<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

             [X]    QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
                        THE SECURITIES EXCHANGE ACT OF 1934

                    For the quarter ended September 30, 2001
                                       OR

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

          For the transition period from _____________ to ____________

Commission File Number:  1-12536
--------------------------------

                         STRATEGIC SOLUTIONS GROUP, INC.
                         -------------------------------
             (Exact name of Registrant as specified in its charter)


           Delaware                                  11-2964894
-------------------------------         -----------------------------------
(State or other jurisdiction of        (I.R.S. Employer Identification No.)
incorporation or organization)

1598 Whitehall Road, Suite E
Annapolis, Maryland                                   21401
-------------------------------                       -----
(Address of principal executive offices)            (Zip Code)

Registrant's telephone number,
including area code:                              (410) 757-2728
                                                  ---------------

                                 Not applicable
    ------------------------------------------------------------------------
(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 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 __
                                   ---


8,845,878 Common Shares, $.0001 par value were issued and outstanding at October
                                    15, 2001.
<PAGE>

                                TABLE OF CONTENTS
                                                                    Page No.
                                                                    --------

Part I - Financial Information (unaudited)

Consolidated Balance Sheets, September 30, 2001 and
   December 31, 2000                                                   3

Consolidated Statements of Operations for the three and
   nine months ended September 30, 2001 and 2000                       4

Consolidated Statements of Cash Flows for the nine
   months ended September 30, 2001 and 2000                            5

Notes to Consolidated Financial Statements                             6

Management's Discussion and Analysis of Financial
   Condition and Results of Operations                                 9

Part II - Other Information                                            11

Signatures                                                             11

                                       2
<PAGE>

                 STRATEGIC SOLUTIONS GROUP, INC. AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                  September 30,                December 31,
                                                                      2001                         2000
                                                                  -------------                ------------
<S>                                                              <C>                            <C>
                                     ASSETS
                                     -------
 Current assets:
     Cash and cash equivalents                                   $      222,059                 $     219,537
     Accounts receivable, net                                           296,276                        61,244
     Prepaid expenses and other current assets                           51,524                        23,930
                                                                 --------------                 -------------
        Total current assets                                            569,859                       304,711

 Property and equipment, net                                             29,083                        41,293
 Investment                                                              10,523                        69,269
 Other assets                                                             8,233                        13,506
                                                                 --------------                 -------------

                                                                 $      617,698                 $     428,779
                                                                 ==============                 =============


                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
                 ----------------------------------------------

 Current liabilities
     Accounts payable and accrued liabilities                    $      258,124                 $     239,861
     Note payable - current                                              96,000                           --
     Deferred revenue                                                    13,621                        78,725
                                                                 --------------                 -------------
       Total current liabilities                                        367,745                       318,586

 Long-term liabilities
     Note payable - non current                                          16,000                           --
     Convertible subordinated debenture - related party                 417,403                       204,592
                                                                 --------------                 -------------
       Total long-term liabilities                                      433,403                       204,592
                                                                 --------------                 -------------
       Total liabilities                                                801,148                       523,178
                                                                 --------------                 -------------
 Commitments and contingencies                                              --                            --

 Stockholders' equity (deficit)
     Common stock, $.0001 par value.  Authorized 25,000,000
       shares; issued and outstanding 8,855,945 and 8,256,690
       shares as of September 30, 2001 and December 31, 2000,
       respectively                                                         886                           826
     Additional paid-in capital                                      16,049,474                    16,052,552
     Accumulated deficit                                            (16,244,333)                  (16,217,046)
     Accumulated other comprehensive income                              10,523                        69,269
                                                                 --------------                 -------------
       Total stockholders' equity (deficit)                           (183,450)                       (94,399)
                                                                 --------------                 -------------
                                                                 $      617,698                 $     428,779
                                                                 ==============                 =============
</TABLE>

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

                                       3
<PAGE>

                 STRATEGIC SOLUTIONS GROUP, INC. AND SUBSIDIARY
                     CONSOLIDATED STATEMENTS OF OPERATIONS
        FOR THE THREE and NINE MONTHS ENDED SEPTEMBER 30, 2001 and 2000
                                  (Unaudited)


<TABLE>
<CAPTION>
                                                             Three months ended                       Nine months ended
                                                                September 30,                            September 30,
                                                       ------------------------------         -------------------------------
                                                            2001             2000                 2001               2000
                                                       ------------      ------------         ------------      -------------
<S>                                                    <C>               <C>                  <C>               <C>
Revenues

   Service                                             $     508,473     $   401,255          $  1,445,087      $   1,066,422
   Royalty                                                     1,173           3,325                 3,717             10,350
                                                       -------------     -----------          ------------      -------------
             Total revenue                                   509,646         404,580             1,448,804          1,076,772
                                                       -------------     -----------          ------------      -------------
Expenses
   Cost of service                                           198,274         192,801               683,109            446,234
   Research and development                                      --               68                   --               3,426
   Selling, general and administrative                       272,659         288,496               772,025            827,747
                                                       -------------     -----------          ------------      -------------
             Total operating expenses                        470,933         481,365             1,455,134          1,277,407
                                                       -------------     -----------          ------------      -------------
Income (loss) from operations                                 38,713         (76,785)               (6,330)          (200,635)
                                                       -------------     -----------          ------------      -------------
Other income (expense), net                                    6,010          (4,917)              (20,955)            49,680
                                                       -------------     -----------          ------------      -------------
Income (loss) before extraordinary item                       44,723         (81,702)              (27,285)          (150,955)
   Extraordinary gain on the extinguishment of debt               --              --                    --            408,255
                                                       -------------     -----------          ------------      -------------
Net income (loss)                                      $      44,723     $   (81,702)         $    (27,285)     $     257,300
                                                       =============     ===========          ============      =============

Earnings per common share - Basic
   Income (loss) before extraordinary item             $        0.01     $     (0.01)         $       0.00      $       (0.02)
   Extraordinary item                                  $         --      $       --           $        --       $        0.06
                                                       -------------     -----------          ------------      -------------
   Net income (loss) per common share                  $        0.01     $     (0.01)         $       0.00      $        0.04
                                                       =============     ===========          ============      =============
Weighted average number of common shares
     outstanding - basic                                   8,942,220       7,916,473             8,672,061          7,159,082
                                                       =============     ===========          ============      =============

Earnings per common share - Diluted
   Income (loss) before extraordinary item             $        0.01     $     (0.01)         $       0.00      $       (0.02)
   Extraordinary item                                  $         --      $        --          $        --       $        0.05
                                                       -------------     -----------          ------------      -------------
Net income (loss) per common share - diluted           $        0.01     $     (0.01)         $       0.00      $        0.03
                                                       =============     ===========          ============      =============

Weighted average number of common shares
     outstanding - diluted                                10,272,753       7,916,473             8,672,061          8,132,904
                                                       =============     ===========          ============      =============
</TABLE>

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

                                       4
<PAGE>

                 STRATEGIC SOLUTIONS GROUP, INC. AND SUBSIDIARY
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
             For the nine months ended September 30, 2000 and 2001
                                  (Unaudited)


<TABLE>
<CAPTION>
                                                                                     Nine Months Ended
                                                                                        September 30,
                                                                             ----------------------------------
                                                                                  2001               2000
                                                                             -------------       --------------
<S>                                                                          <C>                   <C>
Cash flows from operating activities
  Net income (loss)                                                          $    (27,285)         $  257,300
  Adjustments to reconcile net loss to net cash used in
       operating activities
     Depreciation and amortization                                                 22,746              34,545
     Amortization of deferred financing costs                                      21,949               8,645
     Interest expense associated with beneficial conversion
       feature on convertible subordinated debentures                               9,328                 --
     Allowance for doubtful accounts                                                  --               (9,875)
     Deferred compensation                                                            --               29,086
     Gain on debt extinguishment                                                      --             (408,255)
     Common stock issued for compensation in lieu of cash                           6,625                 --
     Other                                                                         49,517             (60,000)
     Increase (decrease) in cash from changes in assets and liabilities:
       Accounts receivable                                                       (235,032)           (107,444)
       Prepaid expenses and other current assets                                   68,406              53,998
       Other assets                                                                 5,273             (42,204)
       Accounts payable and accrued liabilities                                   (25,145)             42,801
       Other liabilities                                                              --                3,748
       Deferred revenue                                                           (65,104)                --
                                                                             ------------          ----------
  Net cash used in operating activities                                          (168,722)           (197,655)
                                                                             ------------          ----------

Cash flows from investing activities
  Capital expenditures                                                            (10,537)            (36,880)
                                                                             ------------          ----------
  Net cash used in investing activities                                           (10,537)            (36,880)
                                                                             ------------          ----------
Cash flows from financing activities
  Proceeds from issuance of convertible subordinated debenture                    350,000             250,000
  Proceeds from the sale of common stock                                              --              250,000
  Proceeds from exercise of options                                                   --               18,760
  Payments to repurchase common stock                                             (60,000)                --
  Payments on financing debt and promissory note                                   (8,000)           (158,015)
  Payments on financing costs                                                     (14,886)                --
  Payments short-term debt                                                        (85,333)                --
  Redemption of convertible debt                                                      --            (215,000)
                                                                             ------------          ----------
  Net cash provided by financing activities                                       181,781             145,745
                                                                             ------------          ----------
Net increase (decrease) in cash and cash equivalents                                2,522             (88,790)

Cash and cash equivalents, beginning of period                                    219,537             146,107
                                                                             ------------          ----------
Cash and cash equivalents, end of period                                     $    222,059          $   57,317
                                                                             ============          ==========
Supplemental disclosures of cash paid:
  Interest                                                                   $      5,110          $    2,570
  Income taxes                                                                        --                  --

Supplemental schedule of noncash investing and financing activities:
  Options issued as payment for accrued penalties                            $     12,000          $      --
  Options issued as payment for professional fees                                     --               53,101
  Options exercised for the payment of directors' fees                             16,776                 --
  Detachable warrants issued in connection with debt                                  --               22,500
  Stock issued in connection with the sale of convertible debentures               76,580             250,000
  Beneficial conversion feature related to convertible debenture                   77,000                 --
  Stock issued upon conversion of convertible debentures                              --               35,156
</TABLE>

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

                                       5
<PAGE>

                 STRATEGIC SOLUTIONS GROUP, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

1.  FINANCIAL STATEMENT PRESENTATION


Strategic Solutions Group, Inc. (the "Company") has prepared the accompanying
unaudited consolidated financial statements pursuant to the rules and
regulations of the Securities and Exchange Commission.  These financial
statements should be read together with the financial statements and notes in
the Company's 2000 Annual Report on Form 10-KSB filed with the Securities and
Exchange Commission.  Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted.  The accompanying
consolidated financial statements reflect all adjustments and disclosures which,
in our opinion, are necessary for fair presentation.  All such adjustments are
of a normal recurring nature.  The results of operations for the interim periods
are not necessarily indicative of the results of the entire year.

2.  CONVERTIBLE SUBORDINATED DEBT - RELATED PARTY

On March 27, 2001, the Company executed Subscription Agreements with certain
existing shareholders, directors and members of executive management for the
sale of fourteen units for a total of $350,000.  Each unit consists of 50,000
shares of Company common stock and a $25,000 convertible subordinated debenture,
bearing interest at 10%, due in 2005.  The convertible subordinated debentures
are convertible at the holder's option, at any time, into shares of the
Company's common stock at a conversion price of $0.10 per share (the closing
price on March 27, 2001).

These debentures bear interest at 10%, with principal and accrued interest due
in March and April 2005, are convertible, at any time, into shares of the
Company's common stock, with the number of shares determined by dividing the
unpaid principal balance and all accrued interest by $0.10.  The Company
calculated the value of the 700,000 shares of common stock issued as part of
these units as $77,000 based on the closing market price on March 27, 2001 (the
"Commitment Date").  The Company also calculated the value of the benefical
conversion feature associated with these debentures in accordance with EITF 98-
5: Accounting for Convertible Securities and Beneficial Conversion Features or
Contingently Adjustable Conversion Ratios, of approximately $77,000 at the
Commitment Date.  The total discount of $154,000 is being amortized over the
holding period of the debentures.

The Company recorded the market value of the 700,000 shares of common stock
issued as part of these units as a discount to the convertible debentures and as
common stock and additional paid in capital.

The Company has the right to redeem the debentures at redemption prices
increasing from 125% of the principal amount of the debenture, if redeemed
before the first anniversary of the Issuance Date, to 175% of the principal
amount of the debenture between the second and third anniversary dates of the
Issuance Date.  Within ten (10) days of receipt of notice of redemption, the
holder of the debenture has the right to convert the redemption proceeds into
common stock at $0.10 per share.

3.  EARNINGS (LOSS) PER SHARE

Basic earnings (loss) per share for each period presented is computed by
dividing net income (loss) by the weighted average number of shares of common
stock outstanding during the period.  Diluted earnings per share reflects the
dilutive effect of additional shares of common stock that could be issued upon
the exercise of outstanding stock options and the conversion of the convertible
subordinated debenture.

The following shows the determination of income for the purpose of the earnings
(loss) per share computions:
<TABLE>
<CAPTION>
                                                               Three Months                          Nine Months
                                                            Ended September 30,                    Ended September 30,
                                                          -----------------------             ---------------------------
                                                             2001          2000                   2001             2000
                                                          -----------------------             ---------------------------
<S>                                                         <C>         <C>                    <C>             <C>
Net income before extraordinary item                        $44,723     $(81,702)              $(27,285)       $(150,955)
Extraordinary item                                              --           --                     --           408,255
                                                          -----------------------             ---------------------------
Income available for common stockholders, for
basic earnings per share                                     44,743      (81,702)               (27,285)         257,300

Interest on convertible subordinated debentures,
net of income taxes                                          15,048          --                     --             8,189
                                                          -----------------------             ---------------------------
Income available for common stockholders,
used for diluted earnings per share                         $59,771     $(81,702)              $(27,285)       $ 265,489
                                                          =======================             ===========================
</TABLE>

                                       6
<PAGE>

The following shows the determination of the number of shares used in the
earnings per share computions:

<TABLE>
<CAPTION>
                                                                Three Months                         Nine Months
                                                             Ended September 30,                 Ended September 30,
                                                          -------------------------           -------------------------
                                                              2001           2000                 2001           2000
                                                          -------------------------           -------------------------
<S>                                                        <C>            <C>                  <C>            <C>
Weighted average number of shares outstanding              8,942,220      7,916,473            8,672,061      7,159,082

Net number of shares issued on the assumed exercise
  of stock options                                           730,533            --                   --         723,822

Shares issued on the assumed conversion of
  convertible subordinated debenture                         600,000            --                   --         250,000
                                                          -------------------------           -------------------------
Number of shares used in the computation of diluted
  earnings per share                                      10,272,753      7,916,473            8,672,061      8,132,904
                                                          =========================           =========================
</TABLE>

The diluted share base for the nine months ended September 30, 2001 excludes
incremental shares of 992,544 related to stock options and shares issuable on
conversion of debt.  These shares are excluded due to their antidilutive effect
as a result of the Company's net loss.

4.  STOCKHOLDERS' EQUITY

On January 26, 2001, the Board of Directors unanimously approved a change in the
number of options granted to employees after 90 days of service.  Previous
options to purchase 2,000 shares were replaced with new options for the purchase
of 20,000 shares.  A total of 180,000 new options were granted.  These new
options are exercisable at $0.10 per share, which represents the average price
from January 1, 2001 to January 26, 2001, and continue to vest and expire over
the four year vesting period of the previously granted options.  The Company
recorded no additional compensation expense, since the effect of this option
repricing was not material.  The new options will be accounted for as variable
stock options from January 26, 2001 until the options are exercised, fortieited
or expire unexercised.

On June 14, 2001 the Company's Board of Directors, subject to shareholder
approval, adopted the 2001 Stock Incentive Plan reserving 761,081 shares of
common stock for issuance under this plan.  On August 21, 2001 the Company
received a majority vote from the shareholders for approval of this plan.

On August 15, 2001, the Company entered into a stock repurchase agreement with a
shareholder whereby the Company agreed to repurchase 750,000 shares
("Repurchased Shares") of common stock held by the shareholder for an aggregate
purchase price of $180,000.  Of such Repurchased Shares, 250,000 shares were
paid for in cash for $60,000 and the remaining 500,000 shares were paid for in
the form of a promissory note in the principl amount of $120,000.  The
promissory note calls for fifteen monthly payments of $8,000 plus interest, with
each payment repurchasing 33,334 shares of common stock.  The shareholder also
agreed to waive, prorata as the note is repaid, $94,250 of previously accrued
penalties the Company has incurred in connection with not registering these
shares for resale.

The Company has recorded the unpaid portion, $112,000, of the promissory note as
a reduction of paid in capital.

                                       7
<PAGE>

During the nine months ended September 30, 2001, the Company experienced the
following activity in its common stock and additional paid in capital balances.

<TABLE>
<CAPTION>
                                                            Shares of                         Additional
                                                             Common            Common          Paid-In
                                                             Stock             Stock           Capital
                                                          -----------------------------------------------
<S>                                                          <C>                <C>         <C>
Balance at December 31, 2000                                 8,256,690          $ 826       $ 16,052,552
Shares issued in connection with the convertible
  subordinated debt (Note 2)                                   700,000             70            153,510
Issuance of shares on the exercise of stock
  options                                                      142,986             14             16,763
Issuance of shares as compensation to an employee               39,599              4              6,621
Shares repurchased, as described above                        (283,334)           (28)           (67,972)
Promissory note, as described above                                --                           (112,000)
                                                          ----------------------------------------------

Balance at September 30, 2001                                8,855,941          $ 886       $ 16,049,474
                                                          ===============================================
</TABLE>

5.  COMPREHENSIVE INCOME

The components of comprehensive income for the three and six months ended
June 30, 2001 and 2000 are as follows:


<TABLE>
<CAPTION>
                                                               Three Months                     Nine Months
                                                             Ended September 30,            Ended September 30,
                                                          -------------------------      -------------------------
                                                               2001            2000          2001            2000
                                                          -------------------------      -------------------------
<S>                                                        <C>             <C>            <C>             <C>
Net income (loss)                                          $ 44,723        $(81,702)      $(27,285)       $257,300
Unrealized gain (loss) on marketable securities             (67,710)        236,329        (58,746)        236,329
                                                          -------------------------      -------------------------
Comprehensive income (loss)                                $(22,987)       $154,627       $(86,031)       $493,629
                                                          =========================      =========================
</TABLE>

The components of accumulated other comprehensive income, net of related tax, at
September 30, 2001 and September 30, 2000 are as follows:

<TABLE>
                                                                                               2001          2000
                                                                                         --------------------------
<S>                                                                                          <C>           <C>
Unrealized gain on marketable securities                                                     $10,523       $69,269
                                                                                         ==========================
</TABLE>

                                       8
<PAGE>

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

Overview
--------

The Company's revenues are comprised of service fees, product sales, and
royalties.  Service fees are generated from the development of custom multimedia
software.  Royalties are paid to the Company by customers who resell copies of
software developed by the Company for such customers.

Results of Operations
----------------------

Three and Nine Months Ended September 30, 2001 Compared to Three and Nine Months
Ended September 30, 2000

Total revenues for the three months ended September 30, 2001 were $509,646 as
compared to $404,580 for the same period of 2000, an increase of approximately
$105,000 or 26%.  Total revenue for the nine months ended September 30, 2001
were $1,448,804 as compared to $1,076,772 for the same period of 2000, an
increase of approximately $372,000 or 35%. The increase in revenue for these
periods is due primarily to an increase in both the size and volume of new
contracts and the timing of completion of existing contracts with our customers.

The net income (loss) and earnings (loss) per share were $44,723 and $0.01 per
share, respectively, for the three months ended September 30, 2001, as compared
to $(81,702) and $(0.01), respectively, for the same period of the prior year.
The increase in net income of approximately $126,000 is primarily due to an
increase in new customer contracts.  The net income (loss) and earnings (loss)
per share were $(27,285) and $(0.00) per share, respectively, for the nine
months ended September 30, 2001, as compared to $257,300 and $0.03,
respectively, for the same period of the prior year.  The decrease in net income
of approximately $285,000 is primarily due to an extraordinary gain of $408,255
from the conversion and cancellation of debt in the first quarter of 2000.

The net income and net income per share - diluted was $59,771 and $0.01 per
share, respectively, for the three months ended September 30, 2001, as compared
to a net loss and net loss per share - diluted of $(81,702) and $(0.01) per
share, respectively, for the same period of the prior year.  The net loss and
net loss per share - diluted were $(27,285) and $(0.00) per share, respectively,
for the nine months ended September 30, 2001, as compared to a net income and
net income per share of $257,300 and $0.03 per share, respectively, for the same
period of the prior year.  The decrease in net income of approximately $285,000
is primarily due to an extraordinary gain of $408,255 from the conversion and
cancellation of debt in the first quarter of 2000.

During the three and nine months ended September 30, 2001, the cost of service
fees for custom multimedia software were $198,274 and $683,109, respectively, as
compared to $192,801 and $446,234, respectively, for the same periods of the
prior year, resulting in gross margins of approximately 61% and 53%,
respectively, as compared to gross margins of 52% and 58%, respectively, for the
same periods of 2000.

During the three and nine month periods ended September 30, 2001, total
operating expenses were $470,933 and $1,455,134, respectively, as compared to
$481,365 and $1,277,407, respectively, for the same periods of the prior year, a
decrease of approximately $10,000 and increase of approximately $180,000,
respectively. This increase was primarily attributable to the significant
restructuring of the production process and projects.

During the three and nine month periods ended September 30, 2001, selling,
general and administrative expenses were $272,659 and $772,025, respectively, as
compared to $288,496 and $827,747, respectively, in the same periods of the
prior year,  decreases of approximately $16,000 and $56,000, respectively.  The
decrease is primarily the result of the current vacancy in the Company's CEO
position.

                                       9
<PAGE>

During the three months ended September 30, 2001, other income increased by
approximately $35,000 while other expenses increased by approximately $24,000.
During the nine months ended September 30, 2001, other income decreased by
approximately $4,000 while other expenses increased by approximately $56,000.
The increases in other expenses are the result of interest expense and
amortization of discount and issue costs related to the Convertible Subordinated
Debentures which were recorded during for first quarter of 2001.


Cash Flow, Liquidity and Capital Resources
------------------------------------------

On March 27, 2001, the Company executed Subscription Agreements with certain
existing shareholders, directors and members of executive management for the
sale of fourteen units for a total of $350,000.  Each unit consists of 50,000
shares of Company common stock and a $25,000 convertible subordinated debenture,
bearing interest at 10%, due in 2005.  The convertible subordinated debentures
are convertible at the holder's option, at any time, into shares of the
Company's common stock at a conversion price of $0.10 per share (the closing
price on March 27, 2001).

The Company has utilized part of these funds for the hiring of production
personnel to produce the existing contract backlog and for general working
capital.

At September 30, 2001, the Company had a contract backlog of approximately
$500,000.

On August 15, 2001, the Company entered into a stock repurchase agreement with a
shareholder whereby the Company agreed to repurchase 750,000 shares
("Repurchased Shares") of common stock held by the shareholder for an aggregate
purchase price of $180,000.  Of such Repurchased Shares, 250,000 shares were
paid for in cash for $60,000 and the remaining 500,000 shares were paid for in
the form of a promissory note in the principl amount of $120,000.  The
promissory note calls for fifteen monthly payments of $8,000 plus interest, with
each payment repurchasing 33,334 shares of common stock.  The shareholder also
agreed to waive, prorata as the note is repaid, $94,250 of previously accrued
penalties the Company has incurred in connection with not registering these
shares for resale.

For the nine months ended September 30, 2001, the Company used cash of $168,722
from operations.  The Company experienced a net increase in accounts receivable,
prepaid expenses and accounts payable and accrued liabilities and a decrease in
deferred revenue. The Company used cash of $10,537 for investing activities.
The Company received net cash of $181,781 from financing activities.

For the nine months ended September 30, 2000, the Company used cash of $197,655
from operations.  In addition to the net income, the Company experienced a net
increase in the extinquishment of debt, accounts receivable and deferred costs.
The Company used cash of $36,880 for investing activities.  The Company received
net cash of $145,745 from financing activities.


Strategy to Achieve Profitable Operations
-----------------------------------------

During 1998, management laid out its Strategy to Achieve Profitable Operations,
which included intensified development of its technology-based training
software, greater penetration of the needs of existing, major customers, initial
exploitation of the internet applications for Company's expertise and careful
management.  In 2000 the Company began to stabilize its business.  While it has
been successful to date, there are no assurances that the Company will continue
to achieve its strategy.

The Company entered year 2001 with a backlog for its multimedia products, and
with indications that the market demand is increasing.  Without the financial
impediment formally imposed by an outstanding convertible debenture issue, and
with the net proceeds from this funding, management believes it can address this
growing market appropriately.

During year 2000, the Company achieved higher revenues and positive financial
results by expanding its presence in the fast-growing field of web-based
training.  The Company was an early entrant in this market, and we believe our
experience and reputation provide advantages over our competitors.  The

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<PAGE>

Company has also taken initial steps to participate in the joint-venture
development of a related product line, VarsityHeavyDuty.com, by working closely
with one of the Company's principal investors.

The Company's Profit Strategy For 2001 focuses on maintaining and increasing
profitability.  Achievement of this goal will be accomplished by meeting
production deadlines of the increased backlog the Company has generated in the
last year.


                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings:
         -----------------

         The Company is not subject to any other legal proceedings other than
         claims that arise in the ordinary course of its business.

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:
         --------------------------------

         (a) Exhibits - None

         (b) No reports on Form 8-K were required to be filed for the three
         months ended September 30, 2001.


                                    SIGNATURE

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


                                   STRATEGIC SOLUTIONS GROUP, INC.
                                   -------------------------------
                                   (Registrant)

Dated:  November 6, 2001
                                   BY:  /s/  Ernest Wagner
                                        --------------------------
                                        Ernest Wagner
                                        President, Treasurer and
                                          Chief Operating Officer

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