U.S. SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C. 20549

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


                                  FORM 10-QSB


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

                For the quarterly period ended June 30, 2002


                                       or

[  ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT OF 1934
                      For the transition period from to

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


                       Commission File Number 000-29707

                             GREENHOLD GROUP, INC.
         (Exact Name of Small Business Issuer as Specified in Its Charter)

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

                   Florida                          65-0910697
          (State of incorporation)    (I.R.S. Employer Identification No.)

                          1995 E. Oakland Park Boulevard
                                     Suite 350
                           Oakland Park, Florida 33306
                    (Address of principal executive offices)


                  Registrant's telephone number: (954) 564-0006


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

Check whether the issuer:  (1) filed all reports required to be filed
by Section 13 or 15(d) of the  Exchange  Act during the past 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 X No ----


         Number of outstanding shares of the Issuer's common stock
                       as of August 16, 2002:  8,810,040




<PAGE>                                 1



Greenhold Group, Inc. Index to Form 10-QSB

Part 1   Financial Information

Item 1.  Financial Statements (Unaudited)


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

Part II  Other Information


Item 6.  Exhibits and Reports on Form 8-K


<PAGE>                                 2


Part I.  Financial Information


Item 1.  Financial Statements


<PAGE>                                 2


                    GREENHOLD GROUP, INC & SUBSIDIARIES
                    CONDENSED CONSOLIDATED BALANCE SHEET
                                JUNE 30, 2002
                                 (Unaudited)

                                   ASSETS

CURRENT ASSETS
 Cash                                                        $   22,420
 Accounts receivable                                             65,965
 Prepaid expenses                                                 4,000
 Due from buyers of subscriber lists                            370,920
                                                             ----------
     Total Current Assets                                       463,305
                                                             ----------

PROPERTY, FURNITURE AND EQUIPMENT
 - NET                                                          511,285
                                                             ----------

OTHER ASSETS
 Domaine name rights - net                                    4,911,546
 Subscriber list - net                                           44,568
 Registry set-up fee - net                                       43,333
 Registration fee - net                                           7,500
 Deposits                                                         7,860
                                                             ----------
Total Other Assets                                            5,014,807
                                                             ----------

TOTAL ASSETS                                                 $5,989,397
                                                             ==========

                    LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
 Note payable - bank                                         $   50,383
 Accounts payable and accrued expenses                          826,767
 Deferred revenue                                                24,170
 Deposit received on sale of subscribers                         40,000
 Current portion of notes payable                                56,437
 Current portion of capital lease obligation                      2,249
 Current portion of notes payable - stockholders              1,298,546
                                                             ----------
     Total Current Liabilities                                2,298,552

LONG-TERM DEBT LIABILITIES
 Notes payable, less current portion                             84,779
 Notes payable - stockholders, less current portion           3,000,000
                                                             ----------
     Total Long-Term Liabilities                              3,084,779
                                                             ----------
TOTAL LIABILITIES                                             5,383,331
                                                             ----------

MINORITY INTEREST                                                47,256
                                                             ----------

STOCKHOLDERS' EQUITY
 Common stock, $.001 par value 50,000,000
  shares authorized, 10,260,040 shares issued
  and outstanding                                                10,260
 Additional paid-in capital                                   5,702,449
 Deficit                                                     (5,153,899)
                                                             ----------

TOTAL STOCKHOLDERS' EQUITY                                      558,810
                                                             ----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                   $5,989,397
                                                             ==========

      Read accompanying Notes to Condensed Financial Statements.



<PAGE>                                3



                   GREENHOLD GROUP, INC. & SUBSIDIARIES
              CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>

                                                   Three Months              Six Months
                                                 Ended June 30,            Ended June 30,
                                              2002            2001       2002          2001
                                              ----            ----       ----          ----
<S>                                        <C>            <C>           <C>            <C>

REVENUES
 Access fees                               $ 190,921      $  180,051    $ 642,176      $ 419,720
 Domain name registrations                   132,783             -        132,783            -
 Other                                        47,757          21,964      108,355         51,102
                                           ----------     -----------   ----------     ----------
     Total Revenues                          371,461         202,015      883,314        470,822

COST OF REVENUES                             149,127          85,993      345,183        175,796
                                           ----------     -----------   ----------     ----------
GROSS PROFIT                                 222,334         116,022      538,131        295,026
                                           ----------     -----------   ----------     ----------
EXPENSES
 General and administrative                  405,990         258,445      809,972        571,488
 Depreciation and amortization               204,172         357,120      464,025        715,140
 Interest expense                            123,712          14,315      151,744         23,400
 Minority interest in net income                 551             552        1,102          1,089
                                           ----------     -----------   ----------     ----------
Total Expenses                               734,425         630,432    1,426,843      1,311,117
                                           ----------     -----------   ----------     ----------
OPERATING (LOSS)                            (512,091)       (630,432)    (888,712)    (1,016,091)

OTHER INCOME
 Loss on sale of subscribers                 (59,245)           -         (51,141)          -
                                           ----------     -----------   ----------     -----------
NET (LOSS)                                 $(571,336)      $(514,410)   $(939,853)    $(1,016,091)
                                           ==========     ===========   ==========     ===========
(LOSS) PER SHARE                           $    (.06)      $    (.06)   $    (.10)    $      (.12)
                                           ==========     ===========   ==========     ===========
WEIGHTED AVERAGE NUMBER OF
 SHARES OUTSTANDING                        9,953,337       3,000,000    9,537,471       3,000,000
                                           ==========     ===========   ==========     ===========

</TABLE>

          Read accompanying Notes to Condensed Financial Statements.


<PAGE>                                 4



                  GREENHOLD GROUP, INC. & SUBSIDIARIES
             CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW
              SIX MONTHS ENDED JUNE 30, 2002 AND 2001
                                 (Unaudited)


                                                   2002           2001
                                                   ----           ----
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net (loss)                                    $(939,853)    $(1,016,091)
  Adjustments to reconcile net
  loss to net cash provided by
  (used in) operating activities:
    Depreciation and amortization                 464,025         715,140
    Minority interest in net income                 1,102           1,089
    Common stock issued for services              130,000             -
    Loss on sale of subscriber lists               51,141             -
    (Increase) decrease in:
     Accounts receivable                           (6,119)        (11,829)
     Prepaid expenses                              (4,000)            -
     Other current assets                             -              (687)
     Deposits                                        (450)            -
    Increase (decrease) in:
     Accounts payable and accrued
      expenses                                    215,715          63,220
     Deferred revenue                             (43,297)          4,909
     Due to related party                         (32,614)            -
                                                ----------       ---------
NET CASH USED IN
 OPERATING ACTIVITIES                            (164,360)       (244,249)
                                                ----------       ---------
CASH FLOWS FROM INVESTING ACTIVITIES
 Cash acquired from acquisition                       906             -
 Proceeds received on sale of
  subscriber lists                                431,355             -
 Increase in subscriber list                          -            (9,483)
 Purchase of furniture and equipment              (69,822)        (36,031)
                                                ----------       ---------
NET CASH PROVIDED BY (USED IN)
 INVESTING ACTIVITIES                             362,439         (45,514)
                                                ----------       ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
 Proceeds from note payable - bank                 50,383             -
 Proceeds from notes payable -
  stockholders                                     89,474         215,900
 Repayment of notes payable -
  stockholders                                   (201,350)            -
 Repayment of notes payable                      (114,995)        (51,885)
 Repayment of capital lease obligation             (6,094)            -
 Proceeds from issuance of common stock               -           119,280
NET CASH (USED IN) PROVIDED BY                  ----------       ---------
 FINANCING ACTIVITIES                            (182,582)        283,295
                                                ----------       ---------

NET INCREASE (DECREASE) IN CASH                    15,497          (6,468)
CASH - BEGINNING                                    6,923          62,975
                                                ----------      ----------
CASH - ENDING                                   $  22,420       $  56,507
                                                ==========      ==========

        Read accompanying Notes to Condensed Financial Statements.

<PAGE>                                 5



                   GREENHOLD GROUP, INC. & SUBSIDIARIES
         CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW (CONTINUED)
                SIX MONTHS ENDED JUNE 30, 2002 AND 2001
                                 (Unaudited)



                                                  2002           2001
                                                  ----           ----
SUPPLEMENTAL DISCLOSURES OF CASH
 FLOW INFORMATION:
  Cash paid during the year for:
   Interest                                    $   20,575       $   772
                                               ==========       =======

SUPPLEMENTAL DISCLOSURE OF NONCASH
INVESTING AND FINANCING ACTIVITIES:

 Common shares issued and notes payable
 incurred upon acquisition of all of
 the outstanding common shares of
 Dot (SR), Inc.                                $5,000,000       $   -
                                               ==========       =======
 Common shares issued for bulk web
 hosting software.                             $  250,000       $   -
                                               ==========       =======
 Common shares issued for services
 rendered.                                     $  130,000       $  -
                                               ==========       =======
 Note payable incurred upon purchase
 of furniture and equipment.                   $  -             $20,000
                                               ========         =======




          Read accompanying Notes to Condensed Financial Statements.


<PAGE>                                 6



              GREENHOLD GROUP, INC. & SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                          JUNE 30, 2002




NOTE 1.	ORGANIZATION

Greenhold Group, Inc. was incorporated on March 22, 1999
under the laws of the State of Florida. The company
operates as an Internet service provider with subscribers
mainly in Florida. In addition, with the acquisition
referred to in Note 3, the Company owns the exclusive
right to market and sell Internet domain names ending in
".sr" to individuals, corporations and other entities
worldwide. The Company extends credit to some of its
customers. The Company's headquarters is in Oakland Park,
Florida.

With the sale of subscribers referred to in Note 7,
management is shifting its focus away from being an
Internet service provider to providing bulk e-mailing, web
hosting and disaster recovery services.

NOTE 2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying condensed consolidated financial
statements are unaudited. These statements have been
prepared in accordance with the rules and regulations of
the Securities and Exchange Commission (SEC). Certain
information and footnote disclosures normally included in
financial statements prepared in accordance with generally
accepted accounting principles have been condensed or
omitted pursuant to such rules and regulations. In the
opinion of management, all adjustments (which include only
normal recurring adjustments) considered necessary for a
fair presentation have been included. These financial
statements should be read in conjunction with the
Company's financial statements and notes thereto for the
year ended December 31, 2001, included in the Company's
Form 10-KSB as filed with the SEC.

Principles of Consolidation

These consolidated financial statements include the

<PAGE>                                 7


              GREENHOLD GROUP, INC. & SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                        JUNE 30, 2002



NOTE 2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Principles of Consolidation (Continued)

accounts of the Company and its more than 50% owned
subsidiaries, On Line Services U.S.A., Inc., Shadrach
Enterprises, Inc., DeFuniak Springs Internet, Inc., Dot
(SR), Inc. and DNT (Tech), Inc. All significant
intercompany balances and transactions have been
eliminated in consolidation.

Revenue Recognition

Registration fees for the sale of Internet domain names,
are recognized when the sale is completed. Once an
Internet domain name is sold, the registration fee is
nonrefundable and the Company has no further obligation or
involvement in the sale. The registration fee is renewable
annually.

Registry Set-Up Fee

The registry set-up fee relates to the maintenance of a
registry for the Internet domain names. The fee is being
amortized over the initial term of a related agreement of
five years.

Registration Fee

The registration fee relates to the exclusive right to
market and sell Internet domain names ending in ".sr." The
fee is being amortized over the initial term of a related
agreement of five years.

Loss Per Share

Loss per share is computed by dividing net loss for the
period by the weighted average number of shares
outstanding.


<PAGE>                                 8

                GREENHOLD GROUP, INC. & SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             JUNE 30, 2002




NOTE 2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Use of Estimates

Management uses estimates and assumptions in
preparingfinancial statements in accordance with generally
accepted accounting principles.  Those estimates and
assumptions affect the reported amounts of assets and
liabilities, the disclosure of contingent assets and
liabilities, and the reported revenues and expenses.
Accordingly, actual results could vary from the estimates
that were assumed in preparing the financial statements.

NOTE 3.	ACQUISITIONS

On April 15, 2002, the Company acquired all the
outstanding common shares of Dot (SR), Inc. for
$5,000,000. Dot (SR), Inc. is a company which owns the
exclusive right to market and sell Internet domain names
ending in ".sr" to individuals, corporations and other
entities worldwide. The Company issued 1,000,000 common
shares for a value of $1,000,000 and notes payable of
$4,000,000. Two of the three stockholders owning 50% of
DOT(SR), Inc. own approximately 35% of the Company.

Pursuant to SFAS No. 141, "Business Combinations," the
acquisition was accounted for as a purchase with the
results of operations included in the Company's
consolidated financial statements from the date of
acquisition.

The excess of the purchase price over the fair value of
assets acquired of $5,080,910 was allocated to domain name
rights and is being amortized over five years using
the straight line method. The amortization period is in
conjunction with the term of an "Exclusive Registration
Agreement" entered into by Dot (SR), Inc. with a company
based in the Republic of Suriname, South America for the
exclusive right to market and sell Internet domain names
ending in ".sr."


<PAGE>                                 9


                  GREENHOLD GROUP, INC. & SUBSIDIARIES
          NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                            JUNE 30, 2002




NOTE 3.	ACQUISITIONS (CONTINUED)

The following summarizes the fair value of the assets
acquired and liabilities assumed for the acquisition
during the three months ended June 30, 2002:

Cash                                             $     906
Accounts receivable				     6,650
Property and equipment                               4,028
Registry set-up fee				    45,000
Registration fee				     7,833
Accounts payable/accrued expenses                 (145,327)
                                                 ----------
Net Assets                                       $ (80,910)
                                                 ==========

On July 18, 2001, the Company acquired all the outstanding
common shares of DeFuniak Springs Internet, Inc. and on
August 27, 2001, the Company acquired all the outstanding
common shares of Shadrach Enterprises, Inc.

The following pro forma consolidated financial information
gives effect to the above acquisitions as if they had
occurred at the beginning of the respective period
presented. The pro forma consolidated financial
information is not necessarily indicative of the
consolidated results that would have occurred, nor is it
necessarily indicative of results that may occur in the
future.
                                                 SIX MONTHS
                                               ENDED JUNE 30,
                                                    2001
Revenues                                         $   695,092
Net (loss)		           		 $(1,802,105
Loss per share		           		 $      (.19)
Weighted average shares outstanding                9,549,460


NOTE 4.	NOTE PAYABLE - BANK

The note payable - bank bears interest at prime and is due
on May 26, 2002 (extended to August 26, 2002). The note
payable is collateralized by substantially all assets of
the Company and a personal guarantee of an officer of the
Company.


<PAGE>                                 10


                GREENHOLD GROUP, INC. & SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                            JUNE 30, 2002



NOTE 5.	RELATED PARTY TRANSACTIONS

Notes Payable - Stockholders

Notes payable - stockholders consisted of the following as
of June 30, 2002:

 Unsecured notes payable bearing
 interest at 18% per annum for
 working capital purposes. The
 advances are due within 60 days
 of the date of the advance but
 are automatically renewable. For
 the three months ended June 30,
 2002 and 2001, interest of $14,511
 and $13,743 has been accrued,
 respectively. As of June 30, 2002,
 accrued interest was $93,049 and
 is included in accounts payable
 and accrued expenses.				   $  298,546

 Notes payable relating to
 acquisition of Dot (SR), Inc.
 bearing interest at 12% payable
 either: (a) in four equal
 installments on each of the first
 four anniversary dates of the
 execution of the note together with
 accrued and unpaid interest or (b)
 on or before the closing of a
 transaction resulting in the
 Company receiving net proceeds of
 a minimum of $5,000,000 from
 either the sale of any class of its
 preferred or common stock or through
 the issuance of any debt together
 with accrued and unpaid interest.
 For the three months ended June 30,
 2002, interest of $100,000 has been


<PAGE>                                 11


                 GREENHOLD GROUP, INC. & SUBSIDIARIES
         NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                         JUNE 30, 2002


NOTE 5.	RELATED PARTY TRANSACTIONS (CONTINUED)

Notes Payable - Stockholders (Continued)

 accrued and is included in accounts
 payable and accrued expenses.		    4,000,000
                                           -----------
                                            4,298,546
Current portion                            (1,298,546)
                                           -----------
Total                                      $3,000,000
                                           ===========

NOTE 6.	CAPITAL STOCK

The Company has authorized 50,000,000 common shares with
a par value of $.001 per share.  As of June 30, 2002,
10,260,040 common shares were issued and outstanding.

During January 2002 and April 2002, the Company issued
130,000 common shares for legal, consulting and
promotion services rendered for a value of $130,000.

On January 29, 2002, the Company issued 250,000 common
shares for bulk web hosting software valued at $250,000.


NOTE 7.	SALE OF SUBSCRIBER LISTS

On March 18, 2002, the Company sold the dial-up subscriber
list of its On Line Services U.S.A., Inc. subsidiary for
$165 per subscriber to a major Internet service provider.
The Company received $190,080 as a 50% down payment. The
balance will be received in approximately July 2002 after
the actual number of subscribers is determined. As of
August 9, 2002, the balance has not yet been received.

On March 25, 2002, the Company sold the dial-up subscriber
list of its Shadrach Enterprises, Inc. subsidiary for
$278,000. The Company received $233,000 as an initial
payment. The balance will be received on July 15, 2002
after the actual number of subscribers is determined on
June 30, 2002. Due to a price adjustment,


<PAGE>                                 12


             GREENHOLD GROUP, INC. & SUBSIDIARIES
       NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                        JUNE 30, 2002



NOTE 7.	SALE OF SUBSCRIBER LISTS (CONTINUED)

the balance was written off and is included in the loss on
sale of subscribers.

NOTE 8.	COMMITMENTS

In connection with the acquisition of Dot (SR), Inc., the
Company assumed the following commitments:

Registry Fee

The Company has an "Exclusive Registry Agreement" with a
Company which will maintain a registry of all Internet
domain names sold. The agreement provides for an initial
set-up fee of $50,000 and an annual fee of $6 per year for
each domain name registered. The agreement expires October
31, 2006 but is automatically renewable for one or more
additional five year terms unless terminated upon 120 days
prior written notice. For the three months ended June 30,
2002, total registry fees were $2,760. Included in
accounts payable and accrued expenses is $51,518 relating
to registry fees and the initial set-up fee.

Registration Fee

The Company has an "Exclusive Registration Agreement" with
a Company based in Suriname, South America for the
exclusive right to market and sell Internet domain names
ending in ".sr". The agreement provides for an initial fee
of $10,000 and an annual fee of $15 per year for each
domain name registered. However, in the event that actual
registrations in any given year are less than 10,000, the
Company is required to pay the difference at a rate of $15
per registration. The agreement expires March 31, 2006 but
is automatically renewable for an additional five year
term. For the three months ended June 30, 2002, total
registration fees were $3,195 of which $1,260 is included
in accounts payable and accrued expenses.


<PAGE>                                 13


                 GREENHOLD GROUP, INC. & SUBSIDIARIES
         NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                           JUNE 30, 2002


NOTE 9.	SUBSEQUENT EVENTS

Effective July 15, 2002, the Company sold the subscriber
list of its DeFuniak Internet Services, Inc. subsidiary
for $256,000. The Company received $40,000 as an initial
nonrefundable deposit. The balance will be received
$140,000 in cash and $76,000 in a 10% eighteen month note
receivable. The note receivable will be adjusted after the
actual number of subscribers is determined on July 31,
2002.

Effective July 15, 2002, the Company acquired all the
outstanding common shares of Ictransnet, Inc., an
Internet service provider for $180,000. The Company issued
130,000 common shares valued at $130,000 with the balance
to be paid in cash and/or the assumption of debt not to
exceed $50,000. The balance is subject to adjustment after
the actual number of subscribers is determined on August
15, 2002.

On July 17, 2002, the Company sold the subscriber list of
its Ictransnet, Inc. subsidiary and other subscribers of
its On Line Services U.S.A., Inc. subsidiary for $247,000.
The Company is to receive $15,000 as an initial
nonrefundable deposit with the balance to be received
$36,645 in cash on August 15, 2002 and $195,355 in four
equal monthly payments commencing September 15, 2002.

During July 2002, the Company issued 120,000 common shares
for public relations services for a value of $120,000.

On August 1, 2002, the Company recalled and canceled
1,650,000 common shares.

NOTE 10. GOING CONCERN

The Company has incurred operating losses of $5,153,899
since inception and has a working capital deficit of
$1,835,247 as of June 30, 2002. The Company has also sold
subscribers which will result in a decrease in revenues.
These conditions create an uncertainty as to the Company's
ability to continue as a going concern. With

<PAGE>                                 14


                  GREENHOLD GROUP, INC. & SUBSIDIARIES
           NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             JUNE 30, 2002



NOTE 10. GOING CONCERN (CONTINUED)

the sale of subscribers referred to in Note 7 and its
acquisition of Dot (SR), Inc. referred to in Note 3,
management is shifting its focus away from being an
Internet service provider to providing bulk e-mailing, web
hosting, disaster recovery services and other Internet
services. Management believes that the Company can improve
its profitability through these businesses. In addition,
management has taken steps to reduce operating expenses
not only as a result of the sale of subscribers but
reducing overall operating expenses. The ability of the
Company to continue as a going concern is dependent upon
the success of these actions. The accompanying financial
statements have been presented on the basis of the
continuation of the Company as a going concern and do not
include any adjustments relating to the recoverability and
classification of recorded asset amounts or the amounts
and classification of liabilities that might be necessary
should the Company be unable to continue as a going
concern.




<PAGE>                                 15


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


Forward-Looking Statements

Forward-looking statements, based on management's current views and
assumptions, are made throughout the Management's Discussion and
Analysis and elsewhere in this report to stockholders. These
statements are subject to certain risks and uncertainties that could
cause actual results to differ materially from historical results and
those presently anticipated or projected. Among the factors that may
affect operating results are the following: success of the Company's
change in focus; competitive environment; and general economic
conditions. Our Form 10-KSB for the year ended December 31, 2001
contains further discussion of these matters.

Results of Operations

                           Quarter Ended                 Six Months Ended
                              June 30,                       June 30,
                          2002        2001                 2002      2001

Net Revenues            $371,461      $202,015           $883,314   $470,822
Cost of Revenues        $149,127      $ 85,993           $345,183   $175,796
Gross Profit            $222,334      $116,022           $538,131   $295,026
Gross Profit Percentage     59.9          57.4               60.9       62.7
Selling, General and
 Administrative
 Expenses               $405,990      $258,445           $809,972   $571,488

Depreciation and
 amortization           $204,172      $357,120           $464,025   $715,140
Interest Expense        $123,712      $ 14,315           $151,744   $ 23,400

The increase in revenues, cost of revenues and gross profit not only
relates to the acquisition of Dot (SR), Inc. but also to a general
increase in the number of subscribers since June 2001. Although
subscribers were sold during this and the prior quarter, other
revenue was still being generated. For the quarter ended June 30,
2002, gross profit increased to 59.4% from 57.4% for the quarter
ended June 30, 2001 primarily due to the revenue earned from the
acquisition of Dot (SR), Inc. Revenues from sale of domain names have
a greater profit margin than those from subscribers. Gross profit for
the six months ended June 30, 2002 decreased from 62.7% to 60.9% for
the six months ended June 30, 2001 due primarily to an increase in
communication costs. The effect of the acquisition of Dot (SR), Inc.
did not have as significant an effect as for the quarter ended June
30, 2002.

Selling, general and administrative expenses increased to $405,990
for the three months ended June 30, 2002 as compared to $258,445 for
the three months ended June 30, 2001. This increase was

<PAGE>                                 16


mainly caused by an increase in payroll costs and the selling,
general and administrative expenses of the Company's previous
acquisitions. The anticipated reduction in selling, general and
administrative expenses as a result of the sale of subscribers should
take effect during the third quarter ending September 30, 2002. The
decrease in depreciation and amortization is primarily the result of
the write-down of goodwill and subscriber lists as of December 31,
2001 and the sale of subscribers during the quarter ended March 31,
2002. The increase in interest expense relates primarily to the notes
payable - stockholders but to the financing of the acquisition of Dot
(SR), Inc. also.

Liquidity


                                             Six Months
                                              June 30,
                                       2002            2001

Net Cash (Used in) Operations        $  (164,360)   $(244,249)
Working Capital (Deficiency)         $(1,835,247)   $(458,170)


Net cash flow used in operations of $244,249 during the six months
ended June 30, 2001 decreased to $164,360 during the six months ended
June 30, 2002. Although cash from operations seems to be improving,
Dot (SR), Inc. is still in its infancy and its acquisition did not
generate positive cash flow. With cash flow still tight, the
Company's working capital deficiency increased substantially from
June 30, 2001 primarily as a result of the delaying of payment of
accounts payable and the short-term nature of the financing received
from a bank loan and from the acquisition of Dot (SR), Inc.
Operations during the six months ended June 30, 2002 were funded
mostly by proceeds received on the sale of subscribers.

Future Outlook

     During the quarter ending June 30, 2002 we completed the sale of
the Shadrach subscribers, located in Inverness, Florida to Accentra
and the majority of the subscribers of Online ServicesUSA, Inc,
excluding those located in Labelle, Florida to Earthlink. On July
15, 2002 we completed the sale of the DeFuniak Springs' subscribers,
located in Florida's panhandle, to Accentra. We entered into an
agreement with ICTransnet, Inc to purchase their subscribers located
in Okeechobee and Moore Haven in Central Florida. Subsequently we
entered into a sale agreement with Accentra to sell the ICTransnet
subscribers and the balance of the Online Services subscribers
located in Labelle, also in Central Florida. It is expected we will
sell approximately 1600 subscribers in this transaction. Closing is
scheduled for August 15, 2002.

     As a result of selling the Online and Shadrach subscribers staff has
been reduced at Online and there are no staff or facilities now in
Inverness. Upon completion of the subscriber sale contemplated above
there will be no staff in Okeechobee and Defuniak Springs. Transition
of the DeFuniak subscribers to Accentra will be completed by
September 15, 2002 and completion of transition of the Okeechobee and
Labelle subscribers will be completed by October 15, 2002.

These funds thus far received from the sale of subscribers were used
to retire debt and to finance the wireless system and the costs of
deployment. And, some very limited success was made in our Internet
advertising sales program operating out of the Fort Myers facilities.



<PAGE>                                 17

Online Services continued to deploy the Motorola Canopy wireless
access system to commercial subscribers, and began planning to deploy
to a residential community, which has no broadband services
available.

The operation of DOT (SR), Inc, the subsidiary responsible for
selling country code Top Level Domain (ccTLD) registrations in the
..sr domain, improved marginally during the second quarter. Additional
registrars have been appointed and the relationships with several
existing registrars were strengthened. While sales results have been
disappointing in the aggregate, the quality of the registrant
companies has been surprising and could indicate long-term commitment
to the registry and a long-term annuity-like sales revenue stream.

As a result of the sale of the subscribers and the dismantling of the
56K Internet dial-up access systems in Fort Myers, Naples, south
Florida, Port Charlotte, and Inverness the company has a considerable
amount of redundant equipment which will be sold during the next two
quarters. Once the sale and transition of subscribers has been
completed in Defuniak Springs, Okeechobee, and Labelle there will be
additional equipment to be sold. The company expects to complete the
sale of this equipment by the first quarter of 2003. The company will
need these funds to be able to pay for the deployment of wireless
systems in the Fort Myers market.

On August 1, 2002 the company reduced the number of restricted shares
outstanding by recalling and canceling 850,000 restricted shares
issued to USSNET, Inc, 300,000 restricted shares issued to Merit
First, Inc, and 500,000 restricted shares issued to Ray Bolouri
because of non-delivery of subscribers and services. This reduction
of 1,650,000 reduced the restricted shares to 8,810,040 outstanding.
These entities and this individual failed to deliver the
consideration for their respective shares.  Specifically, subscribers
and various services were to be delivered under the contracts entered
regarding these shares.  None of the subscribers or services were
ever delivered

It is expected the company will have sufficient cash on hand as a
result of the Sale of subscribers to finance operations through the
fourth quarter, and should be debt free at the end of the period.



<PAGE>                                 18


Part II - Other Information


Item 1.

There are no reportable events for Item 1 through Item 5.


Item 6.  Exhibits and Reports on Form 8-K

(a)         Exhibits

None.

(b)   Reports on Form 8-K

		Item #		Description				Date

(i)		2 		Reporting sale of 			4/1/02
				Internet service subscribers

(ii)		2		Reporting acquisition of 		4/24/02
				Dot (SR), Inc.

(iii)		5		Reporting entry of Operator		4/24/02
				Purchase Agreement with
				Motorola.

(iv)		2		Amendment to April 24, 2002		6/28/02
				report to file Dot (SR) financials.



<PAGE>                                 19

Signatures

Pursuant to the requirements 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.


August 19, 2002

					GREENHOLD GROUP, INC.


                                /s/ John Harris, Pres.
				-------------------------------
                                John Harris, President and
				Chief Executive Officer

<PAGE>                                 20