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, 2001


                         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 1,  2001,  there  were  13,664,731  shares  of  common  stock
outstanding.

                                       1
<PAGE>

                          WHITMAN EDUCATION GROUP, INC.
                                    Form 10-Q
                                  June 30, 2001


                                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.........................   11

PART II - Other Information

Item 6.   Exhibits and Reports on Form 8-K...........................   15


                                       2
<PAGE>

                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                 WHITMAN EDUCATION GROUP, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS

                                                 JUNE 30,          MARCH 31,
                                                   2001              2001
                                              ---------------    ---------------
                                               (Unaudited)
 Assets
 Current assets:
   Cash and cash equivalents.............     $  3,017,752       $  5,892,779
   Accounts receivable, net..............       26,184,604         26,134,128
   Inventories...........................        1,456,256          1,516,439
   Deferred tax assets, net..............        3,742,038          3,742,038
   Other current assets..................        1,584,882          1,551,714
                                              ---------------    ---------------
     Total current assets................       35,985,532         38,837,098
 Property and equipment, net.............       11,380,722         11,727,583
 Deposits and other assets, net .........        2,382,675          2,165,024
 Goodwill, net...........................        9,306,922          9,306,922
                                              ---------------    ---------------
     Total assets........................     $ 59,055,851       $ 62,036,627
                                              ===============    ===============
 Liabilities and Stockholders' Equity
 Current liabilities:
   Accounts payable......................     $  1,392,646       $  2,356,996
   Accrued expenses......................        3,403,495          3,106,146
   Income taxes payable..................           55,063                  -
   Current portion of capitalized
     lease obligations...................        1,822,104          1,859,195
   Current portion of capital
     expenditure note payable............          866,667            541,667
   Deferred tuition revenue..............       22,173,448         22,500,137
                                              ---------------    ---------------
     Total current liabilities...........       29,713,423         30,364,141
 Capitalized lease obligations...........        3,038,137          3,379,826
 Capital expenditure note payable........        5,633,333          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 13,664,681
     shares at June 30, 2001 and
     13,642,472 shares at March 31,2001..       22,778,114         22,748,613
   Additional paid-in capital............          674,173            674,173
   Accumulated deficit...................       (2,781,329)        (2,878,356)
                                              ---------------    ---------------
     Total stockholders' equity..........       20,670,958         20,544,430
                                              ---------------    ---------------
     Total liabilities and
       stockholders' equity..............     $ 59,055,851       $ 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
                                                    June 30,
                                      ------------------------------------------
                                            2001                    2000
                                      -----------------       ------------------

 Net revenues.....................    $ 20,518,116            $ 18,879,430

 Costs and expenses:
   Instructional and educational
     support......................      13,742,210              12,917,819
   Selling and promotional........       3,362,968               3,366,623
   General and administrative.....       3,091,962               2,958,706
                                      -----------------       ------------------
 Total costs and expenses.........      20,197,140              19,243,148
                                      -----------------       ------------------

 Income (loss) from operations....         320,976                (363,718)
 Other (income) and expenses:
   Interest expense...............         268,714                 222,455
   Interest income................        (109,449)                (84,568)
                                      -----------------       ------------------

 Income (loss) before income tax
   (provision) benefit and
   cumulative effect of change in
   accounting principle...........         161,711                (501,605)
 Income tax (provision) benefit...         (64,684)                199,839
                                      -----------------       ------------------

 Income (loss) before cumulative
   effect of change in accounting
   principle......................          97,027                (301,766)
 Cumulative effect of change in
   accounting principle, net of
   tax............................               -                (563,971)
                                      -----------------       ------------------
 Net income (loss)................    $     97,027            $   (865,737)
                                      =================       ==================

 Basic and diluted income (loss)
   per share:
 Income (loss) before cumulative
   effect of change in accounting
   principle......................    $        .01             $      (.02)
 Cumulative effect of change in
   accounting principle, net of
   tax............................               -                    (.04)
                                      =================       ==================
 Net income (loss)................    $        .01            $       (.06)
                                      =================       ==================
Weighted average common shares
   outstanding:
   Basic .........................      13,648,779              13,367,183
                                      =================       ==================
   Diluted........................      13,879,583              13,367,183
                                      =================       ==================

                 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,
                                           -------------------------------------
                                                2001                  2000
                                           ----------------      ---------------
Cash flows from operating activities:
Net income (loss).......................   $   97,027            $   (865,737)
Adjustments to reconcile net income
   (loss) to net cash used in
   operating activities:
   Depreciation and amortization........      984,210               1,005,580
   Bad debt expense.....................    1,121,434                 874,466
   Deferred tax benefit.................            -                (575,819)
   Changes in operating assets and
      liabilities:
         Accounts receivable............   (1,171,910)               (765,649)
         Inventories....................       60,183                  87,848
         Other current assets...........      (33,827)                (88,984)
         Deposits and other assets......     (217,653)                 36,608
         Accounts payable...............     (964,350)                340,160
         Accrued expenses...............      297,349                (737,716)
         Income taxes payable...........       55,063                       -
         Deferred tuition revenue.......     (326,689)               (540,838)
                                           ----------------      ---------------
Net cash used in operating
   activities...........................      (99,163)             (1,230,081)
                                           ----------------      ---------------
Cash flows from investing activities:
Purchase of property and equipment......     (416,076)               (765,731)
                                           ----------------      ---------------
Net cash used in investing
   activities...........................     (416,076)               (765,731)
                                           ----------------      ---------------

Cash flows from financing activities:
Proceeds from line of credit and
   long-term debt.......................    5,746,081               5,436,211
Principal payments on line of credit,
   long-term debt and capital lease
   obligations .........................   (8,135,370)             (8,957,178)
Repurchase of treasury shares...........            -                (127,936)
Proceeds from exercise of options.......       29,501                       -
                                           ----------------      ---------------
Net cash used in financing activities...   (2,359,788)             (3,648,903)
                                           ----------------      ---------------
Decrease in cash and cash equivalents...   (2,875,027)             (5,644,715)
Cash and cash equivalents at beginning
   of year..............................    5,892,779               6,056,738
                                           ----------------      ---------------
Cash and cash equivalents at end of
   period...............................   $3,017,752            $    412,023
                                           ================      ===============
Supplemental disclosures of noncash
   financing and investing activities:
Equipment acquired under capital
   leases...............................   $  220,612            $    655,793
                                           ================      ===============
Supplemental disclosures of cash flow
   information:
Interest paid...........................   $  268,714            $    209,946
                                           ================      ===============


                 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 the  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,
reference 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.

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).


                                       6
<PAGE>

                 WHITMAN EDUCATION GROUP, INC. AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

3.      EARNINGS PER SHARE

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

                                                   FOR THE THREE MONTHS
                                                       ENDED JUNE 30,
                                                -------------------------------
                                                     2001               2000
                                                ------------       ------------
Numerator:
Income (loss) before cumulative effect of
  change in accounting principle..............  $  97,027          $ (301,766)

Cumulative effect of change in accounting
  principle, net of tax.......................          -            (563,971)
                                                ------------       -------------
Net income (loss).............................  $  97,027          $ (865,737)
                                                ============       =============
Denominator:
  Denominator for basic earnings per share -
    weighted average shares...................  13,648,779         13,367,183
Effect of dilutive securities:
  Employee stock options......................     230,804                  -
                                                ------------       -------------
  Dilutive potential common shares............     230,804                  -

    Denominator for diluted
      earnings per share -
      adjusted weighted -
      average shares and assumed conversions..  13,879,583         13,367,183
                                                ============       =============
Basic and diluted income (loss) before
   cumulative effect of change in
   accounting principle.......................  $     0.01         $    (0.02)
Cumulative effect of change in accounting
   principle, net of tax......................           -              (0.04)
                                                ------------       -------------
Basic and diluted net income (loss) per share.  $     0.01         $    (0.06)
                                                ============       =============

                                       7
<PAGE>
                 WHITMAN EDUCATION GROUP, INC. AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

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
earnings 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.  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 net of taxes for the three  months ended
June 30,  2001.  Pro forma net loss and net loss per  basic  and  diluted  share
amounts,  for the three months  ended June 30,  2000,  had SFAS 141 and 142 been
applied retroactively, are approximately ($823,000) and ($.06), respectively.

     During  fiscal  2002,  Whitman  will  perform  the  first  of the  required
impairment  tests of  goodwill.  Whitman has not yet  determined  what,  if any,
effect this test will have on the earnings and financial position of Whitman.


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.

                                       8
<PAGE>

                 WHITMAN EDUCATION GROUP, INC. AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

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 loss."

     For the  three  months  ended  June  30,  2001 and  June  30,  2000,  total
comprehensive   income  was  $97,027  and   comprehensive   loss  was  $865,737,
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.



                                       9
<PAGE>

                 WHITMAN EDUCATION GROUP, INC. AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

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 ENDED
                                                         JUNE 30,
                                           -------------------------------------
                                                 2001                2000
                                           -----------------    ----------------
  Net revenues:
       Associate Degree Division......     $15,288,208          $14,185,115
       University Degree Division.....       5,229,908            4,694,315
                                           -----------------    ----------------
       Total..........................     $20,518,116          $18,879,430
                                           =================    ================
  Income (loss) before income tax
       (provision) benefit and
       cumulative effect of change in
       accounting principle:
       Associate Degree Division......     $    68,855          $  (598,589)
       University Degree Division.....         704,424              620,051
       Other..........................        (611,568)            (523,067)
                                           -----------------    ----------------
       Total..........................     $   161,711          $  (501,605)
                                           =================    ================

                                            June 30, 2001       March 31, 2001
                                           -----------------    ----------------
  Total assets:
       Associate Degree Division......     $44,216,357          $48,327,713
       University Degree Division.....       9,914,853           11,895,647
       Other..........................       4,924,641            1,813,267
                                           -----------------    ----------------
       Total..........................     $59,055,851          $62,036,627
                                           =================    ================

                                       10
<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,  projections of revenues,  income and cash flows,  and 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
unanticipated  attrition or reductions in student enrollment,  risks relating to
the  availability  of financing and risks relating to the effect of the adoption
of SFAS  141 and 142,  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.


                                       11
<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,
                                                ------------------------------
                                                    2001             2000
                                                ------------     -------------
 Net revenues................................      100.0%            100.0%
 Costs and expenses:
    Instructional and educational support....       67.0              68.4
    Selling and promotional..................       16.4              17.8
    General and administrative...............       15.0              15.7
                                                ------------     -------------
 Total costs and expenses....................       98.4             101.9
                                                ------------     -------------
 Income (loss) from operations...............        1.6              (1.9)
 Other (income) and expenses:
    Interest expense.........................        1.3               1.2
    Interest income..........................       (0.5)             (0.4)
                                                ------------     -------------
 Income (loss) before income tax (provision)
    benefit and cumulative effect of
    change in accounting principle...........        0.8              (2.7)
 Income tax (provision) benefit..............       (0.3)              1.1
                                                ------------     -------------
 Income (loss) before cumulative effect of
    change in accounting principle...........        0.5              (1.6)
 Cumulative effect of change in accounting
    principle, net of tax....................          -              (3.0)
                                                ------------     -------------
 Net income (loss)...........................        0.5%             (4.6)%
                                                ============     =============

                THREE MONTHS ENDED JUNE 30, 2001 COMPARED TO THE
                        THREE MONTHS ENDED JUNE 30, 2000

     Net revenues  increased  by $1.6  million or 8.7% to $20.5  million for the
three months  ended June 30, 2001 from $18.9  million for the three months ended
June 30, 2000.  This  increase was  primarily  due to a 4.2% increase in average
student enrollment and an increase in tuition rates.

     The  University  Degree  Division  experienced  a 9.3%  increase in average
student enrollment and the Associate Degree Division experienced a 1.7% increase
in  average  student  enrollment.  The  increase  in student  enrollment  in the
University Degree Division was primarily due to increased enrollment at Colorado
Technical  University's Colorado Springs and Sioux Falls campuses.  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.


                                       12
<PAGE>


RESULTS OF OPERATIONS - CONTINUED

     Instructional and educational support expenses increased by $0.8 million or
6.4% to $13.7  million  for the three  months  ended  June 30,  2001 from  $12.9
million  for the three  months  ended  June 30,  2000.  As a  percentage  of net
revenues,  instructional and educational support expenses decreased to 67.0% for
the three  months  ended June 30, 2001 as compared to 68.4% for the three months
ended June 30,  2000.  The increase in  instructional  and  educational  support
expenses was  primarily  due to an increase in payroll and related  benefits for
faculty and student support personnel to support the increase in enrollment.

     Selling and promotional  expenses  remained  consistent at $3.4 million for
the three months ended June 30, 2001 and June 30, 2000.  As a percentage  of net
revenues,  selling and  promotional  expenses  decreased  to 16.4% for the three
months  ended June 30, 2001 as compared to 17.8% for the three months ended June
30, 2000.

     General and  administrative  expenses  increased by $0.1 million or 4.5% to
$3.1  million for the three months ended June 30, 2001 from $3.0 million for the
three months ended June 30, 2000. As a percentage  of net revenues,  general and
administrative  expenses  decreased to 15.0% for the three months ended June 30,
2001 as compared to 15.7% for the three months ended June 30, 2000.

     We reported  income from  operations  of $0.3  million for the three months
ended June 30, 2001 as compared to a loss from  operations  of $0.4  million for
the three  months  ended June 30,  2000.  This  increase  in  profitability  was
primarily  due to an increase in income from  operations  of $0.7 million in the
Associate Degree Division.

     We reported  net income of $0.1  million for the months ended June 30, 2001
and a net loss of $0.9 million for the three  months  ended June 30,  2000.  The
increase  in net  profits  was  primarily  due to the $0.7  million  increase in
operating profits 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 three months ended June 30,
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.

                                       13
<PAGE>



LIQUIDITY AND CAPITAL RESOURCES

     Cash and cash  equivalents  at June 30,  2001 and March 31,  2001 were $3.0
million and $5.9 million, respectively. Our working capital totaled $6.3 million
at June 30, 2001 and $8.5 million at March 31, 2001.

     Net cash of $0.1 million and $1.2 million were used in operating activities
for the three months ended June 30, 2001 and 2000, respectively. The decrease in
cash used in  operating  activities  of $1.1  million  was  primarily  due to an
increase in net profits of $1.0 million.

     Net cash of $0.4 million and $0.8 million were used in investing activities
for the three months ended June 30, 2001 and 2000, respectively. The decrease in
cash used in investing  activities of $0.4 million was due to a decrease in cash
used for capital expenditures.

     Net cash of $2.4 million and $3.6 million were used in financing activities
for the three months ended June 30, 2001 and 2000, respectively. The decrease in
cash used in financing  activities  was due to a decrease of $1.3 million in net
payments on long-term debt and capitalized lease obligations.

     We have a $2.0 million line of credit  which  expires on June 30, 2002.  At
June 30, 2001, we had no outstanding  balance under this facility and letters of
credit  outstanding  of $0.2  million  which  reduced the amount  available  for
borrowing.  The amounts  borrowed under this facility for the three months ended
June 30, 2001 were primarily used for operations,  repayment of debt and capital
expenditures.

     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.  We
anticipate  that any  repurchase  of  shares  will be funded  through  cash from
operations.  During the three months ended June 30, 2001, we did not  repurchase
any shares of our common  stock and during the three months ended June 30, 2000,
we  repurchased  90,000 shares of our common stock for  approximately  $128,000.
Since the  inception of the  repurchase  program,  we have  repurchased  285,100
shares of our common stock for approximately $498,000.

     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.

                                       14
<PAGE>

NEW ACCOUNTING PRONOUNCEMENT

     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.  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 the Statement
resulted  in an  increase  in net income of  $43,000  net of taxes for the three
months  ended  June 30,  2001.  Pro  forma  net loss and net loss per  basic and
diluted share  amounts,  for the three months ended June 30, 2000,  had SFAS 141
and 142 been applied  retroactively,  were approximately  ($823,000) and ($.06),
respectively.

     During  fiscal  2002,  Whitman  will  perform  the  first  of the  required
impairment tests of goodwill.  Whitman has not yet determined what the effect of
this test will be on its earnings and financial position of Whitman.

                           PART II - OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

        (a)    Exhibits
               ---------
               No exhibits

        (b)    Reports on Form 8-K
               -------------------

     On April 3,  2001,  Whitman  filed a  Current  Report on Form 8-K March 30,
2001. In that report,  Whitman furnished information relating to presentation to
investors pursuant to Item 9 of Form 8-K and Regulation FD.

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, 2001