X0203 3/A 2008-11-01 2008-11-05 0 0001118847 QUANTUM GROUP INC /FL QGP 0000704159 PAULSON CAPITAL CORP 811 SW NAITO PARKWAY SUITE 200 PORTLAND OR 97204 0 0 0 1 See Remarks 0000897686 PAULSON JACQUELINE M 811 SW NAITO PARKWAY SUITE 200 PORTLAND OR 97204 0 0 0 1 See Remarks 0000898196 PAULSON CHESTER L F 811 SW NAITO PARKWAY SUITE 200 PORTLAND OR 97204 0 0 0 1 See Remarks Common Stock 101920 I See Footnote Class A Warrants (Right to buy Common Stock) 7.00 2008-12-12 2012-12-12 Common Stock 65796 I See Footnote Class B Warrants (Right to buy Common Stock) 11.00 2008-12-12 2012-12-12 Common Stock 65796 I See Footnote Underwriter Warrants (Right to buy Unit) 13.20 2008-12-12 2012-12-12 Common Stock 588000 I See Footnote 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"). 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. The Reporting Persons own 84,000 Underwriter Warrants. One (1) Underwriter Warrant is exercisable at $13.20 into one (1) Unit of The Quantum Group Inc. Each Unit consists 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) share 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. A form 3 was filed on November 5, 2008 in error. On the form 3, the number of shares of Common Stock the Underwriter Warrants are exercisable into was incorrect. This form 3/A is to correct the number of shares of Common Stock the Underwriter Warrants are exercisable into. In addition, due to the error, the reporting parties are not subject to Section 16 reporting. The reporting parties were not, and are not, a Director, Officer, or 10% Owner of the Issuer. A form 5 is being filed concurrently to show the reporting persons are not subject to Section 16 reporting. Carol A. Rice, Attorney-in-Fact for Chester L.F. Paulson 2009-01-21 Carol A. Rice, Attorney-in-Fact for Jacqueline M. Paulson 2009-01-21 Carol A. Rice, Authorized Agent for Paulson Capital Corp. 2009-01-21 Carol A. Rice, Authorized Agent for Paulson Family LLC 2009-01-21 Carol A. Rice, Authorized Agent for Paulson Investment Co., Inc. 2009-01-21