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

                                   FORM 10-QSB

(Mark One)
           [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                  For the Quarterly Period Ended April 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 number: 000-31349


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

                 DELAWARE                         33-0649562
      ---------------------------------       ------------------
        (State or other jurisdiction           (I.R.S. Employer
      of incorporation or organization)       Identification No.)

            6354 CORTE DEL ABETO, SUITE F CARLSBAD, CALIFORNIA 92009
               (Address of principal executive offices, Zip Code)

                                 (760) 603-0999
                (Issuer's telephone number, including area code)


As of April 30, 2001,  there were 985,641 (1 vote per share) Common,  8,004 (100
votes per share)  Convertible  Preferred  Series F, and 204  (220,000  votes per
share)  Convertible  Preferred  Series J, for a total  46,666,041  shares of the
Registrant's voting stock, par value $0.001, issued and outstanding.

Transitional Small Business Disclosure Format (Check one): Yes [  ] No [X]

<PAGE>

                          PART I. FINANCIAL INFORMATION


Item 1. FINANCIAL STATEMENTS

                             THE VOYAGER GROUP, INC.
                                 BALANCE SHEETS



                                                     (Unaudited)
                                                       April 30,       July 31,
                                                         2001            2000
                                                       ---------      ---------
ASSETS

Current Assets:
 Cash ............................................     $ 164,397      $    --
 Inventory .......................................        53,788        146,304
 Prepaid Expenses ................................        58,515          4,960
 Accounts Receivable .............................        20,095          7,295
                                                       ---------      ---------

   Total Current Assets ..........................       296,795        158,559
                                                       ---------      ---------

Fixed Assets, at Cost:
 Furniture and Equipment .........................       231,238        136,527
 Leasehold Improvements ..........................         9,606          6,741
  Less - Accumulated
   Depreciation ..................................       (86,146)       (44,063)
                                                       ---------      ---------

                                                         154,698         99,205
                                                       ---------      ---------

Other Assets:
 Intangibles, Net of $2,500 amortization .........        12,500           --
 Deposits ........................................         7,152          6,752
                                                       ---------      ---------

   Total Other Assets ............................        19,652          6,752
                                                       ---------      ---------

   Total Assets ..................................     $ 471,145      $ 264,516
                                                       =========      =========



<PAGE>

                             THE VOYAGER GROUP, INC.
                                 BALANCE SHEETS
                                   (Continued)


                                                  (Unaudited)
                                                    April 30,         July 31,
LIABILITIES AND STOCKHOLDERS' EQUITY                  2001              2000
------------------------------------               -----------      -----------
Current Liabilities:
  Accounts Payable ...........................     $   164,154      $    42,107
  Accrued Liabilities ........................         199,130           20,609
  Accrued Commissions ........................          64,770           12,837
  Shareholder Advances .......................            --              8,726
  Bank Indebtedness ..........................          99,742           99,233
  Lease Obligations - Current Portion ........          33,982           26,974
  Shareholder Loans ..........................         462,667          416,983
                                                   -----------      -----------

     Total Current Liabilities ...............       1,024,445          627,469
                                                   -----------      -----------

Long Term Liabilities:
  Lease Obligations ..........................          16,156           35,560
                                                   -----------      -----------

     Total Liabilities .......................       1,040,601          663,029
                                                   -----------      -----------

Stockholders' Equity
  Preferred Stock, $.001 par value;
    5,000,000 shares authorized
      Series J; 100 shares issued and
        outstanding ..........................            --               --
      Series F; 8,004 and 0 shares
        issued and outstanding ...............               8             --
  Common Stock; $.001 par value;
    100,000,000 shares authorized;
    985,641 issued and outstanding ...........             986              986
  Additional Paid-in Capital .................       3,325,807        2,725,514
  Retained Earnings (Deficit) ................      (3,896,257)      (3,125,013)
                                                   -----------      -----------

     Total Stockholders' Equity ..............        (569,456)        (398,513)
                                                   -----------      -----------

     Total Liabilities, and
      Stockholders' Equity ...................     $   471,145      $   264,516
                                                   ===========      ===========


          See accompanying notes to these interim financial statements

<PAGE>

                             THE VOYAGER GROUP, INC.
                              STATEMENTS OF INCOME

<TABLE>
<CAPTION>
                                              (Unaudited)                   (Unaudited)
                                       For the Three Months Ended    For the Nine Months Ended
                                               April 30,                      April 30,
                                       --------------------------    --------------------------
                                          2001           2000           2001            2000
                                       -----------    -----------    -----------    -----------

<S>                                    <C>            <C>            <C>            <C>
Sales, Net .........................   $   475,261    $   140,900    $   836,770    $   517,346
Cost of Sales ......................       147,229         56,606        325,103        226,332
                                       -----------    -----------    -----------    -----------
     Gross Margin ..................       328,032         84,294        511,667        291,014

Selling & Marketing ................       229,934         56,911        391,504        243,968
General & Administrative ...........       348,544        146,856        848,374        498,723
                                       -----------    -----------    -----------    -----------
     Total Expenses ................       578,478        203,767      1,239,878        742,691

Operating Loss .....................      (250,446)      (119,473)      (728,211)      (451,677)

Other Income (Expense)
 Interest ..........................       (13,682)       (11,795)       (42,433)       (24,098)
                                       -----------    -----------    -----------    -----------

Income (Loss) Before Income Taxes ..      (264,128)      (131,268)      (770,644)      (475,775)
Income Tax Benefit (Expense) .......          (200)          (200)          (600)          (600)
                                       -----------    -----------    -----------    -----------

Net Income (Loss) ..................   $  (264,328)   $  (131,468)   $  (771,244)   $  (476,375)
                                       ===========    ===========    ===========    ===========

Earnings (Loss) Per Common Share:
 Basic & Diluted ...................   $     (0.27)   $     (0.40)   $     (0.78)   $     (4.35)
                                       ===========    ===========    ===========    ===========

Weighted Average Shares Outstanding:
 Basic .............................       985,641        328,614        985,641        109,605
                                       ===========    ===========    ===========    ===========
</TABLE>


          See accompanying notes to these interim financial statements

<PAGE>

                             THE VOYAGER GROUP, INC.
                            STATEMENTS OF CASH FLOWS


                                                              (Unaudited)
                                                       For the Nine Months Ended
                                                               April 30,
                                                         ----------------------
                                                           2001         2000
                                                         ---------    ---------

CASH FLOWS FROM OPERATING ACTIVITIES:

 Net Income (Loss) ...................................   $(771,244)   $(476,375)
 Adjustments to Reconcile Net
  Income (Loss) to Net Cash
  Used in Operating Activities:

  Depreciation and Amortization ......................      44,583       40,843
  Non-Cash Expenses ..................................        --        247,838
  Changes in Assets and
   Liabilities-
    (Increase) in Accounts Receivable ................     (12,801)      (3,526)
    (Increase) in Prepaid Expenses ...................     (53,555)     (51,968)
    (Increase) Decrease in Inventory .................      92,516      (13,610)
    (Increase) Decrease in Other Assets ..............        (400)      (1,425)
    Increase in Accounts Payable .....................     122,047        7,240
    Increase (Decrease) in Other Accrued Liabilities .     197,466      (10,589)
    Increase (Decrease) in Accrued Commissions .......      51,933      (16,882)
                                                         ---------    ---------
     Net Cash Provided by Operating
    Activities .......................................    (329,455)    (278,454)
                                                         ---------    ---------

CASH FLOWS FROM INVESTING ACTIVITIES:

 Purchase of Intangible Assets .......................     (15,000)        --
 Purchase Furniture and Equipment ....................     (97,576)    (101,813)
                                                         ---------    ---------

     Net Cash Used by Investing Activities ...........    (112,576)    (101,813)
                                                         ---------    ---------



<PAGE>

                             THE VOYAGER GROUP, INC.
                            STATEMENTS OF CASH FLOWS
                                   (Continued)


                                                              (Unaudited)
                                                       For the Nine Months Ended
                                                               April 30,
                                                       ------------------------
                                                         2001            2000
                                                       ---------      ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
 Principal Payments on Capital Leases ............     $ (22,332)     $  82,412
 Principal Payments on Bank Indebtedness .........        (1,790)        (1,270)
 Principle Payments on Shareholder Loans .........        (4,692)          --
 Proceeds from Lease Obligations .................         9,942        (13,546)
 Proceeds from Issuance of Preferred Stock .......       600,300           --
 Proceeds from Shareholder Loans .................        25,000        303,550
                                                       ---------      ---------
   Net Cash Provided by
   Financing Activities ..........................       606,428        371,146
                                                       ---------      ---------

NET INCREASE IN CASH AND CASH EQUIVALENTS ........       164,397         (9,121)
CASH AND CASH EQUIVALENTS AT
 BEGINNING OF YEAR ...............................          --           16,539
                                                       ---------      ---------

 CASH AND CASH EQUIVALENTS AT END OF YEAR ........     $ 164,397      $   7,418
                                                       =========      =========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW
INFORMATION
 Cash Paid During the Year For:
  Interest .......................................     $  14,764      $  16,096
  Income Taxes ...................................     $     800      $     800






          See accompanying notes to these interim financial statements

<PAGE>

                             THE VOYAGER GROUP, INC.
                          NOTES TO FINANCIAL STATEMENTS
                    FOR THE THREE MONTHS ENDED APRIL 30, 2001


Basis of Presentation

     The unaudited  interim  consolidated  financial  information of The Voyager
Group,  Inc. (the "Company" ) has been prepared in accordance  with  Regulations
promulgated by 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.  In the opinion of management,
the  accompanying  interim  consolidated   financial  information  contains  all
adjustments,  consisting of normal recurring  adjustments,  necessary to present
fairly the  Company's  financial  position as of April 30, 2001,  and results of
operations for the three and nine months ended April 30, 2001.  These  financial
statements should be read in conjunction with the audited consolidated financial
statements  and notes thereto  included in the  Company's  Annual Report on Form
10-KSB for the year ended July 31, 2000. The results of operations for the three
and nine months ended April 30, 2001 may not be  indicative  of the results that
may be expected for the fiscal year ending July 31, 2001.

Series F Convertible Preferred Stock

     The Company  authorized an offering  under Rule 506 of Series F Convertible
Preferred Stock ("Series F"). Series F shares Convertible into 100 common shares
for each share of Series F. As of April 30, 2001,  8,004 shares of Series F have
been sold as a result of this offering.

Voting Trust

     On November 6, 2000,  three  officers  and three  shareholders  contributed
117.316  (220,000  votes per share or  25,809,520  votes) into The Voting  Trust
Company, Inc. (a newly formed Delaware  corporation).  As of April 30, 2001, The
Voting Trust Company,  Inc. controls 55% of the outstanding  voting shares.  For
additional   information  please  refer  to  Form  13D  incorporated  herein  by
reference.

Subsequent Events

     On June 4, 2001 the company  authorized an additional  offering  under Rule
506 of up to 3,295 shares Series F  Convertible  Preferred  Stock  ("Series F").
Series F shares  Convertible  into 100 common shares for each share of Series F.
As of April  30,  2001,  1,000 of  Series F have been sold at $2.00 per share or
$200,000.00 as a result of this offering.  Management  anticipates an additional
$459,000.00 will be raised by this offering.

     On June 13, 2001, the Voyager Group, Inc., a Nevada  corporation,  acquired
181.61  shares  of  Convertible  Preferred  Series J  (convertible  to common at
220,000 per share or  39,954,200  shares) in exchange  for 181.61  shares of the
Company or approximately  84% of the 47,666,041  shares  outstanding on June 13,
2001.


<PAGE>

Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS

The following  discussion and analysis of the Company's  financial condition and
results  of  operations  should  be  read  in  conjunction  with  the  Financial
Statements and Notes thereto appearing elsewhere in this report.

Overview

Voyager  develops  and  manufactures   nutritional,   anti-ageing,   and  weight
management  products.  The Company  distributes  its products  through a network
marketing system.  Nutritional  products  accounted for approximately 80% of the
Company's net sales in 2000.

Cost of sales primarily  consists of expenses  related to raw materials,  labor,
quality  assurance and overhead  directly  associated  with the  procurement and
production of Voyager's products and sales materials.

Selling and marketing  include associate  incentives,  promotion and advertising
expenses. Associate incentives and promotions are the Company's most significant
expenses and represented 38 % of net sales in 2000. Associate incentives include
commissions  and leadership  bonuses and are paid monthly based on sales volume.
Each  product  sold by the  Company  is  assigned  a sales  volume  point  value
independent of the product's price.  Associates earn commissions  based on sales
volume points generated in associate group.

General and  administrative  expenses  include  wages,  benefits,  depreciation,
amortization,   rents,  utilities,   and  professional  fees  along  with  other
administrative  expenses.  Wages and benefits represent the largest component of
general and administrative  expenses.  The Company has added human resources and
associated infrastructure for future expansion of operations.

Depreciation and  amortization  expense has increased as a result of substantial
investments in computer and systems,  communications equipment and IT systems to
support domestic  expansion.  The Company  anticipates  that additional  capital
investments  will be required in future periods to promote and support growth in
sales and the increasing size of the Associate and Preferred Customer base.

Voyager's senior management anticipated that April 2001 would see an increase in
sales volume and associate  membership  achieved through the introduction of new
products,  sales  materials and new  compensation  plan for  Associates.  Senior
Management  believes the novel  products have attracted  participation  from new
Associates.  This has resulted in sales revenue  beginning to exceed new product
introduction expenses and Voyager's working capital requirements for the ensuing
fiscal  year.  The  introduction  of six  novel  and  proprietary  products  has
increased Associate  enrolment by over 200% in three months.  Voyager's Board of
Directors  has charted a new  product  course  with  Essence of Life,  Guardian,
Imperial Qi, Biologic, (New) Tiger Power, and (New) Body Lite Tiger Shakes.

Tiger Power (New)

Voyager has  introduced  the new and enhanced  Tiger Power (Spray) with patented
Bio Laser


<PAGE>

Technology.  The process of Bio Laser  Enhancement is a proprietary  process and
unique to  Voyager.  The  product  contains  Amino  Acids,  which  assist in the
production  and  elevation  of the body's  neurotransmitters.  This is  achieved
through the unique delivery system whereby the molecules within Tiger Power have
been  Laser  Enhanced  to make them more  easily  assimilated  by the body.  The
delivery is via a spray action to be taken orally.  The Bio Laser enhancement is
known to boost the potency and speed of action of the nutrients contained within
Tiger Power by 1000%.

This  work has been  pioneered  by Dr Todd  Ovokaitys.  Dr  Ovokaitys  is now an
associate  of Voyager and the  manufacturer  of this  product.  He has  detailed
research and development papers outlining the Bio Laser Technology  approach and
it's documented  efficacy  spanning over 11 years. The worldwide patent for this
process is (W009722022A1).

Voyager is the first company to bring Bio Laser Technology to the market and the
Directors  have  secured the trade mark `Bio  Laser' to support  this and future
development  of  proprietary  products.  Voyager is planning and will  introduce
further Bio Laser enhanced products.

Sales of this new and unique product are already at substantial levels.

Tiger Shake (New)

Voyager has  introduced  the new and  reformulated  Tiger  Shakes as part of the
totally reformulated Body Lite (TM) program. These are repackaged and relaunched
products,  which are designed to work in synergy with Tiger Power Spray (above).
Once again this is part of the Directors  plan to bring leading edge  technology
to the Voyager product range.

Sales  of this  new and  reformulated  product  are  already  in  excess  of its
predecessor

Essence of Life

Dr. Hower  stated  Hemoglobin  is the very  essence of life,  and the essence of
hemoglobin  is  minerals.   Voyager's   Essence  of  Life  provides  a  balanced
formulation of minerals and trace elements in a readily assailable, liquid ionic
form,  along with a  proprietary  blend of  peptides  and amino  acids,  cracked
chlorella and B vitamin factors. This unique oceanic concentrate  duplicates the
nutritional  composition  of  the  ancient  ocean  and  gives  you  the  natural
micronutrients to optimum health.

Guardian

Our bodies are made up of cells designed to exist for  centuries.  Alas stresses
of  modern-day  living have  overwhelmed  our body's  defenses,  in turn causing
disease and  accelerated  cell  destruction  (ageing).  Guardian brings together
powerful  antioxidant  nutrition  made available via  Masquelier's  Original OPC
pycnogenol formula; a blend of organic sprouted grasses and green tea.

Imperial Qi

Imperial Q is a  scientifically  balanced  longevity  formula having a legendary
history in Chinese  medicine.  Imperial  Qi is a  pharmacopoeia  promoting  good
health and thus long life.

<PAGE>

BioLogic

BioLogic contains Wild Blue Green Algae, acidophilus,  bifidus and a broad range
of digestive enzymes in one affordable formula. Already, Biologic has become the
best selling product in the Voyager range.

Voyager has begun phasing out non-congruent  products.  For further information,
please refer to voyager's e commercial web address [www.voyagergroupinc.com]

Information Technology

During the quarter Voyager has invested in strengthening  the IT  infrastructure
of the  company  to  support  the  anticipated  growth  during  2001.  A new and
completely revised Web Site was launched  (www.voyagergroupinc.com),  containing
the very latest `Flash' and HTML  technology.  Response to this new web site has
been very positive and earned accolades from within the Direct Sales industry.

Results of Operations

The following table summarizes  operating  results as a percentage of net sales,
respectively for the periods indicated:

                                            (Unaudited)           (Unaudited)
                                        Three Months Ended     Nine Months Ended
                                             April 30,             April 30,
                                          ---------------       ---------------
                                          2001       2000       2001       2000
                                           ---        ---        ---        ---

Sales, Net .........................       100%       100%       100%       100%
Cost of Sales ......................        31%        40%        39%        44%
Gross Margin .......................        69%        60%        61%        56%
Operating Expenses .................       122%       145%       148%       144%
Operating Loss .....................        53%        85%        87%        87%

Net Sales

Net sales for the three  months  ended  April 30, 2001  increased  over the same
period in 2000 by approximately 337%.

Net sales for the Nine  months  ended  April 30,  2001  increased  over the same
period in 2000 by approximately 162%.

As anticipated by senior management,  implementation of new products,  materials
and a new, leading edge,  compensation  plan has increased  current sales growth
dramatically.  The last  quarter has seen sales  increase by more than 200% over
the preceding quarter,  and in the opinion of Voyager's Board of Directors these
changes will promote long-term growth, with a high associate enrollment.

<PAGE>

Cost of Sales

Cost of sales for the three months ended April 30, 2001 increased  approximately
260% compared to 2000. As a percentage of sales,  cost of sales  decreased  from
40% to 31%.

Cost of sales for the Nine months ended April 30, 2001  increased  approximately
144% compared to 2000. As a percentage of sales,  cost of sales  decreased  from
44% to 39%.

Management  believes this decrease in cost of sales as a percentage of net sales
is the result of the  realignment  of  products as part of  managements  overall
restructuring and implementation of its independent associates compensation plan
and reorganization of executive management team.

Operating Expenses

Operating  expenses  for  the  three  months  ended  April  30,  2001  increased
approximately  284%  compared  to 2000.  As a  percentage  of  sales,  operating
expenses decreased from 145% to 122%.

Operating   expenses  for  the  Nine  months  ended  April  30,  2001  increased
approximately  167%  compared  to 2000.  As a  percentage  of  sales,  operating
expenses increased from 144% to 148%.

Management  believes this increase is temporary and the complete overhaul of the
Company's  human  resources,  technological  communications  and  product  order
processing   will  result  in   volume-based   efficiencies  in  production  and
procurement activities.

Liquidity and Capital Resources

Voyager's Directors have committed to the required working capital necessary for
Voyager's charted course.

Funding during the three months ended April 30, 2001 was for infrastructure such
as communications, computer systems and product development. There are no formal
contractual commitments between the Company and these parties for capital, lines
of credit or similar short-term borrowings.

The Company generates and uses cash flows through three  activities:  operating,
investing, and financing.

During 2001,  operating activities used cash of $329,000 as compared to net cash
used of $278,000 for 2000.

Cash flows used in investing  activities is due to the acquisition of $98,000 of
computer  equipment and office furniture for 2001 compared to $102,000 for 2000,
and the acquisition of $15,000 of intangibles for 2001.

Financing  activities  provided $606,000 for 2001 compared to $371,000 for 2000.
The increase in cash flow from financing  activities was primarily from the sale
of Series F Convertible Preferred Shares.

<PAGE>

Voyager's  Board of  Directors  believes  that its current  cash  balances,  the
available  line of credit and cash provided by operations  will be sufficient to
cover its needs in the ordinary  course of business  for the next 12 months.  If
the Company experiences  unusual capital  requirements to complete the new infra
structure  and  communication  systems,  additional  financing  may be required.
However, no assurance can be given that additional financing, if required, would
be  available on favorable  terms.  The Company may attempt to raise  additional
financing  through the sale of its equity  securities  in the form of  preferred
stock or loans to finance  future growth of the Company.  Any  financing,  which
involves  the sale of  equity  securities  and  loans in the form of  short-term
instruments convertible into such securities, could result in immediate dilution
to existing shareholders.

Inflation

The Company  does not  believe  that  inflation  has had or will have a material
effect on its historical operations or profitability.

Regulation

The  Company  is not of aware of any  recently  enacted,  presently  pending  or
proposed  state or federal  legislation,  which  would  have a material  adverse
effect on its results of operations.

Outlook -Forward Looking Statements

According to the Nutrition  Business  Journal,  the nutritional  industry in the
United  States  will grow at an annual rate of  approximately  10% over the next
three years.  This does represent a slower rate of industry growth than in prior
years.  Management believes the Company's products offer opportunities for rapid
expansion.

Recent   performance,   within  the  field  sales  recruitment  and  development
processes,  indicate  the  company  is  beginning  to see  the  first  signs  of
substantial independent distributor success. The Directors experience within the
industry, some 44 years in total, means they can identify the signs and markers,
which are evident during this stage of the company's development to growth.

The  statements  contained  in this  Report on Form  10-QSB  that are not purely
historical are considered to be "forward-looking  statements" within the meaning
of the Private  Securities  Litigation Reform Act of 1995 and Section 21E of the
Securities Exchange Act. These statements represent the Company's  expectations,
hopes, beliefs, anticipations,  commitments, intentions and strategies regarding
the  future.  They may be  identified  by the use of words  or  phrases  such as
"believes,"  "expects,"   "anticipates,"  "should,"  "plans,"  "estimates,"  and
"potential,"  among  others.  Forward-looking  statements  include,  but are not
limited to,  statements  contained in  Management's  Discussion  and Analysis of
Financial Condition and Results of Operations  regarding the Company's financial
performance, revenue and expense levels in the future and the sufficiency of its
existing assets to fund future  operations and capital  spending needs.  Readers
are cautioned that actual results could differ  materially  from the anticipated
results or other expectations  expressed in such forward- looking statements for
the  reasons  detailed  in the  Company's  Annual  Report on Form 10-K under the
headings  "Description  of Business" and "Risk Factors.  " The fact that some of
the risk factors may be the same or similar to the Company's  past reports filed
with the  Securities  and  Exchange  Commission  means  only  that the risks are
present in multiple periods. The Company believes that

<PAGE>

many of the risks  detailed  here and in the  Company's  SEC filings are part of
doing  business in the  industry in which the Company  operates and competes and
will likely be present in all periods reported.  The fact that certain risks are
endemic to the industry does not lessen their significance.  The forward-looking
statements  contained  in this Report are made as of the date of this Report and
the Company  assumes no  obligation  to update them or to update the reasons why
actual  results  could  differ  from  those  projected  in such  forward-looking
statements.

Among others,  risks and uncertainties  that may affect the business,  financial
condition,  performance,  development,  and results of operations of the Company
include:

o    The Company's  dependence upon a network marketing system to distribute its
     products;

o    Activities of its independent distribution Associates;

o    Government scrutiny of network marketing practices;

o    Potential effects of adverse publicity regarding nutritional supplements;

o    Reliance on key management personnel;

o    Extensive   government   regulation   of   the   Company's   products   and
     manufacturing;

o    The  possible  adverse  effects of  increased  associates  incentives  as a
     percentage of net sales;

o    The Company's reliance on information technology;

o    The loss of product market share or independent  distribution Associates to
     competitors;


                           PART II. OTHER INFORMATION

Item 1.  Legal Proceedings

The Company is not engaged in any legal proceedings which in the aggregate, will
have a material adverse effect on the Company or its operations.

Item 2.  Changes in Securities

During  the  quarter,  the  Company  sold 2,323  shares of Series F  Convertible
Preferred  Stock for $75.00 per share or  $174,225.  The shares  were sold under
Rule 506 of Regulation D of the United States Securities Act.

Item 3.  Defaults Upon Senior Securities

None.

<PAGE>

Item 4.  Submission of Matters to a Vote of Security Holders.

None.

Item 5.  Other Information

None.

Item 6.  Exhibits and Reports on Form 8-K

(a)      Exhibits

The following exhibits are included herein by reference in this report:

Exhibit
Number            Exhibit
------            -------------------------------------------------------------

3.1  Certificate of Incorporation The Voyager Group, Inc.(1)
3.2  Corporate By-Laws of The Voyager Group Inc.(1)
3.3  Amended and Restated  Certificate  of  Incorporation  of The Voyager Group,
     Inc.(1)
99.1 Exhibit 7.1 to Form 13D. (2)
99.2 Exhibit 7.2 to Form 13D. (2)
99.3 Exhibit 7.3 to Form 13D. (2)
(b)  The Company did not file a report on Form 8-K during the three months ended
     April 30, 2001.
(1)  Incorporated  by reference to the  Company's  Form 10-KSB filed on December
     14, 2000.
(2)  Incorporated  by reference to the Company's  Form 13 D filed on February 9,
     2001.

<PAGE>
                                   SIGNATURES


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

                             The Voyager Group, Inc.
                             -----------------------
                                  (Registrant)


DATE:   June 19, 2001          By:   /S/ Marvin Higbee
                                     ------------------------------------------
                                     Marvin Higbee, President, C.E.O.,Secretary
                                     and Chairman of the Board