FORM 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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X
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Form 3 Holdings Reported.
  
Form 4 Transactions Reported.
1. Name and Address of Reporting Person*
PAULSON CAPITAL CORP

(Last) (First) (Middle)
811 SW NAITO PARKWAY
SUITE 200

(Street)
PORTLAND OR 97204

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
QUANTUM GROUP INC /FL [ QGP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
See Remarks
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
11/01/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
PAULSON CAPITAL CORP

(Last) (First) (Middle)
811 SW NAITO PARKWAY
SUITE 200

(Street)
PORTLAND OR 97204

(City) (State) (Zip)
1. Name and Address of Reporting Person*
PAULSON JACQUELINE M

(Last) (First) (Middle)
811 SW NAITO PARKWAY
SUITE 200

(Street)
PORTLAND OR 97204

(City) (State) (Zip)
1. Name and Address of Reporting Person*
PAULSON CHESTER L F

(Last) (First) (Middle)
811 SW NAITO PARKWAY
SUITE 200

(Street)
PORTLAND OR 97204

(City) (State) (Zip)
Explanation of Responses:
Remarks:
A form 3 was filed on November 5, 2008 in error. The reporting parties were not, and are not, a Director, Officer, or 10% Owner of the Issuer. A form 3/A was filed on January 21, 2009 amending the Form 3 filed on November 5, 2008. This form 5 is being filed as the reporting parties were not, and are not, subject to Section 16 reporting.
Carol A. Rice, Attorney-in-Fact for Chester L.F. Paulson 01/21/2009
Carol A. Rice, Attorney-in-Fact for Jacqueline M. Paulson 01/21/2009
Carol A. Rice, Authorized Agent for Paulson Capital Corp. 01/21/2009
Carol A. Rice, Authorized Agent for Paulson Family LLC 01/21/2009
Carol A. Rice, Authorized Agent for Paulson Investment Co., Inc. 01/21/2009
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.