UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE ~~SECURITIES~~SECURTIES

EXCHANGE ACT OF 1934

For the ~~three~~six month period ended ~~March~~June 3130, 2011

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

Euro Group of Companies, Inc.

(Exact name of small business issuer as specified in its charter)

Delaware	13-4070586
(State or other jurisdiction of	(IRS Employer Identification No.)
incorporation or organization)
Incorporation or organization)

Euro Group of Companies, Inc.

10 Midland Avenue, Port Chester, NY 10573

(914) 937-3900

(Address and telephone number of principal executive offices, principal place ~~of business, and name, address and telephone number)~~

of business, and name, address and telephone number)

ICT Technologies, Inc.

(former name)

Indicate by check mark whether 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 [Xx] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, a non-accelerated filer, or a smaller reporting company.


Large accelerated filer [ ]	Accelerated filer [ ]

Non-accelerated filer [ ]	Smaller reporting company [x]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b.2 of the Exchange Act) Yes [ ] No [x]

Indicate the number of shares outstanding of each of the issuer'’s classes of common stock, as of the latest practicable date. Common Stock, par value $0.001, 115,220,793 shares ~~issued and~~ outstanding as of ~~June~~ 14August 2, 2011.

EURO GROUP OF COMPANIES, INC.

TABLE OF CONTENTS

	Page
Part I - Financial Information
Part I – Financial Information
Item 1 - Financial Statements
Item 1. Financial Statements
Consolidated Balance Sheets as of March 31, 2011 (unaudited) and December 31, 2010 (unaudited)	F-1
Consolidated Balance Sheets as of June 30, 2011 (unaudited)
Consolidated Statements of Operations for the three months ended March 31, 2011 (unaudited) and March 31, 2010 (unaudited)	F-2
and December 31, 2010 (unaudited)	F-1
Consolidated Statements of Cash Flows for the three months ended March 31, 2011 and March 31, 2010 (unaudited)	F-3
Consolidated Statements of Operations for the three and six months
ended June 30, 2011 and June 30, 2010 (unaudited)	F-2
Consolidated Statements of Cash Flows for the six months
ended June 30, 2011 and June 30, 2010 (unaudited)	F-3
Notes to Consolidated Financial Statements	F-4
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations	2
Item 2. Management’s Discussion and Analysis of Financial Condition
Item 4T. Controls and Procedures	4
and Results of Operations.	2
PART II - OTHER INFORMATION
Item 3. Controls and Procedures	4
Part II – Other Information
Item 1. Legal Proceedings	5
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	5
Item 2. Unregistered Sales of Equity Securities and
Use of Proceeds	5
Item 3. Defaults Upon Senior Securities	5
Item 4. Submission of Matters to a Vote of Security Holders	5
Item 5. Other Information	5
Item 6. Exhibits and Reports on Form 8-K	5
Item 6. Exhibits and Reports on Form 8-K.	5
SIGNATURES	6
Signatures.	6

EURO GROUP OF COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

	March 31, 2011			December 31, 2010
	June 30, 2011			December 31, 2010
	(Unaudited)			(Unaudited)
CURRENT ASSETS
Cash and cash equivalents	$	721,~~730~~692		$	72,~~730~~230
Accounts receivable, less allowance for doubtful accounts of $147,597 and $147,597, respectively		43,178			43,178
Accounts receivable, less allowance for doubtful accounts of $147,597 and $197,025, respectively		43,892			43,178
Loan receivable - short term		13,000			13,000
Inventory		76,~~798~~903			77,616
Deposits for future inventory purchases		210,344			210,344
Prepaid Expenses		92,130			92,130
Total current assets		~~508~~437,~~180~~961			508,498
Property and equipment, less accumulated depreciation of $212,730 and $194,573 respectively		-			18,204
Property and equipment, less accumulated depreciation of $194,573 and $123,781 respectively		-			18,304
		-			-
Security deposits - retail store		13,980			13,980
TOTAL ASSETS	$	~~522~~451,~~160~~941		$	540,782
CURRENT LIABILITIES
Bank overdrafts	$	34,293		$	34,293
Accounts payable and accrued expenses		1,008,118			1,008,193
Bank lines of credit		-			-
Accounts payable and accrued expenses		1,054,177			1,008,193
Payroll taxes and withholdings		633,718			633,718
Deferred activations		213,966			213,966
Customer deposits		207,158			207,158
Common stock subject to put feature (Note 10)		323,000			323,000
Total current liabilities		2,~~420~~466,~~253~~312			2,420,328
LONG TERM LIABILITIES
Loans Payable		368,451			368,451
Loans payable		368,451			368,451
Loans payable to related parties		32,~~021~~965,~~090~~604			3,018,014
TOTAL LIABILITIES		5,~~809~~800,~~794~~367			5,806,793
STOCKHOLDERS' EQUITY (DEFICIENCY)
Preferred stock, $.001 par value, 10,000,000 shares authorized, 0 shares issued		-			-
Common stock, $.001 par value, 200,000,000 shares authorized; issued and outstanding 115,246,793, and 115,246,073 shares, respectively		115,246			115,246
Common stock, $.001 par value, 200,000,000 shares authorized; issued and outstanding 115,246,793 and 113,076,793 shares, respectively		115,246			115,246
Additional paid-in capital		6,276,526			6,276,526
Subscription receivable		(25,000	)		(25,000	)
Retained earnings (deficit)		(11,~~654~~715,~~406~~198	)		(11,632,783	)
Total stockholders' equity (deficiency)		(5,~~287~~348,~~634~~426	)		(5,266,011	)
TOTAL LIABILITIES AND STOCKHOLDERS'EQUITY (DEFICIENCY)	$	522,160		$	540,782
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)	$	451,941		$	540,782

See notes to consolidated financial statements

F-1

~~EURO~~EUROGROUP ~~GROUP~~ OF COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

	Three months ended March 31
	Three months ended June 30						Six months ended June 30
	2011			2010			2011			2010
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Sales	$	207,~~083~~885		$	3918,~~891~~865		$	27,968		$	58,756
Less Cost of sales		1410,~~000~~967			1210,~~099~~495			24,967			22,594
Gross profit		6(3,~~083~~082	)		278,~~792~~370			3,001			36,162
Selling, general and administrative expenses		2757,~~706~~710			1148,~~198,992~~293			85,416			1,347,285
Gain (Loss) from operations		(21,623	)		(1,172,200	)
Loss from operations		(60,792	)		(139,923	)		(82,215	)		(1,311,123	)
Loss from inventory adjustment		-			(346,428	)
Other expense		-			-			-			-
Net gain ( loss )	$	(21,623	)	$	(1,517,628	)
Interest expense		-			(2,730	)		-			(346,428	)
Basic and diluted earnings (loss) per common share		0.00			(0.01	)
Net loss	$	(60,792	)	$	(142,653	)	$	( 82,415	)	$	(1,657,551	)
Weighted average shares outstanding basic and diluted		115,246,293			113,293,904
Basic and diluted earnings (loss) per common share		(0.00	)		(0.00	)		(0.00	)		(0.01	)
Weighted average shares outstanding, basic and diluted		115,246,394			115,004,394			115,246,394			114,141,232

See notes to consolidated financial statements

F-2

EURO GROUP OF COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

	Three Months Ended March 31,
	Six Months Ended June 30
	2011			2010
Net gain/(loss)	$	(21,623	)	$	(1,517,628	)
	(unaudited)			(unaudited)
Operating Activities
Net (loss)	$	(82,415	)	$	(1,660,281	)
Adjustments to reconcile net income (loss) to net cash provided by (used for) operating activities:
Depreciation and amortization		18,~~204~~304			1735,~~698~~396
Stock for consulting services					-
Interest on common stock subject to put feature		-			2,730
Loss on inventory adjustment		-			346,428
Stock-based compensation		-			-
Provision for returns and allowance for doubtful accounts and bad debts write-offs		-			503,679
Changes in operating assets and liabilities
Receivables		-(714	)		6591,~~269~~992
Inventories		~~818~~713			486,~~868~~908
Deposits for future inventory purchases		-			(82,647	)
Deposit and prepaid expenses		-			(91,280	)
Customer deposits and deferred activations		-			421,124
Accounts payable and accrued expenses		~~(75~~45,984	)		(148,651	)
Common stock subject to put feature		-			75,000
Common Stock subject to put feature		-			75,000
Payroll taxes and withholdings		-			(19,699	)
Net cash (used for) operating activities		(218,~~576~~128	)		56(39,~~161~~301	)
Investing Activities
Property and equipment disposals		-			23,751
Net cash used for investing activities		-			23,751
Net cash (used for) investing activities		-			23,751
Financing Activities
Increase (decrease) in loans payable to related parties		3(52,~~076~~410	)		(211,920	)
Proceeds from loans		-			~~(210~~213,~~403~~350	)
Proceeds from sale of common stock		-			-89,700
Net cash provided by financing activities		-(52,410	)		4891,~~500~~130
Net increase (decrease) in cash		~~500~~(70,538	)		4875,~~009~~580
Cash and cash equivalents at beginning of period		72,230			1,677
Cash at end of period	$	721,~~730~~692		$	4977,~~686~~257
Significant non-cash investing and financing activities:
… shares were issued for $5,000 worth of legal services
In quarter ending March 31, 2010

See nots to consolidated financial statements

F-3

EURO GROUP OF COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

~~March~~June 3130, 2011

(UNAUDITED)

NOTE 1- Organization and Business Operations

Euro Group of Companies, Inc. ("“EGCO"”) formerly ICT Technologies, Inc. ("“ICTT"”) was incorporated in Delaware on May 27, 1999. EGCO has five wholly -owned subsidiaries; Europhone USA, Inc. ("“FONE1"”), a New York corporation incorporated on March 17, 2000; Europhone Inc. ("“FONE2"”), a New York corporation incorporated on May 24, 2001; Eurospeed, Inc. ("“EUROSPEED"”), a New York corporation incorporated on November 19, 2001,; Eurokool, Inc. ("“EUROKOOL"”), a New York corporation incorporated on February 21, 2002; and Europhone USA, LLC ("“EUROFONE"”), a New York limited liability company formed on August 2, 2002.

EGCO and its subsidiaries (collectively, the "“Company"”) operate from leased offices in Port Chester, New York. EGCO ~~acts~~is as a holding company and its subsidiaries were formed to engage in the distribution of various products manufactured by unrelated third parties.

NOTE 2- Interim Financial Statements

The unaudited financial statements for the three and six months ended ~~March~~ 31June 30, 2011 and 2010 have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with instructions to Form 10-Q. In the opinion of management, the unaudited financial statements have been prepared on the same basis as the annual financial statements and ~~reflected~~reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the financial position as of ~~March~~June 3130, 2011 and the results of operations and cash flows for the ~~three~~six months ended ~~March~~June 3130, 2011. The financial data and other information disclosed in these notes to the interim financial statements related to these periods are unaudited. The results for the three and six month ~~period~~periods ended ~~March~~June 3130, 2011 are not necessarily indicative of the results to be expected for the entire year ending December 31, 2011. The balance sheet at December 31, 2010 has been derived from the unaudited financial statements at that date.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with the accounting principles generally accepted in the United States have been condensed or omitted pursuant to the Securities and Exchange Commission'’s rules and regulations. These unaudited financial statements should be read in conjunction with the unaudited financial statements and notes thereto for the year ended December 31, 2010 as included in our report on Form 10-K.

NOTE 3- Inventories

Inventory as of ~~March~~June 3130, 2011 was $76,~~798~~903, ~~comprised~~and consisted of World Sim ~~cards~~Cards and other telecommunications ~~related products~~equipment.

NOTE 4- Bank Overdrafts

At ~~March~~June 3130, 2011, bank overdrafts (inactive status) consisted of:

ICTT bank account overdraft facility	$	1,698
FONE1 bank account overdraft facility		32,595

Total	$	34,293

The overdraft facilities provide for interest at a rate of 9% per annum. Repayment is past due and the bank has orally agreed to suspend the accrual of interest on the balance through December 31, 2012. The loans are personally guaranteed by the Company’s chief executive officer.F-4

F EURO -GROUP 4OF COMPANIES, INC. AND SUBSIDIARIES

~~NOTE~~ NOTES ~~5-Property~~TO ~~and~~CONSOLIDATED ~~Equipment~~FINANCIAL STATEMENTS

~~Property~~ June ~~and~~30, ~~equipment consisted of the following:~~2011

	March 31,			December 31,
	2011			2010
Computer equipment and software	$	82,290		$	82,290
Furniture and Fixtures		72,758			72,758
Leasehold Improvements		57,829			67,829
		212,777			212,777
Less accumulated and depreciation		(212,777	)		(194,573	)
Property and equipment, net
of accumulated depreciation	$	0		$	18,204

(UNAUDITED)

~~Depreciation~~The ~~expense~~overdraft facilities provide for interest at a rate of 9% per annum. Repayment is past due and the ~~three~~bank ~~months~~has ~~ended~~orally ~~March~~agreed to suspend the accrual of interest on the balance through December 31, 2011. The ~~and~~loans ~~2010~~are ~~was~~personally ~~$18,204~~guaranteed ~~and~~by ~~$17,698,~~the ~~respectively~~Company’s chief executive officer.

NOTE 5- Property and Equipment

Property and Equipment consisted of the following:


	June 30			December 31,
		2011			2010

Computer equipment and software	$	82,290		$	82,290
Furniture and fixtures		72,758			72,758
Leasehold improvements		67,829			67,829
		212,877			212,877
Less accumulated depreciation		(212,977	)		(194,573	)

Property and equipment, net
Of accumulated depreciation	$	0		$	18,204

NOTE 6- Income Taxes

EGCO files consolidated income tax returns with its subsidiaries for federal and state reporting purposes. For the ~~three~~six months ended ~~March~~June 3130, 2011 and 2010, the provision for (benefit from) income taxes consisted of:

	Three months ended March 31,
	Six months ended
	2011			2010
	June 30
	2011		2010
Current
Federal	$	--	$	--
State		--		--
Total current provision		--		--
Deferred
Federal		--		--
State		--		--
Total deferred provision		--		--
Total income tax expense	$	--	$	--

F-5

EURO GROUP OF COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2011

(UNAUDITED)

Deferred income taxes arise from temporary differences resulting from income and expense items reported in different periods for financial accounting and tax purposes. The sources of deferred income taxes and their tax effects are the result of nondeductible provisions for returns and doubtful accounts and net operating loss carry-forwards. The benefit resulting from deferred taxes has been fully reserved.

NOTE 7- Payroll Taxes and Withholdings

At ~~March~~June 3130, 2011 payroll taxes and withholdings consisted of:

Federal social security and income tax	$	539,652
New York State income tax		72,278
New York State Department of Labor		5,~~810~~815
New Jersey State income tax		197
New York State Workers’ Compensation Board		15,786
	$	633,718

The balances represent unpaid payroll taxes and withholdings for certain periods from October 2002 to ~~March~~June 3130, 2011. The Company has asked the Internal Revenue Service to consider a revised installment schedule to pay its ~~Federal~~federal liability but has not reached such an agreement.

F-5

NOTE 8- Loans Payable to Related Parties

At ~~March~~June 3130, 2011, net loans payable to related parties consisted of:

Due to chief executive officer and affiliates:		$	32,~~021~~965,~~090~~604
Total		$	32,~~021~~965,~~090~~604

The loans payable to related parties do not bear interest and were due on demand. In ~~March~~May 2011, the related parties agreed not to demand repayment of these loans without 370 days notice, and accordingly the Company continues to classify these loans as long term liabilities.

NOTE 9- Common Stock Subject to Put Feature

Six shareholders who purchased 496,000 shares of common stock at a price per share of $0.25 in the fourth quarter 2008 have the right to “put” those shares of common stock back to the Company at a price per share of $.50, at any time six months after the date of purchase. Accordingly, the Company has classified the proceeds from these sales as a current liability, and has excluded these shares from stockholders’ equity (deficiency). The $124,000 potential increase in the amount to be paid is being expensed as interest expense over the six month period succeeding the respective purchases. An interest expense charge of $41,333 has been taken in the fourth quarter 2008, and the balance was recognized in 2009. In first quarter 2009 an additional three shareholders purchased a total of 50,000 shares of common stock at a price of $1.00 per share and have the right to “put” these shares back to the Company at a price of $1.50 per share. The proceeds from these sales have been classified as a current liability and the potential increase in the amount to be paid of $25,000 has been expensed as interest expense.

Six shareholders who purchased 496,000 shares of common stock at a price per share of $0.25 in the fourth quarter 2008 have the right to "put" those shares of common stock back to the Company at a price per share of $0.50, at any time six months after the date of purchase. Accordingly, the Company has classified the proceeds from these sales as a current liability, and has excluded these shares from stockholders' equity(deficiency). The $124,000 potential increase in the amount to be paid is being expensed as interest expense over the six month period succeeding the respective purchases. An interest expense charge of $41,333 has been taken in the fourth quarter 2008, and the balance was recognized in 2009.In first quarter 2009 an additional three shareholders purchased a total of 50,000 shares of common stock at a price of $1.00 per share and have the right to “put” these shares back to the Company at a price of $1.50 per share. The proceeds from these sales have been classified as a current liability and the potential increase in the amount to be paid of $25,000 has been expensed as interest expense.

In Second quarter 2010 the shareholders with a right to "put" shares back to the Company received an additional 273,000 shares of common stock as "forbearance" shares due to the Company's inability to repurchase their shares as agreed.

NOTE 10-Commitments and Contingencies

Lease agreements

In April, 2008 Euro Group entered into a five year lease agreement for office space at 10 Midland Avenue, Port Chester, New York, with the lease term commencing in May 2008 and expiring in May 2013. As part of the negotiation the Company received three months free rent and commenced rent payments in August 2008. The annual rent for calendar year 2011 is $28,168 with annual increases of 3% thereafter for the term of the lease. The Company is also responsible for paying, on a monthly basis, its pro-rata share of real estate taxes, operating expenses and electric charges.

NOTE 11- Segment Information

The determination of the company's business segments is based on how the company monitors and manages the performance of its operations. The company's operating segments are strategic business units that offer different products and services. They are managed separately because each requires different marketing strategies, personnel skill sets and technology. The Company allocates revenues, expenses, assets and liabilities to segments only where directly attributable. The unallocated corporate administration amounts are costs attributed to finance, corporate administration, human resources, legal and corporate expense items, and are included to reconcile segment data to the consolidated financial statements.

F-6

AEURO ~~summary~~GROUP ofOF ~~the Company's segments for the three month periods ended March 31~~COMPANIES, ~~2011~~INC. ~~and~~AND ~~2010 was as follows:~~SUBSIDIARIES

	Telephone
	products and			Transportation			Unallocated
	services			products			Corporate
	(Europhone)			(Eurospeed)			Administration			Total
	Segment			Segment			Amounts			Amount
Three Months Ended March 31, 2011
Total revenues	$	20,083		$	--		$	--		$	20,083
Income (loss) from Operations		(4,355	)		--			(17,268	)		(21,623	)
Depreciation expense		18,204			--			--			18,204
Total assets		388,728			--			133,432			522,160
Three Months Ended March 31, 2010
Total revenues	$	39,891		$	--			--		$	39,891
Income (loss) from Operations		(29,565	)		(1,410,696	)	$	(77,067	)		(1,517,628	)
Depreciation expense		6,566			--			--			6,566
Total assets		441,815			--			91,630			533,445

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2011

(UNAUDITED)

In second quarter 2010 the shareholders with a right to “put” shares back to the Company received an additional 273,000 shares of common stock as “forbearance” shares due to the Company’s inability to repurchase their shares as agreed.

NOTE 10- Commitments and Contingencies

Lease Agreements In April 2008 Euro Group entered into a five year lease agreement for office space at 10 Midland Avenue, Port Chester, New York, with the lease term commencing in May 2008 and expiring in May 2013. As part of the negotiation the Company received three months free rent and commenced rent payments in August 2008. The annual rent for year one of the lease was $26,292 with annual increases of 3% for the term of the lease. The Company is also responsible for paying, on a monthly basis, its pro-rata share of real estate taxes, operating expenses and electric charges.

NOTE 11- Segment Information

The determination of the company’s business segments is based on how the company monitors and manages the performance of its operations. The Company’s operating segments are strategic business units that offer different products and services. They are managed separately because each requires different marketing strategies, personnel skill sets and technology.

The Company allocates revenues, expenses, assets and liabilities to segments only where directly attributable. The unallocated corporate administration amounts are costs attributed to finance, corporate administration, human resources, legal and corporate services. Reconciling items represent elimination of inter-segment income and expense items, and are included to reconcile segment data to the consolidated financial statements.

A summary of the Company’s segments for the three and six months periods ended June 30, 2011 and 2010 was as follows:


	Telephone
	products and			Transportation		Unallocated
	services			products		Corporate
	(Europhone)			(Eurospeed)		Administration			Total
	Segment			Segment		Amounts			Amount

Three Months Ended June 30, 2011
Total revenues	$	7,885		$	9	$	--		$	7,885
Income (loss) from Operations		(23,732	)		8,141		(33,060	)		(60,792	)
Depreciation expense		--			--		--			--
Total assets		326,511			586,481		126,511			451,941

F-7

~~Item~~EURO 2.GROUP ~~Management's~~OF ~~Discussion~~COMPANIES, ~~and~~INC. ~~Analysis~~AND ~~of Financial Condition and Results of Operations~~SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2011

(UNAUDITED)

	Telephone
	products and			Transportation			Unallocated
	services			products			Corporate
	(Europhone)			(Eurospeed)			Administration			Total
	Segment			Segment			Amounts			Amount


Three Months Ended June 30, 2010
Total revenues	$	18,965		$	--		$	--		$	18,865
Income (loss) from Operations		( 57,820	)		--			( 82,103	)		(139,923	)
Depreciation expense		--			--			17.698			17,698
Total assets		287,953			228,604		$	516,557


Six Months Ended June 30, 2011
Total revenues	$	27,968		$	--			--		$	27,968
Income (loss) from Operations		(478,598	)		(37,397	)		(122,550	)		( 82,415	)
Depreciation expense		--			--			--			--
Total assets		325,430		$	--		$	126,511		$	451,941



Six Months Ended June 30, 2010
Total revenues	$	58,576		$	--		$	--		$	58,576
Income (loss) from Operations		(44,400	)		(1,091,123	)		(175,600	)		(1,311,123	)
Depreciation expense		--			--			--			7,868
Total assets		287,953			--			228,604		$	516,557

F-7

EURO GROUP OF COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2011

(UNAUDITED)

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

General

The Company is actively marketing its telephone products and services. The Company’s ~~exclusive~~Exclusive distributor for transportation ~~products~~ was terminated in 2009, and subsequently filed for bankruptcy. No replacement has been ~~identified,~~indentified and the Company is not actively marketing transportation products at this time. We will require additional capital in order to expand our operations and implement our business plan and we have no firm commitments for capital at this time.

In 2002, the Company entered into an agreement for the purchase of the assets and the business of Europhone USA, Inc., ~~Europhone, Inc.,~~ Eurokool and Eurospeed resulting in our assumption of manufacturing and distribution agreements for long distance calling cards and related activities, air conditioners and scooters. The Company has since expanded and modified the scope of its business and prospective business to include prepaid calling cards, e-pins and ~~sim~~Sim chips as well as cell phones~~, and prepaid calling cards~~. The Company has previously been active in the marketing of transportation products, but is not actively marketing them at this time. The goal has been and continues to be, the manufacture or assembly, and marketing of products under the "“Eugro"” and "“Euro"” brand names.

We are currently located in Port Chester, New York. Euro Group of Companies is ana ~~operating~~holding company whose subsidiary companies market and ~~sells~~sell the "“Euro"” and "“Eugro"” families of products. The Company operates in three separate and distinct business areas -– we are currently marketing telecommunications products and services and plan to commence marketing of consumer products at some time in the future. Additional information on these businesses can be found in the "“Business"” section of the Company’s 10-Kk report.

To satisfy any future sales of transportation products at such time as we might resume marketing these products, we ~~will~~plan to purchase motorcycles and scooters from contract manufacturers located in the ~~Peoples'~~People’s Republic of China ("“PRC"”) with whom we have contracted to produce Eurospeed-branded products. The Company ~~will~~relies ~~rely~~ upon the continued ability of the Chinese manufacturers to provide such pricing, payment terms, product quality, and certification with USDOT and EPA to remain competitive. The Company's exclusive distributor of Eurospeed Inc. products in the United States, Canada and Puerto Rico, American Motor Sports, LLC, has been terminated for his failure to meet the minimum unit sales requirements in the distribution agreement, and has subsequently filed for bankruptcy protection. The Company is currently considering alternative strategies for the marketing of transportation products in the United States, Canada, Puerto Rico, and worldwide.

The Company’s exclusive distributor of Eurospeed, Inc. products in the United States, Canada and Puerto Rico, American Motor Sports, LLC, failed to meet the minimum unit sales requirements for the initial twelve month term of the Agreement and the additional three months provided to “cure” the deficiency and the exclusive distribution agreement was terminated by Eurospeed, Inc. in July 2009. The Company is currently considering alternative strategies for the marketing of transportation products in the United States, Canada, Puerto Rico and worldwide.

We have entered into agreements with manufacturers in China, Taiwan and Korea to produce our mobile phone and consumer electronics products.

Business Activities

The Company's revenue during the three months ended March 31, 2011 totaled $20,083 from the sale of telecommunications products and services. See our "Business" section, above, for a more detailed description of these businesses and our related manufacturer and distribution agreements.

In the quarter ended March 31, 2011 the Company recorded no sales of Eurospeed products.

Europhone markets prepaid wireless services for both residential and corporate users that allow users to purchase either unlimited calling services for a set period of time (a week or a month, for instance), or a designated amount of long distance minutes (the "minute plan") to make calls from virtually any telephone worldwide. These phone cards can be used either until the time period lapses, in the case of the international unlimited card, or until the prepaid minute air time charges and other charges equal the total value of the card. Revenue for these prepaid minute cards is recognized upon activation of prepaid cards regardless of whether all the time is used as prepaid minute cards are non-returnable. Management believes that once the card is activated the face amount of the card is consumed within 30 to 60 days through usage and fees. During the quarter ended March 31, 2011 the Company's Europhone subsidiary sold international calling cards and services aggregating $20,083.

We have continued to finance our activities through the sale of equity through private placements and the resources of management and have devoted the majority of our efforts to implementing our marketing plans for telecommunications products and consumer electronic products and appliances; developing sources of supply; further developing our product offering; developing and testing marketing strategy; and upgrading the management team. Responding to the softness in the general economy, the Company instituted a rigorous cost reduction program in the first quarter of 2009 including staffing reductions, reduced work hours for corporate staff and rigorous expense controls, and these cost containment programs are still in place.

~~Results~~Business ~~of operations for the three months ended March 31, 2011, as compared with March 31, 2010 are as follows:~~Activities

~~For~~The ~~the~~Company’s ~~three months ended March 31, 2011,~~ revenue ~~was~~during ~~$20,083~~the ~~compared~~six ~~to revenue of $ 39,891 for three~~ months ended ~~March~~June 3130, ~~2010.~~2011 ~~The~~totaled ~~decrease in revenue of~~ $1927,~~808~~968 ~~was attributable to a reduction in sales generated~~ from the sale of ~~telephone~~telecommunications products and services. See ~~including~~our ”Business” section, ~~sales~~above, offor ~~world~~a ~~sim~~more ~~and~~detailed ~~prepaid~~description ~~calling~~of ~~cards,~~these ~~cell~~businesses ~~phones,~~and ~~mobile~~our ~~activations~~related manufacturer and ~~commissions~~distribution agreements.

~~Cost~~Europhone ofUSA ~~sales~~LLC ~~increased~~markets prepaid wireless services for both residential and corporate users that allow users to ~~$14,000~~purchase either unlimited calling services for ~~the~~a ~~three~~set ~~months~~period ~~ended~~of ~~March~~time ~~31,~~(a ~~2011~~week ~~from~~or ~~$12~~a month,~~099~~ for instance), or a designated amount of long distance minutes (the ~~three~~“minute ~~months~~plan”) ~~ended~~to ~~March~~make ~~31,~~calls ~~2010~~from virtually any telephone worldwide. These ~~The~~phone ~~Company~~cards ~~experienced~~can abe ~~gross~~used ~~profit~~either ofuntil $6the time period lapses,~~083~~ ~~for~~in the ~~three~~case ~~months~~of ~~ended~~the ~~March~~international 31unlimited card, ~~2011~~or ~~compared~~until tothe aprepaid ~~gross~~minute ~~profit~~air time charges and other charges equal the total value of ~~$27,792~~the card. Revenue for these prepaid minute cards is recognized upon activation of prepaid cards regardless of whether all the ~~three~~time ~~months~~is used as prepaid minute cards are non-returnable. Management believes that once the card is activated the face amount of the card is consumed within 30 to 60 days through usage and fees. During the quarter ended ~~March~~June 3130, ~~2010,~~2011 athe ~~decrease~~Company’s Europhone ofsubsidiary sold international calling cards and services aggregating $217,~~709~~885.

~~Selling,~~In ~~general~~the ~~and~~quarter ~~administrative~~ended ~~expenses~~June ~~decreased to $27~~30,~~706~~ ~~during~~2011 ~~the~~we ~~first~~recorded ~~quarter~~no sales of ~~2011,~~Eurospeed ~~from~~products. $We ~~1,198,922~~have ~~for~~continued ~~the~~to ~~first~~finance ~~quarter~~our ofactivities ~~2010.~~through ~~The~~the ~~decrease~~sale inof ~~selling,~~equity ~~general~~through ~~and~~private ~~administrative~~placements ~~expenses~~and in the ~~first~~resources ~~quarter~~of ~~2011~~management isand ~~primarily~~have ~~attributable~~devoted to the ~~write-off~~majority of ~~receivables~~our ~~and~~efforts ~~inventory~~to inimplementing ~~the~~our marketing plans for telecommunications products, transportation products, ~~segment~~and inconsumer ~~the~~electronic ~~approximate~~products ~~amount~~and ofappliances; ~~$1.1~~developing ~~million~~sources inof ~~first~~supply; ~~quarter~~further ~~2010~~developing ~~duet~~our toproduct ~~the~~offering; ~~bankruptcy~~developing ~~filing~~and oftesting ~~our~~marketing ~~former~~strategy; ~~exclusive~~and ~~distributor~~expanding ~~for~~the ~~transportation~~management ~~products~~team.

~~The~~Results ~~net~~of ~~loss~~operations for the ~~three~~six months ended ~~March~~June 3130, 2011 ~~was $21~~,~~623~~ as compared towith aJune ~~net loss of $1~~30,~~517,628~~ ~~for~~2010 ~~the~~are ~~three-month~~as ~~period ended March 31, 2010.~~follows:

For the six months ended June 30, 2011 revenue was $27,968 compared to revenue for six months ended June 30, 2010 of $58,756. The decrease in revenue was primarily attributable to telecommunication product sales of $27,698 compared to telecommunication product sale of $58,756 for the first six months of 2010. The Company is currently reorganizing its marketing strategy for the sale of transportation products in the United States and elsewhere.

Cost of sales increased to $24,967 for the six month period ended June 30, 2011 from $22,594 for the six months ended June 30, 2010. Gross profit for the six months June 30, 2011 was $3,001 compared to gross profit of $36,162 for the six months ended June 30, 2010.

Selling, general and administrative expenses decreased to $85,416 through the second quarter of 2011 compared to $1,347,285 through the second quarter of 2010, a decrease of $1,261,869.

The decrease in selling, general and administrative expenses through the second quarter is primarily to the write-off in the period ended June 30, 2010 of accounts receivable and inventory in the transportation products segment of the business after the former exclusive distributor was declared to be bankrupt.

The net loss for the six months ended June 30, 2011 was $82,415 compared to a net loss of $1,657,551 for the six-month period ended June 30, 2010, an improvement of $1,575,136.

Results of operations for the three month period ended June 30, 2011 as compared to the three months ended June 30, 20 10are as follows:

For the three months ended June 30, 2010, the company generated net sales of $7,885, as compared to $18,865 for the same period last year, a decrease of $10,980, as a result of lower level sales of telecommunications services and products.

Additionally, in second quarter 2010, the Company’s Chairman and Chief Executive Officer (and principal marketing officer) suffered a severe heart attack and was incapacitated for a lengthy period of time.

Cost of sales for the three months ended June 30, 2011 increased to $10,967 compared to $10,495 for the three months ended June 30, 2010.

The Company’s selling, general and administrative costs aggregated $57,710 for the three months ended June 30, 2011, as compared to $145,293 for the same period last year, representing a decrease of $87,583. The decrease in expense was primarily attributable to lower salary expenses and professional fees.

The net loss for the three months ended June 30, 2011 was $60,792 compared to a net loss of $142,653 for the period ended June 30, 2010.

Liquidity and Capital Resources

At ~~March~~June 3130, 2011 the Company had a working capital deficit of approximately $12,~~912~~028,~~073~~351 as compared to a working capital deficit of approximately $1,~~879~~911,~~546~~830 at December 31, 2010, and a stockholders’ deficiency of $5,~~287~~348,~~634~~426 compared to $5,266,011 at December 31, 2010. Cash flow used for operations for the six months ended June 30, 2011 was approximately $18,128, compared to the cash flow used for operations of approximately $39,301 for six months ended June 30, 2010. The ~~company~~Company has experienced losses in the past, and has an accumulated deficit of approximately $11,~~654~~715,~~406~~198. The accompanying financial statements have been prepared assuming that the Company will continue as a ~~growing~~going concern. These conditions continue to raise doubt about the Company'’s ability to continue as a going concern. Management'’s plans with respect to these matters include restructuring its existing debt, raising additional capital through future issuances of stock and/or other equity, and finding profitable markets for its products to generate sufficient cash to meet its business obligations. However, there can be no assurance that the Company will be able to obtain sufficient funds to continue operations and/or the development of its product marketing plan and distribution network. The accompanying financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.

At ~~March~~June 3130, 2011, loans payable to related parties were $32,~~021~~965,~~090~~604. These loans have been reclassified to Long-term liabilities, and repayment will not be demanded before June 2012.

AsAt ofJune ~~March 31~~30, 2011 the Company was in default of the payment terms of the bank overdraft facilities aggregating $34,293. The bank has agreed to suspend the accrual of interest on the balances due through December 31, ~~2011~~2010. The bank overdraft facilities are personally guaranteed by the Chief Executive Officer.

In the ~~first~~second quarter 2011 the Company ~~sold~~made no ~~shares~~sales of ~~common stock. In the three months ended March 31, 2010 the Company sold 535,000~~ restricted shares of common stock ~~for gross proceeds of $48,500~~.

In the second quarter 2010 the Company sold 1,312,000 restricted shares of common stock at an average price of $0.06 per share for gross proceeds of $76,200. In addition the Company issued 273,000 restricted shares of common stock as “forbearance shares” to nine shareholders who hold “put” option shares (Note 9).

Item 3. Controls and Procedures

a. Evaluation of Disclosure Controls and Procedures

Based on an evaluation under the supervision and with the participation of the Company'’s management, the Company'’s principal executive officer and principal financial officer have concluded that 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 (the "“Exchange Act"”), as amended were effective as of ~~March~~June 3130, 2011 to ensure that the information required to be disclosed by the Company in reports that it ~~files~~flies or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms and also designed to ensure that information required to be disclosed in such reports is accumulated and communicated to the Company'’s management, including its principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

b. Changes in Internal Control over Financial Reporting

There were no changes in the Company'’s internal controls over financial reporting identified in connection with the evaluation required by paragraph (d) of Rule 13a-15 or Rule 15d-15 under the Exchange Act that occurred during the quarter ended ~~March~~June 3130, 2011 that have materially affected or are reasonably likely to materially affect the Company'’s internal controls over financial reporting.

3Part II. OTHER INFORMATION

~~PART~~Item II1. ~~OTHER~~Legal ~~INFORMATION~~Proceedings

Item 1 Legal Proceedings

None

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None

Item 3. Defaults Upon Senior Securities

None

Item 4. Submission of ~~Matters~~matter to a Vote of Security Holders

None

Item 5. Other Information

None

Item 6. Exhibits and Reports on Form 8-K

21.1 List of Subsidiaries 31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1 Certification of Chief Executive Officer pursuant to 8 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 32.2 Certification of Chief Financial Officer pursuant to 8 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1 Certification of Chief Executive Officer pursuant to 8 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2 Certification of Chief Financial Officer Pursuant to 8 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

SIGNATURES

In accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934, Euro Group of Companies, Inc has duly caused this financial report on Form 10-Q for the quarter ended March 31, 2011, to be signed on its behalf by the undersigned, thereunto duly authorized.

EURO GROUP OF COMPANIES, INC.

	/s/ Vasilios Koutsobinas
	Vasilios Koutsobinas
	Chief Executive Officer,
	Director
June 14, 2011	(Principal Executive Officer)
	/s/ Andrew Eracleous
	Andrew Eracleous
	Chief Financial Officer
	Director
	(Principal Financial and Accounting Officer)

Exhibits
Number	Description of Exhibits
21	List of Subsidiaries.
31.1	Certification of the Company's Chief Executive Officer pursuant to Section 302 of Sarbanes Oxley Act.
31.2	Certification of the Company's Chief Financial Officer pursuant to Section 302 of Sarbanes Oxley Act.
32.1	Certification of the Company's Chief Executive Officer pursuant to 18 U.S.C. Section 1350
32.2	Certification of the Company's Chief Financial Officer pursuant to 18 U. S. C. Section 1350

SIGNATURES

In accordance with Section 13 or 15(d) of the securities Exchange Act of 1934, Euro Group of Companies, Inc has duly caused this financial report on Form 10-Q for the quarter ended June 30, 2011 to be signed by the undersigned, thereunto duly authorized.

EURO GROUP OF COMPANIES, INC.

August 3, 2011
	/s/ Vasilios Koutsobinas*
	Vasilios Koutsobinas
	Chief Executive Officer,
	Director
	(Principal Executive Officer)



August 3, 2011
	/s/ Andrew Eracleous
	Andrew Eracleous
	Chief Financial Officer
	Director
	(Principal Financial and
	Accounting Officer)

*Mr Koutsobinas resigned from his position as Chairman of the Board of Directors effective June 30, 2011.

Exhibits

Number Description of Exhibits

21 List of Subsidiaries.

31.1 Certification of the Company's Chief Executive Officer pursuant to Section 302 of Sarbanes Oxley Act.

31.2 Certification of the Company's Chief Financial Officer pursuant to Section 302 of Sarbanes Oxley Act.

32.1 Certification of the Company's Chief Executive Officer pursuant to 18 U.S.C. Section 1350

32.2 Certification of the Company's Chief Financial Officer pursuant to 18 U. S. C. Section 1350

Filing Compare · EURO GROUP OF COMPANIES, INC.