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 June 30, 2002


                         Commission File Number 1-13722

                          WHITMAN EDUCATION GROUP, INC.
             (Exact Name of Registrant as Specified in its Charter)

           Florida                                           22-2246554
--------------------------------                      --------------------------
(State or Other Jurisdiction of                           (I.R.S. Employer
Incorporation or Organization)                            Identification Number)

              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  August 5,  2002,  there  were  13,961,149  shares  of  common  stock
outstanding.


<PAGE>


                          WHITMAN EDUCATION GROUP, INC.
                                    Form 10-Q
                                  June 30, 2002


                                TABLE OF CONTENTS


                                                                         Page
PART I - Financial Information

Item 1.  Financial Statements.........................................      3
Item 2.  Management's Discussion and Analysis of Financial
             Condition and Results of Operations......................     10

PART II - Other Information

Item 6.  Exhibits and Reports on Form 8-K.............................     16




                                       2
<PAGE>



                         PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

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

                                                    June 30,         March 31,
                                                      2002             2002
                                                  -------------    -------------
Assets                                             (Unaudited)
Current assets:
  Cash and cash equivalents...................    $ 15,247,397     $ 14,010,878
  Accounts receivable, net....................      23,543,893       23,425,589
  Inventories.................................       1,453,676        1,633,917
  Deferred tax assets, net....................       3,272,192        3,376,197
  Other current assets........................       2,210,225        2,273,607
                                                  -------------    -------------
    Total current assets......................      45,727,383       44,720,188
Property and equipment, net...................      10,479,402       10,804,417
Deposits and other assets.....................       2,041,518        2,296,002
Goodwill, net.................................       9,288,622        9,288,622
                                                  -------------    -------------
    Total assets..............................    $ 67,536,925     $ 67,109,229
                                                  =============    =============

Liabilities and Stockholders' Equity
Current liabilities:
  Accounts payable............................    $  1,372,868     $  1,716,674
  Accrued expenses............................       6,383,529        6,749,811
  Income taxes payable........................         510,162                -
  Current portion of capitalized lease
    obligations...............................       1,715,166        1,781,501
  Current portion of capital expenditure note
    payable...................................       1,300,000        1,300,000
  Deferred tuition revenue....................      22,722,425       23,269,177
                                                  -------------    -------------
    Total current liabilities.................      34,004,150       34,817,163
Capitalized lease obligations.................       2,457,656        2,815,136
Capital expenditure note payable..............       4,333,333        4,658,333
Deferred tax liability........................       1,153,049        1,091,960
Stockholders' equity:
   Common stock, no par value; authorized
    100,000,000 shares; issued 14,369,414
    shares at June 30, 2002 and 14,262,648
    shares at March 31, 2002; outstanding
    13,934,620 shares at June 30, 2002 and
    13,827,854 shares at March 31, 2002.......      23,638,436       23,198,153
   Additional paid-in capital.................         805,309          805,309
   Retained earnings (accumulated deficit)....       1,144,992         (276,825)
                                                  -------------    -------------
    Total stockholders' equity................      25,588,737       23,726,637
                                                  -------------    -------------
    Total liabilities and stockholders'
     equity...................................    $ 67,536,925     $ 67,109,229
                                                  =============    =============

                 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
                                                             June 30,
                                                  ------------------------------
                                                      2002              2001
                                                  -------------    -------------

Net revenues..................................    $ 25,424,115     $ 20,518,116

Costs and expenses:
  Instructional and educational support.......      15,058,863       13,742,210
  Selling and promotional.....................       3,886,540        3,362,968
  General and administrative..................       4,018,101        3,091,962
                                                  -------------    -------------
Total costs and expenses......................      22,963,504       20,197,140
                                                  -------------    -------------

Income from operations........................       2,460,611          320,976
Other (income) and expenses:
  Interest expense............................         175,069          268,714
  Interest income.............................        (104,067)        (109,449)
                                                  -------------    -------------

Income before income tax provision............       2,389,609          161,711
Income tax provision..........................         967,792           64,684
                                                  -------------    -------------
Net income....................................    $  1,421,817     $     97,027
                                                  =============    =============


Net income per share:
  Basic.......................................    $       0.10     $       0.01
                                                  =============    =============
  Diluted.....................................    $       0.09     $       0.01
                                                  =============    =============

Weighted average common shares outstanding:
  Basic ......................................      13,919,993       13,648,779
                                                  =============    =============
  Diluted.....................................      15,410,777       13,879,583
                                                  =============    =============


                 See accompanying notes to financial statements.


                                       4
<PAGE>


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

                                                    For the Three Months Ended
                                                             June 30,
                                                  ------------------------------
                                                       2002             2001
                                                  -------------    -------------
Cash flows from operating activities:
Net income.....................................   $  1,421,817     $     97,027

Adjustments to reconcile net income to net
  cash provided by (used in)
  operating activities:
   Depreciation and amortization...............        894,336          984,210
   Bad debt expense............................      1,358,756        1,121,434
   Deferred tax provision......................        165,094                -
   Changes in operating assets and liabilities:
     Accounts receivable.......................     (1,477,060)      (1,171,910)
     Inventories...............................        180,241           60,183
     Other current assets......................         63,382          (33,827)
     Deposits and other assets.................        254,484         (217,653)
     Accounts payable..........................       (343,806)        (964,350)
     Accrued expenses..........................        (61,012)         297,349
     Income taxes payable......................        510,162           55,063
     Deferred tuition revenue..................       (546,752)        (326,689)
                                                  -------------    -------------
Net cash provided by (used in) operating
  activities...................................      2,419,642          (99,163)
                                                  -------------    -------------

Cash flows from investing activities:
Purchase of property and equipment.............       (523,699)        (416,076)
                                                  -------------    -------------
Net cash used in investing activities..........       (523,699)        (416,076)
                                                  -------------    -------------

Cash flows from financing activities:
Proceeds from line of credit and long-term
  debt.........................................               -       5,746,081
Principal payments on line of credit, long-term
  debt and capital lease obligations...........       (794,437)      (8,135,370)
Proceeds from purchases in stock purchase plan
  and exercise of options......................        135,013           29,501
                                                  -------------    -------------
Net cash used in financing activities..........       (659,424)      (2,359,788)
                                                  -------------    -------------

Increase (decrease) in cash and cash
  equivalents..................................      1,236,519       (2,875,027)
Cash and cash equivalents at beginning of year.     14,010,878        5,892,779
                                                  -------------    -------------
Cash and cash equivalents at end of period.....   $ 15,247,397     $  3,017,752
                                                  =============    =============

Supplemental disclosures of noncash financing
and investing activities:
Equipment acquired under capital leases........   $     45,622     $    220,612
                                                  =============    =============
Value of stock issued for 401(k) employee
  match........................................   $    305,270     $          -
                                                  =============    =============

Supplemental disclosures of cash flow
information:
Interest paid..................................   $    175,069     $    268,714
                                                  =============    =============
Income taxes paid..............................   $    107,998     $          -
                                                  =============    =============

                 See accompanying notes to financial statements.


                                       5
<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,  2002.  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 seasonal factors on a
quarterly basis.  Accordingly,  quarterly variations in net revenues will result
in fluctuations in income from operations on a quarterly basis.


                                       6
<PAGE>


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


2.   Earnings Per Share

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

                                                         For the Three Months
                                                            Ended June 30,
                                                    ----------------------------
                                                          2002          2001
                                                    -------------  -------------
Numerator:
  Net income...................................     $  1,421,817   $     97,027
                                                    =============  =============
Denominator:
  Denominator for basic earnings per share -
   weighted average shares.....................       13,919,993     13,648,779
Effect of dilutive securities:
  Employee stock options.......................        1,490,784        230,804
                                                    -------------  -------------
  Dilutive potential common shares.............        1,490,784        230,804
     Denominator for diluted
      earnings per share -
      adjusted weighted -
      average shares and assumed conversions...       15,410,777     13,879,583
                                                    =============  =============

Basic net income per share.....................     $       0.10   $       0.01
                                                    =============  =============
Diluted net income per share...................     $       0.09   $       0.01
                                                    =============  =============



3.   New Accounting Pronouncement

     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").  SFAS  144  requires  that one
accounting  model be used for  long-lived  assets to be  disposed of by sale and
broadens the  presentation of  discontinued  operations to include more disposal
transactions.  SFAS 144 supercedes  FASB Statement No. 121,  "Accounting for the
Impairment  of  Long-Lived  Assets to Be  Disposed  Of" and the  accounting  and
reporting   provisions  of  APB  Opinion  No.  30,  "Reporting  the  Results  of
Operations-Reporting  the Effects of  Disposal  of a Segment of a Business,  and
Extraordinary,  Unusual, and Infrequently Occurring Events and Transactions" for
the  disposal of a segment of a business.  The  adoption of SFAS 144,  which was
effective April 1, 2002, did not have an impact on Whitman's  financial position
or results of operations.



                                       7
<PAGE>


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




4.   Net Income Per Common Share

     Basic net income per common share is computed  using the  weighted  average
number of common shares  outstanding  during the period.  Diluted net income per
share is  computed  using the  weighted  average  number of  common  and  common
equivalent shares outstanding during the period.


5.   Comprehensive Income

     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  available-for-sale
securities to be included in "other comprehensive income."

     For the  three  months  ended  June  30,  2002 and  June  30,  2001,  total
comprehensive income was $1,421,817 and $97,027, respectively.


6.   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.

     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 primarily 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.



                                       8
<PAGE>

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



6.   Segment and Related Information - (Continued)

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


                                                     For the Three Months Ended
                                                              June 30,
                                                    ----------------------------
                                                        2002            2001
                                                    -------------  -------------
Net revenues:
  Associate Degree Division....................     $ 19,971,284   $ 15,288,208
  University Degree Division...................        5,452,831      5,229,908
                                                    -------------  -------------
  Total........................................     $ 25,424,115   $ 20,518,116
                                                    =============  =============

Income before income tax provision:
  Associate Degree Division....................     $  2,684,996   $     68,855
  University Degree Division...................          267,512        704,424
  Other........................................         (562,899)      (611,568)
                                                    -------------  -------------
  Total........................................     $  2,389,609   $    161,711
                                                    =============  =============


                                                       June 30,       March 31,
                                                        2002            2002
                                                    -------------  -------------
Total assets:
  Associate Degree Division....................     $ 53,154,526   $ 52,696,673
  University Degree Division...................        8,570,647     10,773,292
  Other........................................        5,811,752      3,639,264
                                                    -------------  -------------
  Total........................................     $ 67,536,925   $ 67,109,229
                                                    =============  =============


                                       9
<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,  2002 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,  statements  regarding  Whitman's  financing needs and plans for
future resources,  working capital and operations.  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 the  recoverability  of  our  goodwill  and  the
realization of our deferred tax assets, and risks and uncertainties  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.



                                       10
<PAGE>

Results of Operations

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

                                                  For the Three Months Ended
                                                            June 30,
                                              ----------------------------------
                                                   2002                2001
                                              ---------------    ---------------
Net revenues................................      100.0%              100.0%
Costs and expenses:
  Instructional and educational support.....       59.2                67.0
  Selling and promotional...................       15.3                16.4
  General and administrative................       15.8                15.0
                                              ---------------    ---------------
 Total costs and expenses...................       90.3                98.4
                                              ---------------    ---------------
 Income from operations.....................        9.7                 1.6
 Other (income) and expenses:
      Interest expense......................        0.7                 1.3
      Interest income.......................       (0.4)               (0.5)
                                              ---------------    ---------------
 Income before income tax provision.........        9.4                 0.8
 Income tax provision.......................        3.8                 0.3
                                              ---------------    ---------------
 Net income ................................        5.6%                0.5%
                                              ===============    ===============


     Three  Months  Ended June 30, 2002  Compared to Three Months Ended June 30,
     2001

     Net revenues  increased  by $4.9 million or 23.9% to $25.4  million for the
three months  ended June 30, 2002 from $20.5  million for the three months ended
June 30, 2001.  This  increase was  primarily  due to a 9.8% increase in average
student enrollment and an increase in tuition rates.

     The Associate  Degree  Division  experienced  an 18.6%  increase in average
student  enrollment  and  the  University  Degree  Division  experienced  a 6.5%
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 program and the health information  specialist program offered
by the Ultrasound  Diagnostic  Schools and the allied health programs offered at
Sanford-Brown  College.  The decrease in student  enrollment  in the  University
Degree  Division was primarily due to a decline in enrollment in the information
technology  programs offered at Colorado Technical  University.  The decrease in
average  student  enrollment in the University  Degree Division was offset by an
increase in the  revenue  earned per student due to an increase in the number of
credit hours taken by students at Colorado Technical University.



                                       11
<PAGE>

Results of Operations - (Continued)

     Instructional and educational support expenses increased by $1.3 million or
9.6% to $15.0  million  for the three  months  ended  June 30,  2002 from  $13.7
million  for the three  months  ended  June 30,  2001.  As a  percentage  of net
revenues,  instructional and educational support expenses decreased to 59.2% for
the three  months  ended June 30, 2002 as compared to 67.0% for the three months
ended June 30,  2001.  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 $0.5 million or 15.6% to $3.9
million for the three months ended June 30, 2002 from $3.4 million for the three
months  ended June 30,  2001.  As a  percentage  of net  revenues,  selling  and
promotional expenses decreased to 15.3% for the three months ended June 30, 2002
as compared to 16.4% for the three months  ended June 30, 2001.  The increase in
selling and promotional expenses was primarily due to an increase in advertising
expenses in the Associate Degree Division  resulting from our marketing  efforts
directed at  increasing  enrollment.  The  decrease  in selling and  promotional
expenses  as a  percentage  of net  revenues  was due to our  ability  to better
leverage such expenses while supporting a growth in revenues.

     General and  administrative  expenses increased by $0.9 million or 30.0% to
$4.0  million for the three months ended June 30, 2002 from $3.1 million for the
three months ended June 30, 2001. As a percentage  of net revenues,  general and
administrative  expenses  increased to 15.8% for the three months ended June 30,
2002 as compared to 15.0% for the three months ended June 30, 2001. 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. As a percentage of net revenues, however, bad debt expense decreased to
5.3% for the three  months  ended June 30,  2002 from 5.5% for the three  months
ended June 30, 2001.

     We reported  income from  operations  of $2.5  million for the three months
ended June 30, 2002 as compared to income from  operations  of $0.3  million for
the three  months  ended June 30,  2001.  This  increase  in  profitability  was
primarily  due to an increase in income from  operations  of $2.6 million in the
Associate  Degree  Division  which was partially  offset by a decrease in income
from operations of $0.4 million in the University Degree Division.

     We  reported  net income of $1.4  million  and $0.1  million  for the three
months ended June 30, 2002 and 2001,  respectively.  The increase in net profits
was  primarily  due to the increase in  profitability  in the  Associate  Degree
Division.

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.


                                       12
<PAGE>


Liquidity and Capital Resources

     Cash and cash  equivalents  at June 30,  2002 and March 31, 2002 were $15.2
million and $14.0  million,  respectively.  Our working  capital  totaled  $11.7
million at June 30, 2002 and $9.9 million at March 31, 2002.

     Net cash of $2.4 million was provided by operating activities for the three
months  ended  June  30,  2002  compared  to net  cash of $0.1  million  used in
operating  activities  for the three months ended June 30, 2001. The increase in
cash  provided by operating  activities  of $2.5 million was primarily due to an
increase in net profits of $1.3 million and an increase in income taxes  payable
of $0.5 million.

     Net cash of $0.5 million and $0.4 million were used in investing activities
for the three  months ended June 30, 2002 and 2001,  respectively.  The net cash
used in investing activities related to the purchase of property and equipment.

     Net cash of $0.7 million and $2.4 million were used in financing activities
for the three  months ended June 30, 2002 and 2001,  respectively.  The net cash
used in financing activities related to principal payments made on our long-term
debt, line of credit and capital lease obligations net of proceeds received from
such  financings,  and proceeds  received from  purchases in our employee  stock
purchase plan and from the exercise of stock options.  The decrease in cash used
in financing activities was due to a decrease of $1.6 million in net payments on
long-term debt and capitalized lease obligations.

     At March 31, 2002, we had a $2.0 million line of credit which was scheduled
to expire on October 31, 2002.  In June 2002, we increased the line of credit to
$3.5 million and extended the  expiration  date to October 31, 2003. At June 30,
2002,  we had no  outstanding  balance under this facility and letters of credit
outstanding of $0.5 million which reduced the amount available for borrowing.

     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.  Approximately  65% of our cash
collections  are from  students  who  received  funds  from  Title IV  Programs.
Disbursements  under each program are subject to  disallowance  and repayment by
the schools. Because a significant percentage of our revenue is derived from the
Title IV Programs,  any  legislative  or  regulatory  action that  significantly
reduces  Title IV Program  funding or the  ability of our schools or students to
participate in the Title IV Programs could have a material adverse effect on our
short-term and long-term liquidity.

     We believe that with our working  capital,  our cash flow from  operations,
and our line of credit, we will have adequate  resources to meet our anticipated
operating requirements for the foreseeable future.



                                       13
<PAGE>



Contractual Obligations and Other Commercial Commitments

     The following summarizes our contractual  obligations at June 30, 2002, and
the effect such  obligations are expected to have on our liquidity and cash flow
in future periods (in thousands):


                                   Payments Due by Period
                   -------------------------------------------------------------
                                 Within                                 After
                     Total       1 Year     2-3 Years   4-5 Years      5 Years
                   ----------  ----------  -----------  ----------   -----------
  Note Payable     $  5,633    $  1,300    $   2,600    $   1,733    $       -
  Capital Lease
   Obligations        4,173       1,709        2,024          440            -
  Operating Leases   29,831       5,705        9,871        7,391         6,864
                   ----------  ----------  -----------  ----------   -----------
                   $ 39,637    $  8,714    $  14,495    $   9,564    $    6,864
                   ==========  ==========  ===========  ==========   ===========


     We have a contractual  commitment  related to a $3.5 million line of credit
which  expires on October 31,  2003.  At June 30,  2002,  we had no  outstanding
balance under this facility and letters of credit  outstanding  of $0.5 million,
which reduced the amount available for borrowing.


Transactions with Former Management

     We purchase certain textbooks and materials for resale to our students from
an entity  that is 40%  owned by Randy S.  Proto,  our  former  Chief  Operating
Officer and  President.  For the three months  ended June 30, 2002 and 2001,  we
purchased  approximately  $60,000 and $23,000,  respectively,  in textbooks  and
materials from that entity.


Critical Accounting Policies and Estimates

     Financial  Reporting  Release No. 60,  which was  recently  released by the
Securities  and  Exchange  Commission,  requires  all  companies  to  include  a
discussion of critical accounting policies or methods used in the preparation of
financial statements. Note 1 to the Consolidated Financial Statements of Whitman
Education  Group,  Inc. for the fiscal year ended March 31, 2002 included in our
Form 10-K as filed  with the  Securities  and  Exchange  Commission  includes  a
summary  of  the  significant  accounting  policies  and  methods  used  in  the
preparation of our Consolidated  Financial Statements.  The following is a brief
discussion of the more significant accounting policies and methods used by us.

     Our  discussions  and analysis of our  financial  condition  and results of
operations are based upon our consolidated financial statements, which have been
prepared in accordance  with  accounting  principles  generally  accepted in the
United States of America. The preparation of these financial statements requires
us to make estimates and assumptions  that affect the reported amounts of assets
and liabilities  and the disclosure of contingent  assets and liabilities at the
date of the  financial  statements  and the  reported  amounts of  revenues  and
expenses  during the  reported  period.  On an on-going  basis,  we evaluate our
estimates,   including  those  related  to  allowance  for  doubtful   accounts,
intangible  assets,  accrued  liabilities,  income and other tax  accruals,  and
contingencies and litigation. We base our estimates on historical experience and
on various  other  assumptions  that are  believed  to be  reasonable  under the
circumstances,  the results of which form the basis for making  judgments  about



                                       14
<PAGE>

Critical Accounting Policies and Estimates - (Continued)

the carrying values of assets and liabilities that are not readily apparent from
other sources.  Actual results may differ from these  estimates  under different
conditions or if our assumptions change.

     We believe  the  following  critical  accounting  policies  affect our more
significant  judgments and estimates  used in the  preparation  of our financial
statements:

     o    We maintain an allowance for doubtful  accounts for  estimated  losses
          resulting  from the  inability,  failure or refusal of our students to
          make required payments. We determine the adequacy of this allowance by
          regularly reviewing the accounts receivable aging and applying various
          expected  loss  percentages  to  certain  student  account  receivable
          categories  based on  historical  bad debt  experience.  We charge-off
          accounts receivable balances deemed to be uncollectible  usually after
          they have been sent to a collection  agency and returned  uncollected.
          While such losses  have  historically  been  within our  expectations,
          there can be no assurance that we will continue to experience the same
          level of  losses  that we have in the  past.  Furthermore,  because  a
          significant  percentage  of our  revenue is derived  from the Title IV
          Programs,  any  legislative  or regulatory  action that  significantly
          reduces  Title IV  Program  funding or the  ability of our  schools or
          students to participate in the Title IV Programs could have a material
          adverse effect on the  collectability  of our accounts  receivable and
          our future operating results, including a reduction in future revenues
          and additional allowances for doubtful accounts.

     o    We have  made  acquisitions  in the past  that  have  resulted  in the
          recognition  of  goodwill.  In  assessing  the  recoverability  of our
          goodwill,  we must make  assumptions  regarding  estimated future cash
          flows and other factors to determine the fair value of the  respective
          asset. If these estimates or their related  assumptions  change in the
          future, we may be required to record impairment charges for this asset
          not  previously  recorded which would  adversely  impact our operating
          results for the period in which we made the  determination.  There are
          many  assumptions  and estimates  underlying the  determination  of an
          impairment  loss.   Another   estimate  using  different,   but  still
          reasonable,   assumptions  could  produce  a  significantly  different
          result. Therefore, impairment losses could be recorded in the future.

     o    We  currently  have  deferred tax assets which are subject to periodic
          recoverability assessments.  Realization of our deferred tax assets is
          principally  dependent upon  achievement  of projected  future taxable
          income.  We evaluate  the  realizability  of our  deferred  tax assets
          quarterly.



                                       15
<PAGE>


New Accounting Pronouncement

     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").  SFAS  144  requires  that one
accounting  model be used for  long-lived  assets to be  disposed of by sale and
broadens the  presentation of  discontinued  operations to include more disposal
transactions.  SFAS 144 supercedes  FASB Statement No. 121,  "Accounting for the
Impairment  of  Long-Lived  Assets to Be  Disposed  Of" and the  accounting  and
reporting   provisions  of  APB  Opinion  No.  30,  "Reporting  the  Results  of
Operations-Reporting  the Effects of  Disposal  of a Segment of a Business,  and
Extraordinary,  Unusual, and Infrequently Occurring Events and Transactions" for
the  disposal of a segment of a business.  The  adoption of SFAS 144,  which was
effective  April 1, 2002,  did not have an impact on our  financial  position or
results of operations.



                           PART II - OTHER INFORMATION


Item 6.           Exhibits and Reports on Form 8-K

         (a)      Exhibits
                  --------


     Exhibit
     Number    Description                                      Method of Filing
     -------   ------------                                     ----------------
     10.13     Letter  Agreement dated March 19, 2002 by and     Filed herewith.
               between  Merrill  Lynch  Business   Financial
               Services,  Inc. and Whitman  Education Group,
               Inc.

     99.1      Certification of Chief Executive Officer          Filed herewith.


     99.2      Certification of Chief Financial Officer          Filed herewith.


         (b)     Reports on Form 8-K
                 --------------------
     On May 13, 2002,  Whitman  furnished a Current  Report on Form 8-K. In that
report,  Whitman furnished  information  relating to a presentation to investors
pursuant to Item 9 of Form 8-K and Regulation FD. The  information  contained in
that Current Report on Form 8-K shall not be construed to be included herein.



                                       16
<PAGE>


SIGNATURES

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

                                                   WHITMAN EDUCATION GROUP, INC.

                                                   By: /s/ FERNANDO L. FERNANDEZ
                                                       -------------------------
                                                       Fernando L. Fernandez
                                                       Vice President - Finance,
                                                       Chief Financial Officer,
                                                       Treasurer and Secretary
Date: August 7, 2002


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