~~EXPLANATORY NOTE~~

We are filing this amendment to our Form 10-Q for the quarter ended September 30, 2010 to correct the calculation pertaining to the derivative liability relating to convertible debentures and the resulting loss on adjustment of derivative and warrant liabilities to fair value.

JUNIPER GROUP, INC. and SUBSIDIARIES

QUARTERLY REPORT ON FORM 10-Q

INDEX

PART I:	FINANCIAL INFORMATION	PAGE NO.

Item 1.	Financial Statements

	Condensed Consolidated Balance Sheets as of ~~September 30, 2010~~March 31, 2011 (unaudited) and December 31, ~~2009~~2010 (audited)	4

	Condensed Consolidated Statements of Operations for the three months ended ~~September 30,~~March 31, 2011 and 2010 ~~and 2009~~ (unaudited)	5

	~~Condensed Consolidated Statements of Operations for the nine months ended September 30, 2010 and 2009 (unaudited)~~	6

	Condensed Consolidated Statements of Cash Flows for the ~~nine~~three months ended ~~September 30,~~March 31, 2011 and 2010 ~~and 2009~~ (unaudited)	76

	Condensed Consolidated Statement of Changes in Stockholders’ Deficit as of ~~September 30, 2010~~March 31, 2011 (unaudited)	87

	Notes To Condensed Consolidated Financial Statements (unaudited)	98

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1819

Item 4.	Controls and Procedures	2723

PART II:	OTHER INFORMATION

Item 1.	Legal Proceedings	2724

Item 1A.	Risk Factors	3026

Item 2.	Unregistered Sale of Equity Securities and Use of Proceeds	3026

Item 3.	Defaults Upon Senior Securities	3127

Item 4.	Removed and Reserved	3127

Item 5.	Other Information	3127

Item 6.	Exhibits	3127

	SIGNATURES	3228

	Index to Exhibits	3329

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PART 1. FINANCIAL INFORMATION

As used herein, the terms “Us,” “Ours,” “We,” "Juniper" or "the Company" refers to Juniper Group, Inc., a Nevada corporation, its subsidiary corporations and predecessors unless otherwise indicated. The accompanying unaudited, condensed consolidated interim financial statements have been prepared in accordance with the instructions to Form 10-Q pursuant to the Securities and Exchange Commission and, therefore, do not include all information and footnotes necessary for a complete presentation of our financial position, results of operations, cash flows and stockholders' equity in conformity with generally accepted accounting principles in the United States of America. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial ~~p osition~~position have been included and all such adjustments are of a normal recurring nature.

This Quarterly Report contains statements that constitute forward-looking information within the meaning of the Private Securities Litigation Reform Act of 1995. In this Quarterly Report there are statements concerning our future operating and future financial performance. Words such as “expects”, “anticipates”, “believes”, “estimates”, “may”, “will”, “should”, “could”, “potential”, “continue”, “intends”, “plans” and similar words and terms used in the discussion of future operating and future financial performance identify forward-looking statements. Investors are cautioned that such forward-looking statements are not guarantees of future performance or results and involve ~~ri sks~~risks and uncertainties and that actual results or developments may differ materially from the forward-looking statements as a result of various factors. Factors that may cause such differences to occur include, but are not limited to:

the level of our revenues;

competition from existing competitors and new competitors entering our industry;

demand for our services;

the cost of industry conditions;

changes in the laws or regulations affecting the industry in which we operate;

the outcome of litigation and other proceedings, including the matters described under Part II, Item 1. Legal Proceedings and Note ~~9 of~~8 to the condensed consolidated financial statements;

general economic conditions in the areas in which we operate;

the state of the market for debt securities and bank loans;

the level of our expenses; and

the factors described in our filings with the Securities and Exchange Commission, including under the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained therein.

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ITEM 1. Financial Statements

JUNIPER GROUP, INC.

AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

AS OF ~~SEPTEMBER 30, 2010~~MARCH 31, 2011 AND DECEMBER 31, ~~2009~~2010

				September 30		December 31,	March 31,			December 31,
				2010		2009	2011			2010
				(Unaudited)		(Audited)	(Unaudited)			(Audited)
ASSETS	ASSETS

Current Assets	Current Assets
		Cash	$	10,651	$	87,663
		Accounts receivable-trade (net of allowance)		133,003		466,041
		Unbilled accounts receivable		151,851		99,462
		Inventory		8,882		-
		Other current assets		34,021		33,679
		Total current assets		338,408		686,845
Cash							$	14,350		$	16,006
Accounts receivable-trade (net of allowance)								27,549			226,903
Unbilled accounts receivable								-			77,500
Inventory								8,937			8,937
Other current assets								12,992			23,145
Total current assets								63,828			352,491

Property and equipment, net	Property and equipment, net			116,500		122,034		117,647			136,991
Note receivable	Note receivable			605,000		605,000		605,000			605,000
Other assets	Other assets			23,521		14,050		14,035			23,486
Total assets	Total assets		$	1,083,429	$	1,427,929	$	800,510		$	1,117,968

LIABILITIES AND STOCKHOLDERS’ DEFICIT	LIABILITIES AND STOCKHOLDERS’ DEFICIT

Current Liabilities:	Current Liabilities:
		Bank overdraft	$	61,508	$	-
		Accounts payable and accrued expenses		2,718,597		2,802,868
		Convertible debentures and notes payable – current portion		2,843,387		2,256,056
		Preferred stock dividend payable		51,718		47,154
		Due to officer		1,029,801		866,503
		Due to shareholders & related parties		40,267		12,495
		Total current liabilities		6,745,278		5,985,076
Bank overdraft							$	57,133		$	41,593
Accounts payable and accrued expenses								3,122,016			2,987,495
Convertible debentures and notes payable – current portion								2,950,710			2,929,342
Preferred stock dividend payable								54,761			53,240
Due to officer								1,166,690			1,098,600
Due to shareholders & related parties								46,267			43,267
Total current liabilities								7,397,577			7,153,537

Convertible debentures and notes payable, less current portion	Convertible debentures and notes payable, less current portion			1,153,938		924,336		1,765,764			1,447,697
Derivative liability related to convertible debentures	Derivative liability related to convertible debentures			21,424,485		16,053,105		12,182,527			9,181,564
Warrant liability related to convertible debentures				249		7,550
Total liabilities	Total liabilities			29,323,950		22,970,067		21,345,868			17,782,798

Stockholders’ Deficit:	Stockholders’ Deficit:

12% Non-voting convertible redeemable preferred stock: $0.10 par value, 25,357 shares authorized: 25,357 shares issued and outstanding at September 30, 2010 and December 31, 2009: aggregate liquidation preference, $50,714 at September 30, 2010 and December 31, 2009


				2,536		2,536
Voting convertible redeemable series B preferred stock: $0.10 par value 135,000 shares authorized: 106,294 shares issued and outstanding at September 30, 2010, and 106,670 shares issued and outstanding at December 31, 2009

				10,629		10,667
Voting convertible redeemable series C preferred stock: $0.10 par value 300,000 shares authorized, issued and outstanding at September 30, 2010 and December 31, 2009
				30,000		30,000
Voting non-convertible series D preferred stock: $0.001 par value 6,500,000 shares authorized, issued and outstanding at September 30, 2010 and December 31, 2009
				6,500		6,500
Voting non-convertible series E preferred stock: $0.001 par value, 100,000,000 shares authorized: 31,000,000 shares issued and outstanding at September 30, 2010 and December 31, 2009
				31,000		31,000
Common Stock: $0.0001 par value, 10,000,000,000 shares authorized; 514,868,447 shares issued and outstanding at September 30, 2010 and 81,807,548 shares issued and outstanding at December 31, 2009
				51,487		8,181
12% non-voting convertible redeemable preferred stock: $0.10 par value, 25,357 shares authorized: 25,357 shares issued and outstanding at March 31, 2011 and December 31, 2010: aggregate liquidation preference, $50,714 at March 31, 2011 and December 31, 2010								2,536			2,536
Series B voting convertible redeemable preferred stock: $0.10 par value 135,000 shares authorized: 106,294 shares issued and outstanding at March 31, 2011, and December 31, 2010								10,629			10,629
Series C voting convertible redeemable preferred stock: $0.10 par value 300,000 shares authorized, issued and outstanding at March 31, 2011 and December 31, 2010								30,000			30,000
Series D voting non-convertible preferred stock: $0.001 par value 6,500,000 shares authorized, issued and outstanding at March 31, 2011 and December 31, 2010								6,500			6,500
Series E voting non-convertible preferred stock: $0.001 par value, 100,000,000 shares authorized: 31,000,000 shares issued and outstanding at March 31, 2011 and December 31, 2010								31,000			31,000
Common Stock: $0.0001 par value, 10,000,000,000 shares authorized; 2,960,067,399 shares issued and outstanding at March 31, 2011 and 2,267,809,905 shares issued and outstanding at December 31, 2010								296,007			226,780
Additional paid-in capital:	Additional paid-in capital:
	Attributed to 12% preferred stock non-voting			22,606		22,606
	Attributed to series B preferred stock voting			2,433,113		2,444,367
	Attributed to series C preferred stock voting			22,000		22,000
	Attributed to common stock			24,065,448		23,628,851
Attributed to 12% non-voting convertible preferred stock								22,606			22,606
Attributed to series B voting convertible preferred stock								2,433,114			2,433,114
Attributed to series C voting convertible preferred stock								22,000			22,000
Attributed to common stock								24,823,041			24,606,245
Accumulated deficit	Accumulated deficit			(54,915,840)		(47,748,846)		(48,222,791	)		(44,056,240	)
Total stockholders’ deficit	Total stockholders’ deficit			(28,240,521)		(21,542,138)		(20,545,358	)		(16,664,830	)
Total liabilities & stockholders’ deficit	Total liabilities & stockholders’ deficit		$	1,083,429	$	1,427,929	$	800,510		$	1,117,968

See Notes to Condensed Consolidated Financial Statements

- 4 -

JUNIPER GROUP, INC.

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE THREE MONTHS ENDED ~~SEPTEMBER 30,~~MARCH 31, 2011 AND 2010 ~~AND 2009~~

(UNAUDITED)

Three Months Ended September 30,
2010 2009

Revenues:
Wireless infrastructure services $ 381,513 $ 102,451
Total revenues 381,513 102,451

Operating costs:
Wireless infrastructure services 302,308 133,817
Total operating costs 302,308 133,817

Gross profit (loss) 79,205 (31,366)

Costs and expenses:
Selling, general and administrative expenses 685,549 247,425
Impairment of film licenses - 6,890
Total costs and expenses 685,549 254,315

Loss from operations before other income (expense) (606,344) (285,681)

Other income (expense):
(Loss) gain on adjustment of derivative and warrant liabilities to fair value (4,399,515) 7,100,560
Amortization of debt discount (549,107) (65,624)
Interest expense (164,214) (119,639)
Settlement Income - (5,000)
(5,112,836) 6,910,297

(Loss) income before provision for income taxes (5,719,180) 6,624,616

Provision for income taxes - -

(Loss) income before preferred stock dividends (5,719,180) 6,624,616

Preferred stock dividend (1,521) (1,521)

Net (loss) income available to common stockholders $ (5,720,701) $ 6,623,095

Weighted average number of shares outstanding 425,363,386 10,466,302
Basic and diluted net (loss) income per common share $ (0.01) $ 0.63

~~See Notes to Condensed Consolidated Financial Statements~~

~~- 5 -~~

~~JUNIPER GROUP, INC.~~

~~AND SUBSIDIARIES,~~

~~CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS~~

~~FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2010 AND 2009~~

~~(UNAUDITED)~~

	Nine Months Ended September 30,						Three Months Ended March 31,
	2010			2009			2011			2010

Revenues:
Wireless infrastructure services	$	2,079,969		$	211,524		$	32,823		$	990,671
Total revenues		2,079,969			211,524

Operating costs:
Wireless infrastructure services		1,471,487			191,046			104,328			813,660
Total operating costs		1,471,487			191,046

Gross profit		608,482			20,478
Gross (loss) profit								(71,505	)		177,011

Costs and expenses:
Selling, general and administrative expenses		1,708,221			807,509			432,265			562,094
Impairment of film licenses		-			13,781
Total costs and expenses		1,708,221			821,290

Loss from operations before other income (expense)		(1,099,739	)		(800,812	)
Loss from operations before other income (expenses)								(503,770	)		(385,083	)

Other income (expense):
Other income (expenses):
(Loss) gain on adjustment of derivative and warrant liabilities to fair value		(4,471,064	)		45,528,116			(2,990,963	)		2,156,772
Amortization of debt discount		(1,174,384	)		(570,784	)		(507,118	)		(245,019	)
Interest expense		(417,243	)		(339,715	)		(160,511	)		(138,789	)
Settlement Income		-			(21,000	)
		(6,062,691	)		44,596,617
Total other income (expenses)								(3,658,592	)		1,772,964

(Loss) income before provision for income taxes		(7,162,430	)		43,795,805			(4,162,362	)		1,387,881

Provision for income taxes		-			-			2,668			-

(Loss) income before preferred stock dividends		(7,162,430	)		43,795,805			(4,165,030	)		1,387,881

Preferred stock dividend		(4,564	)		(4,564	)		(1,521	)		(1,521	)

Net (loss) income available to common stockholders	$	(7,166,994	)	$	43,791,241		$	(4,166,551	)	$	1,386,360

Weighted average number of shares outstanding		361,651,204			5,672,176			2,580,265,461			99,983,471
Basic net (loss) income per common share	$	(0.02	)	$	7.72
Basic and diluted net (loss) income per common share							$	(0.00	)	$	0.01

See Notes to Condensed Consolidated Financial Statements

- 65 -

JUNIPER GROUP, INC.

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE ~~NINE~~THREE MONTHS ENDED ~~SEPTEMBER 30,~~MARCH 31, 2011 AND 2010 ~~AND 2009,~~

(UNAUDITED)

			Nine Months Ended September 30,			Three Months Ended March 31,
			2010		2009	2011			2010
Operating Activities:	Operating Activities:
Net (loss) income	Net (loss) income	$	(7,166,994)	$	43,791,241	$	(4,166,551	)	$	1,386,360
Adjustments to reconcile net cash used in operating activities:	Adjustments to reconcile net cash used in operating activities:
	Unrealized loss (gain) of derivative liabilities		4,471,064		(45,528,116)
	Amortization of debt discount		1,174,384		570,784
	Depreciation		22,795		9,346
	Issuance of convertible debentures in exchange for goods and services		153,367
	Amortization of film licenses		-		13,781
Unrealized loss (gain) of derivative liabilities							2,990,963			(2,156,772	)
Amortization of debt discount							507,118			245,019
Depreciation							19,397			7,955
Issuance of convertible debentures in exchange for goods and services							-			49,956
Changes in operating assets and liabilities:	Changes in operating assets and liabilities:
	Accounts receivable		333,038		(139,151)
	Unbilled accounts receivable		(52,389)		-
	Inventory		(8,882)
	Other current assets		(342)		(30,862)
	Other assets		(9,648)		(1,035)
	Accounts payable and accrued expenses		321,090		614,772
	Due to officers and shareholders		191,070		160,370
	Preferred stock dividend payable		4,565		4,565
Accounts receivable							199,354			264,042
Unbilled accounts receivable							77,500			(501,471	)
Inventory							-			(13,844	)
Other current assets							10,153			(16,097	)
Other assets							9,398			-
Accounts payable and accrued expenses							149,714			542,352
Due to officers and shareholders							71,090			51,455
Preferred stock dividend payable							1,521			1,521
Net cash used in operating activities	Net cash used in operating activities		(566,882)		(534,305)		(130,343	)		(139,524	)

Investing activities:	Investing activities:
	Purchase of equipment and licenses		(51,945)		(8,546)
Purchase of equipment and licenses							-			(27,107	)
Net cash used in investing activities:	Net cash used in investing activities:		(51,945)		(8,546)		-			(27,107	)

Financing activities:	Financing activities:
	Bank overdraft		61,508		23,216
	Repayment of borrowings		(54,825)		(138,187)
	Proceeds from borrowings		535,132		722,489
	Repayments to officers and shareholders		-		(49,949)
Bank overdraft							15,540			-
Repayment of borrowings							-			(25,166	)
Proceeds from borrowings							113,147			140,100
Net cash provided by financing activities:	Net cash provided by financing activities:		541,815		557,569		128,687			114,934

Net (decrease) increase in cash and equivalents			(77,012)		14,718
Net (decrease) in cash and equivalents							(1,656	)		(51,697	)
Cash at beginning of the period	Cash at beginning of the period		87,663		7		16,006			87,663
Cash at end of the period	Cash at end of the period	$	10,651	$	14,725	$	14,350		$	35,966
Supplemental cash information:	Supplemental cash information:
Interest paid	Interest paid	$	-	$	201	$	37,500		$	-
Taxes paid	Taxes paid	$	-	$	429	$	2,668		$	-

Additionally, if the employment agreement is terminated early by us after a change in control (as defined by the agreement), Mr. Hreljanovic is entitled to receive his accrued salary and to a lump sum cash payment equal to approximately three times his current base salary.

Due to a working capital deficit, for the Mr. Hreljanovic received no compensation for the three months ended March 31, 2011. The balance of approximately $61,000 was accrued at March 31, 2011. Mr. Hreljanovic has accrued salary of approximately $1,072,000 which is included in due to officer at March 31, 2011.

Mr. Hreljanovic incorporated Tower West Communications, Inc. a Florida corporation, organized in January 2009 (“Tower West”) and Ryan Pierce Group, Inc., a Florida corporation, organized in July 2009 (“Ryan Pierce”). Mr. Hreljanovic paid all fees and costs associated with the organization of these companies. Juniper Services, Inc. owns a 100% interest in both Tower West and Ryan Pierce subject to a first position security interest held by Mr. Hreljanovic. Mr. Hreljanovic’s security interest in Tower West and Ryan Pierce extinguishes upon payment in full of all compensation owed to him.

Litigation

Juniper Group, Inc. v. Michael and James Calderhead. On June 15, 2007, the Company, through its subsidiaries, commenced a lawsuit against Michael Calderhead and James Calderhead (the “Calderheads”) former employees, in the United States District Court for the Eastern District of New York (Case No. 07-CV-2413). The complaint asserts claims against the Calderheads for breaches of a stock exchange agreement, breaches of an employment agreement, and breaches of fiduciary duties owed to Juniper and its wholly-owned subsidiary New Wave Communications, Inc. (“New Wave”). Juniper alleges the Calderheads committed serious, material breaches of their agreements with Juniper. Indeed, almost immediately after Juniper’s acquisition of New Wave, and while still employed by Juniper and/or New Wave and bound by their agreements with Juniper, the Calderheads made preparations to form and operate a rival business to compete with Juniper and New Wave.

- 15 -

The Calderheads, having failed to appear either pro se or through counsel are in default of the Court’s order. As a result, the Court respectfully directed the Clerk of the Court to note the default of the Calderheads pursuant to Federal Rule of Procedure 55(a). On March 1, 2011, the Company moved for a default judgment against the Calderheads pursuant to Federal Rule of Procedure 55(b)(2). On April 13, 2011 the Clerk of the United States District Court for the Eastern District of New York entered a default against Michael Calderhead and James Calderhead, the amount to be determined by United States Magistrate A. Kathleen Tomlinson for an inquest as to damages, including reasonable attorneys’ fees and cost.

New Millennium, et. al. v. Juniper Group, Inc. On June 30, 2009 AJW Partners, LLC, AJW Partners II, LLC, New Millennium Capital Partners II, LLC, AJW Offshore, Ltd., AJW Offshore II, Ltd., AJW Qualified Partners II, LLC, AJW Master Fund, Ltd., AJW Master Fund II, Ltd., and AJW Qualified Partners, LLC,(collectively referred to as “Millennium et. al.”) sent a notice of default to the Company. Further, on November 2, 2009 the Company received a “Default Notice of Callable Secured Convertible Notes” from Millennium et.al. The action by Millennium et.al. alleges a breach of terms and condition of the convertible notes as a result of the alleged failure of the Company to issue Common Stock upon receiving notices of conversion.

On December 18, 2009, Supreme Court of the State of New York, County of New York Index No. 603782/09, New Millennium Capital Partners III, LLC; ASW Partners, LLC; ASW Offshore II, Ltd.; ASW Qualified Partners II, LLC; ASW Master Fund II, Ltd.; (“NIR Group”) filed an action entitled New Millennium, et.al. versus Juniper Group, Inc. in the Supreme Court of the State of New York County of New York. The complaint alleges breach of the terms of certain convertible debentures and seeks equitable relief and monetary damages of $7.46 million Juniper has denied the allegations in the complaint and asserted counterclaims. A motion for preliminary injunctive relief is pending. While no estimate of the outcome can be made, the Company believes it has meritorious defenses and will prevail in this matter. However, there can be no assurance that we will be successful in defending against these claims. The NIR Group is the note holder of our Callable Secured Convertible Notes with outstanding principal at December 31, 2010 of approximately $2.4 million.

JMJ Default. Justin Keener d/b/a JMJ Financial versus Juniper Group, Inc. and Vlado P. Hreljanovic. On August 6, 2010 Justin Keener filed an action entitled Justin Keener d/b/a JMJ Financial versus Juniper Group, Inc. in the Circuit Court of the 11th Judicial Circuit - Dade County Florida, Case No. 10-42729-CA31. The complaint alleges breach of the terms of a convertible debenture and seeks damages in the amount of approximately $234,000. Juniper and Vlado P. Hreljanovic have denied the allegations in the complaint and asserted affirmative defenses. While no estimate of the outcome can be made, the Company believes it has meritorious defenses and will prevail in this matter. However, there can be no assurance that we will be successful in defending against these claims.

Andrus v. Juniper Group, Inc. The plaintiff in the case is Alan Andrus, the former president of Juniper Internet Communications, Inc., a subsidiary of the Company that is no longer active Mr. Andrus alleges that he is owed approximately $200,000 in unpaid compensation. He has asserted claims against the Company, Chief Executive Officer Vlado Hreljanovic and Juniper Internet Communications, Inc.

The Company does not dispute that Mr. Andrus was owed compensation and unreimbursed expenses at the time that Juniper Internet Communications ceased operations, but disputes the balance of the amount claimed by the plaintiff. The Company disputes the allegations in their entirety as to Juniper and Mr. Hreljanovic and is vigorously defending the action. The case was the subject of a bench trial on March 2nd and 3rd, 2011 in the United States District Court for the Eastern District of New York. The Company anticipates the judge will render a judgment shortly. The Company estimates that the amount owed by Juniper Internet is $105,000 and is uncollectible as this subsidiary has no assets or income.

- 16 -

Juniper Group, Inc. v. Michael Brown, Donald Johnson, William Furdock, Shanna Smith, Timothy Downs, and Thomas Nyiri . On May 7, 2010, the Company, through its subsidiaries Ryan Pierce Group, Inc. and Tower West Communications, Inc., (“Plaintiffs”) commenced a lawsuit against Michael Brown, Donald Johnson, William Furdock, Shanna Smith, Timothy Downs, and Thomas Nyiri (“Defendants”), former employees and a consultant, in the Supreme Court of the State of New York County of Nassau. The complaint alleges that the Defendants, acting in concert, conspired to divert business and employees from the Company, misappropriate intellectual property belonging to the plaintiffs and maliciously damaged the business of the Company. The complaint alleges that Defendants solicited the Company’s customer while still in the employ of the Company, used fraudulent means to cause a mass defection of work crews from its subsidiaries, intentionally damaged the Company’s reputation with its largest customer, misappropriated equipment and abandoned work in progress. The complaint seeks injunctive relief and compensatory and consequential damages.

In mid-2010, the Company’s business substantially declined due to Michael Brown’s negligence in obtaining required documentation, including purchase orders, from the customer resulting in an inability to send out invoices on a timely basis. These actions ultimately caused the Company to incur a substantial increase in unbilled accounts receivable and therefore a significant decline in cash flow due to the delinquency in collecting on accounts receivable. When pressured into taking corrective action so that the Company could rectify these issues and improve cash flow, Mr. Brown resigned with no notice to management and organized a mass defection of staff and field personnel. These actions by Mr. Brown resulted in an erosion of the Company’s reputation with its customers and our inability to notify our customers that we would need to scale down, thus resulting in the loss of business. Our sales and operating forces were diminished to a level that caused the Company’s inability to continue servicing its valued customers and contract new business.

The Court issued a temporary restraining injunction and the application for a preliminary injunction was submitted on June 11, 2010. The Company initially sought to preliminarily enjoin Defendants from working for a competitor of the Company, soliciting its work crews or employing former employees of the Company and returning all property belonging to the Company and expedited disclosure. The Court granted the preliminary injunction in part and denied in part. Defendants were ordered to return all property belonging to the Company and other requests for injunctive relief were denied.

The Defendants subsequently filed a motion seeking to dismiss the complaint or for summary judgment. The Plaintiffs opposed the motion which is currently awaiting decision by the Court. The Company intends to pursue its claim for damages against the Defendants.

Going Concern

The Company did not have sufficient cash to pay for the cost of its operations or to pay its current debt obligations. The Company raised approximately $113,000 in 2011, through the sale of convertible securities for working capital. Among the obligations that the Company has not had sufficient cash to pay are its payroll, payroll taxes and the funding of its subsidiary operations. Certain employees and consultants have agreed, from time to time, to receive the Company’s Common Stock in lieu of cash. In these instances, the Company has determined the number of shares to be issued to employees and consultants based upon the unpaid compensation and the current market price of the stock. Additionally, the Company registers these shares so that the shares can immediately be sold in the open market.

- 17 -

The fact that the Company continued to sustain losses in 2011, had negative working capital at March 31, 2011 and still requires additional sources of outside cash to sustain operations, continues to create uncertainty about the Company’s ability to continue as a going concern. We believe that we will not have sufficient liquidity to meet our operating cash requirements for operations during 2011. In addition, any event of default such as our failure to repay the principal or interest when due, our failure to issue shares of Common Stock upon conversion by the holder, our failure to timely file a registration statement or have such registration statement declared effective, or breach of any covenant, representation or warranty in the Securities Purchase Agreement would have an impact on our ability to meet our operating requirements. We anticipate that the full amount of the Callable Secured Convertible Notes will be converted into shares of our Common Stock, in accordance with the terms of the Callable Secured Convertible Notes. If we are required to repay the Callable Secured Convertible Notes, we would be required to use our limited working capital and raise additional funds. If we were unable to repay the notes when required, the note holders could commence legal action against us and foreclose on all of our assets to recover the amounts due. Any such action would require us to curtail or cease operations. The Company has developed a plan to reduce its liabilities and improve cash flow through expanding operations by acquisition and raised additional funds either through issuance of debt or equity. Our ability to continue as a going concern is dependent upon receiving additional funds either through the issuance of debt or the sale of additional Common Stock and the success of management's plan to expand operations. Although we may obtain external financing through the sale of our securities, there can be no assurance that such financing will be available, or if available, that any such financing would be on terms acceptable to us. If we are unable to fund our cash flow needs, we may have to reduce or stop planned expansion or scale back operations and reduce our staff.

The Company anticipates that it will be able to raise the necessary funds it may require for the remainder of 2011 through public or private sales of securities. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Leases

The Company subleases ~~its~~the New York office from Entertainment Financing Inc. (“~~EFI”);~~EFI), an entity 100% owned ~~100%~~ by ~~the Company’s~~our Chief Executive Officer. The master lease and the Company’s sublease on this space expire on November 30, 2016. EFI has agreed that for the term of the sublease the rent paid to it will be substantially the same rent that it pays under its master lease to the landlord. Rent due under the lease with EFI is as follows:

Year	Amount
2011	$67,200
2012	$69,200
2013	$71,300
2014	$73,400
2015	$75,600
Thereafter	$71,400

Year Amount
2010 $16,000
2011 $67,200
2012 $69,200
2013 $71,300
2014 $73,400
Thereafter $153,500
NOTE 9 - Income Taxes

OnFor the three month period ended March 19, 2010, the Company received a “Notice of Default and Demand for Payment” from JMJ Financial (“JMJ”). The letter states that as a result of the alleged defaults the holder is accelerating the notes and demanded full payment of the outstanding balance of principal and interest on the original Note on or before April 2, 2010. The Company believes it has meritorious defenses and disputes JMJ’s claim.

On May 10, 2010 Ryan Pierce and Tower West, both indirect, wholly owned subsidiaries of Juniper, secured a temporary restraining order prohibiting certain former employees from soliciting current employees of the subsidiaries or using or disclosing the subsidiaries’ proprietary information pending a preliminary injunction hearing.

~~NOTE 10 - INCOME TAXES~~

Nothan nominal taxes due, no additional provision ~~has been~~was made for Federal and state income taxes due to the losses ~~incurred.~~incurred during these years. As a result of losses incurred through December 31, ~~2009,~~2010, the Company has net operating loss carry forwards of approximately ~~$28.8~~$32.7 million. These carry forwards expire through ~~2028.~~2030.

~~In accordance with ASC 740, the~~The Company recognized deferred tax assets of approximately ~~$11.6~~$13.3 million at December 31, ~~2009. A full~~2010. The Company is dependent on future taxable income to realize deferred tax assets. Due to the uncertainty regarding their utilization in the future, the Company has recorded a related valuation allowance ~~has been established due to the uncertainly regarding the Company’s ability to generate income sufficient to utilize~~of $13.3million of deferred tax assets at December 31, 2010 primarily reflect the tax ~~losses during the carryforward period.~~effect of net operating loss carry forwards.

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~~NOTE 11 -STOCK SPLITS~~

On July 10, 2009, the Company’s shareholders approved a one-for-five hundred reverse stock split of the Company’s common stock. Accordingly, on July 10, 2009 the Board of Directors authorized a one-for-five hundred reverse split that took effect on August 27, 2009. In addition, the authorized common stock of the Company was increased to ten billion (10,000,000,000) shares and the par value was changed to $0.0001 per share ~~Unless stated otherwise, all amounts from prior periods have been restated after giving effect to the reverse stock split.~~

On August 3, 2010 the Company filed a definitive Schedule 14C with the Securities and Exchange Commission. The information statement was mailed to the shareholders on August 4, 2010 and became effective on August 25, 2010. The purpose of the statement was to notify the Company’s shareholders that the Board of Directors, with the written consent of a stockholder holding a majority of the Company’s voting power, had approved a reverse stock split of up to one for three hundred (1-for-300) (the “Stock Split”). The Stock Split will become effective at a date and time to be determined by the Board of Directors, if it deems it advisable, within the next 12 months, and then after the filing of a Certificate of Amendment to our Certificate of Incorporation with the Secretary of Sta te of the State of Nevada.

NOTE ~~12 -GOING CONCERN~~10 - Supplemental Cash Flow Information

~~The Company's condensed consolidated financial statements are prepared using accounting principles generally accepted~~Cash paid for interest was approximately $37,500 in ~~the United States of America applicable to a going concern which contemplates the realization of assets~~2011 and ~~liquidation of liabilities~~$0 in the normal course of business. At September 30, 2010 the Company had a working capital deficit of approximately $6.4 million and a stockholders’ deficit of approximately $28.3 million. In addition, the Company has defaulted on several of its liabilities. These matters raise substantial doubt about the Company’s ability to continue as a going concern.

2010.

~~Primarily, revenues have not been sufficient to cover the Company’s operating costs. Management’s plans to enable the Company to continue as a going concern include the following:~~

~~Obtaining additional wireless and broadband contracts;~~

~~Using stock and stock option-based compensation to cover payroll and other permissible labor costs;~~

•	~~Raising additional capital through the sale of various debt and/or equity instruments;~~
•	~~Leveraging the Companies’ resources by retaining and increasing our work force through subcontractors;~~
•	~~Negotiating and settling existing debts for less than current amounts owed;~~
•	~~Reducing expenses through consolidating or disposing of certain subsidiary companies;~~

•	~~Converting certain debt into shares of the Company’s common stock;~~
•	~~Implementing a major marketing campaign to increase the demand for our broadband and wireless services; and~~
•	~~Seeking strategic acquisition candidates to guarantee its growth in the broadband and wireless sectors.~~

There can be no assurance that the Company can or will be successful in implementing any of its plans or that it will be successful in enabling the Company to continue as a going concern. The Company’s consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

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~~NOTE 13 - SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:~~

During the ~~nine~~three months ended ~~September 30,~~March 31, 2011 and 2010 ~~and 2009~~ the Company:

issued approximately ~~421,438,000~~692,257,000 and ~~2,245,000~~56,562,000 shares, respectively, of ~~its~~ common stock upon conversion of approximately ~~$452,000~~$131,500 and ~~$75,000,~~$155,000, respectively, of ~~its~~ Convertible Debentures;

~~issued 7,045,000 and approximately 680,000 shares, respectively, of its common stock upon conversion of approximately $16,000 and $101,000, respectively, of current liabilities;~~

~~issued approximately 4,577,000 and 16,629,000 shares, respectively, of its common stock upon conversion of 376 and 17,827 shares, respectively, of Series B Preferred Stock;~~

~~issued 0 and 31,000,000 shares, respectively, of Series E Preferred Stock to the Company’s President as settlement of $31,000 of the accrued compensation;~~

recognized approximately ~~$893,000~~$10,000 and ~~$0,~~$291,000, respectively, of unamortized debt discount and ~~$893,000~~$10,000 and ~~$0,~~$291,000, respectively, of derivative liability relating to the issuance of new convertible debentures;

~~returned property and equipment originally purchased in 2009 thereby reducing property and equipment by $37,069, accumulated depreciation of $2,208 and accounts payable of $34,861;~~

~~disposed of fully depreciated assets in 2010 having a cost of $51,766;~~ and

issued ~~$354,375~~approximately $15,200 and ~~$0,~~$162,000, respectively, of convertible debentures in exchange for current liabilities.

~~NOTE 14 – SUBSEQUENT EVENT~~

Management has determined that the Forms 10-Q filed with the SEC for the quarterly periods ended March 31, 2010 and June 30, 2010 need to be restated due to a clerical error in the calculation for the derivative liability related to convertible debentures. The Company expects that the Amended Form 10-Q for each of these periods will be filed as soon as the revised financial statements are prepared.

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Result of Operations

This Management’s Discussion and Analysis of Financial Condition and Results of Operations and other parts of this quarterly report contain forward-looking statements that involve risks and uncertainties. Forward-looking statements can also be identified by words such as “anticipates,” “expects,” “believes,” “plans,” “predicts,” and similar terms. Forward-looking statements are not guarantees of future performance and our actual results may differ significantly from the results discussed in the forward-looking statements. Factors that might cause such differences include but are not limited to those discussed in the subsection entitled Forward-Looking Statements and Factors That May Affect Future Results and Financial Condition below. The following discussion should be read in conjunction with our financial statements andnotes thereto included in this report. Information presented herein is based on the ~~nine and~~ three month periods ended ~~September 30, 2010~~March 31, 2011 and ~~2009.~~2010. Our fiscal year end is December 31.

Company Overview

Juniper Group, Inc. is a holding company (herein after referred to as “We,” “Us,” “Our,” “Juniper” or “the Company”). Our wireless infrastructure services operating subsidiaries support the increased demand in the deployment of wireless infrastructure services with leading wireless telecommunication companies in providing them with maintenance and upgrading of wireless telecommunication network sites, site acquisitions, site surveys, co-location facilitation, tower construction and antenna installation to tower system integration, hardware and software installations. Our business is primarily focused in the Eastern and Central United States, The Company’s headquarters are located in Boca Raton, FL and our business is conducted through several ~~w holly~~wholly owned subsidiaries.

The Company’s predominant focus is on wireless infrastructure service. These services are conducted through Juniper Services, Inc. (“JSI”), which is wholly owned by Juniper Entertainment, Inc. (“JEI”), a wholly owned subsidiary of the Juniper Group, Inc., and their wholly owned subsidiaries.

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Management’s strategic focus is to support the growth of its operations by increasing revenues, managing costs and creating earnings growth. The Company’s strategy is to seek strategic acquisitions to guarantee its growth in the broadband and wireless infrastructure business. The Company is directing its infrastructure services and its marketing effort to a national customer base utilizing subcontractors.

Wireless Infrastructure Services

The Company’s wireless infrastructure services are conducted by Ryan Pierce, ~~and Tower West, both~~a wholly owned subsidiaries of JSI. The Company’s wireless installation services are performed primarily in the Eastern and Central United States. Services are aimed at supporting the demand in the deployment and maintenance of wireless, tower systems services with leading telecommunication companies, providing site surveys, tower construction, microwave system and software installations for leading telecommunications companies.

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Operations primarily consist of infrastructure services for the maintenance of wireless towers and other structures. The Company is able to leverage its abilities to perform its infrastructure services on a nationwide basis by using local subcontractors in various regions that it obtains contracts throughout the United States. As a result of using subcontractors, we should be capable of providing our services anywhere within the United States.

We ~~currently~~ have ~~contracts with~~performed work for Verizon, ~~Clearwire (currently in process of building out nationwide mobile WIMAX network and is on track to cover over 120 million people in 80 markets by the end of 2010),~~AT&T, ClearWire, American Tower, ~~Ericsson,~~ Cricket, SBA, ~~Aero Solutions,~~ Global Wireless Construction, and Crown ~~Castle, and Oddville Communications.~~Castle. We expect to utilize our new abilities to provide our wireless and broadband infrastructure services nationwide. In some instances, our current clients may be used as the platform for our national expansion aspirations and fuel what could be substantial future growth.

Management ~~has or will consider~~is considering taking the ~~following~~ actions to correct and improve the operating performance of its wireless infrastructure ~~services:~~services including (1) ~~utilize staffing agencies;~~hiring sales and operating management; (2) ~~hire new management teams~~recruiting qualified field technicians including project managers; (3) reevaluating and ~~reorganize management’s responsibilities; (3) align labor costs with market conditions; (4) evaluate~~coordinating our geographic footprint ~~and~~with customer needs ~~with~~ customer contracts; and ~~(5) utilize accounts receivable financing.~~(4) seeking necessary financing in order to support the Company’s turnaround and restructuring.

We believe that the demand for wireless infrastructure services will ~~increase in the wireless broadband segment during the balance of 2010 and beyond through the continued support of the cellular market and through a robust wireless industry. More specifically, the~~continue as consumer demand for ~~smartphones is increasing~~smart phones increases which will require more and more bandwidth on millions of these wireless devices throughout the United States. This demand is ~~fueling~~creating the need to update existing towers, orand possibly the construction of new towers, that support third generation (“3G”) and/or fourth generation (“4G”) ~~technologies at increasing rates. The increased consumer demand is expected to propel the Company’s business well into the future.~~technologies. Consequently, the Company’s efforts are focused on being able ~~t o handle~~to capitalize on these opportunities ~~with existing~~ and ~~new staff in order to~~ meet ~~its~~our client’s ~~needs utilizing staffing agencies.~~

demands.

The Company ~~through its marketing program~~ is exploring new opportunities in ~~its~~the wireless infrastructure and broadband service business. ~~The Company will seek to achieve a greater more diversified balance in its business base among the various competing segments of rapidly expanding wireless providers.~~ The Company will continue to evaluate potential opportunities in terms of the capital investments required, cash flow requirements of the opportunity, and the margins achievable in each market segment.

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The Company plans to concentrate its efforts ~~for the balance of 2010 and into 2011and beyond~~ on providing ~~its~~ services to ~~key national~~ wireless and broadband ~~providers on a national platform with support from its staffing agencies.~~providers. The Company believes that this strategy will allow ~~the Company~~it to grow while maintaining cost controls. As the ~~economic environment~~Company’s ability to raise capital improves, the Company believes that ~~its future~~ prospects for the expansion of its services in the wireless Infrastructure segment will ~~remain strong.~~continue. Management believes that infrastructure build-out, technology introduction, new applications and broadband deployment, integration and support will continue to be outsourced to qualified service providers such as Juniper.

The opportunity for Juniper to ~~exploit~~take advantage of the broadband installation and wireless infrastructure ~~services and to take advantage of future wireless opportunities are~~service business is limited by its ability to:

(i) Financially support ~~national~~master service agreements, ~~entered into and to~~ finance ~~continuing~~ growth and ~~fund~~personnel management recruitment, certifications, training and payroll, as well as the ~~financing of~~ operating cash flow ~~requirements~~ to support staffing costs. This will require ~~additional~~continuous financing on a timely basis;

(ii) ~~Maximizing capital availability for potential new services being developed by providers in the wireless market. The Company evaluates~~Evaluating opportunities for broadband installation and wireless services ~~to its customers~~ based on capital ~~investment~~ requirements, ~~the~~ potential profit ~~margin,~~margins, and the customer’s payment ~~practices; and~~practices.

(iii) Focusing on potentially outsourcing its staff requirements and possibly accounts receivable financing which may increase available cash flow. The issues that rank high on evaluating new business opportunities are the customer’s qualification to meet the accounts receivable financing requirements.

~~Results of Operations~~

~~Results of Operations for the Nine Months Ended September 30, 2010 and 2009~~

~~Revenue~~

Gross revenues for the nine months ended September 30, 2010 and 2009 were $2,079,969 and $211,524, respectively. The significant increase in revenues of $1,868,445 is attributable to the growth of the Operating Subsidiaries and expansion into new markets.

~~Gross Profit (Loss) and Operating Expenses~~

Juniper recorded gross profit of $608,482 for the nine month period ended September 30, 2010, compared to $20,478 for the comparable period in 2009. The increase in gross profit of $588,004 for the nine months ended September 30, 2010 versus 2009 was a result of the Company growing its wireless infrastructure service business in 2010 versus minimal operations in the comparable period in the prior year. The gross profit percent of 29.3% is slightly below management’s expectations. The lower than expected gross profit percentage is predominately due to the increase in tower hands and the acquisition of tools and equipment in order to augment opportunities that the Company would potentially have in the fourth quarter. In addition the Company entered into certain contracts in order to establish itself as a wireless infrast ructure service provider to the wireless telecommunications industry and developing relationships with certain telecommunications companies.

~~Net Income~~

Juniper recorded net loss of $7,166,994 for the nine month period ended September 30, 2010, as compared to net income of $43,791,241 for the comparable period in 2009. This decrease in net income is predominately due to a decrease in the gain on adjustment of derivative and warrant liabilities to fair value of $49,999,180. (See Other Income (Expense) below for a further explanation of this change.)

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Forward Looking Statements

Forward-looking statements involve known and unknown risks, uncertainties and other factors which could cause the actual results, performance (financial or operating) or achievements expressed or implied by such forward-looking statements not to occur or be realized. Statements contained in this document, as well as some statements by the Company in periodic press releases and oral statements of Company officials during presentations about the Company constitute “forward looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Act). The words “expect,” “estimate,” “anticipate,” “predict,” “believe” and similar expressions and variations thereof are intended to identify forward ~~lookin g~~looking statements. These statements appear in a number of places in this report and include statements regarding the intent, belief or current expectations of the Company, it directors or its officers with respect to, among other things, trends affecting the Company’s financial condition or results of operations. The readers of this report are cautioned that any such forward looking statements are not guarantees of future performance and involve risks and uncertainties that could cause actual results to differ materially. Such factors include:

·the continued historical lack of profitable operations;

·the continued working capital deficit;

·the ongoing need to raise additional capital to fund operations and growth on a timely basis;

·the success of the expansion into the wireless infrastructure services and the ability to provide adequate working capital required for this expansion, and dependence thereon;

· the Company’s revenue is mostly derived from a selected number of customers;

· the ability to develop long-lasting relationships with customers and attract new customers;

· the competitive environment within the industries in which the Company operates;

· the ability to attract and retain qualified personnel, particularly the Company’s CEO;

· the effect on its financial condition resulting from delays in payments received from third parties;

· the ability to manage a new business with limited management;

· the rapid technological changes in the industry; and

· other factors set forth in our other filings with the Securities and Exchange Commission.

Seasonality

The provision of services for wireless infrastructure deployment is affected by adverse weather conditions and the spending patterns of our customers, exposing us to variable quarterly results. Inclement weather may lower the demand for our services in the winter months, as well as other times of the year. Furthermore, the weather can delay our crew’s ability to perform services. Natural catastrophes, such as the recent hurricanes in the United States, could also have a negative impact on the economy overall and on our ability to perform outdoor services in affected regions or utilize equipment and crew stationed in those regions, which in turn could significantly impact the results of any one or more reporting periods. However, these natural catastrophes historically have generated additional revenue subsequent to the event.

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Inflation

We believe that inflation has generally not had a material impact on our operations.

Off Balance Sheet Arrangements

We do not have any off-balance sheet financing arrangements.

ITEM 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

In connection with the preparation of this report on Form 10-Q, an evaluation was carried out by the Company’s management, with the participation of the chief executive officer and the chief financial officer, of the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (“Exchange Act”)). Disclosure controls and procedures are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Commission’s rules and forms and that such information is accumulated and communicated to management, including the chief executive officer and the chief financial officer, to allow ~~tim ely~~timely decisions regarding required disclosures.

Based on that evaluation, the Company’s management concluded, as of the end of the period covered by this report, that the Company’s disclosure controls and procedures were effective in recording, processing, summarizing, and reporting information required to be disclosed, within the time periods specified in the Commission’s rules and forms.

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Changes in Internal Control over Financial Reporting

There have been no changes in internal control over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) during the period ended ~~September 30, 2010,~~March 31, 2011, that materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II: OTHER INFORMATION

ITEM 1. Legal Proceedings

Since the filing of Juniper's Form 10-K for the period ended December 31, ~~2009,~~2010, no material changes have occurred to the legal proceedings reported therein. For more information, please see Juniper's Form 10-K for the year ended December 31, ~~2009~~2010 filed May 15, 2010.

The litigation involving Michael and James Calderhead is disclosed below due to the alleged significant damage that their actions have caused the Company. The Calderheads’ bad acts forced Juniper to close New Wave Communications, Inc. which in turn precipitated the creation of new operating subsidiaries, Tower West and Ryan Pierce, in the wireless and broadband infrastructure construction services business. These new subsidiaries were formed at great expense and the effects of the Calderhead’s alleged malicious behavior have caused financial reverberations throughout the Company’s operations as noted in the Part I, Item 2. Management’s Discussion and ~~Anal ysis~~Analysis of Financial Condition and Result of Operations.

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In February 2006, a mere two months after Juniper’s acquisition of New Wave, the Calderheads met with possible financiers to discuss incorporating a new company that would compete with New Wave and Juniper. Juniper alleges that the meeting involved at least James Calderhead, a Juniper executive and the President of New Wave; Michael Calderhead, a New Wave Chief Operating Officers; another New Wave executive who had worked with Michael Calderhead prior to the Juniper acquisition; and a local businessman in Franklin, Indiana, and the owner of several businesses.

At the time of the February 2006 meeting, and at all relevant times thereafter, James Calderhead was subject to the Employment Agreement and Michael Calderhead was subject to the Stock Exchange Agreement. Following the alleged February 2006 meeting, the Calderheads, along with others, continued their efforts to form and operate a new company which came to be called Heartland Solutions Corp. (“HSC”) (formerly Communications Infrastructure, Inc.). According to the online records of the Indiana Secretary of State, HSC was organized as a for-profit domestic corporation on January 19, 2007.

According to HSC’s advertisements and representations in the marketplace, it is a competitor of Juniper and New Wave. Specifically, HCS’s website states that “HSC brings the combined experience of its owners in all areas of Cellular Site Construction,” including project management, civil construction, tower erection, and maintenance and troubleshooting.

At no time did the Calderheads inform New Wave or Juniper of the formation of HSC, their intentions or activities regarding HSC, or their intent or design to form a new company that would compete with New Wave or Juniper. At no time did New Wave or Juniper consent to any activities by the Calderheads with respect to HSC or setting up a rival company.

On or about January 17, 2007, Michael Calderhead announced that he would resign from New Wave. Michael Calderhead, however, did not formally end his employment relationship with New Wave until on or about March 27, 2007. Juniper subsequently learned that Michael Calderhead had been working, and was continuing to work, for HSC.

In late 2006 and early 2007, New Wave’s business suddenly, and substantially, declined. Contracts were lost, customer and vendor relationships were ended, and new business opportunities were not pursued. New Wave alleged and believes that some former customers of Juniper and New Wave were transferred to HSC during this period, and believes that discovery will establish that the Calderheads were involved in soliciting business for HSC and soliciting New Wave’s customers and employees were essentially stolen from New Wave.

The substantial declines in New Wave’s business continued throughout early 2007. These declines were not reported to Juniper’s management in a timely manner and, when they were reported, the declines were not explained in a reasonable or clear manner. It was not until May, 2007 that Juniper became ~~aware of HSC’s growing presence in the marketplace; the involvement of Michael Calderhead in HSC’s business; and that HSC was directly competing with New Wave for customers.~~

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On Friday, May 18, 2007, ten New Wave employees abruptly announced that they were resigning their positions at New Wave. Most of these former New Wave employees indicated that they would begin work for HSC, joining Michael Calderhead. Indeed, in the course of little more than a year from the date that Juniper purchased New Wave from Michael Calderhead and installed the Calderheads as New Wave executives, New Wave had gone from being a growing, profitable business to a business on the verge of financial collapse.

~~On Tuesday, May 22, 2007, Juniper terminated James Calderhead for cause. Some, although not all, of the grounds for James Calderhead’s termination are set forth above and in a termination letter.~~

Juniper seeks injunctions restraining the Calderheads from, among other things, competing with Juniper and New Wave, as well as compensatory damages in the amount believed to be $10,000,000, punitive damages in the amount of $5,000,000 and attorneys fees, costs and expenses. On September 29, 2007, the Court issued a preliminary injunction against Michael Calderhead enjoining him from disclosing Juniper/New Wave’s customer list and from soliciting, directly or indirectly, any of Juniper/New Wave’s existing customers; denied the Calderheads’ motion to dismiss the complaint; and granted Juniper’s motion for expedited discovery.

~~On October 16, 2007, Michael Calderhead answered the complaint and asserted counterclaims against Juniper for alleged breaches of, and fraud~~The Calderheads, having failed to appear either pro se or through counsel are in connection with, the stock exchange agreement and for alleged abuse of process in connection with Juniper’s application for injunctive relief. Michael Calderhead seeks compensatory and punitive damages. On October 16, 2007, James Calderhead answered the complaint and asserted counterclaims against Juniper for alleged breachesdefault of the employment agreement and for alleged abuse of process in connection with Juniper’s application for injunctive relief. James Calderhead seeks compensatory and punitive damages. The Company believes that noneCourt’s order. As a result, the Court respectfully directed the Clerk of the ~~counterclaims asserted by~~Court to note the default of the Calderheads ~~have any merit.~~

~~The~~pursuant to Federal Rule of Procedure 55(a). On March 1, 2011, the Company ~~is vigorously prosecuting the claims asserted~~moved for a default judgment against the Calderheads ~~and is vigorously defending the counterclaims asserted by the Calderheads. The outcome~~pursuant to Federal Rule of ~~this litigation may materially affect the Company.~~

On July 29, 2010, the motion by Jonathan Stein, counsel for the Calderheads, to be relieved as counsel was granted by the Court. The Calderheads were ordered by the Court to appear in the action by a certain date, which they have failed to do. Juniper will now be moving for a default judgment.

~~Andrus v. Juniper Group, Inc~~Procedure 55(b)(2). On ~~May 8, 2008, Alan Andrus filed an action against Juniper Group, Inc. in~~April 13, 2011 the Clerk of the United States District Court for the Eastern District of New York ~~Index No. 08 Civ. 1900. The complaint,~~entered a default against ~~us, a subsidiary~~Michael Calderhead and ~~Mr. Hreljanovic, asserts claims~~James Calderhead, the amount to be determined by United States Magistrate A. Kathleen Tomlinson for an inquest as to damages, including reasonable attorneys’ fees ~~of $195,000 plus interest for services rendered. Discovery is now complete~~ and the court has indicated that trial will occur during the fall of 2010. While no estimate of the outcome can be made, the Company believes it has meritorious defenses and will prevail in this matter.cost.

~~New Wave Communications, Inc.~~ A Chapter 11 Bankruptcy petition was filed by New Wave Communications, Inc. on November 7, 2008 in the U.S. Bankruptcy Court for the Southern District of Indiana (Indianapolis) and assigned case #08-13975-JKC-11. The petition was voluntarily dismissed at the request of New Wave Communications, Inc. on March 6, 2009.

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New Millennium, ~~et. al.~~et.al. versus Juniper Group, Inc. On June 30, 2009 AJW Partners, LLC, AJW Partners II, LLC, New Millennium Capital Partners II, LLC, AJW Offshore, Ltd., AJW Offshore II, Ltd., AJW Qualified Partners II, LLC, AJW Master Fund, Ltd., AJW Master Fund II, Ltd., and AJW Qualified Partners, LLC,(collectively referred to as “Millennium et. al.”) sent a notice of default to the Company. Further, on November 2, 2009 the Company received a “Default Notice of Callable Secured Convertible Notes” from Millennium et.al. The action by Millennium et.al. alleges a breach of terms and condition of the convertible notes as a result of the alleged failure of the Company to issue Common Stock upon receiving notices of conversion.

On December 18, 2009, Supreme Court of the State of New York, County of New York Index No. 603782/09, New Millennium Capital Partners III, LLC; ASW Partners, LLC; ASW Offshore II, Ltd.; ASW Qualified Partners II, LLC; ASW Master Fund II, Ltd.; (“NIR Group”) filed an action entitled New Millennium, ~~et. al.~~et.al. versus Juniper Group, Inc. in the Supreme Court of the State of New York County of New ~~York Index No. 603782/09.~~York. The complaint alleges breach of the terms of certain convertible debentures and seeks equitable relief and monetary damages of $7.46 million Juniper has denied the allegations in the complaint and asserted counterclaims. A motion for preliminary injunctive relief ~~i s~~is pending. While no estimate of the outcome can be made, the Company believes it has meritorious defenses and will prevail in this matter. However, there can be no assurance that we will be successful in defending against these claims. The NIR Group is the note holder of our Callable Secured Convertible Notes with outstanding principal at December 31, ~~2009~~2010 of approximately ~~$2.6~~$2.4 million.

JMJ Default. ~~On March 19, 2010, the Company received~~ Justin Keener d/b/a ~~“Notice of Default and Demand for Payment” from~~ JMJ Financial ~~(“JMJ”). The letter states that as~~ versus Juniper Group, Inc. and Vlado P. Hreljanovic. On August 6, 2010 Justin Keener filed an action entitled Justin Keener d/b/a ~~result~~JMJ Financial versus Juniper Group, Inc. in the Circuit Court of the ~~alleged defaults the holder is accelerating the notes and is demanding full payment~~11th Judicial Circuit - Dade County Florida, Case No. 10-42729-CA31. The complaint alleges breach of the ~~outstanding balance~~terms of ~~principal~~a convertible debenture and ~~interest on~~seeks damages in the ~~original Note on or before April 2, 2010. The~~amount of approximately $234,000. Juniper and Vlado P. Hreljanovic have denied the allegations in the complaint and asserted affirmative defenses. While no estimate of the outcome can be made, the Company believes it has meritorious defenses and ~~disputes JMJ’s claim.~~will prevail in this matter. However, there can be no assurance that we will be successful in defending against these claims.

Juniper Group, Inc. v. Michael Brown, Donald Johnson, William Furdock, Shanna Smith, Timothy Downs, and Thomas Nyiri. On May 7, 2010, the Company, through its subsidiaries Ryan Pierce Group, ~~v. Michael Brown et. al.~~ ~~On May 10, 2010 Ryan Pierce~~Inc. and Tower West ~~both indirect wholly owned subsidiaries of Juniper, secured~~Communications, Inc., (“Plaintiffs”) commenced a ~~temporary restraining order prohibiting certain~~lawsuit against Michael Brown, Donald Johnson, William Furdock, Shanna Smith, Timothy Downs, and Thomas Nyiri (“Defendants”), former employees ~~from soliciting current employees of the subsidiaries or using or disclosing the subsidiaries’ proprietary information pending~~and a ~~preliminary injunction hearing.~~

The court has now extended the order, insofar as it pertains to any use or dissemination of Juniper’s proprietary information, property or software, for the duration of the litigation. The two subsidiaries filed suitconsultant, in the Supreme Court of the State of New York ~~in the county~~County of ~~Nassau against five former employees and a consultant. Among other things the~~Nassau. The complaint ~~against~~ alleges that the ~~former employees acted~~Defendants, acting in concert, ~~and~~ conspired to ~~acted to misappropriate the~~divert business ~~good will,~~and employees ~~and proprietary information of~~from the Company, ~~and~~misappropriate intellectual property belonging to ~~intentionally~~the plaintiffs and maliciously ~~damage~~damaged the business of the Company. The complaint alleges that Defendants solicited the Company’s customer while still in the employ of the Company, used fraudulent means to cause a mass defection of work crews from its subsidiaries, intentionally damaged the Company’s reputation with its largest customer, misappropriated equipment and abandoned work in progress. The complaint seeks injunctive relief and ~~damages arising~~compensatory and consequential damages.

- 25 -

In mid-2010, the Company’s business substantially declined due to Michael Brown’s negligence in obtaining required documentation, including purchase orders, from the customer resulting in an inability to send out invoices on a timely basis. These actions ultimately caused the Company to incur a substantial increase in unbilled accounts receivable and therefore a significant decline in cash flow due to the delinquency in collecting on accounts receivable. When pressured into taking corrective action so that the Company could rectify these issues and improve cash flow, Mr. Brown resigned with no notice to management and organized a mass defection of staff and field personnel. These actions by Mr. Brown resulted in an erosion of the ~~actions~~Company’s reputation with its customers and our inability to notify our customers that we would need to scale down, thus resulting in the loss of business. Our sales and operating forces were diminished to a level that caused the Company’s inability to continue servicing its valued customers and contract new business.

returning all property belonging to the Company and expedited disclosure. The Court granted the preliminary injunction in part and denied in part. Defendants were ordered to return all property belonging to the Company and other requests for injunctive relief were denied.

ITEM 1A. Risk Factors

There have been no material changes with regard to the risk factors previously disclosed in our Annual Report on Form 10-K for the period ended December 31, ~~2009.~~

2010.

ITEM 2. Unregistered Sale of Equity Securities and Use of Proceeds

During the ~~nine~~three month period ended ~~September 30, 2010,~~March 31, 2011, the Company issued a total of ~~$1,056,309~~$128,343 of Convertible Debentures including the conversion of ~~$362,081~~$15,196 of ~~loans and advances received from various parities and~~ accrued interest payable ~~the issuance of $159,096 in exchange for goods and services~~ and cash proceeds of ~~$535,132.~~$113,147. The maturity on the Convertible ~~Notes mature~~Debentures ranges from on demand to three years from the ~~effective~~issuance date with interest rates ranging from 2% ~~of 14%~~ to 20%per annum. We relied on exemptions from registration afforded by Section 4(2) of the Securities Act of 1933 for the issuance of the Convertible ~~Notes~~Debentures to investors and the issue of shares upon conversion of convertible notes. We believe that we have complied with the manner of sale, access to information and investor accreditation requirements of such exemptions.

The Company approved the conversion of ~~Callable Notes and the conversion of Series B Preferred Stock, (collectively referred to as the “Convertible Securities”)~~certain Convertible Securities into unrestricted shares of common stock pursuant to the provisions of Rule 144(b)(1). The Convertible Securities were originally issued under 4(2) as private transactions exempt from registration and in all recent conversions the provisions of Rule 144(c)(1) were met in that the Company is a reporting issuer, the recipients were non-affiliates of the Company and each had held the Convertible Securities in excess of a full year. A total of ~~426,015,445~~692,257,494 shares of unrestricted common stock ~~was~~were issued during the ~~nine~~three months ended ~~September 30, 2010~~March 31, 2011 in exchange for the ~~conv ersion~~conversion of ~~$452,483 in~~$131,519 of Convertible Securities. The conversions were made in response to the request of the holders of the Convertible Securities and upon satisfactory compliance with the provisions of Rule 144 and its provisions as set forth above.

- 3026 -

ITEM 3. Defaults upon Senior Securities

On December 18, 2009, New Millennium Capital Partners III, LLC; ASW Partners, LLC; ASW Offshore II, Ltd.; ASW Qualified Partners II, LLC; ASW Master Fund II, Ltd.; (“NIR Group”) filed an action entitled New Millennium, et. al. versus Juniper Group, Inc. in the Supreme Court of the State of New York County of New York Index No. 603782/09. The complaint alleges breach of the terms of certain convertible debentures and seeks equitable relief and monetary damages of $7.46 million Juniper has denied the allegations in the complaint and asserted counterclaims. A motion for preliminary injunctive relief is pending. While no estimate of the outcome can be made, the Company believes it has meritorious defenses and will prevail in this matter. However, there can be no assurance that we will be successful in defending ~~again st~~against these claims. The NIR Group is the note holder of our Callable Secured Convertible Notes with outstanding principal of approximately $2.4 million at ~~September 30, 2010.~~March 31, 2011.

On March 19, 2010, the Company received a “Notice of Default and Demand for Payment” from JMJ Financial (“JMJ”). The letter states that as a result of the alleged defaults the holder is accelerating the notes and is demanding full payment of the outstanding balance of principal and interest on the original Note on or before April 2, 2010. The Company believes it has meritorious defenses and disputes JMJ’s claim. JMJ is the note holder of our Callable Secured Convertible Notes with outstanding principal of approximately $85,000 at ~~September 30, 2010.~~

March 31, 2011.

ITEM 4. Removed and Reserved

ITEM 5. Other Information

None

Management has determined that the Forms 10-Q filed with the SEC for the quarterly periods ended March 31, 2010 and June 30, 2010 need to be restated due to a clerical error in the calculation for the derivative liability related to convertible debentures. This matter has been discussed with the Company’s independent public accountants. The Company expects that the Amended Form 10-Q for each of these periods will be filed as soon as the revised financial statements are prepared.

ITEM 6.Exhibits

31	Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14 of the Securities and Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (attached).

32	Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (attached).

- 3127 -

SIGNATURES

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

JUNIPER GROUP, INC.

Date: ~~December 21, 2010~~May 16, 2011

By: /s/ Vlado P. Hreljanovic

---------------------------------------

Vlado P. Hreljanovic

Chairman of the Board, President,

Chief Executive Officer and

Chief Financial Officer

- 3228 -

Index to Exhibits

Exhibit

Description

31	Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14 of the Securities and Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (attached).

32	Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (attached).

- 3329 -

Nevada		11-2866771
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

	September 30,		December 31,		March 31,		December 31,
	2010		2009		2011		2010
Vehicles	$	15,141	$	62,266	$	24,919	$	29,177
Equipment		129,101		85,662		149,749		149,749
Website costs		14,891		43,131		14,891		14,891
Leasehold improvements		23,337		23,337		23,337		23,337
Furniture and fixtures		25,388		25,388		25,388		25,388
Total property and equipment		207,858		239,784		238,284		242,542
Accumulated depreciation		91,358		117,750		120,637		105,551
Property and equipment, net	$	116,500	$	122,034	$	117,647	$	136,991

	September 30,		December 31,
Description	2010		2009
Note payable to bank	$	321,907	$	321,907
Notes payable to others		64,000		106,207
Callable Secured Convertible Notes (net of unamortized debt discount of $205,385 at September 30, 2010 and $576,782 at December 31, 2009)		2,320,130		1,955,330
2009 Convertible Notes (net of unamortized debt discount of $507,237 at September 30, 2010 and $810,970 at December 31, 2009)		419,887		176,530
2010 Convertible Notes (net of unamortized debt discount of $73,342 at September 30, 2010)		6,658		-
Convertible Notes (net of unamortized debt discount of $1,462,499 at September 30, 2010 and $1,142,079 December 31, 2009)		864,743		620,418
		3,997,325		3,180,392
Less: current portion		2,843,387		2,256,056
	$	1,153,938	$	924,336

	March 31,		December 31,
Description	2011		2010
Note payable to bank	$	321,907	$	321,907
Notes payable to others		55,000		55,000
Callable Secured Convertible Notes (net of unamortized debt discount of $91,579 at March 31, 2011)		2,433,936		2,383,648
2009 Convertible Notes (net of unamortized debt discount of $339,142 at March 31, 2011)		572,058		499,105
2010 Convertible Notes (net of unamortized debt discount of $60,046 at March 31, 2011)		19,954		11,242
Convertible Notes (net of unamortized debt discount of $710,988 at March 31, 2011)		1,067,948		930,168
Fixed Price Convertible Notes (net of unamortized debt discount of $446,421 at March 31, 2011)		245,671		175,969
		4,716,474		4,377,039
Less current portion		2,950,710		2,929,342
	$	1,765,764	$	1,447,697

Warrants	Date Issued	Expiration Date	Price
317	Various	Various through 6/15/15	$500 - $5,000
70,000	7/29/08	7/29/15	$2.50
100,000	9/24/08	9/24/15	$2.50
50,000	11/5/08	11/5/15	$0.50
180,000	12/3/08	12/3/15	$0.50
100,000	12/5/08	12/5/15	$0.25
500,317

			Three Months Ended September 30,
			2010		2009

Revenues:
	Wireless infrastructure services	$	381,513	$	102,451
Total revenues			381,513		102,451

Operating costs:
	Wireless infrastructure services		302,308		133,817
Total operating costs			302,308		133,817

Gross profit (loss)			79,205		(31,366)

Costs and expenses:
	Selling, general and administrative expenses		685,549		247,425
	Impairment of film licenses		-		6,890
Total costs and expenses			685,549		254,315

Loss from operations before other income (expense)			(606,344)		(285,681)

Other income (expense):
	(Loss) gain on adjustment of derivative and warrant liabilities to fair value		(4,399,515)		7,100,560
	Amortization of debt discount		(549,107)		(65,624)
	Interest expense		(164,214)		(119,639)
	Settlement Income		-		(5,000)
			(5,112,836)		6,910,297

(Loss) income before provision for income taxes			(5,719,180)		6,624,616

Provision for income taxes			-		-

(Loss) income before preferred stock dividends			(5,719,180)		6,624,616

Preferred stock dividend			(1,521)		(1,521)

Net (loss) income available to common stockholders		$	(5,720,701)	$	6,623,095

Weighted average number of shares outstanding			425,363,386		10,466,302
Basic and diluted net (loss) income per common share		$	(0.01)	$	0.63

JUNIPER GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIT
AS OF SEPTEMBER 30, 2010 (UNAUDITED)
	Preferred Stock				Series B Preferred Stock			Series C Preferred Stock			Series D Preferred Stock			Series E Preferred Stock			Common Stock			Accumulated Deficit		Total Stockholders’ Deficit
	Shares		Par	APIC	Shares	Par	APIC	Shares	Par	APIC	Shares	Par	APIC	Shares	Par	APIC	Shares	Par	APIC

Balances at December 31, 2009	25,357	$	2,536	22,606	106,670	10,667	2,444,367	300,000	30,000	22,000	6,500,000	6,500	-	31,000,000	31,000	-	81,807,548	8,181	23,628,851	(47,748,846)	$	(21,542,138)
Common stock issued in exchange for current liabilities																	7,045,454	705	15,420			16,125
Common stock issued in exchange for Series B preferred stock					(376)	(38)	(11,254)										4,577,000	457	10,835			-
Common Stock issued in exchange of convertible debentures																	421,438,445	42,144	410,342			452,486
Net income																				(7,166,994)		(7,166,994)
Balances at September 30, 2010	25,357	$	2,536	22,606	106,294	10,629	2,433,113	300,000	30,000	22,000	6,500,000	6,500	-	31,000,000	31,000	-	514,868,447	51,487	24,065,448	(54,915,840)	$	(28,240,521)