<PAGE>



         U.S. Securities and Exchange Commission, Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)

           [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
                  For the quarterly period ended July 31, 1999

          [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
                For the transition period from _______ to_______

                         Commission file number 2-87778A

                      THE FLIGHT INTERNATIONAL GROUP, INC.
        (Exact name of small business issuer as specified in its charter)

                 Georgia                             58-1476225
         (State or other jurisdiction             (I.R.S. Employer
       of incorporation or organization)         Identification No.)

     NEWPORT NEWS/WILLIAMSBURG INTERNATIONAL AIRPORT, NEWPORT NEWS, VA 23602
                    (Address of principal executive offices)

                                 (757) 886-5500
                            Issuer's telephone number

--------------------------------------------------------------------------------
   (Former name, former address and former fiscal year, if changed since last
                                    report)

     Check whether the issuer (1) has 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[ ] No[X].

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

     Check whether the issuer has filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes[ ] No[X]


                      APPLICABLE ONLY TO CORPORATE ISSUERS

     State the number of shares outstanding of each of the issuer's class of
common equity, as of the latest practicable date: AS OF SEPTEMBER 10, 1999,
THERE WERE 1,013,976 SHARES OF THE ISSUER'S NEW COMMON STOCK, PAR VALUE $.01 PER
SHARE, ISSUED AND OUTSTANDING.

Transitional Small Business Disclosure Format [check one]: Yes[ ]  No [X] U.S.


<PAGE>


                                     PART 1
                              FINANCIAL INFORMATION

                          ITEM 1. FINANCIAL STATEMENTS

     The Flight International Group, Inc. (the "Company") files herewith
unaudited condensed consolidated balance sheets of the Company and its
subsidiaries as of July 31, 1999 (unaudited) and April 30, 1999 (the Company's
most recent fiscal year), unaudited condensed consolidated statements of
operations for the three months ended July 31, 1999 and 1998, and unaudited
condensed consolidated statements of cash flows for the three months ended July
31, 1999 and 1998, together with unaudited condensed notes thereto. In the
opinion of management of the Company, the financial statements reflect all
adjustments, all of which are normal recurring adjustments, necessary to fairly
present the financial condition of the Company for the interim period presented.
The financial statements included in this report on Form 10-QSB should be read
in conjunction with the audited financial statements of the Company and the
notes thereto included in the annual report of the Company on Form 10-KSB for
the year ended April 30, 1999.



                                       2
<PAGE>



THE FLIGHT INTERNATIONAL GROUP, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
ASSETS


                                     July 31, 1999       April 30, 1999
                                      (Unaudited)
                                     -------------       --------------

CURRENT ASSETS
  Cash                                $    135,147          $    79,292
  Accounts Receivable, net               5,073,473            3,517,018
  Inventories                            2,810,506            2,886,665
  Prepaid expenses and other               296,884              138,286
  Deposits                                 599,265              681,799
                                     -------------       --------------

Total current assets                     8,915,275            7,303,060

PROPERTY AND EQUIPMENT, NET              4,484,920            4,600,619

OTHER ASSETS                                11,187               11,703
                                     -------------       --------------


                                      $ 13,411,382         $ 11,915,382
                                     =============       ==============


THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.


                                       3
<PAGE>



THE FLIGHT INTERNATIONAL GROUP, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
LIABILITIES AND STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>

                                                            July 31, 1999         April 30, 1999
                                                             (Unaudited)
                                                           ---------------        --------------

<S>                                                          <C>                     <C>
CURRENT LIABILITIES
  Accounts payable                                           $  1,360,784          $    555,609
  Deferred revenue                                                332,302               727,586
  Accrued fuel expense                                          1,066,010               923,715
  Accrued expenses and other liabilities                        2,145,236             1,644,703
  Note payable                                                  1,591,536             1,080,505
  Long-term debt due currently                                    764,864               750,950
  Income tax payable                                                    0                     0
                                                          ---------------        --------------

Total current liabilities                                       7,260,732             5,683,068

DEFERRED REVENUE                                                        0                     0
ACCRUED ENGINE RESERVES                                           537,109               448,469
LONG-TERM DEBT, LESS CURRENT MATURITIES                         2,374,820             2,570,261
                                                          ---------------        --------------

Total liabilities                                              10,172,661             8,701,798
                                                          ---------------        --------------

STOCKHOLDERS' EQUITY
  Common stock, $.01 par value, 10,000,000 shares
      authorized,  1,013,976 issued and outstanding                10,140                10,140
  Additional paid in capital                                    1,007,617             1,007,617
  Treasury stock
  Retained Earnings                                             2,220,964             2,195,827
                                                          ---------------        --------------

Total stockholders' equity                                      3,238,721             3,213,584


                                                             $ 13,411,382          $ 11,915,382
                                                          ===============        ==============
</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.


                                       4
<PAGE>


THE FLIGHT INTERNATIONAL GROUP, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS



                                               For the Three Months Ended
                                            July 31, 1999     July 31, 1998
                                          ---------------------------------

REVENUES                                      $ 6,877,552       $ 6,182,499

OPERATING COSTS AND EXPENSES
  Costs of services                             5,941,294         5,305,389
  Gain on disposal of assets                            0           (18,167)
  Depreciation and amortization                   179,662           141,827
  General, corporate and administrative           655,233           622,349
                                          ---------------------------------

Total operating costs and expenses              6,776,189         6,051,398

INCOME (LOSS) BEFORE OTHER                        101,363           131,101
    EXPENSES

OTHER EXPENSES
  Interest expense                                 76,226            81,231
                                          ---------------------------------

Total other expenses                               76,226            81,231

INCOME BEFORE TAXES                                25,137            49,870

Income tax expense                                      0                 0
                                          ---------------------------------


NET INCOME (LOSS)                             $    25,137       $    49,870
                                          =================================


NET INCOME (LOSS) PER COMMON
    SHARE - BASIC                             $      0.02       $      0.05
                                          =================================


WEIGHTED AVERAGE NUMBER OF SHARES               1,013,976         1,013,976
                                          =================================

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.


                                       5
<PAGE>


THE FLIGHT INTERNATIONAL GROUP, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                    For the Three Months Ended
                                                  July 31, 1999   July 31, 1998
                                                  -----------------------------

OPERATING ACTIVITIES
  Net income                                          $ 25,137      $ 49,870
  Adjustments to reconcile net income
   to net cash provided (absorbed) by operating
   activities
    Depreciation and amortization                      179,662       141,827
    Engine reserve                                      88,640        18,231
    Gain on sale of assets                                   0       (18,167)
    Net cash provided (absorbed) by
      Accounts receivable                           (1,556,455)    1,238,204
      Inventories                                       76,159      (219,241)
      Prepaid expenses and other assets                (76,064)     (212,254)
      Accounts payable                                 805,175       (90,516)
      Accrued expenses and other liabilities           642,828       161,488
      Deferred revenue                                (395,284)      (51,466)
       Income taxes payable                                  0       (11,412)
                                                   --------------------------

Net cash absorbed by operating activities             (210,202)    1,006,564

INVESTING ACTIVITIES
  Purchase of property and equipment                   (63,963)     (418,527)
  Net (increase) decrease in other assets                  516       (16,902)
                                                   --------------------------

Net cash absorbed by investing activities              (63,447)     (435,429)

FINANCING ACTIVITIES
  Proceeds from credit line, net                       511,031      (451,097)
  Repayment of long-term debt                         (181,527)     (140,108)
                                                   --------------------------

Net cash provided by financing activities              329,504      (591,205)

NET (DECREASE) INCREASE IN CASH AND                     55,855       (20,070)
  CASH EQUIVALENTS

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD          79,292       104,008

CASH AND CASH EQUIVALENTS, END OF PERIOD             $ 135,147      $ 83,938
                                                   ==========================


THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.


                                       6
<PAGE>


                      THE FLIGHT INTERNATIONAL GROUP, INC.
                    NOTES TO UNAUDITED CONDENSED CONSOLIDATED
                              FINANCIAL STATEMENTS




1.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     The Flight International Group, Inc. (the "Company") is an aviation
services company that performs military training services using specially
modified commercial aircraft, principally under contracts with the United States
Department of Defense, other government agencies and foreign countries. In
addition, the Company has established a market for training and testing in the
aerospace industry. The Company also operates a fixed base operation ("FBO") and
licensed repair station at the Newport News/Williamsburg International Airport.

     The consolidated financial statements include the accounts of the Company
and its wholly owned subsidiaries. All significant intercompany transactions and
balances have been eliminated.

     Net income/loss per common share is computed by dividing the income/loss by
the weighted average number of shares of common stock outstanding during the
year.

2.       NOTES PAYABLE

     During the year ended April 30, 1998, the Company entered into a $2,000,000
asset based borrowing agreement with a bank in Newport News, Virginia. Under the
terms of the Agreement, the Company may obtain advances up to 85% of amounts
billed by the Company on government contracts. The Company must pay interest at
prime plus .50% on outstanding advances. Under the Agreement, the Company must
maintain certain net worth ratios. The Company was in compliance with these
ratios at July 31, 1999. As of July 31, 1999, $1,591,536 was outstanding.

3.       INCOME TAXES

     The provision for income taxes differs from the amount determined by
applying federal statutory tax rates to pre-tax income as a result of the
utilization of net operating loss carry forwards. Income tax expense is
comprised of federal alternative minimum tax and state taxes.

     As of April 30, 1999, the cumulative net operating loss available for
federal income tax purposes was $8,325,000, which will expire primarily in the
2006-2011 and 2019 period, subject to certain limitations due to reorganization,
if not previously utilized.




                                       7
<PAGE>


                                     ITEM 2
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

BACKGROUND AND GENERAL INFORMATION

     The Flight International Group, Inc. (the "Company") was incorporated in
Georgia on May 7, 1982. The Company is an aviation services company that
performs military training services using specially modified commercial
aircraft, principally under contract with the Untied States Department of
Defense, other government agencies and foreign countries, operating through its
direct and indirect subsidiaries described in the next paragraph. In addition,
with the use of these aircraft, the Company has established a market for
training and testing in the aerospace industry. The Company also operates a
fixed base operation ("FBO") at the Newport News/Williamsburg International
Airport ("NN/W Airport").

     Flight International, Inc., a Georgia corporation ("FII"), Flight
International Aviation, Inc., a Georgia corporation ("FIA"), and Flight
International Sales and Leasing, Inc., a Delaware corporation, are wholly-owned
subsidiaries of the Company. Flight International of Florida, Inc., a Florida
corporation ("FIF") is a wholly-owned subsidiary of FII.

CAS-MOS CONTRACT

     In August 1996, the Company was awarded a major contract. The Commercial
Air Services-Military Operations Support (CAS-MOS) Contract is a derivative of
the original government contract won by the Company in 1980 and operated until
September 1993. The new contract began on October 1, 1996 and has completed two
base years and is currently in its second option year, with two additional
option years remaining. Annual revenues from this contract have been $15.2
million and $13.9 million for the fiscal year ended April 30, 1999 and 1998,
respectively. This contract currently constitutes a substantial portion of the
Company's revenues.





                                       8
<PAGE>


RESULTS OF OPERATIONS

REVENUES

     Total revenues for the three months ended July 31, 1999 and 1998 were
$6,877,552 and $6,182,499, respectively. Total revenue for the quarter increased
11.2% over the prior year, with Flight Operations leading the way with an
increase of 18% to $6,094,000. This increase was principally due to a 10%
increase in CAS-MOS operations and a 30% increase in Alaska operations. Revenues
declined 13% at the Newport News FBO, due to weak fuel sales. Maintenance
operations declined 38% due to an increase in work on fleet aircraft, while work
on customer aircraft declined.

COST OF SERVICES

     Cost of services for the three months ended July 31, 1999 and 1998 were
$5,941,296 and $5,305,389, respectively. The 12% increase is due to an increase
in aircraft operating costs in the current quarter. The operations in Alaska
also contributed substantially to the cost increase.

     The overall gross margin remained constant at 14%.

DEPRECIATION AND AMORTIZATION

     Depreciation and amortization for the three months ended July 31, 1999 and
1998 were $178,662 and $141,827, respectively. The 27% increase is due to
equipment purchases and aircraft modifications completed in the fourth quarter
of fiscal year 1999.

GENERAL CORPORATE AND ADMINISTRATIVE

     General corporate and administrative expenses for the three months ended
July 31, 1999 and 1998 were $655,233 and $622,349, respectively. The 5% increase
is a result of certain executive and marketing expenses incurred to secure
expanded business opportunities.

INTEREST

     Interest expense for the three months ended July 31, 1999 and 1998 was
$76,226 and $81,231, respectively. The 7% reduction in interest expenses is due
to a decrease in long term debt.





                                       9
<PAGE>


NET INCOME

     As a result of the foregoing, the Company's net income for the three months
ended July 31, 1999 was $25,137, or $.02 per share of the Company's common
stock, compared with to $48,870, or $.05 per share for the three months ended
July 31, 1998. The weighted average number of shares used in computing per share
earnings for the three months ended July 31, 1999 and 1998 was $1,013,976.

LIQUIDITY AND CAPITAL RESOURCES

     The Company has funded its operations primarily through cash flow from
operations and bank indebtedness. The Companys operating activities used cash of
$210,202 for the three months ended July 31, 1999, while providing $1,006,564 in
the comparable prior year period. An increase in accounts receivable of
$1,556,000 absorbed cash during the quarter, which was due to the timing of the
billing cycle on the CAS-MOS Contract. This was offset by an increase in
accounts payable and borrowings under the Company's line of credit.

     On February 25, 1998, the Company entered into a line of credit with
Crestar Bank ("Crestar") for all short term financing needs. The agreement
provides for up to $2,000,000 in credit. The loan is represented by a demand
note which may be payable at any time upon the demand of Crestar. The Company
will be obligated to pay Crestar interest at prime rate plus one-half percent of
the average balance outstanding. The line is secured by the Company's accounts
receivable and an assignment of the CAS-MOS Contract.

     The Company operates in a capital intensive industry. Typically, major
expenses are incurred in connection with the initiation of a new contract. These
costs can consist of acquisition of additional aircraft, equipment and training.
These costs can be reduced through leasing arrangements and advance payments
from customers, if these are obtainable. The Company believes that it will be
able to arrange through available means the financing of these initial contract
costs when necessary, although no assurance can be given.

YEAR 2000 PLANNING AND PREPARATION

     The Company continues to evaluate and prepare for the potential impact of
the "Year 2000" problem on its systems and operations. The Company's Year 2000
evaluation and remediation plan is dual faceted focusing both on information
technology ("IT") systems as well as imbedded, non-IT systems that are integral
to specific operating and support functions. The Company's Year 2000 efforts
began in 1996 with IT systems with long lead time dates. Remediation of the
Company's IT systems is expected to be substantially complete by October 1999.
While the total cost of the new IT systems will be substantial ($400,000 based
on current estimates) the vast majority of the new system costs will go towards
enhancing and upgrading existing capability, not the specific





                                       10
<PAGE>


Year 2000 issue. The actual costs of the Year 2000 reparations is not expected
to be material on future earnings. Non-IT systems are being evaluated and
corrected or replaced as identified. The costs of ensuring compliance in non-IT
systems is not anticipated to have a material impact on earnings. All
non-compliant non-IT systems are expected to be replaced or corrected by
December 1999. Notwithstanding this, the Year 2000 readiness of the Company's
suppliers and customers (including the DOD) may vary, and the Company cannot
determine whether or to what extent the Company may be affected thereby.


                           PART II - OTHER INFORMATION


Item 1.  LEGAL PROCEEDINGS. Not applicable.

Item 2.  CHANGES IN SECURITIES.  None

Item 3.  DEFAULTS UPON SENIOR SECURITIES.  None

Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. None

Item 5.  OTHER INFORMATION.  None

Item 6.  (a) EXHIBITS

                EXHIBIT NUMBER AND DESCRIPTION

                27.1 Financial Data Schedule

                (b) REPORTS ON FORM 8-K.  None




                                       11
<PAGE>


                                   SIGNATURES

     In accordance with the requirements of the Exchange Act, the registrant has
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


Dated: September 11, 1999                   THE FLIGHT INTERNATIONAL GROUP, INC.

                                                       By:/s/ David E. Sandlin
                                                              ----------------
                                                              David E. Sandlin
                                                   Principal Executive Officer

                                                       By:/s/ Wayne M. Richmon
                                                              ----------------
                                                              Wayne M. Richmon
                                                   Principal Financial Officer



                                       12