Edgar Filing: QUANTUM GROUP INC /FL

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â PAULSON CAPITAL CORP

2. Date of Event Requiring Statement (Month/Day/Year)
02/26/2009

3. Issuer Name and Ticker or Trading Symbol
QUANTUM GROUP INC /FL [QGP]

(Last)

(First)

(Middle)

811 SW NAITO PARKWAY,Â SUITE 200

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	__X__ Other (specify below)
See Footnote (1)

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

PORTLAND,Â ORÂ 97204

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	101,920	I	See Footnote ⁽¹⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Warrants (Right to buy Common Stock)	12/12/2008	12/12/2012	Common Stock	65,796	$ 7	I	See Footnote ⁽¹⁾
Class B Warrants (Right to buy Common Stock)	12/12/2008	12/12/2012	Common Stock	65,796	$ 11	I	See Footnote ⁽¹⁾
Underwriter Warrants (Right to buy Units)	12/12/2008	12/12/2012	Common Stock	588,000 ⁽²⁾	$ 13.2 ⁽²⁾	I	See Footnote ⁽¹⁾
Convertible Promissory Note (Convertible into Common Stock)	01/12/2009	03/31/2009⁽³⁾	Common Stock ⁽³⁾	200,000 ⁽³⁾	$ 0.425 ⁽³⁾	I	See Footnote ⁽¹⁾
Convertible Promissory Note (Convertible into Common Stock)	02/10/2009	04/30/2009⁽³⁾	Common Stock ⁽³⁾	250,000 ⁽³⁾	$ 0.425 ⁽³⁾	I	See Footnote ⁽¹⁾
Convertible Promissory Note (Convertible into Common Stock)	02/26/2009	05/31/2009⁽³⁾	Common Stock ⁽³⁾	235,294 ⁽³⁾	$ 0.425 ⁽³⁾	I	See Footnote ⁽¹⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
PAULSON CAPITAL CORP 811 SW NAITO PARKWAY SUITE 200 PORTLAND,Â ORÂ 97204	Â	Â X	Â	See Footnote (1)
PAULSON JACQUELINE M 811 SW NAITO PARKWAY SUITE 200 PORTLAND,Â ORÂ 97204	Â	Â X	Â	See Footnote (1)
PAULSON CHESTER L F 811 SW NAITO PARKWAY SUITE 200 PORTLAND,Â ORÂ 97204	Â	Â X	Â	See Footnote (1)

Signatures

Carol A. Rice, Attorney-in-Fact for Chester L.F. Paulson		10/19/2009
^**Signature of Reporting Person		Date
Carol A. Rice, Attorney-in-Fact for Jacqueline M. Paulson		10/19/2009
^**Signature of Reporting Person		Date
Carol A. Rice, Authorized Agent for Paulson Capital Corp.		10/19/2009
^**Signature of Reporting Person		Date
Carol A. Rice, Authorized Agent for Paulson Family LLC		10/19/2009
^**Signature of Reporting Person		Date
Carol A. Rice, Authorized Agent for Paulson Investment Co., Inc.		10/19/2009
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Form filed by more than one reporting person. In addition to Paulson Capital Corp. (PLCC), the following are reporting parties: Chester L.F. Paulson, Jacqueline M. Paulson, Paulson Family LLC (LLC) and Paulson Investment Company, Inc. (PICI). These reporting parties collectively own over 10%. The address for each of the reporting parties is the same as that provided for PLCC. PICI is a registered broker-dealer and a wholly owned subsidiary of PLCC. Mr. and Mrs. Paulson are controlling managers of the LLC, which is a controlling shareholder of PLCC, which is the parent company of PICI. Mr. and Mrs. Paulson and the LLC expressly disclaim any beneficial ownership of securities held in the name of PLCC and PICI.
(2)	The Reporting Persons own 84,000 Underwriter Warrants. One (1) Underwriter Warrant is excercisable at $13.20 into one Unit of The Quantum Group Inc. Each Unit consist of three (3) shares of common stock, two (2) Class A warrants and two (2) Class B Warrants. Each Class A Warrant is exercisable at $7.00 into one (1) shares of common stock and expire December 12, 2012. Each Class B Warrant is exercisable at $11.00 into one (1) share of common stock and expire December 12, 2012.
(3)	Three (3) convertible promissory notes dated 01/12/2009, 02/10/2009, and 02/26/2009 are convertible into shares of common stock at $0.425 per share. The three (3) convertible promissory notes mature 03/31/2009, 04/30/2009, and 05/31/2009 respectively, but do not expire. If promissory note is not paid in full by maturity date, the convertible promissory notes continue with the same convertible terms.

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