United States
                       Securities and Exchange Commission
                             Washington, D.C. 20549

                                   FORM 10-QSB


             QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


For the fiscal quarter ended:               June 30, 2002
Commission file number:                     0-26449


                           DYNAMIC IMAGING GROUP, INC.
             (Exact name of registrant as specified in its charter)


          Florida                                       65-0903895
         (State or other jurisdiction of               (I.R.S. Employer
          incorporation or organization)                Identification No.)


                           3428 North Ocean Boulevard
                         Fort Lauderdale, Florida 33308
                    (Address of principal executive offices)
                                   (Zip code)


                                 (954) 564-1133
              (Registrant's telephone number, including area code)


Indicate by check mark whether registrant (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

                                Yes X       No

Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of June 30, 2002: 33,728,193 shares of common stock, $.001 par
value per share.

<PAGE>
                           DYNAMIC IMAGING GROUP, INC.
                                   FORM 10-QSB
                      QUARTERLY PERIOD ENDED June 30, 2002
                                      INDEX



                                                                            Page
                                                                            ----
PART I - FINANCIAL INFORMATION

      Item 1 - Condensed Consolidated Financial Statements

      Consolidated Balance Sheet (Unaudited)
         June 30, 2002.........................................................3

      Consolidated Statements of Operations (Unaudited)
         For the Six Months Ended June 30, 2002 and 2001.......................4

      Consolidated Statements of Cash Flows (Unaudited)
         For the Six Months Ended June 30, 2002 and 2001.......................5

      Notes to Condensed Consolidated Financial Statements..................6-11

      Item 2 - Management's Discussion and Analysis of
         Financial Condition and Results of Operations.....................12-14


PART II - OTHER INFORMATION

      Item 1 - Legal Proceedings..............................................14

      Item 2 - Changes in Securities and use of Proceeds......................14

      Item 3 - Default upon Senior Securities.................................15

      Item 4 - Submission of Matters to a Vote of Security Holders............15

      Item 6 - Exhibits and Reports on Form 8-K...............................15

      Signatures..............................................................16


                                       -2-
<PAGE>
                  DYNAMIC IMAGING GROUP, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEET
                                  June 30, 2002
                                   (Unaudited)

                                     ASSETS

CURRENT ASSETS:
    Cash .........................................................  $    99,548
    Accounts Receivable (Net of Allowance for
     Doubtful Accounts of $65,000) ...............................      132,163
    Inventories ..................................................        1,886
                                                                    -----------

        Total Current Assets .....................................      233,597

PROPERTY AND EQUIPMENT - Net .....................................      534,563

MARKETABLE EQUITY SECURITIES .....................................        2,000
DUE FROM RELATED PARTY ...........................................        8,200
GOODWILL .........................................................      706,635
SECURITY DEPOSITS ................................................        6,933
                                                                    -----------

        Total Assets .............................................  $ 1,491,928
                                                                    ===========

                      LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES:
    Notes and Debenture Payable ..................................  $   617,926
    Accounts Payable and Accrued Expenses ........................      314,749
    Accrued Salaries .............................................      212,697
    Payroll Taxes Payable ........................................       81,624
    Other Current Liabilities ....................................       48,000
    Due to Related Party .........................................      390,186
                                                                    -----------

        Total Current Liabilities ................................    1,665,182
                                                                    -----------

STOCKHOLDERS' DEFICIT:
    Preferred Stock (No Par Value; 4,000,000 Shares
        Authorized; No Shares Issued and Outstanding) ............            -
   Series A Convertible Preferred Stock (No Par Value;
        6,000,000 Shares Authorized; 508,250 Shares
        Issued and Outstanding) ..................................       50,825
    Common Stock ($.001 Par Value; 50,000,000 Shares Authorized;
        33,729,193 Shares Issued and Outstanding ) ...............       33,730
    Common Stock Issuable (8,411,834 Shares) .....................        8,412
    Additional Paid-in Capital ...................................    4,277,265
    Accumulated Deficit ..........................................   (4,521,486)
    Less: Unrealized Loss on Investment ..........................      (22,000)
                                                                    -----------

        Total Stockholders' Deficit ..............................     (173,254)
                                                                    -----------

        Total Liabilities and Stockholders' Deficit ..............  $ 1,491,928
                                                                    ===========

     See accompanying notes to condensed consolidated financial statements.

                                       -3-
<PAGE>
<TABLE>
<CAPTION>
                             DYNAMIC IMAGING GROUP, INC. AND SUBSIDIARIES
                           CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                             (Unaudited)

                                            For the Three Months Ended    For the Six Months Ended
                                                     June 30,                     June 30,
                                           ----------------------------  ---------------------------
                                               2002           2001           2002           2001
                                           ------------   ------------   ------------   ------------

<S>                                        <C>            <C>            <C>            <C>
NET SALES ...............................  $    501,075   $    174,537   $    581,307   $    273,581

COST OF SALES ...........................        72,790         32,597         95,195         43,067
                                           ------------   ------------   ------------   ------------

GROSS PROFIT ............................       428,285        141,940        486,112        230,514
                                           ------------   ------------   ------------   ------------

OPERATING EXPENSES:
    Consulting Fees .....................         7,644         36,415          7,644        134,452
    Contract Labor ......................        17,869         20,533         25,563         56,316
    Depreciation and Amortization .......         6,150         12,375         13,500         24,750
    Professional Fees ...................        26,169         24,247         35,569         30,380
    Rent ................................        35,782         14,943         55,997         31,017
    Salaries ............................        34,700        141,382         77,783        281,997
    Selling, General and Administrative .       282,251         46,399        352,857         83,733
                                           ------------   ------------   ------------   ------------

        Total Operating Expenses ........       410,565        296,294        568,913        642,645
                                           ------------   ------------   ------------   ------------

INCOME (LOSS) FROM OPERATIONS ...........        17,720       (154,354)       (82,801)      (412,131)

OTHER EXPENSES:
     Interest Expense ...................        17,202         15,685        103,314         30,467
                                           ------------   ------------   ------------   ------------

        Total Other Expenses ............        17,202         15,685        103,314         30,467
                                           ------------   ------------   ------------   ------------

NET INCOME (LOSS) .......................           518       (170,039)      (186,115)      (442,598)

     Attribution of beneficial conversion
      feature on preferred stock ........        12,459              -         24,918              -
                                           ------------   ------------   ------------   ------------

NET LOSS AVAILABLE TO COMMON SHAREHOLDERS  $    (11,941)  $   (170,039)  $   (211,033)  $   (442,598)
                                           ============   ============   ============   ============


BASIC AND DILUTED:
      Net Loss Per Common Share .........  $      (0.00)  $      (0.02)  $      (0.01)  $      (0.05)
                                           ============   ============   ============   ============

      Weighted Common Shares Outstanding     29,606,172      9,499,532     28,106,172      9,246,802
                                           ============   ============   ============   ============

               See accompanying notes to condensed consolidated financial statements.

                                                 -4-
</TABLE>
<PAGE>
                  DYNAMIC IMAGING GROUP, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

                                                        For the Six Months Ended
                                                                June 30,
                                                         ----------------------
                                                           2002         2001
                                                         ---------   ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net Income (Loss) .................................  $(186,115)  $(442,598)
    Adjustments to Reconcile Net Loss to Net Cash Flows
        Used in Operating Activities:

           Depreciation ...............................     13,500      24,750
           Common Stock and Options Issued for Services          -     136,452
           Beneficial Interest on Note Payable ........     72,987           -

           (Increase) Decrease in:
             Accounts Receivable ......................   (125,637)    (60,831)
             Inventories ..............................      1,907      (4,463)
             Prepaid Expenses .........................      8,793           -
             Due from Related Parties .................       (676)      1,197
             Security Deposits ........................     (5,508)        121

           Increase (Decrease) in:
              Accounts Payable and Accrued Expenses ...     40,570      52,998
              Accrued Salaries ........................     27,830     242,004
              Payroll Taxes Payable ...................      9,265       1,510
              Other Current Liabilities ...............     28,351           -
                                                         ---------   ---------

Net Cash Flows Used in Operating Activities ...........   (114,733)    (48,860)
                                                         ---------   ---------

CASH FLOWS FROM INVESTING ACTIVITIES:
    Cash from Acquisition .............................     20,918           -
    Acquisition of Property and Equipment .............     (6,091)     (3,592)
                                                         ---------   ---------

Net Cash Flows Provided By (Used in)
  Investing Activities ................................     14,827      (3,592)
                                                         ---------   ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
     Proceeds from Related Parties ....................     (4,264)     34,556
     Decrease in Bank Overdraft .......................          -      (5,772)
     Proceeds from Note and Debenture Payable .........    192,728       6,297
     (Increase) Decrease in Subscriptions Receivable ..     10,000           -
     Proceeds from Issuance of Preferred Stock ........        990           -
     Proceeds from Issuance of Common Stock ...........          -      16,000
                                                         ---------   ---------

Net Cash Flows Provided by Financing Activities .......    199,454      51,081
                                                         ---------   ---------

Net Increase (Decrease ) in Cash ......................     99,548      (1,371)

Cash - Beginning of Year ..............................          -       2,360
                                                         ---------   ---------

Cash - End of Period ..................................  $  99,548   $     989
                                                         =========   =========

SUPPLEMENTAL INFORMATION:
   Cash Paid During Year for:
       Interest and Taxes .............................  $       -   $       -
                                                         =========   =========

Issuance of Common Stock for Acquisitions .............  $ 777,000   $       -
                                                         =========   =========
Issuance of Common Stock in Exchange for Debt .........  $ 149,201   $       -
                                                         =========   =========

Details of Acquisitions:
   Fair value of assets ...............................  $ 465,927   $       -
                                                         =========   =========
    Liabilities .......................................  $ 365,850   $       -
                                                         =========   =========
    Common stock issued ...............................  $ 777,000   $       -
                                                         =========   =========
   Net cash paid for acquisitions .....................  $  20,918   $       -
                                                         =========   =========

          See accompanying notes to consolidated financial statements.

                                      -5-
<PAGE>
                  DYNAMIC IMAGING GROUP, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2002
                                   (UNAUDITED)

NOTE 1 - BASIS OF PRESENTATION AND GOING CONCERN

The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and pursuant to the rules and regulations of the
Securities and Exchange Commission ("SEC"). The accompanying consolidated
financial statements for the interim periods are unaudited and reflect all
adjustments (consisting only of normal recurring adjustments) which are, in the
opinion of management, necessary for a fair presentation of the financial
position and operating results for the periods presented. The consolidated
financial statements include the accounts of the Company and its subsidiaries.
All significant intercompany accounts and transactions have been eliminated.
These consolidated financial statements should be read in conjunction with the
financial statements for the year ended December 31, 2001 and notes thereto
contained in the Report on Form 10-KSB of Dynamic Imaging Group, Inc. (the
"Company") as filed with the Securities and Exchange Commission. The results of
operations for the six months ended June 30, 2002 are not necessarily indicative
of the results for the full fiscal year ending December 31, 2002.

As reflected in the accompanying consolidated financial statements, the Company
incurred net losses since inception of $4,521,486, has cash used in operations
of $114,733 for the six months ended June 30, 2002, has a working capital
deficiency of $1,431,585 at June 30, 2002, is in default on notes payable, and
has unpaid payroll taxes. The ability of the Company to continue as a going
concern is dependent on achieving profitable operations and obtaining additional
equity and/or debt financing. Management's plans include finding additional
revenue sources and the seeking of merger candidates. The Company also needs
financing to complete its plans and will pursue obtaining funding through
private placements of debt or equity offerings. There can be no assurance that
the Company's efforts will be successful. The consolidated financial statements
do not include any adjustments that might be necessary if the Company is unable
to continue as a going concern.

The Company's continuation as a going concern is dependent upon its ability to
generate sufficient cash flow to meet its obligations on a timely basis. The
Company's primary source of liquidity has been from the cash generated by its
operations and through the private placement of equity and debt securities.
During January 2001, the Company drastically reduced its costs and expenses by
reducing staff, consolidating office space, and reducing administrative
functions. These actions were necessary due to the recurring losses and lack of
cash resources. The Company is presently reevaluating its business structure and
is planning to either obtain capital required to resume normal business
operations or to acquire complimentary businesses in exchange for shares of the
Company's common stock. However, there can be no assurance that the Company will
be successful in achieving profitability or acquiring additional capital or that
such capital, if available, will be on terms and conditions favorable to the
Company. Based upon its current restructuring efforts, the Company believes it
will generate sufficient cash flow through operations, additional cost reduction
measures, and external sources of capital to continue to meet its obligations in
a timely manner.

NOTE 2- LOSS PER SHARE

Basic earnings per share is computed by dividing net loss by weighted average
number of shares of common stock outstanding during each period. Diluted loss
per share is computed by dividing net loss by the weighted average number of
shares of common stock, common stock equivalents and potentially dilutive
securities outstanding during each period. Diluted loss per common share is not
presented because it is anti-dilutive.

                                       -6-
<PAGE>
                  DYNAMIC IMAGING GROUP, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2002
                                   (UNAUDITED)

NOTE 3 - ACQUISITIONS

On March 1, 2002, the Company acquired 100% of the outstanding common stock of
Hi Tech Expos, Ltd. d/b/a Twenty First Century Promotions, an Arizona
corporation ("Hi Tech"), in exchange for 4,941,175 shares of the Company's
common stock. Hi Tech is a trade show marketing and management firm located in
Scottsdale, Arizona. The number of shares issued may be increased in the event
the Company acquires an additional corporation. The Company has not entered into
a definitive agreement with the additional corporation and it is not known at
this time whether the additional corporation will be acquired. The Company
accounted for this acquisition using the purchase method of accounting. The
purchase price exceeded the fair value of net liabilities assumed by $581,635.
The excess has been applied to goodwill.

On May 23, 2002, the Company acquired certain assets and liabilities of Silver
Star Management, Inc., a Florida corporation ("SSM") in exchange for 7,000,000
shares of the Company's common stock and a note payable of $50,000. SSM is an
automobile engineering and small parts manufacturing company. The Company
accounted for this acquisition using the purchase method of accounting. The
purchase price was $575,000 exceeding the fair value of the net assets acquired
by $125,000. The excess has been applied to goodwill.

The following unaudited pro forma consolidated results of operations have been
prepared as if the acquisition had occurred as of the following periods:

                                                       Six Months Ended June 30,
                                                          2002           2001
                                                        ---------     ---------
Net Revenues .......................................    $ 581,307     $ 273,581
Net Loss ...........................................    $(199,297)    $(442,598)
Net Income per Share from continuing operations ....    $    (.01)    $    (.02)

Pro forma data does not purport to be indicative of the results that would have
been obtained had these events actually occurred at the beginning of the periods
presented and is not intended to be a projection of future results.

NOTE 4 - RELATED PARTY TRANSACTIONS

The Company advanced funds to certain companies affiliated through common
ownership. The advances are non-interest bearing and are payable on demand. At
June 30, 2002, advances to these companies amounted to $8,200.

Certain shareholders of the Company and a company related through common
ownership from time to time, advanced funds to the Company for operations. These
amounts are non-interest bearing, non-collateralized, and are payable on demand.
As of June 30, 2002, amounts due to these related parties amounted to $390,186.

                                       -7-
<PAGE>
                  DYNAMIC IMAGING GROUP, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2002
                                   (UNAUDITED)

NOTE 5 - MARKETABLE EQUITY SECURITIES

Marketable equity securities are classified into one of three categories:
trading, available-for-sale, or held-to-maturity. Trading securities are
acquired and held principally for the purpose of selling them in the near term.
Held-to-maturity securities are those securities that the Company has the
ability and intent to hold to maturity. All other securities not included in the
trading and held-to-maturity categories are available-for-sale securities.
Management determines the appropriate classifications of marketable equity
securities at the time they are acquired and evaluates the continuing
appropriateness of the classification at each balance sheet date. At June 30,
2002, the Company held only available-for-sale securities, which are reported at
fair value with unrealized gains and losses excluded from earnings and reported
as a separate component of stockholders' deficit.

NOTE 6 - STOCKHOLDERS' DEFICIT

Preferred Stock

The Company is authorized to issue 10,000,000 shares of Preferred Stock with
such designations, rights and preferences as may be determined from time to time
by the Board of Directors.

In October 2001, 6,000,000 shares of the Company's authorized but undesignated
preferred stock was designated as Series A Convertible Preferred Stock ("Series
A Stock"). During the fourth quarter of 2001, the Company issued 498,350 shares
of its Series A Stock to certain accredited investors in a private offering for
proceeds of $49,835 or $.10 per share. During the six months ended June 30,
2002, the Company issued an additional 9,900 shares of its Series A Stock for
proceeds of $990 or $.10 per share.

One year after the issuance of the Series A Stock, each share of Series A Stock
is convertible into that number of shares of common stock equal to the number of
shares of Series A Stock being converted times $1.50, divided by the market
price of common stock, which is the average of the highest closing bid and
lowest closing asked price of the common stock for the ten (10) trading days, as
defined, immediately preceding the conversion date.

The beneficial conversion feature present in the issuance of the Series A Stock
as determined on the date of issuance of the Series C Stock totaled $49,835 and
was treated as a reduction in earnings available (increase in loss attributable)
to common stockholders over the period from the date of issuance of the Series A
Stock to the earliest date such shares may be converted. Holders of Series A
Stock are not entitled to receive dividends. Additionally, Series A Stock has no
voting power.

Common Stock

On March 1, 2002, the Company acquired 100% of the outstanding Common Stock of
Hi Tech Expos, Ltd. d/b/a Twenty First Century Promotions, an Arizona
corporation, in exchange for 4,941,175 shares of the Company's common stock. The
number of shares issued may be increased in the event the Company acquires an
additional corporation. The Company has not entered into a definitive agreement
with the additional corporation and it is not known at this time whether the
additional corporation will be acquired.

                                       -8-
<PAGE>
                  DYNAMIC IMAGING GROUP, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2002
                                   (UNAUDITED)

NOTE 6 - STOCKHOLDERS' DEFICIT

Common Stock (Continued)

During January through June 2002, the Company borrowed additional funds under a
loan agreement amounting to $77,987. On March 2002, the lender converted loans
aggregating $125,201 into 6,260,095 of common stock. As of June 30, 2002,
4,848,261 of these shares have been issued; the remaining 1,411,834 shares have
not been issued and are included in common stock issuable at June 30, 2002.

During February 2002, the Company issued 400,000 shares of common stock in
exchange for debt.

On May 23, 2002, the Company acquired certain assets and liabilities of SSM, in
connection with this acquisition 7,000,000 shares of the Company's common stock
were to be issued as part of the purchase price. At June 30, 2002, these shares
have not been issued and are included in common stock issuable.

NOTE 7 -COMPREHENSIVE INCOME

The Company uses Statement of Financial Accounting Standards (SFAS) No. 130,
"Reporting Comprehensive Income." This pronouncement sets forth requirements for
disclosure of the Company's comprehensive income and accumulated other
comprehensive items. In general, comprehensive income combines net income and
"other comprehensive items," which represent certain amounts that are reported
as components of stockholders' equity in the accompanying balance sheet,
including foreign currency translation adjustments. For the nine months ended
September 30, 2001, the Company had no comprehensive income.

NOTE 8 - SEGMENT INFORMATION
Information with respect to these reportable business segments for the six
months ended June 30, 2002 and 2001 is as follows:
<TABLE>
<CAPTION>
                                                For the Six Months Ended June 30, 2002
                   --------------------------------------------------------------------------------------------------
                    Trade Show         E-Commerce          Trade Show         Automobile and         Consolidated
                   Displays and                                                 Small Part
                     Graphics          Soloutions                             Manufacturing              Total
                   --------------    ----------------     --------------    -------------------    ------------------
<S>                    <C>                   <C>               <C>                   <C>                 <C>
Net Revenues           $ 153,126             $71,180           $357,001              $      -            $  581,307
                   ==============    ================     ==============    ===================    ==================
Net Loss (Income)      $(303,435)            $49,726           $ 79,985              $(12,391)           $ (186,115)
                   ==============    ================     ==============    ===================    ==================
Total Assets           $ 139,840             $32,154           $709,325              $610,609            $1,491,928
                   ==============    ================     ==============    ===================    ==================
</TABLE>

                                       -9-
<PAGE>
                  DYNAMIC IMAGING GROUP, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2002
                                   (UNAUDITED)

NOTE 8 - SEGMENT INFORMATION (Continued)
<TABLE>
<CAPTION>
                                               For the Three Months Ended June 30, 2002
                   --------------------------------------------------------------------------------------------------
                    Trade Show         E-Commerce          Trade Show         Automobile and         Consolidated
                   Displays and                                                 Small Part
                     Graphics          Soloutions                             Manufacturing              Total
                   --------------    ----------------     --------------    -------------------    ------------------
<S>                   <C>                   <C>               <C>                   <C>                 <C>
Net Revenues          $  97,109             $46,965           $357,001              $      -            $  501,075
                   ==============    ================     ==============    ===================    ==================
Net Loss (Income)     $(124,311)            $44,776           $ 79,985              $(12,391)           $  (11,941)
                   ==============    ================     ==============    ===================    ==================
Total Assets          $ 139,840             $32,154           $709,325              $610,609            $1,491,928
                   ==============    ================     ==============    ===================    ==================
</TABLE>

NOTE 9 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

The Financial Accounting Standards Board has recently issued several new
accounting pronouncements which may apply to the Company.

Statement No. 141 "Business Combinations" ("SFAS 141") establishes revised
standards for accounting for business combinations. Specifically, the statement
eliminates the pooling method, provides new guidance for recognizing intangible
assets arising in a business combination, and calls for disclosure of
considerably more information about a business combination. This statement is
effective for business combinations initiated on or after July 1, 2001. The
adoption of this pronouncement on July 1, 2001 did not have a material effect on
the Company's financial position, results of operations or liquidity.

Statement No. 142 "Goodwill and Other Intangible Assets" ("SFAS 142") provides
new guidance concerning the accounting for the acquisition of intangibles,
except those acquired in a business combination, which is subject to SFAS 141,
and the manner in which intangibles and goodwill should be accounting for
subsequent to their initial recognition. Generally, intangible assets with
indefinite lives, and goodwill, are no longer amortized; they are carried at
lower of cost or market and subject to annual impairment evaluation, or interim
impairment evaluation if an interim triggering event occurs, using a new fair
market value method. Intangible assets with finite lives are amortized over
those lives, with no stipulated maximum, and an impairment test is performed
only when a triggering event occurs. This statement is effective for all fiscal
years beginning after December 15, 2001. The adoption of SFAS 142 on January 1,
2002 did not have a material effect on the Company's financial position, results
of operations or liquidity.

Statement No. 144 "Accounting for the Impairment or Disposal of Long-Lived
Assets" supercedes Statement No. 121 "Accounting for the Impairment of
Long-Lived Assets and for Long-Lived Assets to be Disposed of" ("SFAS 121").
Though it retains the basic requirements of SFAS 121 regarding when and how to
measure an impairment loss, SFAS 144 provides additional implementation
guidance. SFAS 144 excludes goodwill and intangibles not being amortized among
other exclusions. SFAS 144 also supercedes the provisions of APB 30, "Reporting

                                      -10-
<PAGE>
                  DYNAMIC IMAGING GROUP, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2002
                                   (UNAUDITED)

NOTE 9 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS (Continued)


the Results of Operations", pertaining to discontinued operations. Separate
reporting of a discontinued operation is still required, but SFAS 144 expands
the presentation to include a component of an entity, rather than strictly a
business segment as defined in SFAS 131, Disclosures about Segments of an
Enterprise and Related Information. SFAS 144 also eliminates the current
exemption to consolidation when control over a subsidiary is likely to be
temporary. This statement is effective for all fiscal years beginning after
December 15, 2001. The adoption of SFAS 144 on January 1, 2002 did not have a
material effect on the Company's financial position, results of operations or
liquidity.

NOTE 10 - SUBSEQUENT EVENTS

On July 8, 2002, the Company's board of directors authorized the issuance of
3,255,820 shares of the Company's common stock to an employee for accrued wages.

On July 15, 2002, the Company's board of directors authorized the issuance of
3,333,333 shares of the Company's common stock to a related party for advances
made to a subsidiary of the Company.

                                      -11-
<PAGE>

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

Results of Operations

This report on Form 10-QSB contains certain forward-looking statements, which
are subject to risks and uncertainties which could cause actual results to
differ materially from those discussed in the forward-looking statements and
from historical results of operations. Among the risks and uncertainties which
could cause such a difference are those relating to our dependence upon certain
key personnel, our ability to manage its growth, our success in implementing the
business strategy, our success in arranging financing where required, and the
risk of economic and market factors affecting the us or our customers. Many of
such risk factors are beyond our control.

During January 2001, we drastically reduced our costs and expenses by reducing
staff, consolidating office space, and reducing administrative functions. These
actions were necessary due to the recurring losses and lack of cash resources.
We are presently reevaluating our business structure and are planning to either
obtain capital required to resume normal business operations or to acquire
complimentary businesses in exchange for shares of our common stock. However,
there can be no assurance that we will be successful in achieving profitability
or acquiring additional capital or that such capital, if available, will be on
terms and conditions favorable to us.

On March 1, 2002, we acquired 100% of the outstanding common stock of Hi Tech
Expos, Ltd. d/b/a Twenty First Century Promotions, an Arizona corporation ("Hi
Tech"), in exchange for 4,941,175 shares of the Company's common stock. Hi Tech
is a trade show marketing and management firm located in Scottsdale, Arizona.
Through our wholly owned subsidiary Twenty First Century Promotions, we have
contracted with The Broward Convention Center in Fort Lauderdale, Florida to
hold a Men's Exp. The Arizona Men's Expo, "Big Boys & Their Toys" enters its 5th
year in Phoenix June 21 - 23, 2002. The event expands outside Arizona for the
first time beginning with the South Florida Men's Expo, "Big Boys & Their Toys"
which will be held October 18-21, 2002 in Fort Lauderdale.

On May 23, 2002, the Company acquired certain assets and liabilities of Silver
Star Management, Inc., a Florida corporation ("SSM") in exchange for 7,000,000
shares of the Company's common stock and a note payable of $50,000. SSM is an
automobile engineering and small parts manufacturing company.

Critical Accounting Policies

Dynamic Imaging Group, Inc.'s financial statements and accompanying notes are
prepared in accordance with generally accepted accounting principles in the
United States. Preparing financial statements requires management to make
estimates and assumptions that affect the reported amounts of assets,
liabilities, revenue and expenses. These estimates and assumptions are affected
by management's applications of accounting policies. Critical accounting
policies for Dynamic Imaging includes revenue recognition, inventory and
accounting for stock based compensation.

We recognize revenues from display sales and other product sales upon shipment
to the customer. Revenues from graphic sales are recognized upon job completion.
The Company records revenues from display rentals when the rentals are completed
and billed. Additionally, we recognize revenues from our men's expo such as
ticket sales and display space when the show is completed; any prepaid items are
deferred until the completion of the event.

Inventories, consisting of displays and display accessories and automobile parts
and accessories, are stated at the lower of cost or market utilizing the
first-in, first-out method.

                                      -12-
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS (continued)

Critical Accounting Policies (Continued)

The Company uses SFAS No. 123, "Accounting for Stock-Based Compensation," which
permits entities to recognize as expense over the vesting period the fair value
of all stock-based awards on the date of grant. Alternatively, SFAS No. 123 also
allows entities to continue to apply the provisions of APB Opinion No. 25 and
provide pro forma net income and pro forma earnings per share disclosures for
employee stock option grants as if the fair-value-based method defined in SFAS
No. 123 has been applied. The Company has elected to continue to apply the
provisions of APB Opinion No. 25 and provide the pro forma disclosure provisions
of SFAS No. 123.

Six months ended June 30, 2002 compared to six months ended June 30, 2001.

Net sales for the six months ended June 30, 2002 were $581,307 as compared to
net sales of $273,581 for the six months ended June 30, 2001. The increase in
sales was $307,726 was due to our acquisition of Hi Tech Expos, Ltd. d/b/a
Twenty First Century Promotions. During the six months ended June 30, 2002, net
sales contributed by Hi Tech Expos was $357,001.

Consulting fees were $7,644 for the six months ended June 30, 2002 as compared
to $134,452 for the six months ended June 30, 2001. During the six months ended
June 30, 2001, substantially all of our consulting fees were incurred from the
issuance of common stock for services. These shares were valued at the fair
values and charged to consulting fees.

Contract labor expenses include costs and commissions related to our sales force
that is comprised of both direct employees of the Company (included in salaries)
and independent sales representatives. Contract labor also includes costs of
certain individuals related to administration and purchasing who are engaged on
a contractual basis. Contract labor expenses were $25,563 for the six months
ended June 30, 2002 as compared to $56,316 for the six months ended June 30,
2001. The decrease in contract labor is attributable to overhead reduction
measures discussed above.

Professional fees were $35,569 for the six months ended June 30, 2002 as
compared to $30,380 for the six months ended June 30, 2001. The increase is
attributable to the fact that we incurred additional legal and accounting fees
in connection with the acquisitions of our newest subsidiaries.

Rent expense was $55,997 for the six months ended June 30, 2002 as compared to
$31,017 for the six months ended June 30, 2001. The increase of $24,980 was due
to additional office rentals of our subsidiaries.

Salaries were $77,783 for the six months ended June 30, 2002 as compared to
$281,997 for the six months ended June 30, 2001. The decrease of $204,214 was
directly attributable to the reduction in our sales force and the amendment of
employment agreements with officers of the Company.

Selling, general and administrative expenses, which include travel and
entertainment, insurance, auto, telephone and other expenses were $352,857 for
the six months ended June 30, 2002 as compared to $83,733 for the six months
ended June 30, 2001. The increase of $269,124 is directly attributable to our
acquisition of Hi Tech Expos, Ltd., such increase includes costs associated with
our Men's Expo, "Big Boys & Their Toys" such as equipment and facility rentals.

                                      -13-
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS (continued)

Results of Operations (Continued)

Interest expense was $103,314 for the six months ended June 30, 2002 as compared
to $30,467 for the six months ended June 30, 2001. During the six months ended
June 30, 2002, we recorded beneficial interest of $72,987 related to convertible
notes payable

As a result of the foregoing factors, we incurred losses of $211,033 or ($.01)
per share for the six months ended June 30, 2002 as compared to a net loss of
$442,598 or ($.05) per share for the six months ended June 30, 2001.

LIQUIDITY AND CAPITAL RESOURCES

Since our inception, we have incurred losses of approximately $4,521,486. Our
operations have been funded by the sale of common stock with gross proceeds of
approximately $1,000,000 since inception. Additionally, we signed convertible
debentures and note agreements and borrowed approximately $400,000 from third
parties and related parties. These funds were used for working capital and
capital expenditures.

We have no other material commitments for capital expenditures. We believe that
we have sufficient liquidity to meet all of our cash requirements for the next
twelve months through cost reductions and increased marketing efforts together
with additional proceeds from common stock sales. A key element of our strategy
is to evaluate opportunities to expand through acquisition of companies engaged
in similar and related complementary businesses. Any additional acquisitions may
require additional capital, although there can be no assurances that any
acquisitions will be completed. Also, we believe that additional funding will be
necessary to expand our market share.

During the six months ended June 30, 2002, our operating cash requirement was
$114,733 attributable to a net loss of $186,115 and an increase in accounts
receivable of $125,637 mitigated by non-cash charges for depreciation and
amortization of $13,500 and beneficial interest on notes payable of $72,987, and
the increase in accounts payable and other accruals of $106,016 due to
non-payment. The net remaining shortfall was primarily funded by proceeds from
notes payable of $192,728 and proceeds from preferred stock of $10,990 during
the six months ended June 30, 2002.


                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

         We are not involved in any material litigation

Item 2.  Changes in Securities and use of Proceeds

         During the quarter ended June 30, 2002, we issued an additional 9,900
         shares of its Series A Stock for proceeds of $990 or $.10 per share.

                                      -14-
<PAGE>

         On March 1, 2002, we acquired 100% of the outstanding Common Stock of
         Hi Tech Expos, Ltd. d/b/a Twenty First Century Promotions, an Arizona
         corporation, in exchange for 4,941,175 shares of the Company's common
         stock. The number of shares issued may be increased in the event the
         Company acquires an additional corporation. The Company has not entered
         into a definitive agreement with the additional corporation and it is
         not known at this time whether the additional corporation will be
         acquired. As of June 30, 2002, the shares had not been issued and are
         included in common stock issuable at June 30, 2002.

         During January through March 2002, we borrowed additional funds under a
         loan agreement amounting to $77,987. On March 2002, the lender
         converted loans aggregating $125,201 into 6,260,095 of common stock. As
         of June 30, 2002, the shares had not been issued and are included in
         common stock issuable at June 30, 2002.

         During February 2002, we issued 400,000 shares of common stock in
         exchange for debt.

         On May 23, 2002, the Company acquired certain assets and liabilities of
         SSM, in connection with this acquisition 7,000,000 shares of the
         Company's common stock were to be issued as part of the purchase price.
         At June 30, 2002, these shares have not been issued and are included in
         common stock issuable.

Item 3.  Defaults Upon Senior Securities

         We are currently in default on our notes payable with a financial
         institution and other individuals.

Item 4.  Submission of Matters to Vote of Security Holders

         None

Item 6.  Exhibits and Reports on Form 8-K

(a)      Exhibits

         99.1  Certification of Chief Executive and Principal Accounting Officer

(b)      Reports of Form 8-K

         We filed an 8-K on April 12, 2002 reporting an acquisition.

                                      -15-
<PAGE>
                                   SIGNATURES

         In accordance with the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.

                                        DYNAMIC IMAGING GROUP, INC.

Dated:   August 19, 2002                By: /s/ Roland Breton
                                        ------------------------
                                        Roland Breton, President


Dated:   August 19, 2002                By /s/ Alfred Tracy III
                                        ---------------------------
                                        Alfred Tracy III, Secretary

                                      -16-