SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-QSB

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

For Quarter Ended                                         Commission File Number
March 31, 2007                                            ----------------------


                            Total Luxury Group, Inc.
                            ------------------------



             (Exact name of registrant as specified in its charter)

          Indiana                                        35-1504940
-------------------------------             ------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)


              11900 Biscayne Blvd suite 620 , Miami, Florida, 33181
              -----------------------------------------------------
                    (Address of principal executive offices)

         Registrant's telephone number, including area code 305-892-6744




(Former  name,  former  address and former  fiscal year,  if changed  since last
report.)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 of 15(d) of the Exchange Act during the past 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 the  issuer's  classes of common
stock, as of the latest practicable date. 57,945,239 shares as of May 20, 2007.

                  Transitional Small Business Disclosure Format

                                 Yes |_| No |X|




<PAGE>
<TABLE>
<CAPTION>



Item 1. Financial Statements.

                    PART I. Financial Information (Unaudited)

                             TOTAL LUXURY GROUP INC.
                           Consolidated Balance Sheets

(Amounts in United States Dollars)
                                                                                        March 31,

                                                                                  2007            2006
                                                                              ------------    ------------
<S>                                                                           <C>             <C>

Assets:

Current assets

    Cash                                                                      $        948    $       --


    Deposits and other current assets                                               12,985

    Inventory                                                                      108,000
    Accounts receivable, net of allowance of $104,379 and

     $0 at December 31, 2006 and 2005, respectively                                   --              --
                                                                              ------------    ------------

Total current assets                                                               121,933            --

Property and equipment, net                                                         39,740            --

Deposits and other assets                                                           49,905            --
                                                                              ------------    ------------

Total Assets                                                                  $    211,578    $       --
                                                                              ============    ============

LIABILITIES AND STOCKHOLDERS' DEFICIT:

Accounts payable                                                              $    593,886    $     12,000

Accrued legal settlement                                                           727,084            --

Other current liabilities                                                           27,896            --

Notes payable                                                                      243,660            --

Deferred compensation                                                                 --         1,325,450

Due to directors and stockholders                                                     --           692,664
                                                                              ------------    ------------

Total current liabilities                                                        1,592,526       2,030,114
                                                                              ------------    ------------

Common stock, $0.001 par value; authorized, 200,000,000 shares; issued and
outstanding, 57,945,239 and 7,603,826 shares at December 31, 2006 and 2005,
respectively                                                                        57,945           7,604

Additional paid in capital                                                      15,960,292       2,735,479

Accumulated deficit                                                            (17,399,185)     (4,773,197)
                                                                              ------------    ------------

Total shareholders' deficit                                                     (1,380,948)     (2,030,114)
                                                                              ------------    ------------

Total liabilities and shareholders' deficit                                   $    211,578    $       --
                                                                              ============    ============

</TABLE>


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



<PAGE>



                             TOTAL LUXURY GROUP INC.
                      Consolidated Statements Of Operations


                                                     For the Three Months Ended
(Amounts in United States Dollars)                       March 31,


                                                        2007             2006
                                                   ------------    -------------
Sales

Cost of sales                                              --               --
                                                   ------------    -------------
Gross profit
                                                   ------------    -------------

Operating expenses:

    Selling, general and administrative expenses        496,912             --

    Depreciation and amortization                         3,109             --
                                                   ------------    -------------

Total operating expenses                                500,121             --
                                                   ------------    -------------

Loss from operations                                   (500,121)            --

Other income (expenses)

    Interest expense                                    (19,460)            --

    Interest                                                 32             --

    Other income                                          2,000             --
                                                   ------------    -------------

                                                        (17,428)            --
                                                   ------------    -------------

Loss before provision for income taxes                 (517,448)            --

Provision for income taxes                                 --               --
                                                   ------------    -------------

Net loss                                           $   (517,448)   $        --
                                                   ============    =============

Net loss per common share, basic and diluted       $      (0.01)   $        0.00
                                                   ============    =============

Weighted average number of shares outstanding        55,745,239        7,603,826
                                                   ============    =============

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





<PAGE>
<TABLE>
<CAPTION>



                             TOTAL LUXURY GROUP INC.
                      Consolidated Statements Of Cash Flows

               For the Three Months Ended March 31, 2007 and 2006

                  (Amounts expressed in United States Dollars)

                                                                    For the Three Months Ended
                                                                            March 31,

                                                                    2007                 2006
<S>                                                               <C>           <C>

Cash flows from operating activities:
 Net loss
                                                                  $(517,448)   $            --
 Adjustments required to reconcile net loss to net cash used in   ---------    -----------------
   operating activities:

      Depreciation and amortization                                   3,109                 --
                                                                  ---------    -----------------

      Inventory                                                    (108,000)                --
                                                                  ---------    -----------------


      Deposits and other current assets                              17,015                 --
                                                                  ---------    -----------------


      Deposits and other assets                                       3,000                 --
                                                                  ---------    -----------------

      Accounts payable and accrued liabilities                      155,944                 --
                                                                  ---------    -----------------
      Accrued Legal Settlement                                       19,460                 --
                                                                  ---------    -----------------

Net cash flow used in operating activities                         (426,920)                --
                                                                  ---------    -----------------

Cash flows from investing activities:
                                                                               -----------------
      Purchase of fixed assets                                       (4,624)
                                                                  ---------    -----------------
Net cash used in investing activities                                (4,624)
                                                                  ---------    -----------------

Cash flows from financing activities:

      Proceeds from sale of stock                                   405,000                 --
                                                                  ---------    -----------------
      Repayment of notes payable                                    (12,428)                --
                                                                  ---------    -----------------

Net cash flow provided by financing activities                      392,572                 --
                                                                  ---------    -----------------

Net decrease in cash                                                (38,972)                --
                                                                  ---------    -----------------
Cash beginning of period                                             39,920                 --
                                                                  ---------    -----------------
Cash end of period                                                $     948    $            --
                                                                  =========    =================

Supplemental disclosure of cash flow information:

Cash paid for interest                                            $    --      $            --
                                                                  =========    =================

Cash paid for taxes                                               $    --      $            --
                                                                  =========    =================

</TABLE>


<PAGE>
<TABLE>
<CAPTION>



                             TOTAL LUXURY GROUP INC.
            Consolidated Statements Of Stockholders Equity (deficit)

                  For the Year Ended December 31, 2006 and 2005

                       (Amounts in United States Dollars)
                                                           Common                      Additional                        Total
                                                           Shares        Common         Paid-in     Accumulated     Stockholders'
                                                        Outstanding       Stock         Capital        Deficit         Deficit
                                                       ------------   ------------   ------------   ------------    ------------
<S>                                                    <C>            <C>            <C>            <C>             <C>
 Balance at December 31, 2005                             7,603,826          7,604      2,735,479     (4,773,197)     (2,030,114)
                                                       ------------   ------------   ------------   ------------    ------------
 Issuance of shares to acquire International Apparel      7,550,000          7,550      6,258,950           --         6,266,500
   Group
 Issuance of shares to repay indebtedness of
   International Apparel Group                            1,700,000          1,700        683,280           --           684,980
 Issuance of common stock to acquire YMLA and Cabral
   licenses                                                 500,000            500        299,500           --           300,000
 Issuances of common stock to repay indebtedness of
   the Company                                           20,804,979         20,805      3,470,916           --         3,491,721
 Issuance of common stock to cancel employee stock
   options                                                6,944,445          6,944      1,173,611           --         1,180,555
 Private placement of common stock, net of offering
   costs of $65,000                                       6,500,000          6,500        578,500           --           585,000
 Issuance of common stock to satisfy obligations to
   former employees                                         989.989            990        185,007           --           185,987
Issuance of stock to pay for consultants                    852,000            852        174,548           --           175,400

 Net loss for the year ended December 31, 2006                 --             --             --      (11,458,005)    (11,458,005)
 Prior period adjustment - See Note 2                          --             --             --         (650,535)       (650,535)

                                                       ------------   ------------   ------------   ------------    ------------
 Balance at December 31, 2006                            53,445,239   $     53,446   $ 15,559,791   $(16,881,737)   $ (1,268,500)
 Private placement of common stock, net of                                                                              offering
   costs of $45,000                                       4,500,000          4,500        400,500           --           405,000
 Net loss for the three months ended
     March  31, 2007                                           --             --             --         (517,449)       (517,449)
                                                       ------------   ------------   ------------   ------------    ------------
 Balance at March 31, 2007                               57,945,239   $     57,945   $ 15,960,292   $(17,399,185)   $ (1,380,948)
                                                       ============   ============   ============   ============    ============
</TABLE>


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


<PAGE>



Note 1- Summary of significant accounting policies

This summary of significant  accounting policies of Total Luxury Group Inc. (the
"Company")  is  presented to assist in  understanding  the  Company's  financial
statements.  The  financial  statements  and  notes are  representations  of the
Company's  management who are responsible  for their integrity and  objectivity.
These accounting policies conform to generally accepted accounting principles in
the  United  States  of  America  and  have  been  consistently  applied  in the
preparation of the financial statements, which are stated in U.S. Dollars.

The preparation of Total Luxury Group Inc. (the "Company")  financial statements
in conformity with accounting principles generally accepted in the United States
of America requires management to make estimates and assumptions that affect the
reported  amounts  of  assets  and  liabilities  at the  date  of the  financial
statements and revenues and expenses during the period.  Future events and their
effects  cannot  be  determined   with  absolute   certainty;   therefore,   the
determination  of estimates  requires the exercise of judgment.  Actual  results
inevitably  will  differ  from  those  estimates,  and such  differences  may be
material  to  the  Company's  financial  statements.  Management  evaluates  its
estimates and assumptions continually. These estimates and assumptions are based
on  historical  experience  and other factors that are believed to be reasonable
under the circumstances.

Operations

On June 30, 2006, the Company acquired the International Apparel Group (IAG) for
7,550 million  shares of common stock.  IAG is an apparel  holding  company that
through  its  subsidiary  companies  manufactures  and  sells  apparel  to major
retailers and  distributors  around the world.  Original Gear,  Inc., one of the
subsidiaries in the IAG umbrella,  manufactures  and  distributes  apparel under
Company owned  trademarks  "Original Gear" "OG,"Hip Hop Heritage ""and "Omage" a
license from  legendary  rapper DMC, as well as other licensed and private label
production for Converse, Randy Moss, the NIFL, Huckapoo and others.

Use of estimates in the preparation of the financial statements

The  preparation  of the  Company's  financial  statements  in  conformity  with
generally accepted  accounting  principles requires management to make estimates
and assumptions that affect the amounts  reported in these financial  statements
and accompanying notes. Actual results could differ from those estimates.

THE MANAGEMENT OF THE COMPANY  BELIEVES THAT THE FOLLOWING  ACCOUNTING  POLICIES
REQUIRE A HIGH DEGREE OF JUDGEMENT DUE TO THEIR COMPLEXITY:

Collectibility of accounts receivable

The allowance for doubtful  accounts is based on  management's  estimates of the
creditworthiness  of its customers,  current economic  conditions and historical
information,  and,  in the  opinion of  management,  is believed to be an amount
sufficient to respond to normal business conditions.  Should business conditions
deteriorate  or any major customer  default on its  obligations to the allowance
may need to be  significantly  increased,  which would have a negative impact on
operations.

<PAGE>



Revenue recognition

Revenue from the sale of apparel is recognized upon the later of (a) the time of
shipment  or  (b)  when  title  passes  to the  customers  and  all  significant
contractual  obligations  have been  satisfied  and  collection of the resulting
receivable is reasonably assured. Revenues from sales of consigned inventory are
recognized upon sale of the product by the consignee. Net sales are comprised of
gross sales net of actual and  estimated  future  returns,  discounts and volume
rebates.

Inventory

The Company reduces  inventory on hand to its net realizable value on an item by
item  basis  when it is  apparent  that  the  expected  realizable  value  of an
inventory  item falls below its original cost. A charge to cost of sales results
when the estimated net  realizable  value of specific  inventory  items declines
below cost. Management regularly reviews the Company's investment in inventories
for such declines in value.

Depreciation

Depreciation  has been  provided  in amounts  sufficient  to relate the costs of
depreciable  assets to operations over their estimated useful lives  principally
on the straight-line method from three to five years.

Cash and cash equivalents

The  Company  considers  all highly  liquid  debt  instruments  with an original
maturity of three months or less to be cash equivalents.

Earnings (loss) per share

Earnings  (loss) per share of common stock are computed by dividing the net loss
by the weighted  average  number of common shares  outstanding  during the year.
Diluted earnings per share are not presented because they are anti-dilutive.


Fair value of financial instruments

Financial  Accounting  Standards  Board ("FASB")  issued  Statement of Financial
Accounting  Standards  No.  107  ("SFAS  107"),  Disclosure  about Fair Value of
Financial  Instruments.  SFAS 107 requires  disclosure of fair value information
about financial  instruments  when it is practicable to estimate that value. The
carrying  amount  of  the  Company's  current  liabilities   approximates  their
estimated fair values due to their short-term maturities.

Valuation of long-lived assets

The  Company   periodically   analyzes  its  long-lived   assets  for  potential
impairment,  assessing  the  appropriateness  of  lives  and  recoverability  of
unamortized balances through measurement of undiscounted operating cash flows on
a basis consistent with accounting  principles  generally accepted in the United
States of America.

<PAGE>



Income taxes

The Company is responsible for filing a United States Federal income tax return.
The Company's sole subsidiary files a U.S. Federal income tax return.

Deferred income taxes

The  Company  accounts  for  income  taxes in  accordance  with  SFAS  No.  109,
"Accounting for Income Taxes" (SFAS 109),  resulting in two components of Income
Tax Expense: current and deferred. Current income tax expense approximates taxes
to be paid or  refunded  for the  current  period.  Deferred  income tax expense
results  from changes in deferred tax assets and  liabilities  between  periods.
These gross deferred tax assets and liabilities represent decreases or increases
in taxes  expected  to be paid in the  future  because  of future  reversals  of
temporary  differences in the bases of assets and liabilities as measured by tax
laws and their bases as  reported  in the  financial  statements.  Deferred  tax
assets have also been recognized for net operating loss  carry-forwards  and tax
credit carry-forwards. Valuation allowances are then recorded to reduce deferred
tax assets to the amounts  management  concludes  are more likely than not to be
realized.

Comprehensive income

The Corporation has adopted SFAS No. 130 Reporting  Comprehensive  Income.  This
standard requires companies to disclose  comprehensive income in their financial
statements.  In addition to items included in net income,  comprehensive  income
includes items currently charged or credited  directly to stockholders'  equity,
such as foreign  currency  translation  adjustments.  For the Three months ended
March 31, 2007 and the year  December 31, 2006 the Company had no  components of
comprehensive income.

Recent accounting pronouncements

Management  does not believe that any  recently  issued,  but not yet  effective
accounting  pronouncements,  if  adopted,  would have a  material  effect on the
accompanying financial statements.

Reclassifications

Certain  reclassifications  have been made to previously  reported statements to
conform to the Company's current financial statement format.

Note 2 - Prior Period Adjustment

As a result of the  litigation  as disclosed in Note 9, the Company has recorded
the liability  plus the accrued  interest.  As this judgment dated back to 2003,
the Company recorded as a prior period  adjustment the judgment plus the accrued
interest through December 31, 2005, amounting to $650,535.


<PAGE>



Note 3 - Basis of presentation and going concern

Generally  accepted  accounting  principles  in the  United  States  of  America
contemplate  the  continuation of the Company as a going concern.  However,  the
Company has  reported a net  liability  position and has  accumulated  operation
losses since its inception,  which raises  substantial doubt about the Company's
ability to  continue  as a going  concern.  The  continuation  of the Company is
dependent upon the continuing  financial  support of creditors and  stockholders
and upon obtaining the capital requirements for the continuing operations of the
Company.  Management believes actions planned and presently being taken provides
the opportunity for the Company to continue as a going concern.

Note 4 - Business activities

Total Luxury  Group,  Inc.,  formerly  known as Total  Entertainment  Inc.  (the
Company),   incorporated  in  the  State  of  Indiana,  had  three  wholly-owned
subsidiaries,  Intercapital Global Fund Ltd.  (Intercapital Global), an Antiguan
company,  Intercapital Canada Ltd.  (Intercapital  Canada),  incorporated in the
Province  of  Quebec,  and Total  Entertainment  (Delaware)  Inc.,  an  inactive
Delaware company.  The Company presently has only one wholly owned subsidiary in
Total Entertainment (Delaware) Inc., which is inactive and has no assets.

From  August  22,  2002  through  June 30,  2006  the  Company  had no  business
activities  other  than  administrative  costs  necessary,  for  researching  an
acquisition candidate and for remaining a publicly reporting entity.

Acquisition

On May 1, 2006 the Company  announced  that it has entered  into an agreement to
acquire an apparel holding company known as  International  Apparel Group,  Inc.
("IAG"),  for 7,550,000 shares of the Company's common stock. The closing was on
July 1, 2006.  The  acquisition  was accounted for under the purchase  method of
accounting.  Accordingly,  the results of  operations of IAG are included in the
consolidated results of the Company as of July 1, 2006, the date of acquisition.
Under the purchase method of accounting,  the Company has allocated the purchase
price of $6,266,500  based on a closing price of the company stock of $0.83,  to
assets  and  liabilities  acquired  based upon their  estimated  fair  values as
follows:

Management  determined  that as a  December  31,  2006  March 31,  result of its
decision to spin off 2007 IAG that the intangibles were impaired As a result the
Company recorded an impairment of long lived assets of approximately 7.3 million
as of December 31, 2006.


Merchandise license agreements

The Company  issued  400,000  shares of Common  Stock and a small sum of cash to
acquire a license  agreement  with Castle Hill  Apparel,  Inc. for the worldwide
master licenses for the young men's labels YMLA and Y-Chrome.

Note 5 - Fixed Assets

At  December  31,  2006 and  March  31,  2007,  fixed  assets  consisted  of the
following:

                                         December 31,         March 31,
                                            2006                2007
                                     ------------------- -------------------
 Office Equipment and furniture      $              --    $           68,279
 Less: accumulated depreciation                                      (28,539)
                                     ------------------- -------------------
 Fixed assets, net                   $              --   $            39,740
                                     =================== ===================



<PAGE>



Note 6 - Capital stock and stock options

(a)  Common stock transactions

     During the 1st quarter of 2007,  the  Company  continued  to raise  capital
     through a private  stock  offering at $0.10 per share that began during the
     4th Quarter of 2006, to date the Company has sold $11 million  shares.  The
     Company has paid has paid a 10% commission totaling $110,000.

(b)  Stock options

     The company does not have a formal stock option plan; however,  the Company
     has issued stock  options under letter  agreements to certain  individuals.
     The options  granted had an exercise price at least equal to the fair value
     of the Company's  stock,  and expire after eight years. The options granted
     vest immediately.

     As permitted  by SFAS No 123, the Company has elected to follow  Accounting
     Principles Board Opinion No. 25 (APB No. 25.),  Accounting for Stock Issued
     to Employees,  method of determining  compensation  cost. Under APB No. 25,
     because the exercise  price of the Company's  employee stock options equals
     or exceeds the market price of the  underlying  stock on the date of grant,
     no  compensation  expense is recognized  for options issued to employees or
     Directors.

     The Company had no options granted, exercised or forfeited during the years
     ended  December  31,  2006 or the three  months  ended March 31,  2007.  In
     connection  with the  acquisition  of IAG, the Company  awarded 2.5 Million
     stock  options to the  officiers  of IAG at an exercise  price of $0.18 per
     share

     During the 4th quarter of 2006, the company issued  6,944,445 common shares
     to the holders of the above stock  options in order to cancel the  existing
     options  and the plan.  As of  December  31,  2006,  there  are no  options
     outstanding under this plan.


<PAGE>



Note 7 - Related party transactions

(a)  Deferred compensation

     Mr.  Masselli  of the Company  has agreed to defer his annual  salary.  The
     deferred  salary  shall be paid to him in cash or stock of the  Company  at
     such future time as he may elect pursuant to written notice to the Company,
     and as approved by the board of directors.

(b)  Due to directors and stockholders

     From time to time,  directors and stockholders of the Company have directly
     paid certain Company  expenses.  Such directors and stockholders  have also
     supplied  the  Company  with  cash  advances  during  2006 and  2005.  Such
     transactions have been recorded as due to directors and  stockholders,  and
     do not bear  interest.  There are no  scheduled  terms of repayment of such
     amounts.

     In December of 2006,  the Company issued  20,804,979  common shares in full
     satisfaction of these obligations.

     At March 31,  2007,  the Company owed  shareholders  and officer a total of
     approximately  $191,000  for  accrued  salaries  and other  advances.  Such
     amounts are included in accounts payable.


Note 8 - Income taxes

     The Company has had significant net operating  losses,  which could be used
     to offset future taxable income.  However,  net operating  losses and other
     deferred  expenses  generated in years for which no income tax returns have
     been filed, or are not accepted by the Internal Revenue Service, may not be
     available.  Deferred tax assets arising from these net operating loss carry
     forward,  deferred  compensation  and certain  accruals,  if any, are fully
     reserved due to the uncertainty of future utilization.  The Company did not
     have any significant  taxable income in the United States or Canada for the
     years ended December 31, 2006 and 2005.

     Changes in ownership resulting from transactions among our stockholders and
     sales of common stock may limit annual realization of the tax net operating
     loss carry  forwards that could become  available  under Section 382 of the
     Internal Revenue Code.

Note 9 - Subsequent Events

     The Company announced a plan to restructure the company, which will include
     the  spin-off  of  its  apparel   operations   including   its   subsidiary
     International  Apparel Group,  Inc., and the registration of its shares for
     trading as a  separate  public  company.  Under the plan,  shareholders  of
     record on the  record  date of the  spin-off  will,  in  addition  to their
     current holdings,  become shareholders of the new public company.  Although
     the  Company  has not yet  set a  record  date  for  the  spin-off,  it has
     announced that it will immediately begin to investigate the legal and other
     requirements for the restructuring,  including compliance with the relevant
     state,  federal and SEC rules and regulations.  The Company is advised that
     the  restructuring  and  registration  process could take as long as 6 - 12
     months  or more  before  completion,  based on the legal  requirements  for
     shareholder,   state  and   federal   approval,   SEC   approval   and  SEC
     effectiveness. The record date will be set and announced in accordance with
     the corporate laws of Indiana and the Company's by-laws.

<PAGE>


Item 2. Management's Discussion and Analysis or Plan of Operation.

This report on Form  10-QSB/A  contains  forward-looking  statements  within the
meaning  of  the  Private   Securities   Litigation  Reform  Act  of  1995.  The
forward-looking  statements are contained  principally in the sections  entitled
"Business"  and  "Management's  Discussion  and Analysis or Plan of  Operation."
These  statements  involve  known and  unknown  risks,  uncertainties  and other
factors  which may cause  actual  results,  performance  or  achievements  to be
materially  different  from any  future  results,  performance  or  achievements
expressed or implied by the forward-looking statements.

In some cases,  you can  identify  forward-looking  statements  by terms such as
"may,"  "should,"   "could,"   "would,"   "expects,"   "plans,"   "anticipates,"
"believes,"   "estimates,"   "projects,"  "predicts,"  "potential"  and  similar
expressions intended to identify  forward-looking  statements.  These statements
reflect  the  current  views  with  respect  to future  events  and are based on
assumptions and subject to risks and uncertainties.  Given these  uncertainties,
you should not place undue  reliance on these  forward-looking  statements.  The
Company discusses many of these risks in this report in greater detail under the
heading "Factors Affecting Future Performance." These forward-looking statements
represent the estimates and assumptions only as of the date of this report,  and
the Company does not assume any obligation to update any of these statements.

                                Recent Activities

Between  August 22,  2002 and June 30,  2006,  the  Company  has had no business
activities  other  than  administrative   costs  necessary  for  researching  an
acquisition candidate and for remaining a publicly reporting entity.

On June 30, 2006, the Company acquired the International Apparel Group (IAG) for
7,550 million  shares of common stock.  IAG is an apparel  holding  company that
through  its  subsidiary  companies  manufactures  and  sells  apparel  to major
retailers and  distributors  around the world.  Original Gear,  Inc., one of the
subsidiaries in the IAG umbrella,  manufactures  and  distributes  apparel under
company  owned  trademarks  "Original  Gear" and "OG," a license from  legendary
rapper DMC, as well as other licensed and private label production for Converse,
Randy Moss, the NIFL, Huckapoo and others.

The Company  issued  500,000  shares of Common  Stock and a small sum of cash to
acquire a license  agreement  with Castle Hill  Apparel,  Inc. for the worldwide
master licenses for the young men's labels YMLA,Y-Chrome, and Cabral..

During 2007, the Company announced a plan to restructure the company, which will
include  the  spin-off  of  its  apparel  operations  including  its  subsidiary
International  Apparel  Group,  Inc.,  and the  registration  of its  shares for
trading as a separate public company. Under the plan,  shareholders of record on
the record date of the spin-off  will,  in addition to their  current  holdings,
become shareholders of the new public company.  Although the Company has not yet
set a record date for the spin-off,  it has announced  that it will  immediately
begin to investigate  the legal and other  requirements  for the  restructuring,
including  compliance  with  the  relevant  state,  federal  and SEC  rules  and
regulations.  The Company is advised  that the  restructuring  and  registration
process could take as long as 6 - 12 months or more before completion,  based on
the legal requirements for shareholder, state and federal approval, SEC approval
and SEC  effectiveness.  The record date will be set and announced in accordance
with the corporate laws of Indiana and the Company's by-laws.


<PAGE>




Results of Operations

The Three Months Ended March 31, 2007 vs. the Three Months Ended March 31, 2006

During the three month  period  ended  March 31, 2007 and 2006,  the Company had
minimal revenues. The Company incurred  administrative expenses of approximately
$500,000 in the period in 2007 as compared to $0 for the same three month period
in 2006. The increase was a result of the operating  activities at the Company's
subsidiary, the International Apparel Group, Inc,.

Liquidity and Capital Resources; Plan of Operations

The Company has limited cash reserves and is entirely dependent on the Company's
ability to raise money from investors.  The Company's  subsidiaries believe that
they will start  generating  profitable  revenues over the next several quarters
and believes that it will at a breakeven point by the 4th Quarter of 2007,. This
is should  enable the  Company to  generate  enough  cash flow to  continue  its
operating activities.

Item 3. Controls and Procedures.

The management of the Company maintains  disclosure controls and procedures that
are designed to provide  reasonable  assurance that  information  required to be
disclosed in its filings under the Securities  Exchange Act of 1934 is recorded,
processed, summarized and reported within the periods specified by the rules and
forms of the  Securities  Exchange  Commission  and  that  such  information  is
accumulated  and  communicated  to  its  management,   including  its  principal
executive  officer and principal  financial  officer,  as appropriate,  to allow
timely decisions regarding required disclosure.

Management  does not expect that its  disclosure  controls or internal  controls
over  financial  reporting  will prevent all errors or all instances of fraud. A
control  system,  no matter how well  designed  and  operated,  can provide only
reasonable,  not absolute assurance that the control systems' objectives will be
met.  Further,  the design of a control  system must reflect the fact that there
are resources constraints, and the level of controls must be considered relative
to their costs.  Because of the inherent limitations in all controls systems, no
evaluation of controls can provide  absolute  assurance  that all control issues
and  instances of fraud within the Company have been  detected.  These  inherent
limitations  include the realties  that  judgments  and  decision  making can be
faulty and that breakdowns can occur because of simple error or mistake. Because
of the inherent limitation of a cost-effective control system, misstatements due
to error or fraud may occur and not be detected.


<PAGE>



Changes in Internal Controls over Financial Reporting

No  changes in the  internal  controls  over  financial  reporting  have come to
management's  attention  during  the  first  three  months  of  2007  that  have
materially affected, or are reasonably likely to materially affect, the internal
controls over financial reporting.  Review and evaluation of disclosure controls
and procedures is an ongoing  process that management will continue to refine as
it performs quarterly evaluations. Management has evaluated the effectiveness of
the  Company's  disclosure  controls  and  procedures  as of March 31, 2007 (the
evaluation  date) and has concluded that the disclosure  controls and procedures
are adequate and  effective  based upon their  evaluation  as of the  evaluation
date.

There were no significant  changes in internal controls or in other factors that
could  significantly  affect internal controls subsequent to March 31, 2007, the
most recent  evaluation  date of such,  including  any  corrective  actions with
regard to significant deficiencies and material weaknesses,  except as otherwise
described herein.

<PAGE>


                           Part II--OTHER INFORMATION

Item 1. Legal Proceedings. None.

Item 2. Changes in Securities. None.

Item 3. Defaults Upon Senior Securities. None

Item 4. Submission of Matters to a Vote of Security Holders. None

Item 5. Other Information. None

Item 6. Exhibits and Reports on Form 8-K


On May 18,2007, the Company filed an 8k in reference to a Change in Registrant's
Certifying Accountant (item 4.01) as well as Item 4.02 Non-reliance on
Previously Issued Financial Statements.


Item 8.  Changes  in  and  Disagreements  with  Accountants  on  Accounting  and
     Financial Disclosure

On June 7, 2006, the Schwartz  Levitsky  Feldman,  LLP resigned as the Company's
auditors.   During  their  term  through  June  7,  2005,   there  had  been  no
disagreements  with the  Company  on any  matter  of  accounting  principles  or
practices,  financial  statement  disclosures,  or auditing  scope or procedure,
which, if not resolved to the satisfaction of Schwartz  Levitsky  Feldman,  LLP,
would have  caused  Schwartz  Levitsky  Feldman,  LLP to make  reference  to the
subject  matter in connection  with their report on the  Company's  consolidated
financial  statements for the year ended  December 31, 2005. In addition,  there
were no reportable events, as listed in Item 304(a)(1)(iv) of Regulation S-B.

On June 30, 2006 the Company engaged the firm Berkovits, Lago and Company LLP as
the company's new auditors.  During the last two completed  fiscal years and the
interim periods (the "Reporting Period") and prior to their engagement,  neither
the Company nor anyone on its behalf consulted  Berkovits,  Lago and Company LLP
regarding (i) either:  the  application  of accounting  principles to a specific
completed or contemplated  transaction,  or the type of audit opinion that might
be rendered on the Company's financial  statements;  as such, no written or oral
advice was provided,  and none was an important factor considered by the Company
in reaching a decision as to the  accounting,  auditing or  financial  reporting
issues;  or (ii) any matter that was a subject of a  disagreement  or reportable
event with Schwartz Levitsky Feldman, LLP, as there were none.

On April 18, 2007 , the auditors Berkovits, Lagos and Co. resigned as auditors .
Subsequent  to this event the Company  engaged  Joel Baum and Co P.A. on May 14,
2007 to audit the years December 31, 2004,2005 and 2006.



<PAGE>


                                   SIGNATURES

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

                                                 TOTAL LUXURY GROUP, INC.

                                                  /S/ Sandy J. Masselli, Jr.
                                                 ---------------------------
Date:  May 21, 2007                              Sandy J. Masselli, Jr.,
                                                 Chief Executive Officer,
                                                 Chairman of the Board of
                                                 Directors, and Director