SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                               Amended Form 10-QSB

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

                      For Quarter ended September 30, 2000

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

    For the transition period from __________________ to ____________________

                           Commission File No 0-26509


                       SOUTHERN GROUP INTERNATIONAL, INC.
                       ----------------------------------
        (Exact name of small business issuer as specified in its charter)

       Florida                                                 65-06001212
------------------------                                ------------------------
(State or other jurisdiction                            (IRS Employer ID Number)
of incorporation or organization)

                      69 Mall Drive, Comack, New York 11725
                     --------------------------------------
                    (Address of principal executive offices)

                                 (631) 543-2800
                                 --------------
                            Issuer's Telephone Number

                      69 Mall Drive, Comack, New York 11725
                      -------------------------------------
              (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
                         ------                         ------

As of September 30, 2001, the issuer had 2,092,200 shares of common stock, par
value $.0001 per share issued and outstanding.

<PAGE>

                                     PART I

Item 1. Financial Statements


                               STEWART H. BENJAMIN
                        CERTIFIED PUBLIC ACCOUNTANT, P.C.
                              27 SHELTER HILL ROAD
                               PLAINVIEW, NY 11803

                            TELEPHONE: (516) 933-9781
                            FACSIMILE: (516) 827-1203




To the Board of Directors and Shareholders
Southern Group International, Inc.
Commack, New York

I have reviewed the accompanying balance sheets of Southern Group International,
Inc. (a development stage company) as of September 30, 2000, and the related
statements of operations, stockholders' equity and cash flows, for the nine
months ended September 30, 2000 and 1999, and for the period from August 10,
1995 (inception), to September 30, 2000, in accordance with Statements on
Standards for Accounting and Review Services, issued by the American Institute
of Certified Public Accountants. All information included in these financial
statements is the representation of the management of Southern Group
International, Inc.

A review consists principally of inquiries of Company personnel analytical
procedures applied to financial data. It is substantially less in scope than an
audit in accordance with generally accepted auditing standards, the objective of
which is the expression of an opinion regarding the financial statements taken
as a whole. Accordingly, I do not express such an opinion.

Based on my reviews, I am not aware of any material modifications that should be
made to the accompanying financial statements in order for them to be in
conformity with generally accepted accounting principles.



/s/ Stewart H. Benjamin
-----------------------
Stewart H. Benjamin
Certified Public Accountant, P.C.


Plainview, New York
November 10, 2000
(except for Note 6, as to
which the date is October 11, 2001)


                                       -2-

<PAGE>
<TABLE>
<CAPTION>


                           SOUTHERN GROUP INTERNATIONAL, INC.
                              (A Development Stage Company)
                                     Balance Sheets


                                         ASSETS
                                         ------

                                                          September 30,    December 31,
                                                              2000             1999
                                                           (Unaudited)       (Audited)
                                                            --------         --------

Current assets
    <S>                                                     <C>              <C>
    Cash                                                    $ 12,572         $  1,976
    Securities available-for-sale  (Notes 1 & 2)                --             29,531
                                                            --------         --------

                                                            $ 12,572         $ 31,507
                                                            ========         ========



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

Current liabilities
    Accrued expenses                                        $  4,275         $   --
    Loan payable (Note 3)                                       --              2,831
    Loans payable, related parties (Note 4)                     --             15,039
                                                            --------         --------

Total liabilities                                              4,275           17,870
                                                            --------         --------

Stockholders' equity  (Note 5)
    Preferred stock, $.0001 par value, 10,000,000 shares
        authorized and zero shares issued and outstanding       --               --
    Common stock, $.0001 par value; authorized -
        80,000,000 shares; issued and outstanding -
        1,402,200 shares in 2000 and 1,245,800 in 1999           140              125
    Additional paid-in capital                                78,564           62,939
    Deficit accumulated during the development stage         (70,407)         (72,083)
    Unrealized gain on marketable securities                    --             22,656
                                                            --------         --------

Total stockholders' equity                                     8,297           13,637
                                                            --------         --------

                                                            $ 12,572         $ 31,507
                                                            ========         ========


                 See accompanying notes and accountant's review report.

                                           -3-
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


                                SOUTHERN GROUP INTERNATIONAL, INC.
                                   (A Development Stage Company)
                                     Statements of Operations


                                                 Nine Months       Nine Months      Aug. 10, 1995
                                                    Ended             Ended        (inception) to
                                                September 30,     September 30,     September 30,
                                                    2000               1999             2000
                                                 -----------       -----------       -----------

Costs and expenses General and administrative:
        <S>                                      <C>               <C>               <C>
        Bank charges                             $        42       $       184       $     1,674
        Filing fees                                      300               250               900
        Edgar filing service fees                        639               677             1,379
        Legal fees                                     3,419            10,000            13,919
        Accounting fees                                4,425             1,100             6,525
        Consulting fees                                5,000              --               5,000
        Transfer agent fees                            1,100              --               3,460
        Miscellaneous                                   --                --                  64
                                                 -----------       -----------       -----------

Total costs and expenses                              14,925            12,211            32,921
                                                 -----------       -----------       -----------

Other income (expenses)
    Gain on sale of marketable securities             17,089              --              17,089
    Impairment of investment in related party           --                --             (50,000)
    Interest income                                      164             3,050               164
    Interest expense                                    (652)           (2,763)           (4,739)
                                                 -----------       -----------       -----------

Total other income (expenses)                         16,601               287           (37,486)
                                                 -----------       -----------       -----------

Net income (loss)                                $     1,676       $   (11,924)      $   (70,407)
                                                 ===========       ===========       ===========

Income (loss) per common share                   $       .00       $      (.01)
                                                 ===========       ===========

Weighted average common shares outstanding         1,299,455           972,077
                                                 ===========       ===========


                      See accompanying notes and accountant's review report.

                                                -4-
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                                     SOUTHERN GROUP INTERNATIONAL, INC.
                                        (A Development Stage Company)
                                Statements of Changes in Stockholders' Equity
                   Period from August 10, 1995 (Date of Inception), to September 30, 2000



                                                                                      Deficit     Unrealized
                                                   Common stock        Additional   Accumulated    Gain on
                                            ------------------------    Paid-in        From       Marketable
                                              Shares        Amount      Capital      Inception    Securities
                                            ----------    ----------   ----------   ----------    ----------
<S>                                         <C>           <C>          <C>          <C>           <C>
Balances, August 10, 1995                         --      $     --     $     --     $     --      $     --

    Sale of common stock                       642,800            64         --           --            --

    Net loss for the period                       --            --           --            (64)         --
                                            ----------    ----------   ----------   ----------    ----------

Balances, December 31, 1995                    642,800            64         --            (64)         --

The Company was inactive
  during 1996                                     --            --           --           --            --
                                            ----------    ----------   ----------   ----------    ----------

Balances, December 31, 1996                    642,800            64         --            (64)         --

The Company was inactive
  during 1997                                     --            --           --           --            --
                                            ----------    ----------   ----------   ----------    ----------

Balances, December 31, 1997                    642,800            64         --            (64)         --

    Sale of common stock                         3,000             1        2,999         --            --

    Net loss                                      --            --           --         (3,589)         --
                                            ----------    ----------   ----------   ----------    ----------

Balances, December 31, 1998,
  as previously reported                       645,800            65        2,999       (3,653)         --

    Prior period adjustment                       --            --           --           (833)         --
                                            ----------    ----------   ----------   ----------    ----------

Balances, December 31, 1998 - Restated         645,800            65        2,999       (4,486)         --

    Sale of common stock                       297,500            30       29,720         --            --

    Shareholders loans converted to stock      233,750            23       23,352         --            --

    Common stock issued for marketable
    securities, valued at $.10 per share        68,750             7        6,868         --            --

    Change in unrealized gain on
    marketable securities                         --            --           --           --          22,656

    Net loss                                      --            --           --        (67,597)         --
                                            ----------    ----------   ----------   ----------    ----------

Balances, December 31, 1999                  1,245,800           125       62,939      (72,083)       22,656

    Shareholders loans converted to stock      156,400            15       15,625         --            --

    Change in unrealized gain on
    marketable securities                         --            --           --           --         (22,656)

    Net income                                    --            --           --          1,676          --
                                            ----------    ----------   ----------   ----------    ----------

Balances, September 30, 2000                 1,402,200    $      140   $   78,564   $  (70,407)   $     --
                                            ==========    ==========   ==========   ==========    ==========


                           See accompanying notes and accountant's review report.

                                                     -5-
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                                       SOUTHERN GROUP INTERNATIONAL, INC.
                                         (A Development Stage Company)
                                            Statements of Cash Flows


                                                                 Nine Months     Nine Months      Aug. 10, 1995
                                                                   Ended            Ended        (inception) to
                                                                September 30,    September 30,    September 30,
                                                                    2000             1999             2000     *
                                                                  --------         --------         --------
CASH FLOWS FROM OPERATING ACTIVITIES
    <S>                                                           <C>              <C>              <C>
    Net income (loss)                                             $  1,676         $(11,924)        $(70,407)
    Adjustments to reconcile net income (loss) to net
         cash used in operating activities
         Realized gain on sale of available-for-sale securities    (17,089)            --            (17,089)
         Impairment loss on related party receivable                  --               --             50,000
         Changes in assets and liabilities
            Increase (decrease) in accrued expenses                  4,275             (200)           4,275
                                                                  --------         --------         --------

   NET CASH USED IN OPERATING ACTIVITIES                           (11,138)         (12,124)         (33,221)
                                                                  --------         --------         --------

CASH FLOWS FROM INVESTING ACTIVITIES
    Proceeds from sale of available-for-sale securities             23,965             --             23,965
    Increase in loan receivable, related party                        --             (2,249)         (50,800)
    Decrease in loan receivable, related party                        --               --                800
                                                                  --------         --------         --------

   NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES              23,965           (2,249)         (26,035)
                                                                  --------         --------         --------

CASH FLOWS FROM FINANCING ACTIVITIES
    Proceeds from short-term debt                                      600           38,645           99,682
    Repayment of short-term debt                                    (2,831)         (48,860)         (60,668)
    Proceeds from issuance of common stock                            --             24,750           32,814
                                                                  --------         --------         --------

   NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES              (2,231)          14,535           71,828
                                                                  --------         --------         --------

NET INCREASE (DECREASE) IN CASH                                     10,596              162           12,572

CASH - BEGINNING OF PERIOD                                           1,976            2,396             --
                                                                  --------         --------         --------

CASH - END OF PERIOD                                              $ 12,572         $  2,558         $ 12,572
                                                                  ========         ========         ========


SUPPLEMENTAL DISCLOSURES:
    Cash paid during the period for interest                      $    652         $  2,763         $  3,774
                                                                  ========         ========         ========
    Cash paid during the period for income taxes                  $   --           $   --           $   --
                                                                  ========         ========         ========
    Change in unrealized gain on marketable securities            $(22,656)        $   --           $   --
                                                                  ========         ========         ========
    Common stock issued for marketable securities                 $   --           $   --           $  6,875
                                                                  ========         ========         ========
    Conversion of shareholders loans to capital stock             $(15,640)        $(23,375)        $(39,015)
                                                                  ========         ========         ========


* Restated to present prior period adjustment in 1998.


                             See accompanying notes and accountant's review report.

                                                       -6-

</TABLE>
<PAGE>


                       SOUTHERN GROUP INTERNATIONAL, INC.
                          (A Development Stage Company)
                          Notes to Financial Statements


Note 1 - Summary of Significant Accounting Policies

Nature of Operations
--------------------

The financial statements presented are those of Southern Group International,
Inc., a development stage company (the "Company"). The Company was incorporated
under the laws of the state of Florida on August 10, 1995. The Company's
activities, to date, have been primarily directed towards the raising of
capital.

As shown in the financial statements, as of September 30, 2000, the Company has
incurred an accumulated deficit of $70,407. The Company's continued existence is
dependent on its ability to generate sufficient cash flow to meet its
obligations on a timely basis. Accordingly, the financial statements do not
include any adjustments that might be necessary should the Company be unable to
continue in existence. The Company has been exploring sources to obtain
additional equity or debt financing. The Company has also indicated its
intention to participate in one or more as yet unidentified business ventures,
which management will select after reviewing the business opportunities for
their profit or growth potential.

The Company will engage a consultant, who will be compensated based on
performance, to effect a merger once a candidate has been identified. The
Company has elected not to recognize compensation expense for its executive
officers, as they devote an insignificant amount of time to the Company.

Use of Estimates in the Preparation of Financial Statements
-----------------------------------------------------------

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reporting amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the period. Actual results
could differ from those estimates.

Securities Available-For-Sale
-----------------------------

Securities available-for-sale consist of marketable equity securities not
classified as trading securities. Securities available-for-sale are stated at
fair value, and unrealized holding gains and losses are reported as a separate
component of stockholders' equity.

Dividends on marketable equity securities are recognized in income when
declared. Realized gains and losses are determined on the basis of the actual
cost of the securities sold.


                                      -7-

<PAGE>


                       SOUTHERN GROUP INTERNATIONAL, INC.
                          (A Development Stage Company)
                          Notes to Financial Statements


Income (Loss) Per Common Share
------------------------------

Income (loss) per common share is computed by dividing the net income (loss) by
the weighted average shares outstanding during the period.

Note 2 - Securities Available-For-Sale

Securities available-for-sale at December 31, 1999 consisted of 8,750 shares of
Yournet Inc., which is traded on the OTC Bulletin Board. During the six months
ended June 30, 2000, the Company sold securities available-for-sale for total
proceeds of $23,965 resulting in gross realized gains of $17,089.

Note 3 - Loan Payable

The Company has a bank line-of-credit which provides borrowings up to $75,000.
The line-of-credit is guaranteed by a stockholder of the Company, and principal
and interest on advances are payable monthly at the bank prime rate plus 1%. The
line-of-credit is due to expire in October 2001. The Company has fully repaid
the bank line-of-credit on February 25, 2000. Interest expense related to the
bank line-of-credit was $51 during the nine months ended September 30, 2000.

Note 4 - Loans Payable - Stockholders

Loans of $37,450 were received from certain stockholders during the year ended
December 31, 1999, proceeds of which were used to repay a portion of the bank
line-of-credit. Stockholders' loans totaling $23,375 were converted to equity as
a result of a resolution adopted by the board of directors on May 5, 1999,
whereby 600,000 shares of restricted common stock were issued for an aggregate
consideration of $60,000. The loans provide for interest at a rate of 8% and
were due on January 31, 2000. Pursuant to a resolution by the board of directors
on June 29, 2000, the loans and accrued interest totaling $15,640 were converted
to equity. The stockholders received 156,400 shares of common stock, valued at
$.10 per share. Interest expense related to the stockholders' loans was $600
during the nine months ended September 30, 2000.


                                       -8-

<PAGE>


                       SOUTHERN GROUP INTERNATIONAL, INC.
                          (A Development Stage Company)
                          Notes to Financial Statements


Note 5 - Common Stock Transactions

Pursuant to a resolution adopted by the Board of Directors on May 5, 1999, the
Company issued 600,000 shares of restricted common stock at a price of $.10 per
share, for an aggregate consideration of $60,000, which includes conversion of
stockholders' loans of $23,375, cash contributions of $29,750 and marketable
securities valued at $6,875. The price of $.10 per share, which exceeds the book
value per share, was determined as the fair value by management, as there was no
public market for the stock on the date of issuance.

Pursuant to a resolution adopted by the Board of Directors on June 29, 2000, the
Company converted stockholders' loans totaling $15,640 to 156,400 shares of
common stock, valued at $.10 per share. The price of $.10 per share, which
exceeds the book value per share, was determined as the fair value by
management, as there was no public market for the stock on the date of issuance.

Note 6 - Restatement of September 30, 2000 Financial Statements

The accompanying financial statements for September 30, 2000 have been restated.
It was determined that the interest income of $833 that was accrued on the loan
receivable from related party in 1998, would not be received. The effect of the
restatement was to increase net loss and deficit for 1998 by $833.

The audited financial statements for December 31, 1999 for Southern Group
International, Inc. and the SEC Form 10-KSB for the fiscal year ended
December 31, 1999, will be restated and refiled on SEC Form 10-KSBA to reflect
the above accounting changes.


                                       -9-
<PAGE>


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

     The Company is considered a development stage company with limited assets
or capital, and with limited operations or income since 1995. It is anticipated
that the Company will require only nominal capital to maintain the corporate
viability of the Company and any additional needed funds will most likely be
provided by the Company's existing shareholders or its officers and directors in
the immediate future. Current shareholders have not agreed upon the terms and
conditions of future financing and such undertaking will be subject to future
negotiations. Repayment of any such funding will also be subject to such
negotiations. However, unless the Company is able to facilitate an acquisition
of or merger with an operating business or is able to obtain significant outside
financing, there is substantial doubt about its ability to continue as a going
concern.

     In the opinion of management, inflation has not and will not have a
material effect on the operations of the Company until such time as the Company
successfully completes an acquisition or merger. At that time, management will
evaluate the possible effects of inflation on the Company as it relates to its
business and operations following a successful acquisition or merger.

     Management plans may but do not currently provide for experts to secure a
successful acquisition or merger partner so that it will be able to continue as
a going concern. In the event such efforts are unsuccessful, existing
shareholders have expressed an interest in additional funding if necessary to
continue the Company as a going concern, and to provide funding for required
future filings under the Securities Exchange Act of 1934.

Plan of Operation

     During the next twelve months, the Company will actively seek out and
investigate possible business opportunities with the intent to acquire or merge
with one or more business ventures. In its search for business opportunities,
management will follow the procedures outlined in Item 1, above. Because the
Company has limited funds, it may be necessary for the officers and directors to
either advance funds to the Company or to accrue expenses until such time as a
successful business consolidation can be made. The Company will not make it a
condition that the target company must repay funds advanced by its officers and
directors. Management intends to hold expenses to a minimum and to obtain
services on a contingency basis when possible. Further, the Company's directors
will defer any compensation until such time as an acquisition or merger can be
accomplished. However, if the Company engages outside advisors or consultants in
its search for business opportunities, it may be necessary for the Company to
attempt to raise additional funds. As of the date hereof, the Company has not
made any arrangements or definitive agreements to use outside advisors or
consultants or to raise any capital. In the event the Company does need to raise
capital, most likely the only method available to the Company would be to
private sale of its securities. Because of the nature of the Company as a
development stage company, it is unlikely that it could make a public sale of
securities or be able to borrow any significant sum from either a commercial or
private lender. There can be no assurance that the Company will be able to
obtain additional funding when and if needed, or that such funding, if
available, can be obtained on terms acceptable to the Company.

                                      -10-
<PAGE>


     The Company does not intend to use any employees, with the possible
exception of part-time clerical assistance on an as-needed basis. Outside
advisors or consultants will be used only if they can be obtained for minimal
cost or on a deferred payment basis. Management is convinced that it will be
able to operate in this manner and to continue its search for business
opportunities during the next twelve months.

Year 2000 Compliance

     The Year 2000 Issue is the result of potential problems with computer
systems or any equipment with computer chips that use dates where the date has
been stored as just two digits (e.g. 98 for 1998). On January 1, 2000, any clock
or date recording mechanism including date sensitive software which uses only
two digits to represent the year, may have recognized the date using 00 as the
year 1900 rather than the year 2000. This may have resulted in a system failure
or miscalculations causing disruption of operations, including among other
things, a temporary inability to process transactions, send invoices, or engage
in similar activities.

     The Company has confirmed that its systems are year 2000 Compliant. It has
experience no Y2K problems to date.

     The Company believes that it has disclose all required information relative
to Year 2000 issues relating to its business and operations. However, there can
be no assurance that the systems of other companies on which the Company's
systems rely also will be timely converted or that any such failure to convert
by another company would not have an adverse affect on the Company's systems.

Forward-Looking Statements

     This Form 10-QSB includes "forward-looking statements" within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. All statements, other than
statements of historical facts, included or incorporated by reference in this
Form 10-QSB which address activities, events or developments which the Company
expects or anticipates, will or may occur in the future, including such things
as future capital expenditures (including the amount and nature thereof),
finding suitable merger or acquisition candidates, expansion and growth of the
Company's business and operations, and other such matters are forward-looking
statements. These statements are based on certain assumptions and analysis made
by the Company in light of its experience and its perception of historical

                                      -11-
<PAGE>


trends, current conditions and expected future developments as well as other
factors it believes are appropriate in the circumstances. However, whether
actual results or developments will conform with the Company's expectations and
predictions is subject to a number of risks and uncertainties, general economic
market and business conditions; the business opportunities (or lack thereof)
that may be presented to and pursued by the Company; changes in laws or
regulation; and other factors, most of which are beyond the control of the
Company. Consequently, all of the forward-looking statements made in this Form
10-QSB are qualified by these cautionary statements, and there can be no
assurance that the actual results or developments anticipated by the Company
will be realized or, even if substantially realized, that they will have the
expected consequence to or effects on the Company or its business or operations.
The Company assumes no obligations to update any such forward-looking
statements.

                                     PART II

Item 6. Exhibits and reports on Form 8-K

     (a)  The exhibits required to be filed herewith by Item 601 of regulation
          S-B, as described in the following index of exhibits, are incorporated
          herein by reference, as follows:

Exhibit No.   Description
-----------   ------------------------------------------------------------------
3(i).1        Articles of Incorporation of Southern Group International, Inc.(1)

3(ii).1       By-Laws of Southern Group International, Inc. (1)

-----------------
(1)  Incorporated by reference from the Form 10-SB filed by the Company on June
     25, 1999.


     (b)  No Reports on Form 8-K were filed during the quarter ended September
          30, 2000




                                      -12-
<PAGE>


                                   SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

Dated October 24, 2001

                                         SOUTHERN GROUP INTERNATIONAL, INC.


                                         By: /s/ Konrad C. Kim
                                         --------------------------------------
                                         Konrad C. Kim, President








                                      -13-