VSTY Varsity Grp (MM)

CUSIP No. 922281100

VGI Financial Corp.

WC

Delaware

22,737,477

54.5%

CO

CUSIP No. 922281100

Follett Corporation

WC

Illinois

22,737,477

54.5%

CO, HC

                 The following constitutes Amendment No. 1 (“Amendment No. 1”) to the Schedule 13D (the original Schedule 13D is referred to herein as the “Schedule 13D”) filed by the undersigned with the Securities and Exchange Commission on March 3, 2008. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms as set forth in the Schedule 13D.

Amendment No. 1 is being filed to report that additional advances of $309,597.00, $302,149.45 and $180,562.91 were made by VGI Financial on March 10, March 14 and March 19, 2008, respectively, pursuant to the terms of the New Loan Agreement. As a result of the additional advances, as of March 19, 2008, VGI Financial and Follett (the “Reporting Persons”) are each deemed to beneficially own 22,737,477 shares of Common Stock of the Company. Items 3, 4 and 5 of the Schedule 13D are supplemented (as shown below) to disclose this information. The Warrant has not been exercised and the Reporting Persons do not directly own any shares of the Common Stock of the Company. The Reporting Persons disclaim beneficial ownership of such shares.

As of March 19, 2008, (a) there are $4,547,495.45 of advances outstanding under the New Loan Agreement, and (b) the Warrant is exercisable for 22,737,477 shares of Common Stock. If VGI Financial were to purchase all shares issuable upon exercise of the Warrant, then VGI Financial would need to make an additional payment to the Company equal to the aggregate exercise price of $4,547,495.45. All funds used to make advances under the New Loan Agreement have been provided to VGI Financial by Follett. If the Warrant is exercised, then it is anticipated that all funds necessary to pay the exercise price will also be provided to VGI Financial by Follett. Follett has provided these funds, and expects to provide any future funds, from its working capital.

As of March 19, 2008, advances under the New Loan Agreement are approximately $4,547,495.45.          

Item 5 (a), (b), and (c) of the Schedule 13D are hereby supplemented as follows:

(a), (b) As of March 19, 2008, VGI Financial does not directly own any shares of Common Stock. As described in Item 4 of the Schedule 13D, the number of shares of Common Stock issuable pursuant to the Warrant increases as additional advances are made under the New Loan Agreement. As a result of additional advances made by VGI Financial of $309,597.00, $302,149.45 and $180,562.91 on March 10, March 14 and March 19, 2008, respectively, the number of shares of Common Stock issuable upon exercise of the Warrant has increased to 22,737,477 shares of Common Stock, which on a fully diluted basis represents 54.5% of the Company’s total outstanding Common Stock. If, after the date hereof, additional advances are made by VGI Financial under the New Loan Agreement, then the number of shares issuable pursuant to the Warrant would also increase. VGI Financial is a wholly owned subsidiary of Follett and, therefore, Follett is also deemed to have beneficial ownership of all shares of Common Stock issuable upon exercise of the Warrant. Follett disclaims beneficial ownership of the shares of Common Stock beneficially owned by it, except to the extent of its pecuniary interest in such shares. The ownership percentages are calculated on the basis of 18,960,655 shares of Common Stock

outstanding as of November 8, 2007, as reported by the Company in its Form 10-Q for the quarter ended September 30, 2007, taking into account the dilution resulting from the shares of Common Stock which could be issued pursuant to the Warrant.

To the best of the Reporting Persons’ knowledge, as of March 19, 2008, none of the individuals named in Schedule I to the Schedule 13D beneficially own Common Stock in the Company.

(c) Except for the transactions described above and in Item 4 of Schedule 13D, during the last sixty days there were no transactions in shares of the Common Stock of the Company effected by the Reporting Persons or the individuals named in Schedule I to the Schedule 13D.

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.