United States
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                         FORM 10-QSB/A (Amendment No. 1)
             Quarterly Report Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                For the Quarterly Period Ended February 28, 2001
                        Commission File Number: 0-24075


                             NBG RADIO NETWORK, INC.
        (Exact name of small business issuer as specified in its charter)


             Nevada                                       88-0362102
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

                520 SW Sixth Avenue, Suite 750
                      Portland, Oregon                        97204
          (Address of principal executive offices)          (Zip Code)

         Issuer's telephone number, including area code: (503) 802-4624



     Check  whether  the issuer (1) filed all  reports  required  to be filed by
Section 13 or 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      [   ]


     The registrant has one class of Common Stock  14,191,651  outstanding as of
April 9, 2001.


     Transitional  Small Business Issuer  Disclosure Format (check one): Yes [ ]
No [X].
<PAGE>
PART I - FINANCIAL INFORMATION


Item 1.  Financial Statements
<TABLE>
<CAPTION>
                                                         NBG RADIO NETWORK, INC.
                                                                  BALANCE SHEETS


                                     ASSETS
                                     ------
                                                                February 28      February 29      November 30
                                                                (Unaudited)      (Unaudited)       (Audited)
                                                               ------------     ------------     ------------
                                                                   2001             2000             2000
                                                               ------------     ------------     ------------
<S>                                                            <C>              <C>              <C>
CURRENT ASSETS
  Cash and cash equivalents                                    $   238,607      $   340,742      $   854,623
  Marketable equity securities, at fair value                            -          468,750                -
Receivables:
  Accounts receivable, net of allowance for
     Doubtful accounts of $60,000 in 2001 and                    3,919,712        2,691,601        3,913,699
$1,200 in 2000
  Unbilled receivable                                              172,865                -          195,739
  Note receivable                                                  167,200                -          167,200
  Related-party receivable                                           5,790           47,462           82,242
  Barter exchange receivables                                       81,880          144,934           81,881
  Sales representation agreements, net of                        2,972,086        2,098,774        3,190,003
amortization
  Prepaid expenses and other current assets                        232,539           27,557          127,558
                                                               ------------     ------------     ------------

           Total current assets                                  7,790,679        5,819,820        8,612,945
                                                               ------------     ------------     ------------

PROPERTY AND EQUIPMENT, net of accumulated                         179,373          192,853          188,896
depreciation



INTANGIBLE ASSETS, net of amortization                           1,158,688        1,539,655        1,253,930
                                                               ------------     ------------     ------------

          Total assets                                         $ 9,128,740      $ 7,552,328      $10,055,771
                                                               ============     ============     ============
<PAGE>


                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      ------------------------------------

CURRENT LIABILITIES
   Line of credit                                           $      400,000         $      -       $  400,000
  Accounts payable                                                 340,692          129,376          581,130
  Accrued liabilities                                                3,939           10,762          163,912
  Deferred programming revenue                                           -          500,000                -
  Sales representation agreement liabilities                     2,182,049        1,998,484        3,039,727
                                                               ------------     ------------     ------------

          Total current liabilities                              2,926,680        2,638,622        4,184,769
                                                               ------------     ------------     ------------

STOCKHOLDERS' EQUITY
  Common stock, $.001 par value;   50,000,000
common shares authorized
  13,321,831 and 12,160,293 common shares                           13,322           12,160           12,322
issued and outstanding and 5,000,000 preferred
shares authorized 0 issued and outstanding at
February 28, 2001 and February 29, 2000,
respectively
  Additional paid-in-capital                                     7,587,094        6,708,412        6,795,719
  Retained deficit                                             (1,398,816)       1,720,491)        (922,926)
  Stock subscription receivable                                        460         (55,125)         (14,113)
  Unrealized loss on marketable equity                                   -         (31,250)                -
securities, net of tax
                                                               ------------     ------------     ------------

          Total stockholders' equity                             6,202,060        4,913,706        5,871,002
                                                               ------------     ------------     ------------

          Total liabilities and stockholders' equity           $ 9,128,740      $ 7,552,328      $10,055,771
                                                               ============     ============     ============

</TABLE>


See Accompanying Notes


<PAGE>
<TABLE>
<CAPTION>


                                                                                            NBG RADIO NETWORK, INC.
                                                                                           STATEMENTS OF OPERATIONS

                                             THREE MONTHS ENDED FEBRUARY 28, 2001 and FEBRUARY 29,
                                                                     2000
                                                                  (Unaudited)
                                            --------------------------------------------------------
                                                     2001                           2000
                                            ------------------------     ---------------------------
<S>                                         <C>                          <C>
REVENUES
  Advertising income                                   $  2,826,898                    $  1,849,007
  Kiosk income                                               89,500                          75,716
  Interest income                                             3,587                           5,260
                                            ------------------------     ---------------------------
          Total revenues                                  2,919,985                       1,929,983


DIRECT COSTS                                              2,104,854                       1,147,645
                                            ------------------------     ---------------------------
GROSS MARGIN                                                815,131                         782,338
                                            ------------------------     ---------------------------

GENERAL AND ADMINISTRATIVE EXPENSES
  Wages and employee benefits                               625,608                         367,244
  Travel and entertainment                                   91,680                          35,802
  Consulting and professional                               109,096                          94,681
  Advertising                                                13,909                          10,303
  Depreciation and amortization                             107,516                         106,540
  Postage and printing                                       30,311                          28,865
  Rent                                                       31,059                          24,347
  Interest                                                   16,321                             633
  Office supplies                                            22,796                          12,653
  Telephone                                                  24,899                          11,776
  Other expenses                                             92,826                          60,947
                                            ------------------------     ---------------------------
          Total general and                               1,166,021                         753,791
administrative expenses
                                            ------------------------     ---------------------------
Net income (loss) before provision for                    (350,890)                          28,547
income taxes

Provision for income taxes                                  125,000                               -
                                            ------------------------     ---------------------------

Net income (loss)                                     $   (475,890)                     $    28,547
                                            ========================     ===========================

Basic loss per share of common stock                   $     (0.04)                      $     0.00
                                            ========================     ===========================
Weighted average number of shares                        12,955,341                      12,160,293
outstanding
                                            ========================     ===========================
</TABLE>


See Accompanying Notes


<PAGE>
<TABLE>
<CAPTION>
                                                         NBG RADIO NETWORK, INC.
                                              STATEMENTS OF STOCKHOLDERS' EQUITY
                                                                     (Unaudited)



                                                                                                         Other
                                                       Additional                        Stock        Comprehen-
                                    Common Stock         Paid-In        Retained     Subscription        sive            Total
                                                         Capital         Deficit      Receivable        Income
                              ---------------------   ------------    -----------    ------------    ------------     -----------
                                Shares     Amount
                              ----------  ---------
<S>                           <C>         <C>         <C>            <C>              <C>            <C>              <C>
BALANCE, November 30, 1998    10,490,700  $  10,490   $ 3,930,211     $ (484,763)     $ (180,757)              -      $3,275,181

Issuance of common shares for
business acquisition             350,000        350     1,266,650              -               -               -       1,267,000
Exercise of options and        1,319,593      1,320     1,511,550              -               -               -       1,512,870
warrants
Services provided for payment
of subscribed shares                   -          -             -              -          74,744               -          74,774
Net loss for the year                  -          -             -     (1,264,275)              -               -      (1,264,275)
Change in unrealized loss on
marketable securities                  -          -             -              -               -         (31,250)        (31,250)
                              ----------  ---------   ------------    -----------    ------------    ------------     -----------
BALANCE, November 30, 1999    12,160,293     12,160     6,708,411     (1,749,038)       (106,013)        (31,250)      4,834,270
Exercise of options              161,538        162        87,308              -               -               -          87,470
Services provided for payment
of subscribed shares                   -          -             -              -          91,900               -          91,900
Net income for the year                -          -             -        826,112               -               -         826,112
Change in unrealized loss on
marketable securities                  -          -             -              -               -          31,250          31,250
                              ----------  ---------   ------------    -----------    ------------    ------------     -----------
Balance November 30, 2000     12,321,831  $  12,322   $ 6,795,719    $  (922,926)    $   (14,113)    $         -      $5,871,002
Issuance of common shares        547,000        547       546,453              -               -               -         547,000
Exercise of options              453,000        453       244,922              -               -               -         245,375
Services provided for payment
of subscribed shares                   -          -             -              -          14,573               -          14,573
Net Income (Loss)                      -          -             -       (475,890)              -               -        (641,475)
                              ----------  ---------   ------------    -----------    ------------    ------------     -----------
Balance February 28, 2001     13,321,831  $  13,322    $7,587,094    $(1,398,816)    $       460     $         -      $6,202,060
                              ==========  =========   ============    ===========    ============    ============     ===========
</TABLE>


See Accompanying Notes


<PAGE>
<TABLE>
<CAPTION>
                                                         NBG RADIO NETWORK, INC.
                                                        STATEMENTS OF CASH FLOWS

                                                               THREE MONTHS ENDED
                                                               FEBRUARY 28 and 29
                                                                   (Unaudited)
                                                         -------------------------------
                                                              2001              2000
                                                         -------------     -------------
<S>                                                      <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES
 Net Income/Loss                                         $   (475,890)     $     28,547
 Adjustments to reconcile net income/loss to cash from
operating activities:   Depreciation and amortization         107,516           106,540
  Services provided in payment of subscribed shares            14,573            50,888
 Changes in assets and liabilities:
  Accounts receivable                                          (6,013)            3,202
  Unbilled receivable                                          22,874          (570,394)
  Related party receivable                                     76,452
  Barter exchange receivable                                        1
  Prepaid expenses and other current assets                  (104,981)            2,721
  Sales representation agreements                             217,917          (943,085)
  Payments on programming contract liabilities               (857,678)          842,795
  Accounts payable                                           (240,438)          (50,273)
  Accrued liabilities                                        (159,973)          (20,853)
                                                         -------------     -------------

       Net cash from operating activities                  (1,405,640)         (549,912)
                                                         -------------     -------------


CASH FLOWS FROM INVESTING ACTIVITIES
  Issuance of common stock                               $    547,000      $          -
  Stock options exercised                                     245,375                 -
  Acquisition of property and equipment                       (2,751)            (1,438)
                                                         -------------     -------------

       Net cash from investing activities                     789,624            (1,438)
                                                         -------------     -------------


CASH FLOWS FROM FINANCING ACTIVITIES

       Net cash from financing activities                        -                    -
                                                         -------------     -------------

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
                                                             (616,016)         (551,350)
CASH, beginning of year                                       854,623           892,092
                                                         -------------     -------------

CASH, end of year                                        $    238,607      $    340,742
                                                         =============     =============

<PAGE>

                                                         NBG RADIO NETWORK, INC.
                                                        STATEMENTS OF CASH FLOWS

                                                               THREE MONTHS ENDED
                                                               FEBRUARY 28 and 29
                                                                   (Unaudited)
                                                         -------------------------------
                                                              2001              2000
                                                         -------------     -------------

SUPPLEMENTAL DISCLOSURE OF CASH FLOW
INFORMATION
  Cash paid for interest                                 $     16,321      $        633
                                                         =============     =============

SUPPLEMENTAL SCHEDULE OF NONCASH
INVESTING AND FINANCING ACTIVITIES
  Capitalization of programming contract assets and
  recognition of related liabilities                     $    288,000      $  1,138,996
                                                         =============     =============
  Issuance of common stock for services, net of stock    $     14,573      $     50,888
  subscription receivable ($460 and ($55,125))
                                                         =============     =============
</TABLE>



See Accompanying Notes


<PAGE>
NOTE 1 - ORGANIZATION AND BUSINESS ACTIVITY

       NBG Radio Network, Inc. (the Company) was organized under the laws of the
       state  of  Nevada  on  March  27,  1996,   with  the  name  of  Nostalgia
       Broadcasting  Corporation.  In January  1998,  stockholders  approved the
       Company's  name change to NBG Radio  Network,  Inc. The Company  creates,
       produces,  distributes and is a sales  representative  for national radio
       programs,  and offers other miscellaneous services to the radio industry.
       The  Company  offers  radio  programs to the  industry  in  exchange  for
       commercial   broadcast   time,   which  the  Company  sells  to  national
       advertisers.

NOTE 2 -  PRINCIPLES OF CONSOLIDATION

       The interim  consolidated  financial  statements include the accounts NBG
       Radio  Network,  Inc. and its wholly owned  subsidiaries,  NBG Solutions,
       Inc.,  NBG Travel  Exclusives,  Inc.  and NBG  Interactive,  Inc.,  after
       elimination of inter-company transactions and balances.

       The interim  financial  statements  have been prepared in accordance with
       generally   accepted   accounting   principles   for  interim   financial
       information.  Accordingly, they do not include all of the information and
       footnotes  required  by  generally  accepted  accounting  principles  for
       complete financial statements. The financial information included in this
       interim  report  has  been  prepared  by  management   without  audit  by
       independent public accountants who do not express an opinion thereon. The
       Company's annual report will contain audited financial statements. In the
       opinion  of  management,  all  adjustments,  including  normal  recurring
       accruals necessary for fair presentation of results of operations for the
       interim periods included herein have been made. The results of operations
       for the  three  months  ended  February  28,  2001,  are not  necessarily
       indicative of results to be anticipated  for the year ending November 30,
       2001.  Certain  amounts for 2000 have been  restated to conform  with the
       2001 presentation.

NOTE 3 -  EARNINGS PER COMMON SHARE

       Earnings  per common  share is  calculated  by dividing net income by the
       weighted average shares outstanding.


<PAGE>
Item 2. Management's Discussion and Analysis or Plan of Operation
-----------------------------------------------------------------

Forward Looking Statements
--------------------------


         The  information  set forth  below  relating  to  matters  that are not
historical facts are "forward looking  statements" within the meaning of Section
21E of the Securities  Exchange Act of 1934 and involve risks and  uncertainties
which could cause actual results to differ  materially  from those  contained in
such forward looking statements.  Such risks and uncertainties  include, but are
not limited to, the following:

o    A decline in national and regional advertising

o    Preference  by customers of other forms of  advertising  such as newspapers
     and magazines, outdoor advertising,  network radio advertising, yellow page
     directories and point of sale advertising

o    Loss of executive management personnel

o    Ability to maintain and establish new relations with radio stations

o    Ability to predict public taste with respect to entertainment programs

Three Months Ended February 28, 2001 and February 29, 2000
----------------------------------------------------------

      Reference is made to Item 6, "Management's Discussion and Analysis or Plan
of  Operation"  included in the  Company's  annual report on Form 10-KSB for the
year ended  November  30,  2000,  as amended,  on file with the  Securities  and
Exchange  Commission.  The  following  discussion  and analysis  pertains to the
Company's  results of operations for the  three-month  period ended February 28,
2001,  compared to the results of operations  for the  three-month  period ended
February 29, 2000,  and to changes in the  Company's  financial  condition  from
November 30, 2000 to February 28, 2001.

      REVENUES. Total revenues for the three months ended February 28, 2001 were
$2,919,985  compared  to  revenues  of  $1,929,983  for the same period in 1999,
representing an increase of $990,002,  or 51%. This increase was principally due
to the Company's  acquisition of sales  representation  agreements over the last
six  months.  The sales  representation  agreements  allow the  Company  to sell
commercial  broadcast  inventory on behalf of an independent third party program
producer. In exchange for this service the Company keeps a commission based upon
the  advertising  time sold within the program.  Thus, the increase in inventory
available for sale by the Company has resulted in significant revenue growth. In
addition to this, the Company has continued to grow its network of radio station
affiliates airing their programs. Not only has the Company been able to increase
its listening  audience,  it also has been  successful in adding stations in the
top media markets.  The combination of more listeners in top markets has enabled
the  Company to charge  higher  rates for its  commercial  broadcast  time.  The
increase in rates has led to an increase in revenues.




<PAGE>
      DIRECT  COSTS.  Direct costs for the three months ended  February 28, 2001
and 2000 were $2,104,854 and $1,147,645, respectively,  representing an increase
of $957,209, or 83%. The increase is due primarily to the increase in the number
of programs and services the Company currently provides. Since September of 2000
the Company has added 16 new programs or services to its lineup. These additions
have led to the increase in the total cost of producing the Company's  programs.
Long-form  programs are more  expensive to produce due to the increased  cost of
delivery of the program via satellite and the extra telephone  charges  incurred
for caller driven  programs.  Short-form  programs are distributed on CD via the
mail, a much less expensive form of distribution.

      GROSS  MARGIN.  Gross margin for the three months ended  February 28, 2001
was $815,131,  an increase of $32,793,  or 4%, compared to the same period 2000.
The increase in gross margin  during the first  quarter of 2001 was  principally
due to the Company's  significant increase in total revenues for the first three
months of 2001. As a percentage of total revenues,  gross margin was 28% in 2001
and 41% 2000.  The primary  reason for the  decrease in  percentage  is that the
Company  acquired a majority of its new programs and services  during the fourth
quarter of 2000. In the Company's industry,  commercial advertising is typically
sold six to twelve  months in advance.  As a result,  the Company  will begin to
recognize  revenues for these new  programs in the second and third  quarters of
2001.  However,  the Company  has and will  continue  to have  production  costs
associated with these programs in the interim periods.  Gross margin  percentage
will be reduced until revenues are recognized for the remainder of 2001.

      GENERAL AND ADMINISTRATIVE  EXPENSES.  General and administrative expenses
for the three months ended  February 28, 2001 was  $1,166,021,  representing  an
increase  of  $412,230,  or 55% over the same  period in 2000.  The  increase is
partially due to an increase in wages and employee benefits of $258,364, or 70%,
from  $367,244 for the three months ended  February 29, 2000 to $625,608 for the
same period in 2001.  This  increase is mainly due to the increase in staff size
necessary  to support  the growth of the  Company.  Management  also  decided to
provide  additional  benefits  to  its  employees,   including  life  insurance,
disability insurance, and an increase in health and medical benefits. Travel and
entertainment increased 156% from $35,802 in 2000 to $91,680 in 2001, due to the
increased  size of the  Company's  advertising  and affiliate  sales staff.  The
increased travel led to an increase in advertising sales and the number of radio
station  affiliates  in  top  media  markets  airing  the  Company's   programs.
Management  expects general and  administrative  expenses to continue growing as
the Company  pursues  acquisition  of new  programming  and continues to develop
existing programs.

      INCOME TAXES. During the three months ended February 28, 2001, the Company
paid $125,000 in estimated income taxes. Due to loss carry forwards there was no
provision for income taxes during the three months ended February 29, 2000.

      NET LOSS AND  EARNINGS  PER  SHARE.  Net loss for the three  months  ended
February  28,  2001 was  $475,890,  or $.04 per share.  Net income for the three
months ended February 29, 2000 was $28,547, or $.00 per share. The loss for 2001
was mainly due to the addition of many new programs  that will not recognize any
revenue until later in 2001 but will continue to have production expenses in the
interim periods.

      Earnings  per share are based upon a weighted  average of  12,955,341  and
12,160,293  shares  outstanding  on February  28, 2001 and  February  29,  2000,
respectively.


<PAGE>
Liquidity and Capital Resources
-------------------------------

      Historically,  the Company has financed its cash flow requirements through
cash flows  generated from  operations and financing  activities.  The Company's
working capital at February 28, 2001 was $4.86 million compared to $3.18 million
at February 29, 2000.  The increase in working  capital was  primarily due to an
increase in accounts  receivable in connection with the growth in total revenues
of the Company.

      In January 2001 the Company completed a private placement of 547,000 units
at $1.00 per  unit.  Each unit  consisted  of one share of common  stock and one
warrant to purchase  one share of common  stock,  exercisable  immediately.  The
warrants are  exercisable  for $1.50 and expire on January 19, 2003. The Company
received proceeds of $547,000 from the private placement.


         The Company has no long-term debt.  Currently the Company has a line of
credit of up to  $500,000  from  Western  Bank,  which is  secured  by  accounts
receivable,  inventory,  equipment, and intangibles. The line of credit is to be
paid back on July 31, 2001 at an interest rate of prime plus  one-half  percent.
As of February  28,  2001 the  Company  had  advances of $400,000 on the line of
credit.


      Management  believes  that its  available  cash  together  with  operating
revenues will be sufficient to fund the Company's  working capital  requirements
through  November 30, 2001.  The Company's  management  further  believes it has
sufficient liquidity to implement its expansion and acquisition strategies.


PART II - OTHER INFORMATION
---------------------------

Item 2.  Changes in Securities
------------------------------
(c) In January 2001, the Company  completed a private placement of 547,000 units
at $1.00 per  unit.  Each unit  consisted  of one share of common  stock and one
warrant to purchase  one share of common  stock,  exercisable  immediately.  The
warrants are  exercisable  for $1.50 and expire on January 19, 2003. The Company
received proceeds of $547,000 from the private placement.  The private placement
was made to a single accredited  investor and was exempt from registration under
Sections  4(2) and 4(6) of the  Securities  Act of 1933  and  under  Rule 506 of
Regulation D.



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


(b) No reports on Form 8-K were  required to be filed  during the quarter  ended
February 28, 2001.
<PAGE>




                                   SIGNATURES

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

                         NBG RADIO NETWORK, INC.,
                         a Nevada corporation

Date:  June 4, 2001      By:      /s/ John J. Brumfield
                                  ----------------------------------------------
                                  John J. Brumfield, Chief Financial Officer
                                  Vice President, Finance
                                  (Principal Financial and Accounting Officer)