FORM 10-Q
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

             QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                For the quarterly period ended December 31, 2001

                         Commission File Number 1-13722

                          WHITMAN EDUCATION GROUP, INC.

           Florida                                          22-2246554
-------------------------------                         --------------------
(State or Other Jurisdiction of                         (I.R.S. Employer
 Incorporation or Organization)                          Identification No.)

                  4400 Biscayne Boulevard, Miami, Florida 33137
                 -----------------------------------------------
                    (Address of Principal Executive Offices)

                                 (305) 575-6510
              ----------------------------------------------------
              (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

     Indicate the number of shares  outstanding  of each of issuer's  classes of
common stock, as of the latest practicable date.

     As of January  23,  2002,  there  were  13,752,269  shares of common  stock
outstanding.



                                       1
<PAGE>


                          WHITMAN EDUCATION GROUP, INC.
                                    Form 10-Q
                                December 31, 2001


                                TABLE OF CONTENTS


                                                                   Page No.
PART I -   Financial Information

Item 1.    Financial Statements..................................        3

Item 2.    Management's Discussion and Analysis of Financial
           Condition and Results of Operations...................       13


PART II -  Other Information

Item 5.    Exhibits and Reports on Form 8-K......................       18










                                       2
<PAGE>



                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

                 Whitman Education Group, Inc. and Subsidiaries
                      Condensed Consolidated Balance Sheets

                                       December 31,              March 31,
                                         2001                      2001
                                    ----------------          ---------------
                                      (Unaudited)
Assets
Current assets:
  Cash and cash equivalents......   $   8,498,252             $  5,892,779
  Accounts receivable, net.......      22,824,419               26,134,128
  Inventories....................       1,694,436                1,516,439
  Deferred tax assets, net.......       2,965,750                3,742,038
  Other current assets...........       1,638,105                1,551,714
                                    ----------------          ---------------
   Total current assets..........      37,620,962               38,837,098
Property and equipment, net......      10,380,851               11,727,583
Deposits and other assets, net...       2,482,441                2,165,024
Goodwill, net....................       9,306,922                9,306,922
                                    ----------------          ---------------
   Total assets..................   $  59,791,176             $ 62,036,627
                                    ================          ===============

Liabilities and Stockholders' Equity
Current liabilities:
   Accounts payable..............   $   1,733,439             $  2,356,996
   Accrued expenses..............       4,638,269                3,106,146
   Current portion of capitalized
   lease obligations.............       1,807,631                1,859,195
   Current portion of capital
   expenditure note
   payable.......................       1,300,000                  541,667
   Deferred tuition revenue......      20,824,534               22,500,137
                                    ----------------          ---------------
   Total current liabilities.....      30,303,873               30,364,141
Capitalized lease obligations....       2,337,564                3,379,826
Capital expenditure note payable.       4,983,334                5,958,333
Line of credit...................               -                1,789,897
Commitments and contingencies
Stockholders' equity:
    Common stock, no par value,
      authorized 100,000,000
      shares; issued and
      outstanding 13,709,269 at
      December 31,2001 and
      13,642,472 shares at
      March 31, 2001.............      22,915,048               22,748,613
    Additional paid-in capital...         674,173                  674,173
    Accumulated deficit..........      (1,422,816)              (2,878,356)
                                    ----------------          ---------------
    Total stockholders' equity...      22,166,405               20,544,430
                                    ----------------          ---------------

    Total liabilities and
    stockholders' equity.........   $  59,791,176             $ 62,036,627
                                    ================          ===============



                 See accompanying notes to financial statements.



                                       3
<PAGE>



                 Whitman Education Group, Inc. and Subsidiaries
                 Condensed Consolidated Statements of Operations
                                   (Unaudited)


                                             For the Three Months Ended
                                                    December 31,
                                        --------------------------------------
                                             2001                   2000
                                        ----------------       ---------------

Net revenues....................         $  24,369,149          $  20,878,235

Costs and expenses:
  Instructional and educational
    support.....................            14,770,480             13,385,860
  Selling and promotional.......             3,630,829              3,429,755
  General and administrative....             3,628,924              2,958,630
                                        ----------------       ---------------

Total costs and expenses........            22,030,233             19,774,245
                                        ----------------       ---------------
Income from operations..........             2,338,916              1,103,990
Other (income) and expenses:
  Interest expense..............               215,070                322,445
  Interest income...............               (90,964)               (79,528)
                                        ----------------       ---------------

Income before income tax
  provision.....................             2,214,810                861,073
Income tax provision............               885,924                343,051
                                        ----------------       ---------------

Net income......................         $   1,328,886          $     518,022
                                        ================       ===============
Net income per share:
  Basic.........................         $         .10          $         .04
                                        ================       ===============
  Diluted.......................         $         .09          $         .04
                                        ================       ===============
Weighted average common shares
  outstanding:
  Basic.........................            13,691,976             13,364,052
                                        ================       ===============
  Diluted.......................            14,524,031             13,397,760
                                        ================       ===============


                See accompanying notes to financial statements.

                                       4
<PAGE>



                 Whitman Education Group, Inc. and Subsidiaries
                 Condensed Consolidated Statements of Operations
                                   (Unaudited)

                                                For the Nine Months Ended
                                                        December 31,
                                           ------------------------------------
                                                2001                 2000
                                           --------------       ---------------

Net revenues......................         $  66,271,563        $  58,278,904

Costs and expenses:
  Instructional and educational
    support.......................            42,546,001           39,263,572
  Selling and promotional.........            10,831,045           10,737,054
  General and administrative......            10,023,206            8,804,030
                                           --------------       ---------------

Total costs and expenses..........            63,400,252           58,804,656
                                           --------------       ---------------
Income (loss) from operations.....             2,871,311             (525,752)
Other (income) and expenses:
  Interest expense................               729,057              850,945
  Interest income.................              (283,646)            (239,185)
                                           --------------       ---------------

Income (loss) before income tax
  provision (benefit) and
  cumulative effect of change in
  accounting principle............             2,425,900           (1,137,512)
Income tax provision (benefit)....               970,360             (453,185)
                                           --------------       ---------------
Income (loss) before cumulative
  effect of change in accounting
  principle.......................             1,455,540             (684,327)
Cumulative effect of change in
  accounting principle,
  net of tax......................                     -             (563,971)
                                           --------------       ---------------

 Net income (loss)................         $   1,455,540        $  (1,248,298)
                                           ==============       ===============

Basic net income (loss) per share:
  Income (loss) before cumulative
    effect of change in
    accounting principle..........         $         .11        $        (.05)
  Cumulative effect of change in
    accounting principle, net of
    tax...........................                     -                 (.04)
                                           --------------       ---------------
Net income (loss) per share.......         $         .11        $        (.09)
                                           ==============       ===============
Diluted net income (loss) per
  share:
  Income (loss) before cumulative
    effect of change in accounting
    principle.....................         $         .10        $        (.05)
  Cumulative effect of change in
    accounting principle, net of
    tax...........................                     -                 (.04)
                                           --------------       ---------------
Net income (loss) per share.......         $         .10        $        (.09)
                                           ==============       ===============
Weighted average common shares
  outstanding:
  Basic...........................            13,669,833            13,358,568
                                           ==============       ===============
  Diluted.........................            14,150,767            13,358,568
                                           ==============       ===============

                 See accompanying notes to financial statements.


                                       5
<PAGE>


                 Whitman Education Group, Inc. and Subsidiaries
                 Condensed Consolidated Statements of Cash Flows
                                   (Unaudited)

                                                 For the Nine Months Ended
                                                       December 31,
                                              --------------------------------
                                                  2001              2000
                                              --------------    --------------
Cash flows from operating activities:
Net income (loss)....................          $  1,455,540     $  (1,248,298)

Adjustments to reconcile net income
 (loss) to net cash provided by
  operating activities:
   Depreciation and amortization.....             2,868,912         3,037,521
   Bad debt expense..................             3,530,641         2,883,296
   Deferred tax expense (benefit)....               776,288          (829,166)
   Changes in operating assets and
   liabilities:
     Accounts receivable.............              (220,932)       (1,978,732)
     Inventories.....................              (177,997)         (131,400)
     Other current assets............               (87,050)         (103,332)
     Deposits and other assets.......              (317,417)           83,195
     Accounts payable................              (623,557)          675,512
     Accrued expenses................             1,532,123        (1,764,494)
     Deferred tuition revenue........            (1,675,603)         (429,725)
                                               -------------    --------------
Net cash provided by operating
  activities.........................             7,060,948           194,377
                                               -------------    --------------

Cash flows from investing activity:
Purchase of property and equipment...            (1,008,413)       (1,472,793)
                                               -------------    --------------
Net cash used in investing activity..            (1,008,413)       (1,472,793)
                                               -------------    --------------
Cash flows from financing activities:
Proceeds from line of credit and
  long-term debt.....................            17,728,494        16,122,709
Principal payments on line of credit,
  long-term debt and capital lease
  obligations........................           (21,341,991)      (18,279,591)
Purchase of common stock ............                     -          (127,936)
Proceeds from purchases in stock
  purchase plan and exercise of
  options............................               166,435            70,073
                                              --------------    --------------
Net cash used in financing
  activities.........................            (3,447,062)       (2,214,745)
                                              --------------    --------------

Increase (decrease) in cash and cash
  equivalents........................             2,605,473        (3,493,161)
Cash and cash equivalents at
  beginning of period................             5,892,779         6,056,738
                                              --------------    --------------
Cash and cash equivalents at end of
  period.............................         $   8,498,252     $   2,563,577
                                              ==============    ==============

   Continued on following page.




                 See accompanying notes to financial statements.


                                       6
<PAGE>


                 Whitman Education Group, Inc. and Subsidiaries
          Condensed Consolidated Statements of Cash Flows - (Continued)
                                   (Unaudited)

                                                 For the Nine Months Ended
                                                        December 31,
                                             ---------------------------------
                                                   2001              2000
                                             ----------------   --------------
Supplemental disclosures of noncash
  financing and investing activities:
Equipment acquired under capital
  leases.............................        $      513,108     $   1,236,643
                                             ================   ==============

Supplemental disclosures of cash flow
  information:
Interest paid........................        $      729,057     $     850,944
                                             ================   ==============
Income taxes paid....................        $        5,000     $         140
                                             ================   ==============













                 See accompanying notes to financial statements.




                                       7
<PAGE>




                 Whitman Education Group, Inc. and Subsidiaries
        Notes to Condensed Consolidated Financial Statements (Unaudited)


1.   General

     The accompanying unaudited condensed consolidated financial statements have
been  prepared  in  accordance  with the  instructions  to Form 10-Q and, in the
opinion of management,  include all adjustments, which are of a normal recurring
nature,  necessary for a fair presentation of financial position and the results
of operations and cash flows for the periods presented.  However,  the financial
statements  do  not  include  all  information  and  footnotes  required  for  a
presentation in accordance with accounting  principles generally accepted in the
United States of America.  These  condensed  consolidated  financial  statements
should be read in conjunction with the consolidated financial statements and the
notes  thereto  included or  incorporated  by reference in our Form 10-K for the
fiscal year ended March 31,  2001.  The  results of  operations  for the interim
periods  are not  necessarily  indicative  of the  results of  operations  to be
expected for the full year.

     The  accompanying  financial  statements  include  the  accounts of Whitman
Education Group, Inc., and its wholly-owned  subsidiaries,  Ultrasound Technical
Services,  Inc. ("Ultrasound  Diagnostic Schools"),  Sanford Brown College, Inc.
("Sanford-Brown College") and CTU Corporation ("Colorado Technical University").
All  intercompany  accounts and transactions  have been  eliminated.  Hereafter,
references to "Whitman" shall include collectively Whitman Education Group, Inc.
and its operating  subsidiaries,  Ultrasound  Diagnostic Schools,  Sanford-Brown
College and Colorado Technical University.

     Whitman experiences seasonality in its quarterly results of operations as a
result  of  changes  in the  level of  student  enrollment.  New  enrollment  in
Whitman's  schools  tends to be lower in the first and  second  fiscal  quarters
covering the summer months which are  traditionally  associated with recess from
school.  Costs are generally not significantly  affected by the seasonal factors
on a quarterly  basis.  Accordingly,  quarterly  variations in net revenues will
result in fluctuations in income (loss) from operations on a quarterly basis.

2.   Reclassification

     Certain prior year amounts have been  reclassified to conform to the fiscal
2002 presentation. These changes had no effect on previously reported net income
(loss).




                                       8
<PAGE>



                 Whitman Education Group, Inc. and Subsidiaries
 Notes to Condensed Consolidated Financial Statements (Unaudited) - (Continued)


3.      Earnings Per Share

        The following table sets forth the computation of basic and diluted
        earnings per share:

                         Three Months Ended              Nine Months Ended
                            December 31,                     December 31,
                      ---------------------------    ---------------------------
                          2001           2000             2001          2000
                      -----------   -------------    ------------- -------------
Numerator:
Income (loss) before
  cumulative effect
  of change in
  accounting
  principle.........  $ 1,328,886   $    518,022     $ 1,455,540  $   (684,327)
Cumulative effect of
  change in
  accounting
  principle, net of
  tax...............            -              -                -     (563,971)
                      -----------   ------------     ------------ -------------
Net income (loss)...  $ 1,328,886   $    518,022     $ 1,455,540  $ (1,248,298)
                      ===========   ============     ============ =============
Denominator:
  Denominator for
  basic earnings per
  share-
  weighted average
  shares............   13,691,976     13,364,052       13,669,833    13,358,568
Effect of dilutive
  securities:
  Employee stock
  options...........      832,055         33,708          480,934             -
                      -----------    ------------     ------------- ------------
Dilutive potential
  common shares.....      832,055         33,708          480,934             -
Denominator for
  diluted earnings
  per share-
  adjusted weighted
  - average shares
  and assumed
  conversions.......    14,524,031    13,397,760       14,150,767    13,358,568
                      ============   ============     ============= ============
Basic income (loss)
  before effect of
  change in
  accounting
  principle.........  $        .10    $      .04      $       .11   $      (.05)

Cumulative effect of
  change in
  accounting
  principle, net of
  tax...............             -             -                -          (.04)
                      ------------   -------------    ------------- ------------
Basic net income
 (loss) per share...  $        .10   $       .04      $       .11   $      (.09)
                      ============   =============    ============= ============

Diluted income
 (loss) before
  effect of change
  in accounting
  principle.........  $        .09   $       .04      $       .10   $      (.05)
Cumulative effect of
  change in
  accounting
  principle, net of
  tax...............             -             -                -          (.04)
                      ------------   -------------    ------------- ------------
Diluted net income
 (loss) per share...  $        .09   $       .04      $       .10   $      (.09)
                      ============   =============    ============= ============



                                       9
<PAGE>

                 Whitman Education Group, Inc. and Subsidiaries
  Notes to Condensed Consolidated Financial Statements (Unaudited)-(Continued)


4.   New Accounting Pronouncements

     In April 2001, Whitman adopted Statement of Financial  Accounting Standards
No. 133,  "Accounting for Derivative  Instruments and Hedging Activities" ("SFAS
133").  SFAS 133 establishes  accounting and reporting  standards for derivative
instruments,   including  certain  derivative   instruments  embedded  in  other
contracts and for hedging  activities.  It requires that an entity recognize all
derivatives  as either  assets or  liabilities  in the  statement  of  financial
position and measure those  instruments at fair value.  Because Whitman does not
use  derivatives,  the adoption of SFAS 133 did not have any effect on Whitman's
results of operations or financial position.

     In August 2001, the Financial  Accounting  Standards Board issued Statement
of Financial  Accounting  Standards No. 144,  "Accounting  for the Impairment or
Disposal  of  Long-Lived  Assets"  ("SFAS  144"),   which  addresses   financial
accounting  and reporting for the  impairment or disposal of long-lived  assets.
SFAS 144 is effective for fiscal years  beginning  after  December 15, 2001, and
interim periods within those fiscal years, with early adoption  encouraged.  The
provisions of SFAS 144 generally are to be applied  prospectively.  Whitman does
not expect the adoption of SFAS 144 to have a material  effect on its results of
operations or financial position.

5.   Goodwill

     In June 2001, the Financial Accounting Standards Board issued Statements of
Financial  Accounting Standards No. 141, "Business  Combinations",  and No. 142,
"Goodwill  and Other  Intangible  Assets"  ("SFAS 141 and 142"),  effective  for
fiscal years  beginning after December 15, 2001.  Under the new rules,  goodwill
(and  intangible  assets  deemed  to have  indefinite  lives)  will no longer be
amortized but will be subject to annual  impairment  tests or more frequently if
impairment  indicators  arise.  Other  intangible  assets  will  continue  to be
amortized over their useful lives.

     Whitman has elected to adopt the  provisions  of SFAS 141 and 142 effective
April 1, 2001. Application of the nonamortization provision of SFAS 142 resulted
in an  increase  in net income of $43,000 and  $129,000,  net of taxes,  for the
three and nine months  ended  December  31,  2001,  respectively.  Pro forma net
income (loss) and net income (loss) per basic and diluted share amounts, for the
three and nine months ended December 31, 2000, had SFAS 141 and 142 been applied
retroactively,  would have been approximately $561,000 and $.04 and $(1,119,000)
and $(.08), respectively.

     During September 2001, the Company  completed its  transitional  impairment
test of goodwill in  accordance  with SFAS 142. As a result of this test, it was
determined that there was no impairment of goodwill.


6.   Income (Loss) Per Share

     Basic  income  (loss)  before  cumulative  effect of  change in  accounting
principle,  cumulative effect of change in accounting principle,  net of tax and
net income (loss) per common share is computed using the weighted average number
of common shares  outstanding  during the period.  Diluted  income (loss) before
cumulative effect of change in accounting principle, cumulative effect of change
in accounting principle,  net of tax and net income (loss) per share is computed
using the  weighted  average  number  of common  and  common  equivalent  shares
outstanding during the period.





                                       10
<PAGE>



                 Whitman Education Group, Inc. and Subsidiaries
 Notes to Condensed Consolidated Financial Statements (Unaudited) - (Continued)


7.   Comprehensive Income (Loss)

     Whitman  complies with the provisions of Statement of Financial  Accounting
Standards No. 130,  "Reporting  Comprehensive  Income"  ("SFAS  130").  SFAS 130
establishes rules for the reporting and display of comprehensive  income and its
components.   SFAS  130  requires   unrealized  gains  or  losses  on  Whitman's
available-for-sale securities to be included in "other comprehensive income."

     For the three  months  ended  December  31,  2001 and  December  31,  2000,
comprehensive  income were $1,328,886 and $518,022,  respectively.  For the nine
months ended December 31, 2001 and December 31, 2000,  comprehensive  income was
$1,455,540 and comprehensive loss was $1,248,298, respectively.


8.   Contingencies

     On May 4,  2000,  Whitman,  in  conjunction  with its  insurance  carriers,
reached an agreement in  principle to settle the class action  lawsuit,  Cullen,
et. al. v. Whitman  Education  Group,  Inc.,  et. al. The  settlement  agreement
covers students who attended  Whitman's  Ultrasound  Diagnostic Schools any time
from August 1, 1994 to August 1, 1998 in either the general  ultrasound  program
or the non-invasive  cardiovascular technology program. The settlement agreement
provided for payment of $5,970,000 in cash and approximately  $1,346,000 in loan
forgiveness of delinquent  obligations owed by students to Whitman's  Ultrasound
Diagnostic  Schools.  The actual cash payment of  approximately  $5,970,000  was
funded by Whitman  contributing  $1,170,000  and  Whitman's  insurance  carriers
contributing   $4,800,000.   Whitman  also   contributed   $1,346,000   in  debt
forgiveness,  all of which was fully reserved or previously written-off at March
31, 2000.  Whitman also provided for a reserve for potential claims from members
of the class action lawsuit who elected not to  participate  in the  settlement.
This reserve was estimated based on historical student settlement experience. As
a result of the cash settlement payment and estimated reserves, Whitman recorded
a one-time,  after-tax charge to earnings of approximately $930,000, or $.07 per
share in the fiscal quarter ended March 31, 2000. Although management denied the
allegations  of the  lawsuit,  and believed  the key  allegations  to be without
merit,   Whitman  entered  into  the  settlement  to  resolve  litigation  in  a
satisfactory business manner, to avoid disruption of Whitman's business,  and to
allow  Whitman  to pursue its  mission of  providing  quality  education  to its
students.


9.   Segment and Related Information

     Whitman  complies with the provisions of Statement of Financial  Accounting
Standards No. 131,  "Disclosures  About  Segments of an  Enterprise  and Related
Information"  ("SFAS  131").  SFAS 131  establishes  standards  for the way that
public business  enterprises  report  information  about  operating  segments in
annual financial  statements and requires that those enterprises report selected
information  about  operating  segments in interim  financial  reports.  It also
establishes  standards  for related  disclosures  about  products and  services,
geographic areas and major customers.





                                       11
<PAGE>


                 Whitman Education Group, Inc. and Subsidiaries
 Notes to Condensed Consolidated Financial Statements (Unaudited) - (Continued)


9.   Segment and Related Information - (Continued)

     Whitman is organized into two reportable  segments,  the University  Degree
Division and the Associate  Degree  Division.  The  University  Degree  Division
primarily  offers  bachelor,  master  and  doctorate  degrees  through  Colorado
Technical University. The Associate Degree Division offers associate degrees and
diplomas or certificates through Sanford-Brown College and Ultrasound Diagnostic
Schools.

     Whitman's  revenues are not  materially  dependent on a single  customer or
small group of customers.

     Summarized financial  information  concerning Whitman's reportable segments
is shown in the following table:


                       For the Three Months             For the Nine Months
                        Ended December 31,               Ended December 31,
                    ------------------------------  ----------------------------
                        2001              2000          2001            2000
                    --------------    ------------  ------------    ------------
Net revenues:
  Associate Degree
    Division....... $ 18,961,395      $15,380,648   $ 51,650,238    $44,327,126
  University Degree
    Division.......    5,407,754        5,497,587     14,621,325     13,951,778
                    --------------    ------------  -------------   ------------
  Total............ $ 24,369,149      $20,878,235   $ 66,271,563    $58,278,904
                    ==============    ============  =============   ============
Income (loss)
  before income tax
  provision
 (benefit) and
  cumulative effect
  of change in
  accounting
  principle:
   Associate Degree
     Division...... $  2,324,627      $   246,384    $ 3,851,871    $  (859,446)
   University
     Degree Division     418,205        1,140,178        324,834      1,361,368
   Other...........     (528,022)        (525,489)    (1,750,805)    (1,639,434)
                    --------------    ------------   ------------- -------------
   Total........... $  2,214,810      $   861,073    $ 2,425,900    $(1,137,512)
                    ==============    ============   ============= =============


                     December 31,        March 31,
                         2001              2001
                    --------------    ------------
Total assets:
  Associate Degree
     Division...... $ 41,366,208      $48,327,713
  University Degree
     Division......    8,390,435       11,895,647
  Other............   10,034,533        1,813,267
                    --------------    -------------
    Total.......... $ 59,791,176      $62,036,627
                    ==============    =============





                                       12
<PAGE>




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

     The following  discussion and analysis  should be read in conjunction  with
the  consolidated  financial  statements  of Whitman,  the related  notes to the
consolidated  financial  statements and Management's  Discussion and Analysis of
Financial  Condition and Results of Operations  included in Whitman's  Form 10-K
for the year  ended  March 31,  2001 and the  condensed  consolidated  financial
statements  and  the  related  notes  to the  condensed  consolidated  financial
statements  included in Item 1 of this Quarterly Report on Form 10-Q. Except for
the historical  matters  contained  herein,  statements  made in this report are
forward-looking  and are made  pursuant  to the safe  harbor  provisions  of the
Securities  Litigation Reform Act of 1995. Such statements may include,  but are
not  limited  to,  Whitman's  financing  needs and plans for  future  resources,
working  capital,  operations  and  share  repurchases,  if any.  Investors  are
cautioned  that  forward-looking  statements  involve  risks and  uncertainties,
including,  but not limited to,  regulatory,  licensing and accreditation  risks
inherent  in  operating  proprietary   postsecondary  educational  institutions,
(including risks relating to the continued eligibility of our schools to receive
funds under Title IV Programs),  risks  relating to  unanticipated  attrition or
reductions  in student  enrollment  and risks  relating to the  availability  of
financing  which may cause our actual  results,  performance or  achievements to
differ materially from the results expressed in the  forward-looking  statements
made in this report.  Other factors that may affect our future  results  include
certain economic,  competitive,  governmental and other factors discussed in our
filings with the Securities and Exchange Commission. We assume no responsibility
to update forward-looking statements made herein or otherwise.

Results of Operations

     The  following  table sets  forth the  percentage  relationship  of certain
statement of operations data to net revenues for the periods indicated:

                             Three Months Ended          Nine Months Ended
                                December 31,                December 31,
                          -------------------------   -------------------------
                             2001           2000          2001          2000
                          ----------    -----------   -----------   -----------
Net revenues..........      100.0%        100.0%        100.0%        100.0%
                          ----------    -----------   -----------   -----------
Costs and expenses:
  Instructional and
  educational support.       60.6           64.1          64.2          67.4
  Selling and
  promotional.........       14.9           16.4          16.4          18.4
  General and
  administrative......       14.9           14.2          15.1          15.1
                          ----------    -----------   -----------   -----------
Total costs and
  expenses............       90.4           94.7          95.7         100.9
                          ----------    -----------   -----------   -----------
Income (loss) from
  operations..........        9.6            5.3           4.3          (0.9)
Other (income) and
  expenses:
  Interest expense....        0.9            1.6           1.1           1.5
  Interest income.....       (0.4)          (0.4)         (0.5)         (0.4)
                          ----------    -----------   -----------   -----------
Income (loss) before
  income tax provision
 (benefit) and
  cumulative effect of
  change in accounting
  principle...........        9.1            4.1           3.7          (2.0)
Income tax provision
 (benefit)............        3.6            1.6           1.5          (0.8)
                          ----------    -----------   -----------   -----------
Income (loss) before
  cumulative effect of
  change in accounting
  principle...........        5.5            2.5           2.2          (1.2)
Cumulative effect of
  change in accounting
  principle, net of
  tax.................          -              -            -           (0.9)
                          ----------    -----------   -----------   -----------
Net income (loss).....       5.5%            2.5%          2.2%         (2.1)%
                          ==========    ===========   ===========   ===========



                                       13
<PAGE>



Results of Operations - (Continued)

     Three  months ended  December  31, 2001  compared to the three months ended
December 31, 2000

     Net revenues  increased  by $3.5 million or 16.7% to $24.4  million for the
three  months ended  December  31, 2001 from $20.9  million for the three months
ended  December 31, 2000.  This increase was primarily due to a 7.9% increase in
average student enrollment and an increase in tuition rates.

     The  Associate  Degree  Division  experienced  a 14.7%  increase in average
student  enrollment  and  the  University  Degree  Division  experienced  a 4.0%
decrease in average student  enrollment.  The increase in student  enrollment in
the Associate  Degree Division was primarily due to increased  enrollment in the
medical  assisting and health  information  specialist  programs  offered by the
Ultrasound  Diagnostic Schools and the information  technology and allied health
programs offered at Sanford-Brown College. The increase in student enrollment in
the Associate  Degree Division was due to our improved  marketing and admissions
efforts which  permitted us to increase the rate at which we converted  leads to
new student starts. The decrease in average student enrollment in the University
Degree  Division was  primarily  due to a decline in student  enrollment  in the
master's program.

     Instructional and educational  support expenses  increased by $1.4 million,
or 10.3% to $14.8  million for the three  months  ended  December  31, 2001 from
$13.4  million for the three months ended  December 31, 2000. As a percentage of
net revenues,  instructional and educational support expenses decreased to 60.6%
for the three months ended  December 31, 2001 as compared to 64.1% for the three
months ended December 31, 2000. The increase in  instructional  and  educational
support  expenses  was  primarily  due to an  increase in payroll  expenses  and
related  benefits  for  faculty,  academic  administrators  and student  support
personnel to support the increase in enrollment.  The decrease in  instructional
and educational  support expenses as a percentage of net revenues was due to our
ability to better leverage our instructional and educational support expenses to
support an increased revenue base.

     Selling and  promotional  expenses  increased by $0.2 million,  or 5.9%, to
$3.6 million for the three months ended  December 31, 2001 from $3.4 million for
the three months  ended  December 31,  2000.  As a percentage  of net  revenues,
selling and promotional  expenses  decreased to 14.9% for the three months ended
December 31, 2001 as compared to 16.4% for the three  months ended  December 31,
2000.  The decrease in selling and  promotional  expenses as a percentage of net
revenues was due to our improved  marketing and admissions  efforts that allowed
us to maintain such expenses  relatively  unchanged while supporting a growth in
revenues.

     General and administrative expenses increased by $0.7 million, or 22.7%, to
$3.6 million for the three months ended  December 31, 2001 from $3.0 million for
the three months  ended  December 31,  2000.  As a percentage  of net  revenues,
general and  administrative  expenses  increased  to 14.9% for the three  months
ended December 31, 2001 as compared to 14.2% for the three months ended December
31, 2000. The increase in general and administrative  expenses was primarily due
to an increase in  administrative  payroll  expenses and related benefits and an
increase in bad debt expense in the  Associate  Degree  Division.  For the three
months ended December 31, 2001, bad debt expense as a percentage of net revenues
increased to 4.9% from 4.7% for the three months  ended  December 31, 2000.  The
increase in bad debt expense was  primarily  due to the increase in net revenues
for the three months ended  December 31, 2001 and to the negative  impact of the
October 2000 required  adoption of the Department of Education's new methodology
for calculating the amount of previously disbursed federal student financial aid
that we must return to the federal  government with respect to students who have
since  withdrawn from our schools.  This new regulation  increases the student's
obligation to the school from which they have withdrawn and decreases the amount
of  student  federal  financial  aid  received  by the  school  on behalf of the
students who withdrew.



                                       14
<PAGE>



Results of Operations - (Continued)

     We reported  income from  operations  of $2.3  million for the three months
ended  December 31, 2001 as compared to income from  operations  of $1.1 million
for the three months ended December 31, 2000. This increase in profitability was
primarily  due to an increase in income from  operations  of $2.0 million in the
Associate  Degree  Division  which was partially  offset by a decrease in income
from operations of $0.7 million in the University Degree Division.

     We reported net income of $1.3 million for the three months ended  December
31, 2001 and a net income of $0.5 million for the three  months  ended  December
31,  2000.  The  increase  in net income was  primarily  due to an  increase  in
profitability in the Associate Degree Division.

     Nine  months  ended  December  31, 2001  compared to the nine months  ended
December 31, 2000

     Net revenues increased by $8.0 million,  or 13.7%, to $66.3 million for the
nine months ended December 31, 2001 from $58.3 million for the nine months ended
December 31, 2000. This increase was primarily due to a 5.5% increase in average
student enrollment and an increase in tuition rates.

     The  Associate  Degree  Division  experienced  a 7.3%  increase  in average
student  enrollment  and  the  University  Degree  Division  experienced  a 1.9%
increase in average student  enrollment.  The increase in student  enrollment in
the Associate  Degree Division was primarily due to increased  enrollment in the
medical assisting program and the health information  specialist program offered
by the Ultrasound  Diagnostic Schools and the information  technology and allied
health  programs  offered at  Sanford-Brown  College.  The  increase  in student
enrollment in the Associate  Degree  Division was due to our improved  marketing
and  admissions  efforts  which  permitted  us to increase  the rate at which we
converted leads to new student starts. The increase in student enrollment in the
University Degree Division was primarily due to increased enrollment at Colorado
Technical University's Colorado Springs campus.

     Instructional and educational  support expenses  increased by $3.3 million,
or 8.4%, to $42.5 million for the nine months ended December 31, 2001 from $39.3
million for the nine months  ended  December 31,  2000.  As a percentage  of net
revenues,  instructional and educational support expenses decreased to 64.2% for
the nine months ended December 31, 2001 as compared to 67.4% for the nine months
ended December 31, 2000. The increase in instructional  and educational  support
expenses  was  primarily  due to an  increase  in payroll  expenses  and related
benefits for faculty,  academic  administrators and student support personnel to
support  the  increase  in  enrollment.   The  decrease  in  instructional   and
educational  support  expenses as a  percentage  of net  revenues was due to our
ability to better leverage our instructional and educational support expenses to
support an increased revenue base.

     Selling and  promotional  expenses  increased by $0.1 million,  or 0.9%, to
$10.8 million for the nine months ended December 31, 2001 from $10.7 million for
the nine months  ended  December  31, 2000.  As a  percentage  of net  revenues,
selling and  promotional  expenses  decreased to 16.4% for the nine months ended
December  31, 2001 as compared to 18.4% for the nine months  ended  December 31,
2000.  The decrease in selling and  promotional  expenses as a percentage of net
revenues was due to our ability to maintain such expenses  relatively  unchanged
while supporting a growth in revenues.

     General and administrative expenses increased by $1.2 million, or 13.9%, to
$10.0 million for the nine months ended  December 31, 2001 from $8.8 million for
the nine months  ended  December  31, 2000.  As a  percentage  of net  revenues,
general and  administrative  expenses remained  consistent at 15.1% for the nine
months  ended   December  31,  2001  and  2000.  The  increase  in  general  and
administrative  expenses  was  primarily  due to an increase  in  administrative
payroll expenses and related benefits and an increase in bad debt expense in the
Associate Degree Division. For the nine months ended December 31, 2001, bad debt
expense as a percentage of net revenues increased to 5.3% from 4.9% for the nine
months ended  December 31, 2000.  The increase in bad debt expense was primarily

                                   15
<PAGE>



Results of Operations - (Continued)

due to the  negative  impact  of  the  October  2000  required  adoption  of the
Department  of  Education's  new  methodology  for  calculating  the  amount  of
previously  disbursed  federal student  financial aid that we must return to the
federal  government  with respect to students who have since  withdrawn from our
schools.  This new regulation  increases the student's  obligation to the school
from which  they have  withdrawn  and  decreases  the amount of student  federal
financial aid received by the school on behalf of the students who withdrew.


     We reported  income  from  operations  of $2.9  million for the nine months
ended  December 31, 2001 as compared to a loss from  operations  of $0.5 million
for the nine months ended December 31, 2000. This increase in profitability  was
primarily  due to an increase in income from  operations  of $4.7 million in the
Associate  Degree  Division  which was partially  offset by a decrease in income
from operations in the University Degree Division of $1.2 million.


     We reported net income of $1.5  million for the nine months ended  December
31, 2001 and a net loss of $1.2 million for the nine months  ended  December 31,
2000.  The  increase  in  net  income  was  primarily  due  to  an  increase  in
profitability  in the Associate  Degree Division and the  implementation  of SEC
Staff  Accounting  Bulletin No. 101 effective April 1, 2000, which resulted in a
one-time  charge after taxes of $0.6 million for the nine months ended  December
31, 2000.


Seasonality

     We  experience  seasonality  in our  quarterly  results of  operations as a
result of changes  in the level of student  enrollment.  New  enrollment  in our
schools tends to be lower in the first and second fiscal  quarters  covering the
summer months which are traditionally  associated with recess from school. Costs
are generally not significantly  affected by the seasonal factors on a quarterly
basis.  Accordingly,  quarterly  variations  in  net  revenues  will  result  in
fluctuations in income from operations on a quarterly basis.


Liquidity and Capital Resources

     Cash and cash equivalents at December 31, 2001 and March 31, 2001 were $8.5
million  and  $5.9  million,   respectively.  The  increase  in  cash  and  cash
equivalents  was primarily  due to net income of $1.5 million  generated for the
nine months ended December 31, 2001. Our working capital totaled $7.3 million at
December 31, 2001 and $8.5 million at March 31, 2001.

     Net cash of $7.0 million was provided by operating  activities for the nine
months ended December 31, 2001 compared to net cash of $0.2 million  provided by
operating  activities  for the nine months ended December 31, 2000. The increase
of $6.8 million was primarily due to an increase in net profits of $2.7 million,
a net increase in accounts payable and accrued  expenses of $2.0 million,  and a
decrease in net deferred income taxes of $1.6 million.

     Net cash of $1.0  million was used in an  investing  activity  for the nine
months ended  December 31, 2001  compared to net cash of $1.5 million used in an
investing  activity for the nine months ended December 31, 2000. The decrease of
$0.5  million  was  primarily  due  to a  decrease  in  cash  used  for  capital
expenditures.

     Net cash of $3.4  million  was used in  financing  activities  for the nine
months ended  December  31,  2001,  compared to net cash of $2.2 million used in
financing  activities  for the nine months ended December 31, 2000. The increase
in cash used in financing  activities  was due  primarily to an increase of $1.5
million in net payments on long-term debt and capital lease obligations.


                                       16
<PAGE>

Results of Operations - (Continued)

Liquidity and Capital Resources - (Continued)

     We have a $2.0 million line of credit which was scheduled to expire on June
30, 2002.  In November,  2001,  we extended the  expiration  date on the line of
credit to October 31, 2002. At December 31, 2001, we had no outstanding  balance
under this  facility and letters of credit  outstanding  of $0.5  million  which
reduced the amount available for borrowing.

     On November 5, 1999 our Board of Directors  authorized the repurchase of up
to $1.0 million of our common stock.  Any  repurchases  may be made from time to
time in the open market or through privately negotiated transactions. During the
nine months ended  December 31, 2001,  we did not  repurchase  any shares of our
common stock. Since the inception of the repurchase program, we have repurchased
285,100  shares of our common stock for  approximately  $498,000.  We anticipate
that any  further  repurchases  of  shares  will be  funded  through  cash  from
operations.

     Our  primary  source  of  operating  liquidity  is the cash  received  from
payments of tuition and fees.  Most students  attending our schools receive some
form of financial aid under Title IV Programs.  We receive  approximately 71% of
our funding  from the Title IV  Programs.  Disbursements  under each program are
subject to disallowance and repayment by the schools.

     We believe that with our working  capital,  our cash flow from  operations,
our line of credit and our expected  increased  financings  under  capital lease
obligations  to fund capital  expenditures,  we will have adequate  resources to
meet our anticipated operating requirements for the foreseeable future.


New Accounting Pronouncements

     In June 2001, the Financial Accounting Standards Board issued Statements of
Financial  Accounting  Standards No. 141, "Business  Combinations," and No. 142,
"Goodwill  and Other  Intangible  Assets"  ("SFAS 141 and 142"),  effective  for
fiscal years  beginning after December 15, 2001.  Under the new rules,  goodwill
(and  intangible  assets  deemed  to have  indefinite  lives)  will no longer be
amortized but will be subject to annual  impairment  tests or more frequently if
impairment  indicators  arise.  Other  intangible  assets  will  continue  to be
amortized over their useful lives.

     Whitman has elected to adopt the  provisions  of SFAS 141 and 142 effective
April 1, 2001. Application of the nonamortization provision of SFAS 142 resulted
in an  increase  in net income of $43,000 and  $129,000,  net of taxes,  for the
three and nine months  ended  December  31,  2001,  respectively.  Pro forma net
income (loss) and net income (loss) per basic and diluted share amounts, for the
three and nine months ended December 31, 2000, had SFAS 141 and 142 been applied
retroactively,  would have been approximately $561,000 and $.04 and $(1,119,000)
and $(.08), respectively.

     During September 2001, the Company  completed its  transitional  impairment
test of goodwill in  accordance  with SFAS 142. As a result of this test, it was
determined that there was no impairment of goodwill.


                                       17
<PAGE>


                                          PART II - OTHER INFORMATION

Item 5.  Exhibits and Reports on Form 8-K


        (a)    Reports on Form 8-K

               No reports on Form 8-K were filed by  Whitman  during  the
         quarter ended December 31, 2001.


                                                  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.

                                            WHITMAN EDUCATION GROUP, INC.
                                            (Registrant)


                                            By:    /s/ Fernando L. Fernandez
                                                   Fernando L. Fernandez
                                                   Vice   President  -  Finance,
                                                   Chief   Financial   Officer,
                                                   Treasurer and Secretary

Date:   February 6, 2002


                                       18
<PAGE>