CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED
            PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF
2002

         In connection with the Annual Report of Group Management
Corp. on Form 10-KSB/A for the fiscal year ended December 31,
2002, as filed with the
Securities and Exchange Commission on the date hereof, I, Lamar
Sinkfield, the Chief Executive Officer of the Company, certify,
pursuant to and for purposes of 18 U.S.C. Section 1350, as
adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
2002, that:

         1. I have reviewed this annual report on Form 10-KSB/A
of  Group Management Corp.;

         2. Based on my knowledge, this annual report does not
contain any
untrue statement of a material fact or omit to state a material
fact necessary to make the statements made, in light of the
circumstances under which such statements were made, not
misleading with respect to the period covered by this annual
report;

         3. Based on my knowledge, the financial statements and
other financial information included in this annual report,
fairly present in all material respects the financial condition,
results of operations and cash flows of the registrant as of, and
for, the periods presented in this annual report;

         4. The registrant's other certifying officer and I are
responsible for establishing and maintaining disclosure controls
and procedures (as defined in Exchange Act rules 13a-14 and 15d-
14) for the registrant and have:

                  a) designed such disclosure controls and
procedures to ensure that material information relating to the
registrant, including its
consolidated subsidiaries is made known to us by others within
those
entities, particularly during the period in which this annual
report is being prepared;

                  b) evaluated the effectiveness of the
registrant's disclosure controls and procedures as of a date
within 90 days prior to the filing date of this annual report
(the "Evaluation Date"); and

                  c) presented in this annual report our
conclusions about the  effectiveness of the disclosure controls
and procedures based on our
evaluation as of the Evaluation Date;

         5. The registrant's other certifying officer and I have
disclosed,
based on our most recent evaluation, to the registrant's auditors
and the audit committee of the registrant's board of directors
(or persons performing the equivalent function):

                  a) all significant deficiencies in the design
or operation of internal controls which could adversely affect
the registrant's ability
to record, process, summarize and report financial data and have
identified for the registrant's auditors any material weakness in
internal controls; and

                  b) any fraud, whether or not material, that
involves
         management or other employees who have a significant
role in the
         registrant's internal controls; and

         6. The registrant's other certifying officer and I have
indicated in
this annual report whether or not there were significant changes
in internal
controls or in other factors that could significantly affect
internal controls subsequent to the date of our most recent
evaluation, including any corrective actions with regard to
significant deficiencies and material weaknesses.

Date: May 16, 2003                        /s/ Lamar Sinkfield
                                          ---------------------
                                          Name:  Lamar Sinkfield

Title: CEO