,103
    Prepaid expenses                                   --      25,000         (77,600)
    Other assets                                       --       8,550
    Accounts payable and accrued expenses         126,311      (5,061)        154,860
                                                  -------      -------        -------
Total Adjustments                                 398,022      45,642         383,846
                                                  -------      -------        -------
NET CASH USED IN OPERATING ACTIVITIES            (189,305)   (622,544)     (1,483,272)

CASH FLOWS FROM INVESTING ACTIVITIES

  Purchase of Office Equipment                     (4,190)          -         (17,763)
  Purchase of Investment Securities                     -        (676)              -
                                                   -------       -----         ------
NET CASH (USED IN) INVESTING ACTIVITIES            (4,190)       (676)        (17,763)

CASH FLOWS PROVIDED BY FINANCING ACTIVITIES

  Proceeds from common stock issuance              85,000     625,248       1,458,998
  Proceeds from notes payable                      75,000           -          75,000
  Repayment of notes payable                            -           -               -
                                                  --------    --------     ----------
NET CASH PROVIDED BY FINANCING  ACTIVITIES        160,000     625,248       1,533,998

      NET (DECREASE) INCREASE IN CASH AND
       CASH EQUIVALENTS, FORWARD                  $(33,495)    $2,028        $ 32,963
</TABLE>
<PAGE>

                          ORIGIN INVESTMENT GROUP, INC.
                          (A Development Stage Company)
                  STATEMENTS OF CASH FLOWS (UNAUDITED)CONTINUED

    For the Six Months Ended June 30, 2001 and 2000 and for the period April
                    6, 1999 (Inception) Through June 30, 2000
<TABLE>
<CAPTION>

                                                                          For the period
                                                 Six Months Ended         April 6, 1999
                                                      June 30,           (inception) to
                                                 2001          2000        June 30, 2001
                                                --------------------     ---------------
<S>                                               <C>          <C>            <C>
NET (DECREASE) INCREASE IN CASH AND
 CASH EQUIVALENTS, FORWARD                       $(33,495)     $2,028         $32,963

CASH AND CASH EQUIVALENTS - Beginning              66,458         908               -
                                                ---------      ------         --------
CASH AND CASH EQUIVALENTS  - Ending                32,963       2,936         $32,963
                                                =========    ========         ========
Cash paid during the periods for:

  Interest                                       $     -       $    -         $     -
                                                 ========    ========         ========
  Taxes                                          $     -       $    -         $     -
                                                 ========    ========         ========
</TABLE>
<PAGE>

                                                   ORIGIN INVESTMENT GROUP, INC.
                                                   (A Development Stage Company)
                               NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 1 - Description of Business

     Origin  Investment Group, Inc. (the "Company") was incorporated on April 6,
1999 and is in the  business  of  venture  capital,  which is  providing  growth
capital to emerging  companies.  The Company  has elected to be  regulated  as a
business  development  company under the Investment Company Act of 1940 and will
operate as a non-diversified company. Since its inception, the Company's efforts
have been  devoted to raising  capital and seeking out  companies  to invest in.
Accordingly,  through  the date of these  financial  statements,  the Company is
considered  to be in  the  development  stage  and  the  accompanying  financial
statements represent those of a development stage enterprise.

     The Company has  experienced  losses since  inception and has negative cash
flows from  operations and has a  stockholders'  deficiency.  For the six months
ended June 30, 2001, the Company experienced a net loss of $580,952.

     The Company's ability to continue as a going concern is contingent upon its
ability to raise  additional  capital.  In addition,  the  Company's  ability to
continue  as a going  concern  must be  considered  in  light  of the  problems,
expenses and complications  frequently  encountered by entrance into established
markets  and  the  competitive   environment  in  which  the  Company  operates.

     Management  is  pursuing   various   sources  to  raise  capital  on  terms
satisfactory to the Company,  if at all.  Failure to raise capital may result in
the  Company  depleting  its  available  funds  and not  being  able to fund its
investment pursuits.

NOTE  2  -  Presentation  and  Significant  Accounting  Policies

     The  accompanying  balance  sheet of the Company as of June 30,  2001,  the
related  statements  of  operations  and cash flow for the six and three  months
ended June 30, 2001 have been prepared, pursuant to the rules and regulations of
the  Securities  and  Exchange  Commission.  Certain  information  and  footnote
disclosures  normally  included in financial  statements  prepared in accordance
with generally  accepted  accounting  principles  have been condensed or omitted
pursuant to such rules and  regulations,  although the Company believes that the
disclosures are adequate to make the information  presented not misleading.  The
condensed  financial  statements  and these notes should be read in  conjunction
with the financial  statements of the Company  included in the Company's  Annual
Report of Form  10-K for the year  ended  December  31,  2000 as filed  with the
commission. The information furnished herein reflects all adjustments consisting
only of normal  recurring  accruals,  which are, in the  opinion of  management,
necessary for a fair  presentation  of the results of operations for the interim
period.  Results of  operations  for the six months  ended June 30, 2001 are not
necessarily indicative of results to be expected for the entire year.
<PAGE>
     Derivative Instruments and Hedging Activities

     During the period ended March 31, 2001,  the Company  adopted SFAS No. 133.
SFAS No. 133  establishes  accounting  and reporting  standards  for  derivative
instruments,   including  certain  derivative   instruments  embedded  in  other
contracts (collectively referred to as derivatives), and for hedging activities.
This  statement  requires  that an entity  recognize all  derivatives  as either
assets or liabilities in its balance sheet and measure those instruments at fair
value.  The accounting for changes in the fair value of a derivative  instrument
depends on its intended use and the  resulting  designation.  Implementation  of
SFAS 133 did not have any material  impact on the  financial  statements  of the
Company.

NOTE 3 - Stock purchase  agreements

     On March  15,  2001,  the  Company  entered  into a letter  of  Intent  and
subsequently  on April 30, 2001  entered  into a share  exchange  agreement  and
investment  and conversion  agreement  whereby the Company would acquire 100% of
the  outstanding  stock of Vivocom,  Inc  ("Vivocom")  in exchange for 2,000,000
shares of the Company's  common  stock,  subject to an  adjustment  amount,  and
1,000,000  shares of the Company's  Series B Convertible  preferred  stock.  The
1,000,000 shares of the Company's  Series B Convertible  preferred stock will be
convertible  into 18,000,000  shares of the Company's common stock provided that
Vivocom meets certain target revenue  amounts over a three-year  period starting
at the closing  date.  The Company would also be required to invest a minimum of
$3,250,000 within Vivocom during the first year commencing from the closing date
for development  and marketing of which $250,000 would be paid at closing.  This
$250,000  will  constitute  the  adjustment  amount  whereby  the  number of the
Company's  common shares due at closing will be reduced by dividing  $250,000 by
the bid price of the Company's  common stock on the closing date. The closing of
this  acquisition is subject to due diligence by the Company and Vivocom and the
ability of the Company to raise the required capital,  among other requirements.
As of the date of this  filing  the  period  to close  on this  transaction  has
elapsed and the Company no longer has  intensions  in pursuing this or any other
transactions with Vivocom.

NOTE 4 - Equity  Transactions

     On March 28, 2001 the  Company  sold  33,333  units to an  investor  for an
aggregate  of $10,000 or $.30 per share.  Each unit is comprised of one share of
common stock and one common stock  warrant.  Each warrant is redeemable  for one
share of common stock upon the payment of $.40, vests immediately and expires on
July 2, 2005
<PAGE>
     On April 4, 2001 the  Company  sold  100,000  units to an  investor  for an
aggregate  of $30,000 or $.30 per unit.  Each unit is  comprised of one share of
common stock and one and one half common stock  warrants or 150,000 common stock
warrants.  Each common stock warrant is redeemable for one share of common stock
upon the payment of $.40 per warrant.

     On April 17, 2001, the Company offered to sell 150,000 units for $1,500,000
or $10.00 per unit. Each unit is comprised of one Series A Convertible Preferred
stock and ten class C common stock purchase  warrants.  The Series A Convertible
Preferred Stock is convertible  into a certain number of common stock based on a
beneficial  conversion  price of 75% of the  average  closing  bid  price of the
Company's  common stock subject to a minimum of $0.40 and a maximum of $5.00 per
share. This preferred stock is convertible in stages commencing 90 days from the
closing date of the offering and occurring thereafter at 90 day intervals over a
12-month  period.  Each warrant is redeemable for one share of common stock upon
the payment of $0.40 and vests over the twelve-month  period. The holders of the
Series A Convertible  Preferred stock will also be entitled to a dividend in the
amount of $0.95 per  share , which  will be paid at the end of the  twelve-month
period in cash or common stock at the holder's election.  As of the date of this
filing  the  Company  has not  completed  any  subscription  agreements  and has
terminated the offering

     On May 9,  2001  the  Company  sold  50,000  units  to an  investor  for an
aggregate  of $20,000 or $.40 per unit.  Each unit is  comprised of one share of
common  stock and one  common  stock  warrant.  Each  common  stock  warrant  is
redeemable  for one share of common  stock upon the payment of $.40 per warrant.

     On May 31,  2001 the Company  sold  49,019.6  units to an  investor  for an
aggregate  of $25,000 or $.51 per unit.  Each unit is  comprised of one share of
common  stock and six and 1/5 common  stock  warrant  (300,000  warrants).  Each
common  stock  warrant  is  redeemable  for one share of common  stock  upon the
payment of $.40 per warrant.
<PAGE>
NOTE 5 - Short Term Bridge Loan

     During  the six  months  ended  June 30,  2001,  the  Company  received  an
aggregate  of $75,000 in the form of  short-term  bridge  loans from  investors.
These loans mature from thirty to ninety days after  issuance and bear  interest
at 12% per annum. In addition the Company granted  warrants to purchase  152,500
shares of Common Stock with an exercise price of $0.40 per share.  The values of
these warrants have been recorded as deferred financing costs and were amortized
over  original the life of these loans.  As of June 30, 2001 all of these bridge
loans are past due and the Company has accrued interest through June 30, 2001.

NOTE 6 -Forgiveness  of Debt

     On March 19,  2001 by consent of the Board of  Directors  and the  advisory
directors,  all  principal  and  interest in relation to the stock  subscription
receivable from the Chairman of the Board and the Chief Executive Officer in the
amount of  $207,791  was  forgiven.  This debt  forgiveness  was  recognized  as
compensation  expense during six months ended June 30, 2001.

NOTE 7 - Subsequent Events

Short term bridge loan

     On July 15, 2001, the Company  received an aggregate of $12,000 in the form
of short-term  bridge loan from an investor.  This loan matures sixty days after
issuance and bears  interest at 12% per annum.  In addition the Company  granted
warrants to purchase  50,000  shares of Common  Stock with an exercise  price of
$0.40. The value of these warrants will be recorded as deferred  financing costs
and will be amortized  over the life of the loan.  As of the filing date of this
Form 10-Q, this note is past due.

Equity  Transactions

     On August  20,  2001 the  Company  offered  to sell  pursuant  to a private
placement  of  5,400,000  shares of its  common  stock at $0.02 per share for an
aggregate of $108,000.  Said shares shall be restricted  pursuant to Rule 144 of
the  Securities  Act of 1933.  Proceeds from the sale shall be used for covering
outstanding  liabilities of the company and to pay for costs associated with its
continual  listing on the NASDAQ OTC:BB exchange.  At the time of filing of this
Form 10-Q, One investor for an aggregate had purchased 1,500,000 of these shares
for an aggregate purchase price of $30,000.

<PAGE>

ORIGIN INVESTMENT GROUP, INC.

Item 2.  Management's  Discussion  and Analysis of Financial  Condition and
Results of Operations.

     Except  for  historical  information,   the  following  discussion  of  our
financial   condition  and  results  of  operations   contains  forward  looking
statements  based  on  current  expectations  that  involve  certain  risks  and
uncertainties.  Our actual results could differ  materially from those set forth
in these forward-looking  statements as a result of a number of factors.  Unless
specified otherwise,  the terms, "we", "us", "our", "the company",  and "Origin"
refer to Origin Investment Group, Inc.

Overview

     We are a business development company incorporated in the State of Maryland
on April 6, 1999.  We are in the start up stage and we have not had any revenues
to date and we have not made any  investments.  Since  inception our  operations
have been limited to  identifying,  investigating  and  conducting due diligence
upon private companies involved within the Information  Technology  industry for
the purpose of  investing in such  companies.  Our strategy has been to identify
several profitable IT service businesses, invest in such companies,  consolidate
their  operations and technologies to create a profitable  e-business  solutions
company.  As of the date of this filing,  we have not made any such  investments
and have experienced substantial losses from our operations.  We are considering
realigning  our focus and  business  objectives  to  effectuate  a merger with a
private company and have begun investigating  merger  opportunities with several
private companies. Should we decide to realign our focus to merge with a private
company,  we will need to elect  out of our  status  as a  business  development
company, which may require a vote by our shareholders.

     Our financial  statements  are presented on a going  concern  basis,  which
contemplates  the  realization of assets and  satisfaction of liabilities in the
normal course of business.

     We have  experienced  a loss since  inception  and have negative cash flows
from operations and have a stockholder's equity deficiency. For the period ended
June 30, 2001, we experienced a net loss of  $580,952, as compared to a net loss
of $668,187, for the period ending June 30, 2000.
<PAGE>
     Our ability to continue as a going concern is  contingent  upon our ability
to raise  additional  capital.  In addition,  the ability to continue as a going
concern must be considered in light of the problems,  expenses and complications
frequently  encountered by entrance into established markets and the competitive
environment in which we operate.

     These matters raise  substantial doubt about the our ability to continue as
a going  concern.  The financial  statements do not include any  adjustments  to
reflect the possible future effects on the  recoverability and classification of
assets or the amounts and classification of liabilities that may result from our
possible inability to continue as a going concern.

Liquidity and Capital Resources

     Since our inception,  we have funded our operations solely through payments
received from the sale of our equity securities and from short term bridge loans
received from certain  accredited  investors.  Our current liquidity and capital
resources  are  contingent  on our ability to  continue  to fund our  operations
through the sale of our equity securities.  If we are unsuccessful in continuing
to raise capital through the sale of our securities,  we will have difficulty in
meeting our short-term obligations and may cease to continue as a going concern.
Our  ability  to sell  our  equity  securities  to fund  operations  and to make
investments within identified  eligible portfolio  companies,  in large part, is
contingent  upon the depth and liquidity of our  secondary  market of our common
stock. Any failure to raise sufficient capital pursuant to the current or future
Origin   offerings   could   require   us   to    substantially    curtail   our
portfolio-investment  acquisition  efforts in general,  and could  require us to
cease operations.

     Our cash flow requirements have continuously exceeded our capital resources
during the quarter,  requiring us to issue additional equity securities for sale
to meet our short-term  obligations.  We anticipate  operating at such a deficit
for the next  several  months  until we are able to  secure  additional  working
capital.
<PAGE>
     STOCK PURCHASE OF VIVOCOM, INC.

     One April 30,  2001 we  entered  into a share  exchange  agreement  ("Share
Exchange  Agreement")  and an investment and conversion  agreement  ("Investment
Agreement") with Vivocom,  Inc., a San Jose,  California based Internet software
company,  which has developed and owns a proprietary and patent pending Internet
routing technology known as the "Smart Internet Switch(TM)". The "Smart Internet
Switch(TM)"  or "SIS" is a technology  which  allows all forms of digital  data:
voice, video, remote control,  remote application sharing and all other forms of
data to be routed, queued and translated from one device to another, utilizing a
single Internet Protocol (IP) channel. Pursuant to the Share Exchange Agreement,
we have  agreed to acquire  one  hundred  percent of the issued and  outstanding
capital  stock of Vivocom,  in exchange for (a)  $250,000  cash,  (b)  2,000,000
shares of Origin common stock, subject to a downward adjustment  ("Adjustment"),
and (c) 1,000,000  Series B  Convertible  Preferred  Stock of Origin  ("Series B
Stock").  Pursuant to the Investment Agreement, we agreed to invest an aggregate
of  $3,250,000  cash within the  operations  of Vivocom  during the first twelve
months  after the closing of the  transaction.  Also,  in the event that Vivocom
achieves  certain revenue  milestones from the sale and/or  licensing of its SIS
technology and related products, the Series B Stock will convert into additional
Origin common stock. In addition, should Vivocom achieve a minimum of $5,000,000
in revenues during the first 12 months of operations  after closing,  as defined
within  the  Investment  Agreement,   Origin  agreed  to  invest  an  additional
$10,000,000  during the twelve months beginning one year after the date of close
of the transaction. At the time of filing this Form 10-Q, the time to close this
transaction had elapsed and the Company no longer wishes to pursue  investing in
or purchasing any interest in Vivocom.

Series A Convertible Preferred Offering

     On April  17,  2001 we filed an  exempt  offering  pursuant  to Rule 602 of
Regulation  E with the  Securities  and  Exchange  Commission.  Pursuant to this
filing, we are currently offering via private placement to accredited  investors
an  offering  of  150,000  units  for  $1,500,000  or  $10.00  per  Unit  ("Unit
Offering").  Each unit is comprised of one Series A Convertible  Preferred Stock
("Series A Stock") and ten Class C common stock purchase warrants. Each Series A
Stock converts into a certain number of common stock based on a conversion price
calculated on the date of  conversion,  as described  below.  The Series A Stock
will  automatically  convert on four conversion dates,  converting one fourth or
twenty five percent (25%) on each such date. The four  conversion  dates for the
Series A Stock will occur every 90 days,  beginning on the date this offering is
closed.  The conversion dates are 3, 6, 9, and 12 months after the close of this
offering,  which shall occur on the earlier of (1)  subscriptions for $1,500,000
is received or (2) July 31, 2001. On each conversion date, 25% of Series A Stock
held by each Series A Stock  holder will  convert into an amount of common stock
equal to the following formula:  Total common shares received on each conversion
date by each holder of Series A Stock= 10*[25% of Total Shares of Series A Stock
held of record by holder as of Close of Private Placement/Conversion Price]. The
conversion price  ("Conversion  Price") will be calculated as 75% of the average
closing bid price,  as quoted by Bloomberg,  L.P., for the ten days on which the
NASDAQ  Stock  Market is open for  regular  trading  immediately  preceding  the
conversion date, subject to a minimum or "floor" or $0.40 and a maximum or "cap"
of $5.00. For example, an investor who invests $10,000 will receive 1,000 Series
A Stock and 10,000 Class C Warrants.  On the first conversion date, assuming the
conversion  price as  calculated  is equal to $2.00,  that investor will receive
10*[250/2.00]  or 1,250 common shares and will receive a stock  certificate  for
his/her 750 shares of Series A Stock  remaining.  At each conversion  date, each
Unit holder will be allowed to redeem 25% of his/her  warrants  upon  payment of
redemption  price of $0.40 per Class C  Warrant.  Holders of Series A Stock will
also be entitled to a dividend payment in the amount of $0.95 per Series A Stock
which will be paid on the last  conversion date in the form of cash or an amount
of common stock at the  Conversion  Price,  as  calculated  above,  on the final
conversion date, at the holder's  election.  We intend on utilizing the proceeds
from this Unit  Offering to meet our funding  obligations  pursuant to the Share
Exchange Agreement and Investment Agreement with Vivocom and for working capital
purposes.  At the time of filing of this Form 10-Q, this offering was terminated
and no subscription agreements had been received.
<PAGE>
Finders Fee Agreement

     On April 2,  2001,  we  entered  into a finder's  fee  agreement ("Finder's
Agreement")  with Technology  Ventures,  LLC, ("TV") in connection with our Unit
Offering. Pursuant to the Finder's Agreement, and as consideration for retaining
TV, we  agreed to pay TV a one-time cash  payment  of $5,000  and  common  stock
purchase warrants to purchase 75,000 shares of our common stock upon the payment
of a redemption price of $0.30 per warrant. In addition,  we agreed to pay 12.5%
of any  proceeds  received  by us from  the sale of our  Units  to any  investor
introduced  by TV.  In  addition,  for every  $10,000  invested  by an  investor
introduced  by TV, we agreed to issue to TV an  additional  2,000  common  stock
purchase  warrants,  redeemable  for 2,000  shares of our common  stock upon the
Payments of $0.30 per warrant. No investors were introduced by TV that purchased
any Units pursuant to our Unit Offering and we terminated this agreement with TV
at the termination of the Unit Offering.

Conversion of Vested Stock Options into Warrants

     On August 13, 2001 we agreed to convert 425,000 vested options,  which were
previously  issued to one director and two former  officers and directors of the
company,  into  warrants  to  purchase  425,000  shares of  common  stock of the
Company.  225,000 of the original options were exercisable at a conversion price
of $.10 per share and 200,000 of the  original  options  were  exercisable  at a
conversion  price of $0.20 per share.  The newly  issued  425,000  warrants  are
exercisable as follows:  225,000  warrants are  exercisable at $0.10 per warrant
and 200,000 are  exercisable at $0.20 per warrant.  The warrants are also exempt
from  adjustment  if  exercised  within  10  business  days  from the date the 5
consecutive  trading  day average  closing bid price of the common  stock of the
Company exceeds 150% of the redemption price of the warrants.

Results of Operations

     Our operations  have been limited to obtaining  additional  capital through
the sale of our  equity  securities,  obtaining  short  term  bridge  loans  and
negotiating with additional  potential eligible portfolio companies for possible
investment. To date we have had negative cash flows and anticipate continuing to
do so in the near future.  We anticipate  that upon  completion of an investment
within an  eligible  portfolio  company,  our  operational  costs will  increase
substantially  in light of the need to hire  additional  personnel,  including a
Chief Financial Officer and additional support staff.  However,  we may consider
exploring  other  alternatives  other than seeking  investments  within eligible
portfolio  companies,  as the market value of our common stock has significantly
decreased  and  has  made  raising  capital  extremely  difficult  to  fund  our
operations as well as accumulating  sufficient  capital to invest in one or more
eligible portfolio companies.  The Company is current evaluating the possibility
of shifting  its business  focus and may elect out of the  business  development
company  status of the Company.  If such a decision is made by the Company,  the
shareholders  of the Company will vote on the matter of electing out of business
development company status.
<PAGE>
     Our  strategy  and plan for the  remainder  of this fiscal year is to raise
additional  capital for  operations  through the sale of our stock and  purchase
interests  within one or more  profitable  private  businesses  involved  in the
Internet  infrastructure and services sector of the IT industry.  Our investment
strategy  has been to acquire  controlling  interests  within two or more "core"
profitable  IT  businesses  involved in ASP,  Systems  Integration  and Internet
Services to create, on consolidation of such entities,  a profitable  e-business
Solutions Company that provides its customers with web/e-commerce  applications,
IT consulting  and solutions and other value added  services and which  utilizes
ASP delivery and co-location hosting strategies on a cost effective basis to end
users.  However,  in light of the fact that this industry sector is no longer as
favored by the  market as it has been in the past and that the  market  value of
our stock has  decreased  significantly,  we have begun to  explore  alternative
investment strategies as well as seeking merger candidates for the Company.

SPECIAL NOTICE REGARDING FORWARD LOOKING STATEMENTS

         This Form 10-Q, the quarterly report, and certain information  provided
periodically  in  writing  or orally by the  Company's  Officers  or its  agents
contains  statements which constitute  "forward-looking  statements"  within the
meaning of Section 27A of the Securities  Act, as amended and Section 21E of the
Securities  Exchange  Act  of  1934.  The  words  "expect,"  "believe,"  "plan,"
"intend," "estimate",  "anticipate",  "strategy", "goal" and similar expressions
and  variations   thereof  if  used  are  intended  to   specifically   identify
forward-looking statements. Those statements may appear in a number of places in
this Form 10-Q and in other places,  particularly,  "Management's Discussion and
Analysis  of  Financial  Condition  and  Results  of  Operations",  and  include
statements regarding the intent,  belief or current expectations of the Company,
its directors or its officers with respect to, among other things:

     (i) the successful  completion of investment(s) within one or more eligible
portfolio  companies  that we have  identified,  (ii) our  liquidity and capital
resources; and (iii) our future performance and operating results.

         Investors  and  prospective  investors  are  cautioned  that  any  such
forward-looking  statements are not guarantees of future performance and involve
risks and  uncertainties,  and that actual  results may differ  materially  from
those  projected  in the  forward-looking  statements  as a  result  of  various
factors.  The factors that might cause such differences  include,  among others,
the following:
<PAGE>
     (i)  any  adverse  effect  or  limitations   caused  by  any   governmental
regulations  or  actions;  (ii) any  increased  competition  in our  business of
providing venture capital to eligible  portfolio  companies;  (iii) successfully
identifying,  negotiating, structuring and making investments within one or more
eligible  portfolio  companies;  (iv) our ability to raise necessary  investment
capital  within the time frame  agreed to  between us and the  principals  of an
eligible  portfolio  company in order to  successfully  invest in such  eligible
portfolio  company;  (v) the  continued  relationship  with and  success  of the
management and owners of an eligible portfolio company after our investment; and

     (vi) the continued  performance  of our eligible  portfolio  companies with
respect to their operations, including, but not limited to:

     a.   continued employment of key personnel,  hiring of qualified additional
          personnel;
     b.   the  eligible   portfolio   company's   mitigation  of  excessive  and
          extraordinary  costs, and achieving  projected  profits and additional
          customers for their growth.
     c.   Any other factors which would otherwise impede our eligible  portfolio
          company  in  achieving  its  performance  goals  upon which we based a
          favorable return on our investment.

We  undertake no  obligation  to publicly  update or revise the forward  looking
statements  made in this  Form  10-Q or  annual  report  to  reflect  events  or
circumstances  after the date of this Form 10-Q and annual  report or to reflect
the occurrence of unanticipated events.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk.

     We have no  securities  that are  subject to  interest  rate  fluctuations,
foreign currency risk, commodity price or any other relevant market risks during
the period  covered  by this  Quarterly  Report.  We have not  entered  into any
hedging  transactions or acquired any derivative  instruments  during the period
covered by this Quarterly Report.


                           PART II - OTHER INFORMATION

Item 2.   Changes in Securities and Use of Proceeds.

   Recent Sales of Unregistered Securities; Use of Proceeds from Registered
   Securities

     Equity Transactions

     On April 4, 2001,  we sold 100,000 units to an investor for an aggregate of
$30,000 or $.030 per Unit.  Each unit is  comprised of one share of common stock
and one and one half common stock  warrants,  or 150,000 common stock  warrants.
Each  common  stock  warrant is  redeemable  for one share of common  stock upon
Payments of $.40 per warrant.
<PAGE>
     On May 9, 2001 we sold 50,000  units to an  investor  for an  aggregate  of
$20,000,  or $0.40 per unit. Each unit is comprised of one share of common stock
and one common stock warrant,  or 50,000 warrants.  Each common stock warrant is
redeemable for one share of common stock upon the payment of $0.40 per warrant.

     On May 31, 2001 we sold 49,019.60  units to an investor for an aggregate of
$25,000,  or $0.51 per unit. Each unit is comprised of one share of common stock
and six common stock purchase  warrants or 300,000  warrants.  Each common stock
warrant is  redeemable  for one share of common  stock upon the payment of $0.40
per warrant.

     On August 20, 2001 we offered to sell  pursuant to a private  placement  of
5,400,000  shares of its  common  stock at $0.02 per share for an  aggregate  of
$108,000. Said shares shall be restricted pursuant to Rule 144 of the Securities
Act of  1933.  Proceeds  from the sale  shall be used for  covering  outstanding
liabilities  of the company and to pay for costs  associated  with its continual
listing on the NASDAQ OTC:BB exchange.  At the time of filing of this Form 10-Q,
One investor for an aggregate had purchased 1,500,000 of these shares
purchase price of $30,000.

     Short Term Bridge Loans

     On May 15,  2001,  we  received  $10,000 in the form of a short-term bridge
loan  from an  investor.  The  duration  of this  loan is one  month  and has an
interest  rate of 12% per  annum.  This  investor  also  received  common  stock
warrants  to  purchase  an  aggregate  of  15,000  shares  of our  common  stock
originally  exercisable  at $.51 per share but  adjusted  to $0.40 per share and
also received an additional  10,000 common stock purchases  warrants to purchase
an  additional  10,000  shares of our common stock for extending the due date of
the note.

     On May 17, 2001 we received  $7,500 in the form of a short-term bridge loan
from an investor and on May 21, 2001 we received an additional  $2,500 from that
investor as a short-term bridge loan. The duration of the loans were 90 days and
jointly due on August 21, 2001 and has an interest  rate of 12% per annum.  This
investor also received  common stock purchase  warrants to purchase an aggregate
of 25,000 shares of our common stock exercisable at $0.40 per share.

     On May 21, 2001 we received $20,000 in the form of a short-term bridge loan
from an  investor.  The  duration  of the loan was 90 days and due on August 21,
2001 and has an interest  rate of 12% per annum.  This  investor  also  received
common stock purchase  warrants to purchase an aggregate of 50,000 shares of our
common stock exercisable at $0.40 per share.

     On July 15,  2001 we  received  $12,000 in the form of a short-term  bridge
loan from an investor. The duration of the loan was 60 days and due on September
15, 2001 and has an interest rate of 12% per annum.  This investor also received
common stock purchase  warrants to purchase an aggregate of 50,000 shares of our
common stock exercisable at $0.40 per share.
<PAGE>
Item 6.   Exhibits and Reports on Form 8-K.

1.        Exhibits

Exhibit   Description

     3.1  Articles  of   Incorporation   of  Origin   filed  on  April  6,  1999
          (incorporated  by reference to Exhibit 3(i) to Form 10 filed by Origin
          on August 16, 1999)

     3.2  Bylaws of Origin.  (Incorporated by reference to Exhibit 3(ii) to Form
          10 filed by Origin on August 16, 1999)

     4.1  Offering Circular of Unit Offering  (Incorporated by reference to Form
          1-E filed on April 17, 2001 in connection  with Rule 602  Regulation E
          Unit Offering.)




                                   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 on  September
28, 2001 by the undersigned thereunto duly authorized.

                          ORIGIN INVESTMENT GROUP, INC.


                          /s/  Greg H. Laborde
                          ---------------------------------
                          Greg H. Laborde
                          Chief Executive Officer