UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 10-Q

(Mark One)

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

For the quarterly period ended January 31, 2010 or

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

For the transition period from__________ to______________

Commission File Number 000-51163

EUOKO GROUP, INC.
(Exact name of registrant as specified in its charter)

Nevada	98-0547993
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

67 Mowat Avenue, Suite 535 Toronto, Ontario, Canada	M6K 3E3
(Address of principal executive offices)	(Zip Code)

(416) 657.3456
(Registrant’s telephone number, including area code)

N/A
(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
[ X ] YES [ ] NO

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a small reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act

Large accelerated filer [ ]		Accelerated filer [ ]
Non-accelerated filer [ ]	(Do not check if a smaller reporting company)	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 [ X ] NO

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court.

[ ] YES [ ] NO

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
35,100,000 common shares issued and outstanding as of March 10, 2010

PART 1 – FINANCIAL INFORMATION

Item 1. Financial Statements.

EUOKO GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
AS OF JANUARY 31, 2010

EUOKO GROUP, INC. AND SUBSIDIARIES

CONTENTS


PAGE	F2	CONDENSED CONSOLIDATED BALANCE SHEETS AS OF JANUARY 31, 2010 (UNAUDITED) AND JULY 31, 2009

PAGE	F3	CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS FOR THE THREE AND SIX MONTHS ENDED JANUARY 31, 2010 AND 2009 (UNAUDITED)

PAGE	F4	CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIENCY AT JANUARY 31, 2010 (UNAUDITED)

PAGE	F5	CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JANUARY 31, 2010 AND 2009 (UNAUDITED)

PAGE	F6-F12	NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS OF JANUARY 31, 2010 (UNAUDITED)

F-1

EUOKO GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS



ASSETS
		October 31,			July 31,
		2010			2009
		(Unaudited)
CURRENT ASSETS

Cash	$	281,372		$	89,219
Accounts receivable, net of allowance of $4,676 and $4,110		253,631			264,580
Inventories		493,698			371,785
Sales tax receivable		13,507			32,660
Prepaid expenses and deposits		28,421			26,948
Total current assets		1,070,629			785,192

Property and equipment, net		170,608			87,954

Total Assets	$	1,241,237		$	873,146


LIABILITIES AND STOCKHOLDERS’ DEFICIENCY

CURRENT LIABILITIES
		1,059,849			679,706
Accounts payable and accrued liabilities	$			$
Settlement payable		-			101,000
Deferred revenue		-			1,352
Due to stockholder		31,105			50,622
Total current liabilities		1,090,954			832,680

Loans payable to related party		6,908,691			5,812,128

Total liabilities		7,999,645			6,644,808

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS’ DEFICIENCY

Preferred stock, $.001 par value, 100,000,000 shares authorized, 12,285,000 shares issued and outstanding		12,285			12,285
Common stock, $.001 par value, 130,000,000 shares authorized, 35,100,000 shares issued and outstanding		35,100			35,100
Additional paid-in capital		1,736,621			1,736,606
Accumulated other comprehensive gain (loss)		(29,260	)		12,232
Accumulated deficit		(8,513,154	)		(7,567,885	)
Total stockholders’ deficiency		(6,758,408	)		(5,771,662	)

Total liabilities and stockholders’ deficiency	$	1,241,237		$	873,146

See accompanying notes to condensed consolidated financial statements.

F-2

EUOKO GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
FOR THE THREE AND SIX MONTHS ENDED JANUARY 31, 2010 AND 2009 (UNAUDITED)

		Three Months Ended						Six Months Ended
		January 31,			January 31,			January 31,			January 31,
		2010			2009			2010			2009

Sales	$	545,727		$	290,009		$	941,424		$	630,431

Cost of sales		104,253			71,130			200,248			159,141

Gross profit		441,474			218,879			741,176			471,290

Operating expenses		721,846			693,322			1,555,146			1,547,750

Loss from operations		(280,372	)		(474,443	)		(813,970	)		(1,076,460	)

Interest expense		68,974			42,516			131,299			80,106

Net loss		(349,346	)		(516,959	)		(945,269	)		(1,156,566	)

Other comprehensive income
Foreign currency translation adjustment		(67,082	)		29,732			(41,492	)		680,947

Comprehensive loss	$	(416,428	)	$	(487,227	)	$	(986,761	)	$	(475,619	)

Net loss per share, basic and diluted	$	(0.01	)	$	(0.01	)	$	(0.03	)	$	(0.03	)

Weighted average shares outstanding, basic and diluted		35,100,000			35,100,000			35,100,000			35,100,000

See accompanying notes to condensed consolidated financial statements.

F-3

EUOKO GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ DEFICIENCY
FOR THE SIX MONTHS ENDED JANUARY 31, 2010 (UNAUDITED)

	Preferred			Common									Accumulated
	stock		Preferred	stock		Common		Additional					Other
	number of		stock	number of		stock		paid-in		Accumulated			Comprehensive
	shares		amount	shares		amount		capital		deficit			income			Total
BALANCE, AUGUST 1, 2009	12,285,000	$	12,285	35,100,000	$	35,100	$	1,736,606	$	(7,567,885	)	$	12,232		$	(5,771,662	)
Contributed interest costs	-		-	-		-		15		-			-			15
Foreign currency translation adjustment				-		-		-		-			(41,492	)		(41,492	)
Net loss				-		-		-		(945,269	)		-			(945,269	)
BALANCE, JANUARY 31, 2010	12,285,000	$	12,285	35,100,000	$	35,100	$	1,736,621	$	(8,513,154	)	$	(29,260	)	$	(6,758,408	)

See accompanying notes to condensed consolidated financial statements.
F-4

EUOKO GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JANUARY 31, 2010 AND 2009 (UNAUDITED)

		Six months ended

		January 31,			January 31,
		2010			2009

CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(945,269	)	$	(1,156,566	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		13,859			10,011
Salaries, fees, and interest expense contributed to capital		15			1,454
Changes in operating assets and liabilities:
Accounts receivable		13,594			28,723
Sales tax receivable		19,265			2,190
Income tax receivable		-			4,179
Prepaid expenses		(1,698	)		(13,034	)
Inventories		(119,853	)		(80,222	)
Accounts payable and accrued liabilities		276,141			346,878
Deferred revenue		(2,351	)		14,194
Net cash used in operating activities		(746,297	)		(845,193	)

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of Property and equipment		(97,633	)		(4,908	)
Net cash used in investing activities		(97,633	)		(4,908	)

CASH FLOWS FROM FINANCING ACTIVITIES
Due to stockholders		(19,828	)		15,262
Proceeds from related party loans		1,051,238			787,106
Net cash provided by financing activities		1,031,410			802,368

Effect of exchange rate changes		4,673			(35,000	)


NET INCREASE (DECREASE) IN CASH		192,153			(82,733	)

CASH, BEGINNING OF PERIOD		89,219			213,238

CASH, END OF PERIOD	$	281,372		$	130,505

Supplemental cash flow information
Cash paid for income taxes	$	-		$	-

Cash paid for interest	$	-		$	-

See accompanying notes to condensed consolidated financial statements.

F-5

EUOKO GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
AS OF JANUARY 31, 2010 (UNAUDITED)

NOTE 1

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization

Euoko Group, Inc. (formerly Vita Equity, Inc., the “Company”) was incorporated in the state of Nevada on July 25, 2000. On January 10, 2008, the Company changed its name to “Euoko Group, Inc.” and its year end to July 31.

On March 7, 2008, the Company acquired all of the outstanding shares of Euoko Inc. (Canada), a private Canadian company and as a result Euoko Inc. (Canada) became a wholly owned subsidiary of the Company. The acquisition was accounted for as a reverse merger (recapitalization) with Euoko Inc. (Canada) deemed to be the accounting acquirer and the Company the legal acquirer.

Basis of Presentation

The accompanying interim financial statements for the six months ended January 31, 2010 and 2009 are unaudited, but in the opinion of management, contain all adjustments, which include normal recurring adjustments necessary to present fairly the financial position at January 31, 2010 and the results of operations for the three and six months ended January 31, 2010 and 2009 and the cash flows for the six months ended January 31, 2010 and 2009. The results of operations for the three and six months ended January 31, 2010 are not necessarily indicative of the results of operations to be expected for the full fiscal year ending July 31, 2010. The financial statements presented herein should be read in conjunction with the financial statements included in the Company’s Annual Report on Form 10-K for the year ended July 31, 2009 filed with the Securities and Exchange Commission.

The accompanying financial statements are consolidated and include the accounts of the Company and its wholly owned subsidiaries Euoko Inc., Hewitt-Vevey Pharma Sciences Ltd. and Vita Equity Inc. (Canada). Intercompany balances and transactions have been eliminated in consolidation.

Going Concern

The accompanying consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America, which contemplates continuation of the Company as a going concern. The Company had a net loss of $945,269 for the six months ended January 31, 2010, and as of January 31, 2010 the Company had a stockholders’ deficiency of $6,758,408. These matters raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plan is to attempt to raise additional capital or debt financing until such time as the Company is able to generate sufficient operating revenue. In view of these matters, realization of certain of the assets in the accompanying consolidated financial statements is dependent upon continued operation of the Company, which in turn is dependent upon the Company’s ability to meet its financial requirements, raise additional capital, and the success of its future operations. The Company’s ability to continue as a going concern is dependent upon the achievement of profitable operations, support from stockholders and investors, and raising of additional debt or equity which cannot be reasonably assured. Management believes that its ability to raise additional capital provides the opportunity for the Company to continue as a going concern.

The Company is currently in default on the loan agreement with CMMG as payments of interest and royalty fees have not been made within the agreement’s terms.

F-6

EUOKO GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
AS OF JANUARY 31, 2010 (UNAUDITED)

Use of Estimates

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

Fair Value of Financial Instruments

The carrying amounts of cash, accounts receivable, inventories, prepaid expenses, accounts payable and accrued liabilities, deferred revenue and due to stockholder approximate their respective fair values due to the short-term nature of these items.

Stock-based Compensation

The Company periodically issues stock options and warrants to employees and non-employees in capital raising transactions, for services and for financing costs. Stock-based compensation is measured at the grant date, based on the fair value of the award, and is recognized as expense over the requisite service period. Options vest and expire according to terms established at the grant date.

Earnings (Loss) per Common Share

The Financial Accounting Standards Board requires presentation of basic earnings per share (“Basic EPS”) and diluted earnings per share (“Diluted EPS”). Basic earnings (loss) per share is computed by dividing earnings (loss) available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share reflects the potential dilution, using the treasury stock method, that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the Company. In computing diluted earnings per share, the treasury stock method assumes that outstanding options and warrants are exercised and the proceeds are used to purchase common stock at the average market price during the period. Options and warrants will have a dilutive effect under the treasury stock method only when the average market price of the common stock during the period exceeds the exercise price of the options and warrants.

Options to purchase 1,500,000 shares of common stock were outstanding as at January 31, 2010 and 2009 but were not included in the computation of diluted earnings per share for the period because the Company incurred a loss during the period, and the effect would be anti-dilutive.

Foreign Currency Translation

The Company’s functional currency is Canadian dollars. Assets and liabilities of the foreign subsidiaries are translated into U.S. dollars at period end exchange rates. Capital accounts are translated into U.S. dollars at the acquisition date rates. Income and expense items are translated at the weighted average exchange rates for the period. Net exchange gains or losses resulting from such translations are excluded from net income (loss) but are included in comprehensive income (loss) and accumulated in a separate component of stockholders' equity.

F-7

EUOKO GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
AS OF JANUARY 31, 2010 (UNAUDITED)

Concentration of Credit Risk

Financial instruments, which potentially subject the Company to concentrations of credit risk, consist of cash and accounts receivable.

The Company places its cash with high quality financial institutions and does not anticipate incurring any losses related to this credit risk. As of January 31, 2010, cash includes $21,681 denominated in Canadian dollars.

The Company extends credit to customers based on an evaluation of the customer's financial condition, generally without collateral. Exposure to losses on receivables is principally dependent on each customer's financial condition. The Company monitors its exposure for credit losses and maintains allowances for anticipated losses, as required.

For the three months ended January 31, 2010, two customers accounted for 24% and 11% respectively of sales. There were no other customers that accounted for more than 10% of sales. For the three months ended January 31, 2009, two customers accounted for 13% and 12% respectively. No other customers accounted for more than 10% of sales.

For the six months ended January 31, 2010, two customers accounted for 24% and 11% respectively of sales. There were no other customers that accounted for more than 10% of sales. For the six months ended January 31, 2009, two customers accounted for 23% and 12% respectively. No other customers accounted for more than 10% of sales. As of January 31, 2010, five customers accounted for 20%, 15%, 14%, 14% and 12% respectively of accounts receivable. As of July 31, 2009, three customers accounted for 41%, 15% and 10% respectively of accounts receivable.

Recent Accounting Pronouncements

In October 2009, the FASB issued authoritative guidance on revenue recognition that will become effective for the Company beginning July 1, 2010, with earlier adoption permitted. Under the new guidance on arrangements that include software elements, tangible products that have software components that are essential to the functionality of the tangible product will no longer be within the scope of the software revenue recognition guidance, and software-enabled products will now be subject to other relevant revenue recognition guidance. We believe adoption of this new guidance will not have a material impact on our financial statements.

Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the AICPA, and the SEC did not or are not believed by management to have a material impact on the Company's present or future consolidated financial statements.

F-8

EUOKO GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
AS OF JANUARY 31, 2010 (UNAUDITED)

NOTE 2	INVENTORIES

	Inventories consist of the following:

		January 31,		July 31,
		2010		2009
		(Unaudited)

Raw materials	$	119,065	$	93,430
Work in process		111,717		105,123
Finished goods		262,916		173,232
	$	493,698	$	371,785

NOTE 3	PROPERTY AND EQUIPMENT

	Property and equipment consist of the following:

		January 31,			July 31,
		2010			2009
		(unaudited)

Office equipment	$	25,231		$	25,040
Computer equipment		40,232			39,927
Laboratory equipment		5,633			5,590
Leasehold improvements		179,822			83,415

		250,918			153,972
Less accumulated depreciation		(80,310	)		(66,018	)
	$	170,608		$	87,954

Depreciation expense was $13,859 and $10,011 for the six months ended January 31, 2010 and January 31, 2009, respectively.

NOTE 4

LOANS PAYABLE TO RELATED PARTY

During the prior years, the Company entered into a series of Loan agreements with CMMG Finance Inc. (CMMG), an entity that is related to a stockholder of the Company.

On December 22, 2008, the Company and CMMG agreed to convert those loans due in an aggregate amount of $4,686,905 plus accrued interest of $218,388 into a new loan of $4,905,293 which is secured by a promissory note, bears interest at 3.95% per annum payable annually. The loan agreement allows for the Company to borrow up to $5,950,000 CDN ($5,499,585 US). The loan is repayable $3,000,000 CDN ($2,772,900 US) on October 23, 2011, $1,150,000 CDN ($1,062,945 US) on March 16, 2013 and all remaining balances on expiration of the credit term on December 21, 2013. In addition to interest, the Company must pay to the lender a royalty fee based on 4.95% of all net sales revenues of Euoko Group Inc., payable annually, to a maximum of $3,000,000 CDN ($2,772,900 US) per year and a cumulative maximum amount of $15,000,000 CDN ($13,864,500 US) over the term of the loan agreement. From December 22, 2008 until July 31, 2009 the Company made additional borrowings of $906,835 under the loan.

F-9

EUOKO GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
AS OF JANUARY 31, 2010 (UNAUDITED)

During the six months ended January 31, 2010 the Company made additional borrowings of $1,096,563 under the loan agreement. As of January 31, 2010 the aggregate amounts due under this note payable were $6,908,691.

As at January 31, 2010, we had exceeded our available funding by $1,437,395 CDN ($1,344,251 US) under a term loan agreement with a related party. As of March 11, 2010 additional borrowings of $200,000 CDN ($187,040 US) had been issued. The lender has allowed the excess of borrowings above the loan agreement to take place under the same conditions as the existing loan agreement while a new loan agreement is being negotiated. The funding the current lender is making available to us will allow us to meet our current cash requirements over the next three months. We may have to raise additional monies through private placements of our equity securities and/or debt financing in order that we may fund continuing operational expenses beyond our expected cash requirements.

Amounts recorded for interest expense owing related to the above loans for the six months ended January 31, 2010 and January 31, 2009 were $131,299 and $80,106 respectively. Amounts recorded for royalty / introduction fees related to the above loans for the six months ended January 31, 2010 and January 31, 2009 were $46,619 and $31,846 respectively.

The Company is currently in default on the loan agreement with CMMG as payments of interest and royalty fees have not been made within the agreement’s terms.

NOTE 5	STOCK OPTIONS

	As at January 31, 2010 options outstanding are as follows:

		Weighted
	Number of Options	Average
		Exercise Price

Balance at July 31 2009	1,500,000	$1.00
Granted	-	-
Exercised	-	-
Cancelled	-	-

Balance at January 31, 2010	1,500,000	$ 1.00

As at January 31, 2010, all of the options were exercisable and the intrinsic value of the 1,500,000 vested options was $0.

F-10

EUOKO GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
AS OF JANUARY 31, 2010 (UNAUDITED)

NOTE 6

INCOME TAXES

Reconciliation of the effective income tax rate to the U.S. and Canadian statutory rates are as follows:

	January 31,		July 31,
	2010		2009


Tax expense at the U.S. statutory income tax rate	(34%	)	(34%	)
Foreign rate differential	-		-
Non-deductible and other items	1%		1%
Valuation allowance	33%		33%
Effective income tax rate	-		-

Significant components of the Company’s deferred income tax assets at January 31, 2010 and July 31, 2009 are as follows:

		January 31,			July 31,
		2010			2009

Deferred income tax asset:
Net operating loss carry forward	$	1,987,997		$	1,727,009
Valuation allowance		(1,987,997	)		(1,727,009	)
Net deferred income tax asset	$	-		$	-

Based upon the Company’s history of losses in the U.S. parent company and in the Canadian subsidiary companies, and management’s assessment of when these operations are anticipated to generate taxable income, the Company has concluded that it is more likely than not that none of the net deferred income tax assets will be realized through future taxable earnings and has established a valuation allowance for them.

Net operating loss carry forwards from U.S. operations totaling approximately $541,685 at January 31, 2010 are being carried forward. The net operating loss carry forwards expire at various dates through 2029 for federal purposes.

As of January 31, 2010, Canadian operations had net operating loss carry forwards totaling approximately $5,483,288 expiring at various dates through 2029.

The Company has adopted FASB guidelines which address the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under these guidelines, we may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. These guidelines also provide guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. At the date of adoption, and as of January 31, 2010 the Company does not have a liability for unrecognized tax uncertainties.

F-11

EUOKO GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
AS OF JANUARY 31, 2010 (UNAUDITED)

The Company’s policy is to record interest and penalties on uncertain tax provisions as income tax expense. As of January 31, 2010, the Company has no accrued interest or penalties related to uncertain tax positions.

The Company is subject to U.S. federal or state income tax examinations by tax authorities for years after 2002. During the periods open to examination, the Company has net operating loss and tax credit carry forwards for U.S. federal and state tax purposes that have attributes from closed periods. Since these net operating losses and tax credit carry forwards may be utilized in future periods, they remain subject to examination. The Company also files income tax returns in the Canadian federal jurisdiction and various provinces. The Company is subject to Canadian federal and provincial income tax examinations by tax authorities for years after 2002. During the periods open to examination, the Company has net operating loss and tax credit carry forwards for Canadian federal and provincial tax purposes that have attributes from closed periods. Since these net operating losses and tax credit carry forwards may be utilized in future periods, they remain subject to examination.

NOTE 7

RELATED PARTY TRANSACTIONS

The Company utilized the consulting services of one of its stockholders resulting in fees paid totaling $52,563 and $49,546 for the six months ended January 31, 2010 and 2009, respectively.

The Company utilized the advertising services of a magazine owned by one of its stockholders resulting in advertising fees paid totaling $0 and $31,916 for the six months ended January 31, 2010 and 2009, respectively.

Due to stockholders are for advances to the Company made by the Company’s current President and CEO, Brandon Truaxe, and the Company’s former President, Dwight Webb. The amounts are unsecured, non-interest bearing, and are due on demand. As of October 31, 2009 and 2008 the amounts due these stockholders was $31,105 and $124,119 respectively.

NOTE 8

SUBSEQUENT EVENTS

Subsequent to January 31, 2010, the Company received additional funds under the terms of its loan agreement with CMMG Finance (controlled by a shareholder) in the amount of $187,040 ($200,000 CDN).

F-12

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

Forward-Looking Statements

This quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "may", "should", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "potential" or "continue" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled "Risk Factors", that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Our unaudited financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. The following discussion should be read in conjunction with our financial statements and the related notes that appear elsewhere in this quarterly report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and elsewhere in this quarterly report, particularly in the section entitled "Risk Factors".

In this quarterly report, unless otherwise specified, all dollar amounts are expressed in United States dollars. All references to "CDN$" refer to Canadian dollars and all references to "common stock" refer to the common shares in our capital stock.

As used in this quarterly report, the terms “we”, “us”, “our”, and “Euoko” mean Euoko Group, Inc. and our wholly-owned subsidiaries Euoko Inc., Hewitt-Vevey Pharma Sciences Inc. and Vita Equity Inc., unless the context clearly requires or states otherwise.

Corporate Overview

The address of our principal executive office is 67 Mowat Avenue, Suite 535, Toronto, Ontario, Canada, M6K 3E3. Our telephone number is (416) 657-3456.

Our common stock is quoted on the OTC Bulletin Board under the symbol “EUOK”.

Corporate History

We were incorporated in the State of Nevada on July 25, 2000, with an authorized capital of 50,000,000 common shares with a par value of $0.001.

Our common shares were quoted for trading on the NASDAQ’s Over-the-Counter Bulletin Board on January 30, 2006, under the symbol "VEQI".

On March 16, 2007, our board of directors approved a 2.6 for one (1) forward stock split of our authorized, issued and outstanding shares of common stock. The forward stock split was effective with the Secretary of State of Nevada on March 22, 2007. As a result, our authorized capital increased from 50,000,000 shares of common stock with a par value of $0.001 to 130,000,000 shares of common stock with a par value of $0.001. Our issued and outstanding share capital increased from 13,220,000 to 34,372,000 shares of common stock. The forward stock split became effective with the Over-the-Counter Bulletin Board at the opening for trading on March 22, 2007 under the stock symbol “VIEQ”.

On May 24, 2007, we changed our name to “Euoko, Inc.” pursuant to a merger with our wholly-owned subsidiary Euoko Inc., which had been incorporated only for the purposes of the name change. Our change of name became effective with the Over-the-Counter Bulletin Board at opening for trading on May 25, 2007 under the new stock symbol “EUKO.”

On May 31, 2007, a majority of our shareholders approved the amendment of our Articles of Incorporation to include a new class of shares. Our shareholders approved the creation of 100,000,000 preferred shares with a par value of $0.001. In addition, shareholders gave our directors the right to fix the designations, rights, preferences or other variations of each class or series within each class of capital stock of our company. The creation of the new preferred shares was effective with the Nevada Secretary of State on June 22, 2007.

As a result of the creation of the preferred shares, our authorized capital now consists of 130,000,000 shares of common stock with a par value of $0.001 and 100,000,000 preferred shares with a par value of $0.001.

On April 5, 2007, we entered into a letter agreement with Brandon C. Truaxe, Julio Torres and CMMG Finance Inc. to acquire all of the issued and outstanding shares of Euoko Inc., a company located in Toronto, Ontario, engaged in the business of the development, marketing and distribution of luxury skin treatments.

On July 23, 2007, we entered into an amended and restated share exchange agreement with Brandon C. Truaxe, Julio Torres and CMMG Finance Inc. which amended and restated the agreement entered into on April 5, 2007.

On January 10, 2008, with the approval of our board of directors, we changed our name to Euoko Group Inc. pursuant to a merger with our wholly-owned subsidiary Euoko Group Inc., which had been incorporated solely for the purposes of the name change.

Our change of name became effective with the Over-the-Counter Bulletin Board at opening for trading on January 22, 2008 under the new stock symbol “EUOK”. Our Cusip number remained as 29841 M 103.

On March 7, 2008, we completed the share exchange with the former shareholders of Euoko Inc., Brandon C. Truaxe, Julio Torres and CMMG Finance Inc. Through this share exchange, we acquired all of the issued and outstanding shares of Euoko Inc., a private Canadian company engaged in the business of the development, marketing and distribution of luxury skin treatments.

On December 19, 2008, we entered into an amendment agreement to amend an executive agreement dated October 24, 2006 between our company and our president, Brandon C. Truaxe. The amendment agreement provides for certain amendments to the executive agreement including, but not limited to, the removal of certain employment exclusivity restrictions placed on Mr. Truaxe.

On December 22, 2008, we entered into a term loan agreement between our company, Euoko Inc., Hewitt-Vevey Pharma Sciences Ltd. and CMMG Finance Inc. for a loan of up to Cdn$5,950,000. This facility will replace all existing financing arrangements with CMMG and will be used to pay existing outstanding amounts to CMMG, as well as to provide growth financing. The credit is available for draw down for a period of 5 years from the effective date in amounts no more than Cdn$250,000 in any one calendar month. Interest on draw down amounts shall accrue at the rate of 3.95% per annum. In addition to interest payable, a royalty fee of 4.95% of all net sales revenue of our company must be paid annually to a maximum of Cdn$3,000,000 per year and a cumulative maximum of Cdn$15,000,000 over the term of the loan agreement.

Subsequent to January 31, 2010, we received additional funds under the terms of our loan agreement with CMMG Finance (controlled by a shareholder) in the amount of $187,040 ($200,000 CDN).

Our Current Business

We are engaged in the business of the development, marketing and distribution of skin treatments.

On December 20, 2007, we entered into and completed a share purchase agreement and acquired all of the issued and outstanding shares of Hewitt-Vevey Pharma Sciences Inc., a private Canada corporation. Hewitt-Vevey is now our wholly owned subsidiary. Hewitt-Vevey’s primary business activity is intended to be the research, development, marketing and distribution of scientifically-advanced skin treatments. We intend to sell this product line through varied distribution channels in the North American, European and Middle Eastern markets, as well as globally through an internally operated multi-currency and multi-lingual website which has yet to be developed. Although in the development stage, there are currently no products available for distribution.

On March 7, 2008, we completed our acquisition of all of the issued and outstanding common stock of Euoko Inc., a privately held Canada corporation, engaged in the business of the development, marketing and distribution of luxury skin treatments. Our acquisition of this common stock was pursuant to an amended and restated share exchange agreement that we had entered into with the former shareholders of Euoko, dated effective July 23, 2007.

Euoko Inc. was incorporated pursuant to the federal laws of Canada on July 16, 2003 under the name “6118356 Canada Ltd.” On March 17, 2005, it changed its name to “Euoko Inc.” Before 2005, Euoko Inc.’s primary business activity was consulting. In 2006, Euoko Inc.’s primary activity changed to the research, development, marketing and distribution of luxury skin treatments. Euoko Inc. sells its luxury skin treatment products through varied distribution channels in select North American, European, Middle Eastern and Asian markets, as well as globally through its internally operated multi-currency and multi-lingual website.

Since the date of the share exchange, March 7, 2008, Euoko Inc. is now our wholly-owned, operating subsidiary and we have become engaged in the business of the development, marketing and distribution of luxury skin treatments. The business of Euoko is now our business. We currently have five Euoko product lines on the market: the A-Series, the P-Series, the R-Series, the W-Series and the Y-Series. Over the next 12 months, we plan to decrease marketing and increase distribution and sales for our five product lines and develop new products for introduction into the market.

In our current five product lines, we offer twenty-six luxury skin treatment products: the R-Series is for enhancing skin radiance, the Y-Series is for targeting lines and wrinkles, the A-Series is for blemish-prone skin, the P-Series is for diverse environmental protection and the W-Series is for correcting pigmentation problems. Highlights of the brand’s products are Intense Lift Concentrate (1 oz/30 ml for US$500), the recently-released Eye Contour Nanolift (0.5 oz/15 ml for US$300), Cellular Energy Radiance Cream (1.7oz. /50ml for US$170) and Blueprint Resculpting Cream (1.7oz. /50ml for US$180).

Our products are currently sold in premium retail channels worldwide including partnerships with such retailers as Barneys New York, Saks Fifth Avenue, Bergdorf Goodman, Neiman Marcus, Bliss, Harrods (London), Printemps (France), La Rinascente (Italy) and Lane Crawford (Hong Kong). We opened a brand-owned and managed flagship retail store in Toronto in July, 2009 and opened another flagship store in Vancouver in January, 2010.

Purchase of Significant Equipment

We do not intend to purchase any significant equipment over the twelve months ending January 31, 2011.

Corporate Offices

We lease our main office at 67 Mowat Avenue, Suite 535, Toronto, Ontario, Canada. This office provides us with 1,914 square feet of space for monthly rent of CDN$4,226.75. This space currently meets all of our needs but we may require additional or different office space over the next twelve months to facilitate any future staffing growth.

Employees

As at January 31, 2010 we employed twenty (20) full time employees and contractors. We plan to hire additional employees when circumstances warrant.

Critical Accounting Policies

Our financial statements and accompanying notes are prepared in accordance with generally accepted accounting principles used in the United States. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management's application of accounting policies. We believe that understanding the basis and nature of the estimates and assumptions involved with the following aspects of our consolidated financial statements is critical to an understanding of our financials.

Use of Estimates

Accounts Receivable

Trade receivables are recorded at net realizable value consisting of the carrying amount less an allowance for uncollectible accounts, as needed.

Our company uses the allowance method to account for uncollectible trade receivable balances. Under the allowance method, if needed, an estimate of uncollectible customer balances is made based upon specific account balances that are considered uncollectible. Factors used to establish an allowance include the credit quality of the customer and whether the balance is significant. At January 31, 2010 and July 31, 2009 the allowance for uncollectible trade receivables was $4,676 and $4,110, respectively.

Revenue Recognition

We recognize revenue when there is persuasive evidence that an arrangement exists, delivery of the product has occurred and title has passed, the selling price is both fixed and determinable, and collectability is reasonably assured, all of which generally occurs upon shipment of our company's product.

Stock-based Compensation

Foreign Currency Translation

Our company’s functional currency is Canadian dollars. Assets and liabilities of the foreign subsidiaries are translated into U.S. dollars at period end exchange rates. Capital accounts are translated into U.S. dollars at the acquisition date rates. Income and expense items are translated at the weighted average exchange rates for the period. Net exchange gains or losses resulting from such translations are excluded from net income (loss) but are included in comprehensive income (loss) and accumulated in a separate component of stockholders' equity.

Recently Issued Accounting Standards

present or future consolidated financial statements.

Going Concern

We have not yet achieved profitable operations and are dependent on our ability to raise capital from stockholders or other sources to meet our obligations and repay our liabilities arising from normal business operations when they become due. In their report on our audited financial statements for the year ended July 31, 2009, our independent auditors included an explanatory paragraph regarding concerns about our ability to continue as a going concern. Our financial statements contain additional note disclosure describing the circumstances that lead to this disclosure by our independent auditors.

Results of Operations

The following summary of our results of operations should be read in conjunction with our financial statements for the quarter ended January 31, 2010 which are included herein.

Three month Summary ended January 31, 2010 and 2009

		Three Months Ended
					January 31
		2010			2009
Sales	$	545,727		$	290,009
Cost of Sales	$	104,253		$	71,130
Operating Expenses	$	721,846		$	693,322
Net Loss	$	(349,346	)	$	(516,959	)

Sales

Our sales for the three months ended January 31, 2010 were $545,727, compared to our sales for the three months ended January 31, 2009, which were $290,009, representing approximately an 88.2% increase. The increase in sales is because our brand has become more established in the premium retail channels including the addition of new third-party distributors and the introduction of new products.

Cost of Sales

Our cost of sales for the three months ended January 31, 2010 was $104,253 (19.1% of product sales), compared to our cost of sales for the three months ended January 31, 2009, which was $71,130 (24.5% of product sales). The increase in our cost of sales is mainly due to the increase in sales. The decrease in cost of sales as a percentage of sales is mainly due to the reduction of outbound shipping costs because of the consolidation of shipments to distributors and retailers in the quarter ended January 31, 2010 versus individual shipments to online customers in the quarter ended January 31, 2009. Cost of sales includes costs related to product manufacturing, brokerage and duties, inbound and outbound shipping and certain promotional activities. We expect that our cost of sales will increase over the next twelve months but will remain constant or increase as a percentage of total sales.

Future cost of sales may be impacted by the inclusion of new brands which may have product cost structures and margins different from those of our existing product lines, the effects of inflation and changing prices from our suppliers and fluctuations in foreign currency rates as certain costs are incurred in foreign currencies.

Total Operating Costs

Our total operating expenses consist of salaries and benefits, consulting fees, professional fees, selling costs, marketing, travel and related, general and administrative, financing charges, and amortization. For the three months ended January 31, 2010, our total operating expenses were $721,846 while they were $693,322 for the three months ended January 31, 2009. This 4.11% increase in our total operating costs is mainly due to increases in Selling Facility Costs and Travel Expenses offset by decreases in Salaries and Benefits, Marketing and Bad Debt expenses

Six month Summary ended January 31, 2010 and 2009

		Six months Ended
		January 31
		2010			2009
Sales	$	941,424		$	630,431
Cost of Sales	$	200,248		$	159,141
Operating Expenses	$	1,555,146		$	1,547,750
Net Loss	$	(945,269	)	$	(1,156,566	)

Sales

Our sales for the six months ended January 31, 2010 were $941,424 , compared to our sales for the six months ended January 31, 2009, which were $630,431 , representing approximately a 49.36% increase. The increase in sales is because our brand has become more established in the premium retail channels including the addition of new third-party distributors and the introduction of new products.

Cost of Sales

Our cost of sales for the six months ended January 31, 2010 was $200,248 (21.3% of product sales), compared to our cost of sales for the six months ended January 31, 2009, which was $159,141 (25.2% of product sales). The increase in our cost of sales is mainly due to the increase in sales. The decrease in cost of sales as a percentage of sales is mainly due to the reduction of outbound shipping costs because of the consolidation of shipments to distributors and retailers in the quarter ended January 31, 2010 versus individual shipments to online customers in the quarter ended January 31, 2009. Cost of sales includes costs related to product manufacturing, brokerage and duties, inbound and outbound shipping and certain promotional activities. We expect that our cost of sales will increase over the next twelve months but will remain constant or increase as a percentage of total sales.

Total Operating Costs

Our total operating expenses consist of salaries and benefits, consulting fees, professional fees, selling costs, marketing, travel and related, general and administrative, interest and financing charges, and amortization. For the six months ended January 31, 2010, our total operating expenses were $1,555,148 while they were $1,547,750 for the six months ended January 31, 2009. This 0.48% increase in our total operating costs is mainly due to increases in Selling Costs, Facility Costs and Travel Expenses offset by decreases in Salaries and Benefits, Marketing and Bad Debt expenses.

We expect to continue to increase our business activities and hire new employees and / or contractors and we expect our total operating expenses to increase over the coming twelve months. We expect these future increases in our total operating expenses to decrease as a percentage of total revenue.

Liquidity and Financial Condition

Working Capital

		At			At
		January 31,			July 31,
		2010			2009
Current assets	$	1,070,629		$	785,192
Current liabilities	$	1,090,954		$	832,680
Working capital	$	(20,325	)	$	(47,488	)

Cash Flows
		Six Months Ended
		January 31,			January 31,
		2010			2009
Net Cash Used in Operating Activities	$	(746,297	)	$	(845,193	)
Net Cash Used in Investing Activities	$	(97,633	)	$	(4,908	)
Net Cash Proved by Financing Activities	$	1,031,410		$	802,368
Effect of Exchange Rate Changes	$	4,673		$	(35,000	)
Net increase (decrease) in cash during period	$	192,153		$	(82,733	)

We had cash in the amount of $281,372 as of January 31, 2010 as compared to $89,219 as of July 31, 2009. We had working capital deficiency of $20,325 as of January 31, 2010 compared to a working capital deficiency of $47,488 as of July 31, 2009.

Our principal source of funds has been cash flows from borrowings under term loan agreements. At January 31, 2010, we had loans payable of $6,908,691 compared with $5,812,128 at July 31, 2009.

Future Financings

During the prior years, the Company entered into a series of Loan agreements with CMMG Finance Inc. (CMMG), an entity that is related to a stockholder of the Company.

As at January 31, 2010, we had exceeded our available funding by $1,437,395 CDN ($1,344,251 US) under a term loan agreement with a related party. As of March 11, 2010 additional borrowings of $200,000 CDN ($187,040 US) had been issued. The lender has allowed the excess of borrowings above the loan agreement to take place under the same conditions as the existing loan agreement while a new loan agreement is being negotiated. The funding the current lender is making available to us will allow us to meet our current cash requirements over the next threemonths. We may have to raise additional monies through private placements of our equity securities and/or debt financing in order that we may fund continuing operational expenses beyond our expected cash requirements.

The Company is currently in default on the loan agreement with CMMG as payments of interest and royalty fees have not been made within the agreement’s terms.

As at January 31, 2010, we had exceeded our available funding by $1,487,395 CDN ($1,344,251 US) under a term loan agreement with a related party. As of March 11, 2010 additional borrowings of $200,000 CDN ($187,040 US) had been issued. The lender has allowed the excess of borrowings above the loan agreement to take place under the same conditions as the existing loan agreement while a new loan agreement is being negotiated. The funding the current lender is making available to us will allow us to meet our current cash requirements over the next three months. We may have to raise additional monies through private placements of our equity securities and/or debt financing in order that we may fund continuing operational expenses beyond our expected cash requirements.

Contractual Obligations

As a “smaller reporting company”, we are not required to provide tabular disclosure obligations.

Off-Balance Sheet Arrangements

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.

Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures

We carried out an evaluation, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act (defined below)). Based upon that evaluation, our principal executive officer and principal financial officer concluded that, as of the end of the period covered in this report, our disclosure controls and procedures were effective to ensure that information required to be disclosed in reports filed under the Securities Exchange Act of 1934, as amended (the "Exchange Act") is recorded, processed, summarized and reported within the required time periods and is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

Our management, including our principal executive officer and principal financial officer, does not expect that our disclosure controls and procedures or our internal controls will prevent all error or fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Due to the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. Accordingly, management believes that the financial statements included in this report fairly present in all material respects our financial condition, results of operations and cash flows for the periods presented.

Changes in Internal Control over Financial Reporting

In addition, our management with the participation of our Principal Executive Officer who is also our Principal Financial Officer have determined that no change in our internal control over financial reporting (as that term is defined in Rules 13(a)-15(f) and 15(d)-15(f) of the Securities Exchange Act of 1934) occurred during or subsequent to the quarter ended January 31, 2010 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

OTHER INFORMATION

Item 1. Legal Proceedings

We know of no material, active or pending legal proceedings against us, nor are we involved as a plaintiff in any material proceedings or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder are an adverse party or has a material interest adverse to us.

Item 1A. Risk Factors

Much of the information included in this quarterly report includes or is based upon estimates, projections or other “forward looking statements”. Such forward looking statements include any projections and estimates made by us and our management in connection with our business operations. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein.

Such estimates, projections or other “forward looking statements” involve various risks and uncertainties as outlined below. We caution the reader that important factors in some cases have affected and, in the future, could materially affect actual results and cause actual results to differ materially from the results expressed in any such estimates, projections or other “forward looking statements”.

Risks Related to our Company

The audited financial statements for the year end July 31, 2009, states that there is a substantial doubt that we will be able to continue as a going concern and our independent certified public accountant added an emphasis paragraph to this report.

The accompanying consolidated financial statements contemplates continuation of our company as a going concern. We had a net loss of $945,269 for the six months ended January 31, 2010, and as of January 31, 2010 we had a stockholders’ deficiency of $6,758,408. These matters raise substantial doubt about our company’s ability to continue as a going concern. Management’s plan is to attempt to raise additional capital until such time as our company is able to generate sufficient operating revenue. In view of these matters, realization of certain of the assets in the accompanying consolidated financial statements is dependent upon continued operation of our company, which in turn is dependent upon our ability to meet our financial requirements, raise additional capital, and the success of our future operations. Our ability to continue as a going concern is dependent upon the achievement of profitable operations, support from stockholders and investors, and raising of additional debt or equity which cannot be reasonably assured. Management believes that its ability to raise additional capital provides the opportunity for our company to continue as a going concern.

We have a limited operating history and limited historical financial information upon which you may evaluate our performance.

We are in our early stages of development and face risks associated with a new company in a growth industry. We may not successfully address these risks and uncertainties or successfully implement our operating strategies. If we fail to do so, it could materially harm our business to the point of having to cease operations and could impair the value of our common stock to the point investors may lose their entire investment. We may not generate positive cash flows or profits in the future.

As the majority of our business assets and all of our directors and officers are located outside of the United States, investors may be limited in their ability to enforce U.S. civil actions against our assets or our directors and officers. You may not be able to receive compensation for damages to the value of your investment caused by wrongful actions by our directors.

The great majority of our business assets are located outside of the United State and all of our directors and officers are resident outside of the United States. Consequently, it may be difficult for investors to affect service of process within the United States upon our assets or our directors or officers, or to realize upon judgments of United States courts predicated upon civil liabilities under U.S. Federal Securities Laws or other laws. A judgment of a U.S. court predicated solely upon such civil liabilities may not be enforceable in other countries. You will likely not be able to recover damages as compensation for a decline in your investment.

We indemnify our officers and directors against liability to our company and our shareholders, which may reduce our directors’ and officers’ motivation to meet the standards required by law to properly carry out their duties and the cost to us of any indemnification could negatively affect our operating results.

Our Bylaws allow for the indemnification of our officers and directors in regard to their carrying out the duties of their offices. The Bylaws also allow for reimbursement of legal defenses.

As to indemnification for liabilities arising under the Securities Act of 1933 for directors, officers or persons controlling our company, we have been informed that in the opinion of the SEC such indemnification is against public policy and unenforceable.

Since our directors and officers are aware that they may be indemnified for carrying out the duties of their offices, they may be less motivated to meet the standards required by law to properly carry out their duties, which could have a negative impact on our operating results. Also, if any director or officer claims against our company for indemnification, the costs could have a negative effect on our operating results.

Our management controls approximately 99.6% of the possible votes in a vote by our shareholders and their interest could conflict with the interests of investors which could cause the investor to lose all or part of the investment.

Brandon Truaxe, our president & chief executive officer owns 10,504,000 of our common shares, approximately 30% of our issued and outstanding common stock, and 12,285,000 of our preferred shares, which is 100% of our issued and outstanding preferred stock. Julio Torres, our vice president and chief innovations officer, owns 1,755,000 of our common shares, 5% of our issued and outstanding common stock. Since each of our preferred shares carries the right to vote 500 times per preferred share, this means that Brandon Truaxe controls 6,153,004,000 votes out of a possible 6,177,600,000 votes, which is approximately 99.6% of the total possible votes in a vote by our shareholders concerning the management of our company. Together, Brandon Truaxe and Julio Torres control 6,154,759,000 shareholder votes, which is approximately 99.6% of the possible votes in a vote by our shareholders. Our management is able to substantially influence all matters requiring stockholder approval, including the election of directors and approval of significant corporate transactions. Such concentration of ownership may also have the effect of delaying or preventing a change in control, which may be to the benefit of our management but not in the interest of the shareholders. This beneficial ownership and potential effective control on all matters relating to the business and operations of our company could eliminate the possibility of shareholders changing the management in the event that the shareholders did not agree with the conduct of the officers and directors. Additionally, the shareholders would potentially not be able to obtain the necessary shareholder vote to affect any change in the course of business of our company. This lack of shareholder control could prevent the shareholders from removing from the Board of Directors any directors who are not managing our company with sufficient skill to make it profitable, which could prevent us from becoming profitable.

Risks Related to our Business

We will rely on third-party suppliers and manufacturers to provide raw materials for our products and to produce our products, and we will have limited control over these suppliers and manufacturers and may not be able to obtain quality products on a timely basis or in sufficient quantity.

Substantially all of our products will be manufactured by unaffiliated manufacturers. We may not have any long-term contracts with our suppliers or manufacturing sources, and we expect to compete with other companies for raw materials, production and import capacity.

There can be no assurance that there will not be a significant disruption in the supply of raw materials from our intended sources or, in the event of a disruption, that we would be able to locate alternative suppliers of materials of comparable quality at an acceptable price, or at all. In addition, we cannot be certain that our unaffiliated manufacturers will be able to fill our orders in a timely manner.

If we experience significant increased demand, or need to replace an existing manufacturer, there can be no assurance that additional supplies of raw materials or additional manufacturing capacity will be available when required on terms that are acceptable to us, or at all, or that any supplier or manufacturer would allocate sufficient capacity to us in order to meet our requirements. In addition, even if we are able to expand existing or find new manufacturing or raw material sources, we may encounter delays in production and added costs as a result of the time it takes to train our suppliers and manufacturers in our methods, products and quality control standards. Any delays, interruption or increased costs in the supply of raw materials or manufacture of our products could have an adverse effect on our ability to meet retail customer and consumer demand for our products and result in lower revenues and net income both in the short and long-term.

In addition, there can be no assurance that our suppliers and manufacturers will continue to provide raw materials and to manufacture products that are consistent with our standards. We may receive shipments of product that fail to conform to our quality control standards. In that event, unless we are able to obtain replacement products in a timely manner, we risk the loss of revenues resulting from the inability to sell those products and related increased administrative and shipping costs. In addition, because we do not control our manufacturers, products that fail to meet our standards or other unauthorized products could end up in the marketplace without our knowledge, which could harm our reputation in the marketplace.

Risks Related to our Securities

Our common stock may be affected by limited trading volume and may fluctuate significantly. Substantial fluctuations in our stock price could significantly reduce the price of our stock.

There has been a limited public market for our common stock and there can be no assurance an active trading market for our common stock will develop. This could adversely affect our shareholders’ ability to sell our common stock in short time periods or possibly at all. Our common stock has experienced and is likely to experience significant price and volume fluctuations that could adversely affect the market price of our common stock without regard to our operating performance. Our stock price could fluctuate significantly in the future based upon any number of factors such as: general stock market trends; announcements of developments related to our business; fluctuations in our operating results; announcements of technological innovations, new products or enhancements by us or our competitors; general conditions in the markets we serve; general conditions in the U.S. or world economy; developments in patents or other intellectual property rights; the performance of our eligible portfolio companies; and developments in our relationships with our customers and suppliers. Substantial fluctuations in our stock price could significantly reduce the price of our stock.

Our common stock is traded on the "Over-the-Counter Bulletin Board," which may make it more difficult for investors to resell their shares due to suitability requirements.

Our common stock is currently traded on the Over the Counter Bulletin Board (OTCBB) where we expect it to remain in the foreseeable future. Broker-dealers often decline to trade in OTCBB stocks given the market for such securities are often limited, the stocks are more volatile, and the risk to investors is greater. These factors may reduce the potential market for our common stock by reducing the number of potential investors. This may make it more difficult for investors in our common stock to sell shares to third parties or to otherwise dispose of their shares. This could cause our stock price to decline.

Our stock is a penny stock. Trading of our stock may be restricted by the Securities and Exchange Commission’s penny stock regulations and the Financial Industry Regulatory Authority’s sales practice requirements, which may limit a stockholder's ability to buy and sell our stock.

Our stock is a penny stock. The Securities and Exchange Commission has adopted Rule 15g-9 which generally defines "penny stock" to be any equity security that has a market price (as defined) less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions. Our securities are covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other than established customers and "accredited investors". The term "accredited investor" refers generally to institutions with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse.

The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document in a form prepared by the Securities and Exchange Commission which provides information about penny stocks and the nature and level of risks in the penny stock market. The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction and monthly account statements showing the market value of each penny stock held in the customer's account. The bid and offer quotations, and the broker-dealer and salesperson compensation information, must be given to the customer orally or in writing prior to effecting the transaction and must be given to the customer in writing before or with the customer's confirmation. In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from these rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written agreement to the transaction. These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the stock that is subject to these penny stock rules. Consequently, these penny stock rules may affect the ability of broker-dealers to trade our securities. We believe that the penny stock rules discourage investor interest in and limit the marketability of our common stock.

In addition to the "penny stock" rules promulgated by the Securities and Exchange Commission, the Financial Industry Regulatory Authority has adopted rules that require that in recommending an investment to a customer, a broker-dealer must have reasonable grounds for believing that the investment is suitable for that customer. Prior to recommending speculative low priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customer's financial status, tax status, investment objectives and other information. Under interpretations of these rules, the Financial Industry Regulatory Authority believes that there is a high probability that speculative low priced securities will not be suitable for at least some customers. The Financial Industry Regulatory Authority requirements make it more difficult for broker-dealers to recommend that their customers buy our common stock, which may limit your ability to buy and sell our stock.

Trends, Risks and Uncertainties

We have sought to identify what we believe to be the most significant risks to our business, but we cannot predict whether, or to what extent, any of such risks may be realized nor can we guarantee that we have identified all possible risks that might arise. Investors should carefully consider all of such risk factors before making an investment decision with respect to our common shares.

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

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Submission of Matters to a Vote of Securities Holders

None.

Item 5. Other Information

None.

Item 6. Exhibits

Exhibit Number	Description
(3)	(i) Articles of Incorporation; and (ii) Bylaws
3.1	Articles of Incorporation (incorporated by reference from our Form SB-2 filed on September 21, 2004).
3.2	Bylaws (incorporated by reference from our Form SB-2 filed on September 21, 2004).
3.3	Certificate of Change filed with the Secretary of State of Nevada on March 22, 2007 (incorporated by reference from our Current Report on Form 8-K filed on March 22, 2007).
3.4	Certificate of Correction filed with the Secretary of State of State of Nevada on March 19, 2007 (incorporated by reference from our Current Report on Form 8-K filed on March 22, 2007).
3.5	Articles of Merger filed with the Secretary of State of Nevada on May 17, 2007 and which is effective May 24, 2007 (incorporated by reference from our Current Report on Form 8-K filed on May 25, 2007).
3.6	Certificate of Amendment to Articles of Incorporation filed with the Nevada Secretary of State on June 22, 2007 (incorporation by reference from our Current Report on form 8-K filed on June 28, 2007).
3.7	Articles of Merger filed and effective with the Secretary of State of Nevada on January 10, 2008 (incorporation by reference from our Current Report on form 8-K filed on January 22, 2008).
(10)	Material Contracts
10.1	Letter Agreement dated April 5, 2007 (incorporated by reference from our Current Report on Form 8-K filed on April 25, 2007).
10.2	Amended and Restated Share Exchange Agreement (incorporated by reference from our Current Report on Form 8-K filed on July 27, 2007).
10.3	Form of Option Agreement (incorporated by reference from our Current Report on Form 8-K filed on March 13, 2008).
10.4	Lease Agreement dated December 8, 2006 (incorporated by reference from our Current Report on Form 8-K filed on March 13, 2008).
10.5	Employment agreement with Brandon Truaxe (incorporated by reference from our Current Report on Form 8-K filed on March 13, 2008).
10.6	Employment agreement with Michael Basler (incorporated by reference from our Current Report on Form 8-K filed on March 13, 2008).
10.7	Loan Agreement (incorporated by reference from our Current Report on Form 8-K filed on March 13, 2008).
10.8	Share Purchase Agreement between Euoko Inc. and CMMG Finance, Inc. (incorporated by reference from our Current Report on Form 8-K filed on December 26, 2007).

Exhibit Number	Description
10.9	Letter between the Parties to the Amended and Restated Share Purchase Agreement dated November 23, 2007 (incorporated by reference from our Current Report on Form 8-K filed on December 26, 2007).
10.10	Form of Amendment Agreement between our company and Brandon C. Truaxe dated December 19, 2008 (incorporated by reference from our Current Report on Form 8-K filed on December 24, 2008).
10.11	Form of Term Loan Agreement between our company, Euoko Inc., Hewitt-Vevey Pharma Sciences Ltd. and CMMG Finance Inc. dated December 22, 2008 (incorporated by reference from our Current Report on Form 8-K filed on December 24, 2008).
(14)	Code of Ethics
14.1	Code of Business Conduct and Ethics (incorporated by reference from our Annual Report on Form 10- KSB filed on April 14, 2004).
(21)	Subsidiaries
21.1	Euoko Inc., a Canada corporation Hewitt-Vevey Pharma Sciences Ltd., a Canada corporation Vita Equity Inc., a Canada corporation
(31)	Section 302 Certification
31.1*	Section 302 Certification of Brandon Truaxe
(32)	Section 906 Certification
32.1*	Section 906 Certification of Brandon Truaxe

* Filed herewith.

SIGNATURES

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

	EUOKO GROUP, INC.
	(Registrant)


Dated: March 22, 2010	/s/ Brandon Truaxe
	Brandon Truaxe
	President, Chief Executive Officer and Director
	(Principal Executive Officer, Principal Financial
	Officer and Principal Accounting Officer)

Euoko Group Inc. 10-Q