**SECURITIES AND        EXCHANGE COMMISSION        Washington, D.C. 20549**

**FORM        10-QSB**

*(Mark        One)*

[**X**        ]     Quarterly report under Section 13 or15(d) of the Securities        Exchange Act of 1934 for the quarterly period ended **June 30, 2007**..

[  ]             Transition report under Section 13 or 15(d) of the Securities ExchangeAct of 1934 for the        transition period from                            to                    .

Commission file        number: **000-26927**

**WWA GROUP        INC.**        (Exact name of small business issuer as specified in its charter)

| **NEVADA**                        (State or other jurisdiction of incorporation ororganization) | **77-0443643**                        (IRS Employer Identification Number) |
|-------------------------------------------------------------------------------------------------|----------------------------------------------------------------------------|

**2465 West 12th        Street, Suite 2 Temple, Arizona 85281**        (Address of Principal Executive        Office)          (ZipCode)

**(480)        505-0070**(Issuer’s telephone number)

Check whether theregistrant: (1)        filed all reports required to be filed by Section 13 or 15(d) of theExchange Act during        the past 12 months (or for such shorter period that the registrant wasrequired to file        such reports), and (2) has been subject to such filing requirements forthe past 90        days.

Yes            **X**                     No                    

Indicate by checkmark whether the        registrant is a shell company (as defined in Rule 12b-2 of the ExchangeAct).

Yes                           No             X       

The number ofoutstanding shares of        the registrant’s common stock, $0.001 par value (the only class ofvoting stock), as        of August 13, 2007 was 17,220,803.

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**TABLE OF CONTENTS**

**           **Page**    **PART I.**     **ITEM 1.FINANCIAL                    STATEMENTS**  3   Unaudited  Balance Sheet as ofJune 30, 2007  4   Unaudited Statements of Incomefor the three and six                            months ended June 30, 2007 and 2006  5   Unaudited Statement of Cash Flowsfor six months                            ended June 30, 2007 and 2006  6   Notes to the Unaudited FinancialStatements  7            **ITEM 2. MANAGEMENT'SDISCUSSION AND                            ANALYSIS**  10  **ITEM 3.CONTROLS AND                    PROCEDURES**  17 **PART II.**     **ITEM 1.LEGAL                    PROCEEDINGS**  17  **ITEM 2.UNREGISTERED SALES                    OF EQUITY SECURITIES**  17  **ITEM 3.DEFAULTS UPON                    SENIOR SECURITIES**  17  **ITEM 4.SUBMISSION OF                    MATTERS TO A VOTE OF SECURITIES HOLDERS**  17  **ITEM 5.OTHER                    INFORMATION**  18  **ITEM 6.                    EXHIBITS**  18  **SIGNATURES**  19 **INDEX TOEXHIBITS**  20 **
**            2        **

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| **ITEM** | **1.** | **FINANCIAL STATEMENTS** |
|----------|--------|--------------------------|

 

As usedherein the terms        “WWA Group,” “we,” “our”, and“us” refer to        WWA Group, Inc., a Nevada corporation, unless otherwise indicated. Inthe opinion of        management, the accompanying unaudited financial statements included inthis Form 10-QSB        reflect all adjustments (consisting only of normal recurring accruals)necessary for a fair        presentation of the results of operations for the periods presented. Theresults of        operations for the periods presented are not necessarily indicative ofthe results to be        expected for the full year.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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**WWA GROUP,        INC**

**Consolidated        Balance Sheets**

|  

                         

                                                         | **Unaudited**

                          |   | **Audited**           |
|-------------------------------------------------------------------------------------------------------|-----------------------------------------------|--------|-----------------------|
| **Assets**                                                                                            | **June 30, 2007**                             |   | **December 31, 2006** |
| Current assets:                                                                                       |                                          |   |                  |
| Cash                                                                                                  | $ 6,900,403                                   |   | $ 2,625,570           |
| Marketable securities                                                                                 | 10,500                                        |   | 10,500                |
| Receivables, net                                                                                      | 2,895,331                                     |   | 2,388,091             |
| Inventories                                                                                           | 2,641,158                                     |   | 2,158,294             |
| Prepaid expenses                                                                                      | 438,670                                       |   | 156,404               |
| Deposit on purchase                                                                                   | 993,533                                       |   | 125,902               |
| Notes receivable                                                                                      | 1,956,057                                     |   | 1,191,237             |
| Other current assets                                                                                  | 1,092,046                                     |   | 319,603               |
|                                                                                                  |                                          |   |                  |
| Total current assets                                                                                  | 16,927,699                                    |   | 8,975,600             |
|                                                                                                  |                                          |   |                  |
| Property and equipment, net                                                                           | 4,018,118                                     |   | 4,274,616             |
| New Leasehold Improvement-CWIP                                                                        | 12,196                                        |   | 0                     |
| Investments in related party entity                                                                   | 62,500                                        |   | 62,500                |
| Investment in unconsolidated entity                                                                   | 1,500,000                                     |   | 1,500,000             |
|                                                                                                  |                                          |   |                  |
|                                                                                                  | $ 22,520,513                                  |   | $ 14,812,717          |
|                                                                                                  |                                          |   |                  |
| **Liabilities and Stockholders'                        Equity**                                       |                                          |   |                  |
|                                                                                                  |                                          |   |                  |
| Current liabilities:                                                                                  |                                          |   |                  |
| Auction proceeds payable                                                                              | $ 11,645,531                                  |   | $ 6,904,235           |
| Accounts payable                                                                                      | 1,164,049                                     |   | 1,505,459             |
| Accrued expenses                                                                                      | 273,457                                       |   | 280,580               |
| Line of credit                                                                                        | 2,996,165                                     |   | 1,668,233             |
| Current maturities of long-term debt                                                                  | 368,809                                       |   | 123,339               |
|                                                                                                  |                                          |   |                  |
| Total current liabilities                                                                             | 16,448,011                                    |   | 10,481,847            |
|                                                                                                  |                                          |   |                  |
| Long-term debt                                                                                        | 578,316                                       |   | 89,412                |
|                                                                                                  |                                          |   |                  |
| Total liabilities                                                                                     | 17,026,327                                    |   | 10,571,259            |
|                                                                                                  |                                          |   |                  |
| Commitments and contingencies                                                                         | 0                                             |   | 0                     |
|                                                                                                  |                                          |   |                  |
| Stockholders' equity:                                                                                 |                                          |   |                  |
| Common stock, $0.001 par value,50,000,000                                                             |                                          |   |                  |
| shares authorized; 17,220,803 and16,670,803                                                           |                                          |   |                  |
| shares issued and outstanding,respectively                                                            | 17,271                                        |   | 16,671                |
| Additional paid-in capital                                                                            | 1,954,737                                     |   | 1,537,998             |
| Retained earnings                                                                                     | 3,522,178                                     |   | 2,686,790             |
|                                                                                                  |                                          |   |                  |
| Total stockholders' equity:                                                                           | 5,494,186                                     |   | 4,241,459             |
|                                                                                                  |  

$ 22,520,513                          |   |  

$ 14,812,717  |
| See accompanying condensed notes toconsolidated reviewed                        financial statements. |
|                                                                                                       |                                               |        |                       |  |  |

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| **WWA GROUP, INC.**                                                                                                                    |
|----------------------------------------------------------------------------------------------------------------------------------------|
| **Consolidated Statements of Income**                                                                                                  |
|                                                                                                                                   |   |   |
|                                                                                                                                   | **Three months ended June 30** | **Six months ended June 30** |
|                                                                                                                                   | **Unaudited 2007** | **Unaudited 2006** | **Unaudited 2007** | **Unaudited 2006** |
|                                                                                                                                   |   |   |   |   |
| Revenues from commissions and services                                                                                                 | $ 2,651,690 | $ 2,740,780 | $ 3,757,290 | $ 3,895,641 |
| Revenues from sales of equipment                                                                                                       | 4,956,973 | 1,604,946 | 9,024,044 | 4,714,046 |
| Revenues from ship charter                                                                                                             | 455,000 | 0 | 905,000 | 0 |
|                                                                                                                                   |   |   |   |   |
| Total revenues                                                                                                                         | 8,063,663 | 4,345,727 | 13,686,334 | 8,609,687 |
|                                                                                                                                   |   |   |   |   |
| Direct costs - commissions and services                                                                                                | 1,023,120 | 938,217 | 1,569,729 | 1,410,925 |
| Direct costs - sales of equipment                                                                                                      | 4,472,303 | 1,518,132 | 8,228,043 | 4,575,797 |
|                                                                                                                                   |   |   |   |   |
| Gross profit                                                                                                                           | 2,568,240 | 1,889,378 | 3,888,562 | 2,622,965 |
| Operating expenses:                                                                                                                    |   |   |   |   |
| General, selling and administrative expenses                                                                                           | 744,947 | 752,608 | 1,588,809 | 1,162,743 |
| Salaries and wages                                                                                                                     | 460,503 | 294,130 | 871,824 | 577,489 |
| Selling expenses                                                                                                                       | 75,920 | 73,545 | 137,395 | 107,842

                          |
| Depreciation and amortization expense                                                                                                  | 159,483 | 117,837 | 329,597 | 240,409 |
|                                                                                                                                   |   |   |   |   |
| Total operating expenses                                                                                                               | 1,440,852 | 1,238,120 | 2,927,625 | 2,088,483 |
|                                                                                                                                   |   |   |   |   |
| Income from operations                                                                                                                 | 1,127,388 | 651,258 | 960,938 | 534,483 |
| Other income (expense):                                                                                                                |   |   |   |   |
| Interest expense                                                                                                                       | (118,377) | (52,294) | (197,459) | (106,369) |
| Interest income                                                                                                                        | 27,796 | 210,483 | 42,081 | 385,124 |
| Other income                                                                                                                           | 4,968 | 28,423 | 29,830 | 54,843 |
|                                                                                                                                   |   |   |   |   |
| Total other income(expense)                                                                                                            | (85,613) | 186,612 | (125,549) | 333,598 |
|                                                                                                                                   |   |   |   |   |
| Income before income taxes                                                                                                             | 1,041,775 | 837,870 | 835,389 | 868,081 |
| Provision for income taxes                                                                                                             | - | - | - | - |
|                                                                                                                                   |   |   |   |   |
| Net income                                                                                                                             | $ 1,041,775 | $ 837,870 | $ 835,389 | $ 868,081 |
|                                                                                                                                   |   |   |   |   |
| Basic and diluted earnings per common share                                                                                            |  

$ 0.06 |  

$ 0.05 |  

$ 0.05 |  

$ 0.05 |
|                                                                                                                                   |   |   |   |   |
| Weighted average shares - basic and diluted                                                                                            |  

17,220,803 |  

16,132,341 |  

17,065,831 |  

15,989,545 |
|                                                                                                                                   |   |   |   |   |
| See accompanying condensed notes to consolidated reviewed                        financial statements.

                          |   |
|                                                                                                                                        |  |  |  |  |  |

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|  

**WWA GROUP, INC.**                                                                                    |
|----------------------------------------------------------------------------------------------------------------|
| **Consolidated Statements of Cash Flow**                                                                       |
|                                                                                                           |  

**Six months ended June 30** |
|                                                                                                           | **2007 unaudited** |   | **2006 unaudited** |
| **Cash flows from operating activities:**                                                                      |   |   |   |
| Net income                                                                                                     | $ 835,389 |   | $ 868,081 |
| Adjustments to reconcile net income to net cash                                                                |   |   |   |
| provided by operating activities                                                                               |   |   |   |
| Depreciation and amortization                                                                                  | 329,597 |   | 240,409 |
| Loss on disposition of Assets                                                                                  | (2,489) |   | 82,759 |
| Fair Value of options granted                                                                                  | 142,339 |   | 146,637 |
| Changes in operating Assets and Liabilities:                                                                   |   |   |   |
| Decrease (increase) in:                                                                                        |   |   |   |
| Accounts receivable                                                                                            | (507,241) |   | (3,492,619) |
| Inventories                                                                                                    | (482,864) |   | (694,172) |
| Prepaid expenses                                                                                               | (282,267) |   | (138,538) |
| Other current assets                                                                                           | (772,443) |   | (170,757) |
| Other assets                                                                                                   | (867,631) |   | 232,105 |
| Increase (decrease) in:                                                                                        |   |   |   |
| Auction proceeds payable                                                                                       | 4,741,296 |   | 4,058,680 |
| Accounts payable                                                                                               | (341,411) |   | (522,133) |
| Accrued liabilities                                                                                            | (7,123) |   | (18,128) |
| Net cash provided by (used in) operating                        activities                                     | 2,785,152 |   | 592,324 |
|  

**Cash flows from investing activities:**                                                              |   |   |   |
| Purchase of property and equipment                                                                             | (119,306) |   | (492,285) |
| Proceeds from sale of Investments                                                                              | 0 |   | 0 |
| Proceeds from sale of Fixed Assets                                                                             | 36,500 |   | 0 |
| Payments Received on Notes receivable                                                                          | 0 |   | 0 |
| Increase (Decrease) in note receivable                                                                         | (764,820) |   | (1,518,574) |
|                                                                                                           |   |   |   |
| Net cash provided by (used in) investing                        activities                                     | (847,627) |   | (2,010,859) |
|  

**Cash flows from financing activities:**                                                              |   |   |   |
| Increase (Decrease) in line of Credit                                                                          | 1,327,932 |   | (2,086,829) |
| Payments on short-term notes                                                                                   | 0 |   | 0 |
| Payments of long-term debt                                                                                     | 734,374 |   | (77,280) |
| Proceeds from short-term notes payable                                                                         | 0 |   | 0 |
| Proceeds from issuance of common stock                                                                         | 275,000 |   | 350,000 |
| Net cash provided by (used in) financing                        activities                                     | 2,337,307 |   | (1,814,109) |
|  

Net Increase (decrease) in cash and cash                        equivalents                            |  

4,274,832 |   |  

(3,232,644) |
|  

Cash and cash equivalents at beginning of year                                                         |  

2,625,570 |   |  

8,539,958 |
|  

Cash and cash equivalents at end of period                                                             |  

$ 6,900,403 |   |  

$ 5,307,316 |
|  

See accompanying condensed notes to consolidated reviewed                        financial statements. |

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|   |  |
|--------|--|

**WWA GROUP, INC.**

**CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS**

**June        30, 2007**

 

**Note 1 – Organization and Basis of        Presentation**

 

WWA Group,        Inc., (the “Company”), through a subsidiary, operates inJebel Ali, Dubai,        United Arab Emirates under a trade license from the Jebel Ali Free ZoneAuthority. The        Company’s operations primarily consist of the auctioning of usedand new heavy        construction equipment, transportation equipment and marine equipment,the majority of        which is on a consignment basis.

 

WWA Group,        Inc., includes the accounts of WWA Group, Inc. and its wholly ownedsubsidiaries World Wide        Auctioneers, Ltd. (“WWA”), a company incorporated in theterritory of the        British Virgin Islands on March 20, 2000, which operates in Dubai,U.A.E.

 

On August        8, 2003, the Company and WWA executed a stock exchange agreement,whereby the Company        agreed to acquire 100% of the issued and outstanding shares of WWA, inexchange for        13,887,447 shares of the Company’s common stock. Because theowners of WWA became the        principal shareholders of the Company through the merger, WWA wasconsidered the acquirer        for accounting purposes and this merger was accounted for as a reverseacquisition or        recapitalization of WWA. Subsequent to the merger, the Company changedits name to        “WWA Group, Inc.”

 

The        accompanying unaudited financial statements have been prepared bymanagement in accordance        with the instructions in Form 10-QSB and, therefore, do not include allinformation and        footnotes required by generally accepted accounting principles andshould, therefore, be        read in conjunction with the Company’s Form 10-KSB for the yearended December 31,        2006. These statements do include all normal recurring adjustments whichthe Company        believes necessary for a fair presentation of the statements. Theinterim operations are        not necessarily indicative of the results to be expected for the fullyear ended December        31, 2007.

 

**Note        2 – Summary of Significant Accounting Policies**

*Net        Earnings Per Common Share*- The computation ofbasic earnings per        common share is based on the weighted average number of sharesoutstanding during each        period. The computation of diluted earnings per common share is based onthe weighted        average number of shares outstanding during the period, plus the commonstock equivalents        that would arise from the exercise of stock options and warrantsoutstanding, using the        treasury stock method and the average market price per share during theperiod. There are        no common stock equivalents at June 30, 2007.

*Revenue        Recognition*- Revenues from commissions andservices consist of        revenues earned in the Company’s capacity as agent for consignorsof equipment,        incidental interest income, internet and proxy

 

purchase        fees, and handling fees on the sale of certain lots. All commissionrevenue is recognized        when the auction sale is complete and the Company has determined thatthe auction proceeds        are collectible.

 

Revenue        from shipping operations is originated from chartering of vessel MV IronButterfly on a        long term charter at a daily rate agreed upon.

 

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**WWA        GROUP, INC.**

**CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS**

**June        30, 2007**

**Note        2 – Summary of Significant Accounting Policies****-        (continued)**

 

Revenues        from sales of equipment originate from the auctioned and private sale ofequipment        inventory owned by the Company. The Company recognizes the revenue fromsuch sales when the        sale has been invoiced, and collectability is reasonably assured. Allcosts of goods sold        are accounted for under direct costs.

 

Stock Based        Compensation*-*TheCompany has        traditionally accounted for stock-based compensation under therecognition and measurement        principles of APB Opinion No. 25,*Accountingfor Stock Issued to        Employees, and related Interpretations*.Accordingly, no        compensation cost was recognized in the 2006 financial statements, whenoptions granted        under those plans have an exercise price equal to or greater than themarket value of the        underlying common stock on the date of grant. The Company issued nocompensatory options to        its employees during the quarter ended June 30, 2007.

 

In April        2006 the Company adopted The 2006 Benefit Plan of WWA Group, Inc. (the“Plan”),        considered by the board of directors in December 2005, which approvedthe registration of        2,500,000 shares of the common stock to be available for issuance underthe Plan.During the        six months of 2007 the Company granted options for 300,000 shares ofcommon stock        registered under the Plan at $0.50 a share for a term of twelve monthsto the independent        consultants for services rendered. Due to this grant Company recorded anoption expense of        $142,339 on applying theBlack-Scholes option valuation model andcompleting the required        chart information. Options to purchase 250,000 shares granted in October2006 were        exercised during the 1st quarter of 2007 and accordinglycompany has received        $125,000 in paid up share capital.

 

In December        2005, the Company adopted the provisions of Statement of FinancialAccounting Standards No.        123R, although this statement had no effect on the Company’s 2005financial        statements.

 

**Note 3        – Notes Receivable**

 

Notes        receivable amounted to $1,956,057 as on June 30, 2007 due to the Companyfrom its trading        partners. Amounts in this category are due from regular consignors, itsAustralian auction        partner and a U.A.E. based mining company.

.

**Note 4        – Income Taxes**

WWA        operates in the Jebel Ali Free Zone of Dubai, which is an income taxfree zone. Therefore,        the profits of WWA are not taxable in Dubai. During the fourth quarterof 2004, the Company        determined that undistributed earnings from Dubai will be reinvested inthe business        indefinitely and that such earnings will not be distributed to theCompany. Therefore, in        accordance with APB Opinion No. 23,*Accountingfor Income Taxes -        Special Areas*, no income tax provision hasbeen recorded for the        undistributed earnings.

 

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**WWA        GROUP, INC.**

**CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS**

**June        30, 2007**

**Note 5        - Estimates**

 

The        preparation of financial statements in conformity with accountingprinciples generally        accepted in the United States of America requires management to makeestimates and        assumptions that affect certain reported amounts. Accordingly, actualresults could differ        from those estimates.

**Note 6        – Risks Related to Our Business and Stock**

 

Due to the        proximity of Iran, Sudan and Syria to our auction site, sales recordsand statistics on        regional spending on used construction equipment, there is reason tobelieve that some        percentage of the equipment sold at our auctions ultimately ends up inIran, Sudan or        Syria. Accordingly, on the advice of the U.S. State Department and theOFAC, the Company        has ceased and desisted from selling goods or services, or facilitatingsales, to persons        in Iran, the Sudan or Syria.

 

 

 

 

 

 

 

 

 

 

 

 

 

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| **ITEM 2.** | **MANAGEMENT’S DISCUSSION ANDANALYSIS** |
|-------------|-----------------------------------------------|

 

This        Management's Discussion and Analysis of our financial condition andresults of operations        and other parts of this report contain forward-looking statements thatinvolve risks and        uncertainties. Forward-looking statements can also be identified bywords such as        "anticipates," "expects," "believes," "plans," "predicts," and similarterms.        Forward-looking statements are not guarantees of future performance andour actual results        may differ significantly from the results discussed in theforward-looking statements.        Factors that might cause such differences include, but are not limitedto, those discussed        in the subsections entitled*"Forward-LookingStatements and        Factors That May Affect Future Results and Financial Condition"*below. The following discussion should be read inconjunction with our        financial statements and notes thereto included in this report. Allinformation presented        herein is based on our period ended June 30, 2007. Our fiscal year endis December        31

**Discussion and Analysis**

WWA        Group’s business strategy is to increase cash flow from operationsto generate net        income to reduce payables and expand operations to new auction sites.WWA Group intends to        focus on formalizing new joint venture relationships, managementarrangements, new wholly        owned facilities, and expanded auctions as the means by which toincrease net cash flow.        Our new auction site in Jebel Ali will be larger and capable of holdingmore equipment than        our current site, eliminating the current restraint on growth.Nonetheless, our business        development strategy is prone to significant risks and uncertaintiescertain of which can        have an immediate impact on our efforts to increase positive net cashflow and deter future        prospects for the expansion of its business.

Implementation of our growth model will include expandingour lower cost        auction methods, such as on-line auctions, video auctions andtransportation equipment only        auctions, all of which can be held on a more frequent basis than thelarger equipment        auctions. While smaller in size, these auctions will not interfere withor detract from WWA        Group’s major equipment auctions, and the economics of scale atthe Dubai facility        are efficient for this purpose. We have also expanded high margin buyerand seller        services, such as shipping and transport. Our ownership of a shippingcompany and control        over a large volume of equipment being moved around the world by ourregular consignors        provides vertical integration opportunities that could combine auctionservices with the        ability to meet shipping needs.

Our        financial condition and results of operations depends primarily upon thevolume of        industrial equipment auctioned, the prices we obtain at auction for suchequipment, and the        commission rates we can attract from the consignor. Industrial equipmentprices        historically have been volatile and are likely to continue to bevolatile in the future,        and the commission rates in WWA Group’s primary market are subjectto competition.        This price volatility and commission rate pressure can immediatelyaffect our available        cash flow which can in turn impact the availability of net cash flow forfuture capital        expenditures. Our future success will depend on our ability to increasethe size of our        auctions and the number of our auctions while optimizing commissions andprices realized at        auction. Should we be

unable to        increase gross auction sales and obtain competitive pricing at auctionthen we can expect a        reduction in revenue which may in turn affect the profitability of ourbusiness.

 

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**Results of Operations**

During the        period from January 1, 2007 through June 30, 2007, WWA Group conducted 3un-reserved        auctions for industrial equipment from its auction site located in theJebel Ali Free Trade        Zone, Dubai, United Arab Emirates, chartered its ship, bought and soldequipment for its        own account, acquired a new permanent auction site and initiated aprivate placement of        common stock. WWA Group expects that over the next twelve months it willcontinue to expand        its business through larger auctions at established sites, open newjointly managed auction        locations in addition to progressing related business activities intransportation and        investment in mining operations.

 

For the        three months ended June 30, 2007, WWA Group realized an increase in netincome as compared        to the three months ended June 30, 2006 due to an increase in tradingrevenue, and revenue        from our ship charter. WWA Group believes that the immediate key to ourability to operate        profitably is to increase the number and the size of our auctions andgross margins from        equipment trading activity. WWA Group believes if we are able toincrease the number and        size of our auctions and equipment trading division we will continue toincrease our net        income in future periods.

 

**Quarters Ended June 30, 2007 and 2006**

 

***Revenue***

 

Revenue for        the three months ended June 30, 2007 was $8,063,663 as compared torevenue of $4,345,727        for the three months period ended June 30, 2006, an increase of 86%.Revenue for the six        months ended June 30, 2007 increased to $13,686,334 from $8,609,687 forthe six months        period ended June 30, 2006, an increase of 59%. The increase in revenuesover the six month        periods can be primarily attributed to an increase in the sale of ownedequipment which        rose from $4,714,046 for the period ended June 30, 2006 to $9,024,044for the period ended        June 30, 2007, an increase of 91%. Revenue from commission and servicesduring the six        month period ended June 30, 2007 however decreased 4% to $3,757,290 from$3,895,641 during        the six months period ended June 30, 2006. Selling owned equipment inour auctions reduces        the space available for consigned equipment, thereby reducing the totalcommission revenue.        However, increased overall gross profit more than offsets this reductionin        commission.

 

***Gross        Profit***

 

Gross        profit for the three months ended June 30, 2007 was $2,568,240 ascompared to gross profit        of $1,889,378 for the three months ended June 30, 2006, an increase of36%. The increase in        gross profit over the comparative periods can be primarily attributed tothe increase in        revenue associated with the ship chartering business and a highertrading margin. Gross        margins from the sale of equipment have historically ranged from 2% to7%, while gross        margins from auction commission revenue have historically ranged from40% to 60%. Our gross        margins from trading equipment have increased in this three-monthperiod.

 

***Expenses***

 

Expenses        for the three months ended June 30, 2007 were $1,440,852 as compared toexpenses of        $1,238,120 for the three months ended June 30, 2006, an increase of 16%.The growth in        expenses over the comparative periods can be attributed in part toincreases in rental        fees, salaries, mailing costs and communication expenditures. WWA Groupexpects that direct        costs in combination with selling, general and administrative expensesmay rise with the        increase in the number and size of auctions to be held over the next sixmonths. However,        revenue growth is expected to outpace any increases in expenses.

 

 

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Depreciation and amortization expenses for the threemonths ended June 30,        2007 and June 30, 2006 were $159,483 and $117,837 respectively.Depreciation and        amortization expenses for the six months ended June 30, 2007 and June30, 2006 were        $329,597 and $240,409respectively. Depreciationand amortization        expenses are expected to continue to increase as WWA Group acquiresadditional assets        including the anticipated expansion of our physical facilities in late2007 that will cause        the construction of new offices and the assembly of a modern auctionyard.

 

***Net Income***

 

Net income        for the three months ended June 30, 2007 increased to $1,041,775 ascompared to net income        of $837,870 for the three months period ended June 2006, an increase of24% mainly due to        revenue from gross margins on sale of owned        equipment.Net        income for the six months ended June 30, 2007 decreased to $835,389 from$868,081 for the        six months ended June 30, 2006, a decrease of 4%, mainly attributable tothe issuance of        stock options which were expensed as $142,339. WWA Group anticipates netincome growth over        the next six months, based on our current auction        schedule. 

 

**Income Tax Expense (Benefit)** 

 

The Jebel        Ali Free Zone is an income tax free zone. Therefore, the profits of WWAGroup are not        taxable in Dubai. WWA Group has determined that undistributed earningsfrom Dubai will be        reinvested in the business indefinitely and that such earnings will notbe distributed to        the U.S. parent. Therefore, in accordance with APB Opinion No. 23,*Accounting for Income Taxes - Special Areas*, no        income tax provision has been recorded for the undistributed earnings.If, in the future,        WWA Group distributes such earnings to the U.S. parent, the earningswill be taxable at the        applicable U.S. tax rates.

 

**Impact of Inflation**

 

WWA Group        has been subject to a substantial increase in yard and staff housingrent expenses in the        last 2 years, which is a result of a tremendous demand for housing andland within the        UAE’s Free Zone. However, the general market is settling down, andwe have a new land        lease contract in place to stabilize these costs in the future.Therefore, we believe that        we can offset future inflationary increases in operating costs byincreasing revenue and        improving operating efficiencies.

 

**Liquidity and Capital Resources**

 

Cash flows        provided by operating activities was $2,785,152 for the six months endedJune 30, 2007 as        compared to $592,324 for the six months ended June 30, 2006. Theincrease in cash flows        from operating activities in the six months ended June 30, 2007, areprimarily attributable        to a significant increase in auction proceeds payable. WWA Group hadauction proceeds        payable of approximately $11.65 million, and accounts payable ofapproximately $1.2 million        weighed against $6,900,403 in cash and $2,895,331 in accounts receivableas of June 30,        2007. WWA Group also had $2,641,158 in saleable equipment

 

inventory        at June 30, 2007, plus over $3 million in notes receivable and othercurrent assets.Anticipated increases in revenues and decreases inaccounts receivable are        expected to provide more cash flow from operations in future periods.

 

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Cash flows        used in investing activities for the six months ended June 30, 2007 were$847,627 as        compared to cash flow used in investing activities of $2,010,859 for thesix months ended        June 30, 2006. Cash flow used in investing activities in the six monthsended June 30, 2007        was primarily comprised of an increase in notes receivable of $764,820in connection with        our investment in mining operations and to the acquisition of additionalproperty and        equipment $119,306. Cash flow provided by investing activities in thesix months ended June        30, 2007 can be attributed to the proceeds from sale of fixed assets of$36,500.

 

Cash flows        provided by financing activities were $2,337,307 for the six monthsended June 30, 2007 as        compared to cash flow used in financing activities of $1,814,109 for thesix months ended        June 30, 2006. Cash flows provided by financing activities in the sixmonths ended June 30,        2007 consisted primarily of proceeds of $275,000 from the exercise ofstock options,        proceeds of $734,374 from long term loans and working capital bankfinancing of        $1,327,932.

 

On April 5,        2006, WWA Group commenced an equity financing with Chicago InvestmentGroup, LLC of up to        3,000,000 units offered at $0.65 a share comprised of one common shareand one half common        purchase warrant exercisable at $1.00 for a period of 2 years from theclosing date of        offering relying on exemptions provided by Rule 506 of Regulation D forshares sold in the        United States to accredited investors, and Regulation S for shares soldabroad. WWA Group        has agreed to pay a brokers commission on proceeds from the offering of10% in cash and 5%        of that number of units sold in the offering paid in common shares. WWAGroup proposes to        use the proceeds from the offering for working capital and anticipatesthat the financing        will close on or before August 31, 2007. WWA Group had not accepted anysubscriptions for        the equity financing as of June 30, 2007.

WWA Group        adopted The 2006 Benefit Plan of WWA Group, Inc. in April of 2006, whichapproved the        registration of 2,500,000 shares of the common stock to be available forissuance under the        Plan. Under the Plan, WWA Group may issue stock, or grant options toacquire up to        2,500,000 shares of WWA Group's common stock to employees. The board ofdirectors, at its        own discretion may also issue stock or grant options to otherindividuals, including        consultants or advisors, who render services to WWA Group or oursubsidiaries, provided        that the services rendered are not in connection with the offer or saleof securities in a        capital-raising transaction. Further, no stock may be issued, or optionsgranted under the        benefit plan to consultants, advisors, or other persons who directly orindirectly promote        or maintain a market for WWA Group’s stock. Since adoption, WWAGroup has granted        1,250,000 options to purchase shares of our common stock, of which1,250,000 were exercised        as of June 30, 2007.

WWA Group        had a working capital surplus of $479,688 as of June 30, 2007 comparedto a working capital        deficit of $1,506,247 as of December 31, 2006. We believe that thissurplus, in addition to        anticipated increases in operational cash flow is sufficient to meet ourobligations.        Nonetheless, WWA Group is in the process of obtaining additional fundingto accelerate the        payment of auction proceeds payable in order to increase consignorretention, and increase        working capital.

 

Historically, WWA Group has funded its cash needs frominception through        operations, increases in payables, and a series of debt transactions.Other prospective        sources of funding include shareholder loans, the sale of common stockor other equity        instruments, and loans from other sources. However, WWA Group canprovide no assurance that        it will be able to obtain additional financing to meet its obligations.If WWA Group is        unable to increase its cash flows from operating activities or obtainadditional financing,        it may be required to delay payment of accounts payable or auctionproceeds payable, which        actions could negatively impact our ability to attract and retainconsignors for future        auctions.

 

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WWA Group        acquired a new yard facility during the quarter ending June 30, 2007comprised of 90,000        square meters from which approximately 15,000 square meters has beenallocated for        permanent office premises.

WWA Group        has no current plans to make any significant changes in the number ofemployees.

Since        earnings will be reinvested in operations, WWA Group does not expect topay cash dividends        in the foreseeable future.

 

WWA Group        has no defined benefit plan or contractual commitment with any of itsofficers or        directors.

 

**Off        Balance Sheet Arrangements** 

 

As of June        30, 2007, WWA Group has no significant off-balance sheet arrangementsthat have or are        reasonably likely to have a current or future effect on our financialcondition, changes in        financial condition, revenues or expenses, results of operations,liquidity, capital        expenditures, or capital resources that is material to stockholders.

 

**Critical Accounting Policies**

In Note 2        to the audited consolidated financial statements for the years endedDecember 31, 2006 and        2005 filed on Form 10-KSB with the Securities and Exchange Commission,WWA Group discusses        those accounting policies that are considered to be significant indetermining the results        of operations and its financial position. WWA Group believes that theaccounting principles        utilized by it conform to accounting principles generally accepted inthe United States of        America.

The        preparation of financial statements requires management to makesignificant estimates and        judgments that affect the reported amounts of assets, liabilities,revenues and expenses.        By their nature, these judgments are subject to an inherent degree ofuncertainty. On an        on-going basis, WWA Group evaluates its estimates, including thoserelated to bad debts,        inventories, intangible assets, warranty obligations, product liability,revenue, and        income taxes. WWA Group bases its estimates on historical experience andother facts and        circumstances that are believed to be reasonable, and the results formthe basis for making        judgments about the carrying value of assets and liabilities. The actualresults may differ        from these estimates under different assumptions or conditions.

With        respect to revenue recognition, WWA Group applies the following criticalaccounting        policies in the preparation of its financial statements

***Revenue Recognition***

 

Auction        Revenues earned in WWA Group’s capacity as agent for consignors ofequipment are        comprised mainly of auction commissions in the form of flat selling feesor fixed or        sliding percentages of the gross auction sale price of any consignedequipment. The        majority of auction commissions are earned as a fixed rate of the grossselling price.        Auction Revenues also include any preparation, shipping, clearing,transport and handling        charges and fees applicable to certain items of consigned equipment;incidental interest        income; buyers’ commission applicable on certain sales of items.All revenue is        recognized when the auction sale is complete and we have determined thatthe auction        proceeds are collectible.

Trading        revenues are defined as gross proceeds on sales of WWA Group owned orunderwritten        inventory sold at auction or privately. All costs of goods sold areaccounted for under        direct costs.

 

 

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 Trading revenue can be earned and direct costs canbe incurred when        WWA Group guarantees a certain net level of proceeds to a consignor.This type of revenue        includes a percentage of proceeds in excess of the guaranteed amount. Ifactual auction        proceeds are less than the guaranteed amount, WWA Group can incur a netloss on the sale.        Therefore, sales of equipment on a guarantee contracts are to be treatedthe same as        inventory for accounting purposes. Our exposure from these guaranteecontracts can vary        over each guarantee contract. Losses, if any, resulting from guaranteecontracts are        recorded in the period in which the relevant auction is held.

Ship        chartering revenues are contractual in nature and similar to a lease.WWA Group charters        its cargo vessel to a freight forwarding company on a flat daily feeuntil the end of 2009.        The shipping company is responsible for all of the fuel costs and cargorelated costs, and        the risks of receipt and delivery of the cargo. WWA Group recognizes itsship charter        revenues ratably over the term of the charter contract.

**Forward Looking Statements and Factors That MayAffect Future Results        and Financial Condition**

The        statements contained in the section titled “*Results of        Operations”*and*“Discussion        and Analysis”*, with the exception ofhistorical facts, are        forward looking statements within the meaning of Section 27A of theSecurities Act. A        safe-harbor provision may not be applicable to the forward lookingstatements made in this        prospectus because of certain exclusions under Section 27A (b). Forwardlooking statements        reflect our current expectations and beliefs regarding our futureresults of operations,        performance, and achievements. These statements are subject to risks anduncertainties and        are based upon assumptions and beliefs that may or may not materialize.These statements        include, but are not limited to, statements concerning:

 

|   | - | our anticipated financial performance; |
|--------|---|----------------------------------------|

|   | - | the sufficiency of existing capitalresources; |
|--------|---|-----------------------------------------------|

|   | - | our ability to fund cash requirements forfuture                        operations; |
|--------|---|------------------------------------------------------------------------------------|

|   | - | uncertainties related to the growth ofour business and use                        of services; |
|--------|---|------------------------------------------------------------------------------------------------|

|   | - | our ability to maintain an adequatecustomer base to realize                        sufficient revenue for operations; and |
|--------|---|---------------------------------------------------------------------------------------------------------------------------|

|   | - | general economic conditions. |
|--------|---|------------------------------|

 

WWA Group        wishes to caution readers that its operating results are subject tovarious risks and        uncertainties that could cause its actual results to differ materiallyfrom those discussed        or anticipated including the factors set forth in the section entitled        “*Risk Factors*” included        elsewhere in this report. WWA Group also wishes to advise readers not toplace any undue        reliance on the forward looking statements contained in this report,which reflect its        beliefs and expectations only as of the date of this report. WWA Groupassumes no        obligation to update or revise these forward looking statements toreflect new events or        circumstances or any changes in its beliefs or expectations, other thatis required by        law.

 

**Risks        Related to Our Business**

 

Our future        operating results are highly uncertain. Before deciding to invest in usor to maintain or        increase your investment, you should carefully consider the risksdescribed below, in        addition to the other information contained in this annual report. Ifany of these risks        actually occur, our business, financial condition or results ofoperations could be        seriously harmed. In that event, the market price for our common stockcould decline and        you may lose all or part of your investment.

 

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*Sales of        equipment from our auctions may have ultimately ended up in Iran orSudan.*

 

On April        27, 2007 WWA Group received a cease and desist order from the OFACrequiring that WWA Group        immediately cease and desist from selling goods or services, orfacilitating sales to        persons in Iran and Sudan. Due to the proximity of Iran and Sudan to ourauction site and        statistics on regional spending on used construction equipment, there isreason to believe        that some percentage of the equipment sold at our auctions ultimatelyended up in Iran or        Sudan. Although we sell no equipment to Iran or Sudan, countries whichthe U.S. State        Department and OFAC have identified as state sponsors of terrorism, itis possible that        some equipment at our auctions is sold to entities that re-export tothese countries,        particularly to Iran. While we have neither any knowledge of nor anymeans to control such        sales, the U.S. State Department or the OFAC could impose fines upon usbased on this        possibility and has caused WWA Group to restrict any sales to persons inIran and Sudan.        Any further action on the part of the OFAC could have a negative impacton our reputation        and on shareholder value.

 

*A        Significant Percentage of Corporate Control Lies in the Hands of One        Shareholder.*

 

Asia8, Inc.        owns and controls voting power over approximately 42% of WWAGroup’s issued and        outstanding stock. The concentration of such a large percentage of WWAGroup’s stock        in the hands of one shareholder may have a disproportionate effect onthe voting power of        minority shareholders’ upon any and all matters presented to WWAGroup’s        shareholders.

 

*WWA**Group Competes With aMuch Larger and        Better-Financed Corporation.*

 

We compete        with numerous auction companies throughout the world, but the GulfRegion is our primary        market. The used equipment auction market in the Gulf Region has twoonly significant        participants, us and Ritchie Brothers Auctioneers, Inc.(“RBA”). RBA, the        world’s largest un-reserved equipment auctioneer, reports over$2.7 billion dollars        in gross auction sales from 90 locations throughout in North America andin 18 other        countries and holds a dominant position in certain geographic locations.While RBA is still        much larger and much better-financed than us, we have graduallyincreased our market share        in Dubai and have effectively outperformed RBA in terms of market sharesince        2004

 

*The        market for our stock is limited and our stock price may be volatile.*

 

The market        for our common stock has been limited due to low trading volume and thesmall number of        brokerage firms acting as market makers. Because of the limitations ofour market and        volatility of the market price of our stock, investors may facedifficulties in selling        shares at attractive prices when they want to. The average daily tradingvolume for our        stock has varied significantly from week to week and from month tomonth, and the trading        volume often varies widely from day to day.

 

*We may        incur significant expenses as a result of being quoted on the Over theCounter Bulletin        Board, which may negatively impact our financial performance.*

 

We may        incur significant legal, accounting and other expenses as a result ofbeing listed on the        Over the Counter Bulletin Board. The Sarbanes-Oxley Act of 2002, as wellas related rules        implemented by the Securities and Exchange Commission(“Commission”), has        required changes in corporate governance practices of public companies.We expect that        compliance with these laws, rules and regulations, including compliancewith Section 404 of        the Sarbanes-Oxley Act of 2002 as discussed in the following riskfactor, may substantially        increase our expenses, including our legal and accounting costs, andmake some activities        more time-consuming and costly. As a result, there may be a substantialincrease in legal,        accounting and certain other expenses in the future, which wouldnegatively impact our        financial performance and could have a material adverse effect on ourresults of operations        and financial condition.

 

 

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*Our        internal controls over financial reporting may not be consideredeffective, which could        result in a loss of investor confidence in our financial reports and inturn have an        adverse effect on our stock price.*

 

Pursuant to        Section 404 of the Sarbanes-Oxley Act of 2002, beginning with our annualreport for the        year ending December 31, 2008, we may be required to furnish a report byour management on        our internal controls over financial reporting. Such report willcontain, among other        matters, an assessment of the effectiveness of our internal controlsover financial        reporting as of the end of the year, including a statement as to whetheror not our        internal controls over financial reporting are effective. Thisassessment must include        disclosure of any material weaknesses in our internal controls overfinancial reporting        identified by management. If we are unable to assert that our internalcontrols are        effective as of December 31, 2008, investors could lose confidence inthe accuracy and        completeness of our financial reports, which in turn could cause ourstock price to        decline.

 

| **ITEM 3.**   | **CONTROLS AND PROCEDURES** |
|-------------------------|-----------------------------|

|   | (a)   | Evaluation of disclosure controls andprocedures. |
|--------|-----------------|--------------------------------------------------|

Under the        supervision and with the participation of our management, including ourprincipal executive        officer and principal financial officer, we evaluated the effectivenessof the design and        operation of our disclosure controls and procedures, as defined in Rules13a-15(e) and        15d-15(e) under the Securities Exchange Act of 1934, as of June 30,2007. Based on this        evaluation, our principal executive officer and our principal financialofficer concluded        that, as of the end of the period covered by this report, our disclosurecontrols and        procedures were effective and adequately designed to ensure that theinformation required        to be disclosed by us in the reports we file or submit under theSecurities Exchange Act of        1934 is recorded, processed, summarized and reported within the timeperiods specified in        applicable rules and forms.

| (b)   | Changes in internal controls overfinancial                        reporting. |
|-----------------|------------------------------------------------------------------------------|

 

During the        quarter ended June 30, 2007 there has been no change in our internalcontrol over financial        reporting that has materially affected, or is reasonably likely tomaterially affect, our        internal control over financial reporting.

**PART        II**

 

| **ITEM 1.** | **LEGAL PROCEEDINGS** |
|-------------|-----------------------|

 

None.

 

| **ITEM 2.** | **CHANGES IN SECURITIES AND USE OFPROCEEDS** |
|-------------|----------------------------------------------|

 

None

 

| **ITEM 3.** | **DEFAULTS UPON SENIOR SECURITIES** |
|-------------|-------------------------------------|

 

None.

 

| **ITEM 4.** | **SUBMISSION OF MATTERS TO A VOTE OFSECURITY                        HOLDERS** |
|-------------|-------------------------------------------------------------------------------|

 

 

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None.

| **ITEM 5.** | **OTHER INFORMATION** |
|-------------|-----------------------|

 

None.

 

| **ITEM 6.** | **EXHIBITS** |
|-------------|--------------|

 

Exhibits        required to be attached by Item 601 of Regulation S-B are listed in theIndex to Exhibits        on page 20 of this Form 10-QSB, and are incorporated herein by thisreference.

 

 

         

         

         

         

         

         

         

         

 

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**SIGNATURES**

 

In        accordance with the requirements of the Securities Exchange Act of 1934,the registrant        caused this report to be signed on its behalf by the undersigned,hereunto duly authorized,        this 13th day of August, 2007.

 

 

**WWA        Group, Inc.**

 

/s/ Eric        Montandon

| Eric Montandon |
|----------------|

Chief        Executive Officer and Director

 

 

/s/        Digamber Naswa

Digamber        Naswa

Chief        Financial Officer, Principal Accounting Officer and Director

 

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### INDEX TO EXHIBITS

| Exhibit No. | Page No. | Description                                                                                                                                                                                                                                                                                                                                                                                             |
|-------------|----------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 3(i)(a)     | *        | Articles of Incorporation of WWA Group formally known asConceptual                    Technologies, Inc. a Nevada corporation dated November 26,1996 (incorporated                    herein by reference from Exhibit No. 2(i) to WWA Group'sForm 10SB12G/A as                    filed with the Commission on November 29, 1999).                                                                     |
| 3(i)(b)     | *        | Certificate of Amendment of the Articles of Incorporationof WWA Group filed                    on August 29, 1997 effecting a 1-for-14 reverse split androunding each                    fractional share to one whole share (incorporated herein byreference from                    Exhibit 2(ii) of WWA Group's Form 10SB12G/A as filed withthe Commission on                    November 29, 1999). |
| 3(i)(c)     | *        | Certificate of Amendment of the Articles of Incorporationof WWA Group                    changing the name of WWA Group from Conceptual Technologies,Inc. to NovaMed,                    Inc. (incorporated herein by reference from Exhibit 2(iii)of WWA Group's Form                    10SB12G/A as filed with the Commission on November 29,1999).                                                  |
| 3(i)(d)     | *        | Certificate of Amendment to the Articles of Incorporationof WWA Group                    changing the name of WWA Group from NovaMed, Inc. to WWAGroup, Inc.                    (incorporated herein with reference from Exhibit 3(i)(d) ofWWA Group's Form                    10-QSB as filled with the Commission on November 20, 2003).                                                              |
| 3(ii)       | *        | Bylaws of WWA Group adopted on November 12, 1996(incorporated herein by                    reference from Exhibit 2(iv) of WWA Group's Form 10SB12G/Aas filed with the                    Commission on November 29, 1999).                                                                                                                                                                             |
| 10(i)       | *        | Stock Exchange Agreement between WWA Group, Inc. andWorld Wide Auctioneers                    Ltd. dated August 5, 2003 (incorporated herein by referencefrom the Form 8-K                    filed with the Commission on August 25, 2003).                                                                                                                                                            |
| 10(ii)      | *        | Purchase Agreement between World Wide Auctioneers, Ltd.,Geoffrey Greenless                    and Crown Diamond Holdings, Inc. dated June 30, 2006(incorporated herein by                    reference from the Form 8-K filed with the Commission onJuly 19, 2006.                                                                                                                                     |
| 10(iii)     | *        | Share Purchase Agreement between World Wide Auctioneers,Ltd. and Steven                    Edward Rogers dated December 20, 2006 (incorporated hereinby reference from                    the Form 8-K filed with the Commission on February 15,2007).                                                                                                                                                  |
| 14          | *        | Code of Ethics adopted on March 28, 2004 (incorporated byherein by                    reference from the 10-KSB filed with the Commission on March30, 2005).                                                                                                                                                                                                                                            |
| 31(a)       | Attached | Certification of the Chief Executive Officer pursuant toRule 13a-14 of the                    Commissionurities and Exchange Act of 1934 as amended, asadopted pursuant to                    Section 302 of the Sarbanes-Oxley Act of 2002                                                                                                                                                             |
| 31(b)       | Attached | Certification of the Chief Financial Officer pursuant toRule 13a-14 of the                    Commissionurities and Exchange Act of 1934 as amended, asadopted pursuant to                    Section 302 of the Sarbanes-Oxley Act of 2002                                                                                                                                                             |
| 32(a)       | Attached | Certification of the Chief Executive Officer pursuant to18 U.S.C. Section                    1350 as adopted pursuant to Section 906 of theSarbanes-Oxley Act of 2002                                                                                                                                                                                                                                   |
| 32(b)       | Attached | Certification of the Chief Financial Officer pursuant to18 U.S.C. Section                    1350 as adopted pursuant to Section 906 of theSarbanes-Oxley Act of 2002                                                                                                                                                                                                                                   |

* Incorporated by reference from previous filings ofWWA Group, Inc.

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