UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    Form 10-Q

             QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                        SECURITIES EXCHANGE ACTS OF 1934

                For the quarterly period ended September 30, 2002

                         Commission File Number 0-27996

                         WIRELESS XCESSORIES GROUP, INC.
             (Exact name of registrant as specified in its charter)

     Delaware     13-3835420
     (State  or  other  jurisdiction  of     (I.R.S.  Employer
     Incorporation  or  Organization)          Identification  Number)


                              1840 COUNTY LINE ROAD
                           HUNTINGDON VALLEY, PA 19006
                    (Address of principal executive offices)

                                 (215) 322-4600
              (Registrant's telephone number, including area code)

                                       N/A
              (Former name, former address and former fiscal year,
                          If changed since last report)

Indicate by check mark whether the 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  [  ]

As  of  October 31, 2002, there were 4,994,880 shares of the registrant's Common
Stock,  par  value  $.001  per  share,  outstanding.

                                        1
<PAGE>

                         WIRELESS XCESSORIES GROUP, INC.
               FORM 10-Q FOR THE PERIOD ENDED  SEPTEMBER 30, 2002

                                      INDEX

<TABLE>
<CAPTION>

<BTB>
<S>       <C>                                                                           <C>
PART I.   FINANCIAL INFORMATION

ITEM 1.   CONSOLIDATED FINANCIAL STATEMENTS

              Consolidated  Condensed  Balance  Sheet  September 30, 2002
              (unaudited) and December  31,  2001                                         3

              Consolidated Condensed Statements of Operations for the three
              And nine months ended September 30, 2002 and 2001.
              (unaudited)                                                                 4

              Consolidated Statements of Cash Flows for the nine months
              ended September 30, 2002 and 2001
              (unaudited)                                                                 5

              Notes to Consolidated Condensed Financial Statements                        6

ITEM 2.       Management's Discussion and Analysis of Financial Condition and
              Results of Operations                                                       8

ITEM 3.       Quantitative and Qualitative Disclosures about Market
              Risk.                                                                      12

PART II. OTHER INFORMATION

ITEM 1.       Legal Proceedings                                                          13

ITEM 2.       Changes in Securities and Use of Proceeds                                  13

ITEM 3.       Defaults upon Senior Securities                                            13

ITEM 4.       Submission of Matters to a vote of Security Holders                        13

ITEM 5.       Other information                                                          13

ITEM 6.       Exhibits and reports on Form 8-K                                           13

              Signatures                                                                 14
</TABLE>


                                        2
<PAGE>
                                     PART I

                              FINANCIAL INFORMATION
ITEM  1.                    CONSOLIDATED  FINANCIAL  STATEMENTS

                         WIRELESS XCESSORIES GROUP, INC.
                      CONSOLIDATED CONDENSED BALANCE SHEET
                 (IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)

<TABLE>
<CAPTION>
<BTB>

<S>                                                      <C>                  <C>
                                                             December 31,       September 30,
                                                                 2001                2002
                                                            -------------       -------------
                                                                                 (unaudited)
ASSETS:
Cash and cash equivalents                                         $   648           $     624
Accounts receivable (net of allowance of                            2,132               1,100
$432 and $587, respectively)
Inventories                                                         1,807               1,266
Refundable income taxes                                               583                 583
Prepaid expenses and other current assets                             161                      170
Current portion- notes receivable                                     207                      183
                                                            -------------       -------------
    Total Current Assets                                            5,538               3,926

PROPERTY AND EQUIPMENT - Net                                        1,220                 884

NOTES RECEIVABLE - NET OF CURRENT PORTION                             336                 215

OTHER ASSETS                                                          124                 100
                                                            -------------       -------------
TOTAL ASSETS                                                      $ 7,218           $   5,125
                                                            =============       =============
LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
Current portion of long-term debt                                 $    57           $     42
Bank overdraft                                                        186                158
Accounts payable                                                      419                487
Net liabilities on disposal of discontinued operations                103                     58
Accrued payroll and related benefits                                  139                 83
Amounts due to officer                                                274                212
Rent and related obligation                                           164                      0
Other accrued expense                                                 584                273
                                                            -------------       -------------
   Total Current Liabilities                                        1,926              1,313
                                                            -------------       -------------
  LONG-TERM DEBT                                                    1,155                 13
                                                            -------------       -------------
STOCKHOLDERS' EQUITY
 Preferred stock, par value $0.001, 1,000,000 shares
 authorized, no shares issued or outstanding
 Common Stock, par value $.001, 10,000,000 shares
 authorized, 5,222,080 issued                                           5                 5
 Additional paid - in capital                                      11,331            11,331
 Accumulated deficit                                               (7,167)           (7,478)
 Treasury Stock at cost 115,700 and 227,200 shares                    (32)                   (59)
                                                            -------------       -------------
   Total Stockholders' Equity                                       4,137                 3,799
                                                            -------------       -------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                        $ 7,218            $ 5,125
                                                            =============       =============

</TABLE>

              The accompanying notes are an integral part of these
                       consolidated financial statements.


                                        3
<PAGE>

                         WIRELESS XCESSORIES GROUP, INC.
                 CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
                 (IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA

<TABLE>
<CAPTION>
<BTB>
<S>                                                 <C>         <C>       <C>           <C>
                                                    Three Months Ended      Nine Months Ended
                                                      September  30           September  30
                                                  --------------------    ---------------------
                                                   2001         2002        2001         2002
                                                  --------    --------    ---------    --------
NET  SALES                                         $ 4,867    $ 3,657     $  15,619    $ 10,815
COST  OF  SALES                                      2,931      1,968         8,879       5,938
                                                  --------    --------    ---------    --------
Gross  profit                                        1,936      1,689         6,740       4,877

SELLING,  GENERAL  AND  ADMINISTRATIVE EXPENSES      3,315      1,592         8,675       5,180
INTEREST  EXPENSE  (Income),  net                       21         (1)          100           9
                                                  --------    --------    ---------    --------
     (Loss)  Income  before  income  taxes          (1,400)        98        (2,035)       (312)

INCOME  TAX (BENEFIT)                                 (174)      (---)         (412)        ---
                                                  --------    --------    ---------    --------

Net  (Loss)  Income                               $ (1,226)   $    98       $(1,623)    $  (312)
                                                  ========    ========    =========     =======
(Loss)  Income per  common  share-  Basic
and Diluted                                       $   (.24)   $   .02       $  (.31)    $  (.06)
                                                  ========    ========    =========     =======
Basic  and  Diluted  weighted  average  common
shares outstanding                               5,175,005  5,031,805      5,196,430   5,079,294
                                                 =========  =========     ==========  =========

</TABLE>
              The accompanying notes are an integral part of these
                       consolidated financial statements.

                                        4
<PAGE>

                         WIRELESS XCESSORIES GROUP, INC.
                 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
                                 (IN THOUSANDS)


<TABLE>
<CAPTION>
<S>                                                                 <C>             <C>
                                                                    Nine Months Ended September 30
                                                                         2001            2002
                                                                    ---------------  -------------
OPERATING  ACTIVITIES:

Net ( Loss)                                                           $(1,623)           $(312)
Adjustments to reconcile net (loss) to cash
  provided by operating activities-
   Depreciation and amortization                                          466              375
   Provision for doubtful account                                          77              116
   Income tax refund                                                     (137)             ---
   Impairment of excess of  cost over net assets acquired                 876                  ---

Changes in assets and liabilities:

   Accounts receivable                                                  1,842              916
   Inventories                                                          2,302              542
   Prepaid expenses and other assets                                      247               (7)
   Accounts payable and accrued expenses                               (1,952)            (598)
                                                                    ---------------  -------------
                                                                        2,098            1,032
                                                                    ---------------  -------------
Net cash provided by operating activities

INVESTING ACTIVITIES:
Purchase of property and equipment                                       (115)            (17)
Principal payments on notes receivables                                    55             145
                                                                    ---------------  -------------
Net cash (used in) provided by investing activities                       (60)            128
                                                                    ---------------  -------------
FINANCING ACTIVITIES:
Net payment on borrowings                                              (2,107)         (1,157)
Repurchase of company stock                                               (24)            (27)
                                                                    ---------------  -------------
Net cash (used in) financing activities                                (2,131)            (1,184)
                                                                    ---------------  -------------

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                       93             (24)

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                             501             648
                                                                    ---------------  -------------
CASH AND CASH EQUIVALENTS, END OF PERIOD                                  408             624
                                                                    ===============  =============
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during period for-
  Interest                                                               $154             $31
                                                                    ===============  =============
  Income taxes                                                           $108             $ 0
                                                                    ===============  =============
</TABLE>

                                        5
<PAGE>


                         WIRELESS XCESSORIES GROUP, INC.

              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                                   (unaudited)

1.  BASIS  OF  PRESENTATION

The  consolidated  condensed  financial  statements  included  herein  have been
prepared  by  the  management  of  Wireless  Xcessories  Group,  Inc. ("Wireless
Xcessories"  or  the  "Company")  without  audit,  pursuant  to  the  rules  and
regulations  of  the Securities and Exchange Commission. Certain information and
footnote  disclosures  normally  included  in  financial  statements prepared in
accordance  with generally accepted accounting principles have been condensed or
omitted  pursuant  to  such  rules and regulations. These statements include all
adjustments  that, in the opinion of management, are necessary to provide a fair
statement  of the results for the periods covered. All such adjustments are of a
normal  recurring  nature.  These  financial  statements  should  be  read  in
conjunction with the audited financial statements and footnotes thereto included
in  the  Company's  Annual  Report  on Form 10-K for the year ended December 31,
2001. The results of operations for the nine months ended September 30, 2002 are
not  necessarily indicative of the results for the full year. Prior year amounts
have  been  reclassified  to  conform  with  current  period  presentations.


2.  COMPANY  OPERATIONS

On March 13, 2001, effective March 1, 2001, Advanced Fox Antenna, Inc. (Advanced
Fox),  Cliffco  of  Tampa  Bay, Inc. (Cliffco), and AccessorySolutions.Com, Inc.
(Accessory  Solutions) together (the "Wireless Product Segment") entered into an
agreement  to  combine  and  merge with and into Wireless Xcessories Group, Inc.
with  Wireless  Xcessories  Group, Inc. being the surviving Company. In October,
2001  the  Company  decided  to  shut  down  its  Tampa  Bay  facility  (former
headquarters of Cliffco of Tampa Bay, Inc) and subsequently completed the merger
of  its  remaining  operations  into  the  corporate  headquarters in Huntingdon
Valley,  Pennsylvania.  With  the  decision  to  close the Cliffco operation and
merge its operation into Wireless Xcessories Group the Company evaluated the net
realizable  value  of  net  assets of the Cliffco business and in particular its
trade  name. In connection, with this evaluation the Company determined that the
unamortized  excess  of  cost over net assets acquired at September 30, 2001 was
not realizable and therefore, recognized a related impairment charge of $876,508
in  the  quarter ended September 30, 2001 financial results. Earlier in the year
the  Company  became involved in litigation brought by the landlord of the Tampa
Bay  facility for amounts purportedly owed as a result of the Company's decision
to shut down its leased facility in December, 2001. On July 31, 2002 the parties
came  to  an  out of court monetary settlement with the landlord relating to the
lease  and its termination and related financial claims against the Company. The
settlement  which totals approximately $102,000 has been fully reserved in prior
reporting  periods  and  was  paid  in  two  installments  in  August,  2002.

3.  LOAN  FACILITY

The  Company  entered into a Revolving Credit, Term Loan and Security Agreement,
dated January 6, 1997, (the "Loan Facility"), with IBJ Whitehall-Financial Group
(formerly  known  as  IBJ  Schroder  Bank  and Trust Company), as agent ("IBJ").
During  the  September,  2002  quarter, IBJ sold its Asset Based Division, which
included  the  Company's  Revolving  Credit, Term Loan and Security agreement to
Webster  Bank  ("Webster").  In turn, the Company agreed to an assumption of its
Revolving  Credit,  Term  Loan  and Security Agreement by Webster under the same
terms  and conditions as the "IBJ" agreement. The Loan Facility which expires on
January  7,  2004, consisted of a Term Loan facility (which was paid off in full
effective  in June, 2001) and a Revolving credit facility (the "Revolver Loan").
Currently,  the  Company  under  the  Revolver  Loan  facility  may borrow up to
$5,000,000  (less  an  undrawn  availability of $800,000 to be maintained at all
times) to be advanced at the rate of 80% of eligible accounts receivable and 40%
of  inventories.  The  Loan Facility is secured by a pledge of the assets of the
borrowers  and  a pledge of the outstanding capital stock of the subsidiaries of
the Company. The interest rate on borrowings under the Loan Facility is equal to
the  sum  of  the  alternate  base  rate  (as defined) plus .75% with respect to
domestic  rate  loans or the sum of the Eurodollar rate plus 2-1/2% with respect
to  Eurodollar  rate  loans.  The  Loan Facility contains covenants that include
maintenance  of  certain  financial ratios, amounts of earnings before interest,
taxes, depreciation, and amortization (EBITDA) as defined, and net worth as well
as  other  affirmative  and  negative  covenants.  As of  September 30, 2002 the
Company  was  in  compliance  with  its covenants. There was no debt outstanding
under  the  credit  facility  as  of  September  30,  2002.

                                        6
<PAGE>


4.  STOCK  REPURCHASE  PROGRAM

On  January  11,  2001,  the  Board  of Directors approved a stock buy back plan
whereby  the  Company  will repurchase a total of up to 500,000 shares of common
stock  at a total cost not to exceed $250,000 through July 20, 2001. The Company
has  extended the buyback period to July 20, 2003. As of September 30, 2002, the
Company  had  repurchased 227,200 shares at an average approximate price of $.26
share,  recorded  at cost as Treasury Stock in the accompanying balance sheet as
at  September  30,  2002.



5.  SEGMENT  DISCLOSURE

The  Company  operates  in  one  business  segment,  referred to as the Wireless
Products  Segment,  which  distributes  cellular  telephone  accessory  products
including  batteries,  chargers  and  antennas principally in North America. The
Wireless  Products  Segment  is headquartered in Huntingdon Valley, Pennsylvania
and  consists  of  Advanced Fox, Cliffco and AccessorySolutions. All revenue and
essentially  all  long-lived  assets  were  related  to operations in the United
States  as  of  September  30,  2002  and  during  the  periods  presented.



6.  EARNINGS  PER  SHARE

The  Company  follows  the  provisions  of  Statement  of  Financial  Accounting
Standards  No.  128,  "Earnings Per Share." The calculation of basic and diluted
earnings  per  share  ("EPS")  is  reflected  on  the accompanying  Consolidated
Statement  of  Operations.

Options  to purchase 330,612 and 327,632 shares with the exercise prices ranging
$.375  to  $4.50  and  $.28 to $4.438 were outstanding at September 30, 2001 and
September  30,  2002,  respectively.  There  were no warrants to purchase shares
outstanding  as  of  September  30,  2002. Because of losses incurred during the
three  and  nine  months  ended September 30, 2001 and for the nine months ended
September 30, 2002, the impact of outstanding options was not considered because
the  effect  is  anti-dilutive. During the three months ended September 30,2002,
the  average  market  price  of  the  Company's  common  stock was less than the
exercise  prices  of  the  options  and  as a result, the options did not have a
dilutive  effect.

On  March  12,  2002,  the  Board  of  Directors granted 51,000 stock options to
certain  directors  of  the  Company at an option price equal to the fair market
price  on  the  date  of  the  grant.


7.  CONTINGENCY

The  Company was notified in the fall of 2000 that certain of its products might
have  infringed the patents of an original equipment manufacturer (OEM). We have
discontinued  the sale of such products in question, and in early 2001 developed
alternative  products  to  meet  our  customer's  needs  that  we believe do not
infringe.  Several  other distributors have either settled or are in the process
of  litigating similar claims with the OEM. We have outside counsel to assist us
in  resolving  all  financial  issues  relating  to  our  sales  prior  to  the
discontinuance of alleged patent infringement. At this point, we are involved in
the  information  discovery  phase  with the OEM, which hopefully will lead to a
reasonable settlement of any and all outstanding issues. The amount of any claim
is  unknown  at  this time and management cannot reasonably assess our liability
exposure.  We  believe  that  the possibility of an unfavorable outcome will not
have  a  material  adverse  effect  on  our  financial  position.

8.  NEW  ACCOUNTING  PRONOUNCEMENTS

In  April  2002, the FASB issued SFAS No. 145, "Recission of FASB statements No.
4,44  and  64,  Amendment  of  FASB Statement No. 13, and Technical Corrections"
("SFAS  145").  The  rescission  of FASB No. 4, "Reporting Gains and Losses from
Extinguishment of Debt" applies to us. FASB No. 4 required that gains and losses
from extinguishments of debt were included in the determination of net income be
aggregated and, if material, classified as an extraordinary item, net of related
income  tax  effect. SFAS 145 is effective for our fiscal year beginning January
1,  2003.  Effective January 1, 2003, pursuant to SFAS 145, the treatment of the
early  extinguishments  of  debt  will  be  included  in "other expenses" in the
financial  statements.  Currently,  the  Company  is  assessing, but has not yet
determined,  how  the  adoption  of  SFAS 145 is not expected to have a material
impact  on  the  company's  financial  position  and  results  of  operations.

In  June  2002, the Financial Accounting Standards Board (FASB) issued Statement
No.  146,  "  Accounting for Costs Associated with Exit or Disposal Activities".


                                        7


The  standard  requires  companies  to  recognize  costs associated with exit or
disposal activities when they are incurred rather than at the date of commitment
to  an  exit or disposal plan. Examples of costs covered by the standard include
lease termination costs and certain employee severance costs that are associated
with  restructuring,  discontinued  operation,  plant  closing, or other exit or
disposal activity. Previous accounting guidance provided by EITF Issue No. 94-3,
"Liability Recognition for Certain Employee Termination Benefits and Other Costs
to  Exit  an  Activity  (Including Certain Costs Incurred in a Restructuring) is
replaced by this Statement. Statement 146 is to be applied prospectively to exit
or  disposal  activities  initiated after December 31, 2002. Management does not
anticipate that the adoption of this Statement will have a significant effect on
the  Company's  financial  statement.


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

RESULTS  OF  OPERATIONS:

The  following  table  represents  the  Company's  statement  of operations data
expressed  as  a  percentage  of  net  sales  for  the  respective  periods:

<TABLE>
<CAPTION>
<S>                                                <C>         <C>         <C>         <C>
                                                   Three  Months  Ended    Nine  Months  Ended
                                                      September  30           September  30
                                                    2001       2002        2001        2002
                                                    ----       ----        ----        ----

Net  Sales                                        100.0%      100.0%      100.0%      100.0%
Cost of Sales                                       60.2       53.8        56.8        54.9
                                                  -------     ------      ------      ------
Gross Profit                                        39.8       46.2        43.2        45.1
Selling, General and administrative Expenses        68.1       43.5        55.5        47.9
Interest Expense (Income), net                       0.4        0.0         0.6         0.1
                                                  -------     ------      ------      ------
Net (Loss) income before Income Tax  (Benefit)     (28.8)       2.7       (13.0)       (2.9)
Income Tax (Benefit)                                (3.6)       0.0        (2.6)        0.0
                                                  -------     ------      ------      ------
Net (Loss) Income                                  (25.2)       2.7%      (10.4)%      (2.9)%
                                                  =======     ======      ======      ======
</TABLE>

Three  Months  Ended  September 30, 2002 ("2002") Compared to Three Months ended
September  30,  2001  ("2001").

Net  sales  decreased  by  $1.2 million or 25% from $4.9 million in 2001 to $3.7
million in 2002. Sales continued to be negatively effected by the reduced market
demand  for  new  cellular  phones  and  its  resultant  effect  on after market
accessory  sales,  coupled with a continuing industry trend toward significantly
lower pricing per accessory unit sold. These market factors, along with the loss
of two major customers and reduced sales to two other key customers, combined to
more  than  offset  additional  sales  obtained from promising new customers and
selected  new  product  offerings.

Gross  profit decreased by $.2 million from $1.9 million in 2001 to $1.7 million
in 2002 but gross profit as a percentage of sales increased from 39.8% to 46.2%.
The  improvement  was  due  to  increased  pricing  and/ reductions in packaging
services and incentives to selected lower margin customers, favorable margins on
newer  product  mix,  negotiated  price  reductions  from  some  key vendors and
significant  reductions  in  freight costs to customers. These factors more than
offset  the overall continuing industry trend toward significantly lower pricing
per  accessory  unit  sold  and  related  squeeze  on  margins.

Selling,  general  and  administrative  (SG&A)  expenses decreased approximately
$1,723,000  from $3.3 million in 2001 to $1.6 million in 2002, or 52.0 %, and as
a  percentage  of  sales,  decreased  from  68.1%  in 2001 to 43.5% in 2002. The
$1,723,000  reduction  in  SG&A  expenses  was in part the result of the Company
taking  a  one time charge of $876,000 in the September, 2001 quarter related to
an  impairment of its excess of cost over assets acquired related to the Cliffco
operation.  The balance of the decrease of approximately $ 850,000 was primarily
a  result  of  the  Company's  continuous  cost  cutting  program,  aided by the
consolidation  of  the Company's warehouse and sales, accounting and most of its
administrative  functions  during  the  last  nine  months  of  2001  (Cliffco
consolidation and shut-down). This resulted in major reductions in areas such as
advertising,  printing  and photography, professional fees, bank fees, corporate
related  expenses,  postage,  and  telephone  cost,  leased and rented equipment
expenses,  financial  and  administrative  expense,  insurance  and  office  and
warehouse  supplies.  In addition, the Company was able to reduce its warehouse,

                                        8





packaging  and shipping labor and related expense at a much far in excess of the
sales  decline  percentage  for  the  quarter  due to reduced packaging services
offered  to  customers,  the  effect  of  having  an increased percentage of our
product  offerings  pre-packaged  by  our  vendors  at  lower cost, and a larger
percentage  of  our  product  dropped  shipped  direct  from  our vendors to our
customers.  On  the other hand certain costs such as occupancy are more fixed in
nature  and  were  reduced  at  a  much lower percentage than our sales decline.

Net interest expense (income) decreased from $21,000 in 2001 to $(1,000) in 2002
due  primarily  to  substantially  decreased borrowings under the Company's Loan
Facility,  coupled  with  significantly  lower  effective  interest  rates.

The  Company's  effective income tax rate in calculating an expense based on the
net  income  for  the  quarter in 2002 would have been 38% or a total expense of
$37,000  but  as  result  of  a  Company  decision  to provide an offsetting tax
valuation  allowance  to cover the amount of the net deferred tax asset, the net
benefit  was  reduced  to  $0.  The  Company has provided the tax allowance as a
result  of  the  uncertainty that the Company will generate sufficient income in
the  future  to  fully  or  partially  realize  the  net  deferred  tax asset of
approximately $1,322,000 at September 30, 2002 along with the additional $37,000
added  in  this  quarter.  The  38%  income  tax  rate effective in 2002 (before
applying  the  tax allowance) is compared to an effective rate of 35.0% in 2001.
The  difference  in  rates  is attributable to the effect of state net operating
losses  in  the  various  states  in  which  the  entity  operates.



Nine  Months  Ended  September  30,  2002 ("2002") Compared to Nine Months ended
September  30,  2001  ("2001").

Net  sales  decreased  by  $4.8  million or 30.8%, from $15.6 million in 2001 to
$10.8  million in 2002. Sales continued to be negatively effected by the reduced
market  demand  for new cellular phones and its resultant effect on after market
accessory  sales,  coupled with a continuing industry trend toward significantly
lower pricing per accessory unit sold. These market factors, along with the loss
of  two  major  customer,  and  reduced  sales  to  two  other key customers due
respectively,  to  bankruptcy  and  financial difficulties which accounted for a
combined $2.1 million, more than offset additional sales obtained from promising
new  customers  and  selected  new  product  offerings.

Gross profit decreased by $1.8 million from $6.7 million in 2001 to $4.9 million
in  2002 and gross profit as a percentage of sales increased slightly from 43.2%
to  45.1%.  The increase in gross margin % for the nine months was a result of a
strong improvement in the second and third quarters of 2002 as compared to 2001.
This  was a result of increased pricing and reductions in packaging services and
incentives  to selected lower margin customers, the loss of certain lower margin
customers,  favorable  margins  on  selected  newer  products,  negotiated price
reductions  from some key vendors and significant reductions in freight costs to
customers.  These  actions  helped  to  lessen  the  impact  of the still highly
competitive  market  and the continued industry trend toward significantly lower
pricing  per  accessory  unit  sold  and  its resultant squeeze on gross margin.

Selling, general and administrative (SG&A) expenses decreased approximately $3.5
million  from  $8.7  million in 2001 to $5.2 million in 2002, or 40.3%, and as a
percentage  of  sales,  decreased  from  55.5%  in  2001  to  47.9% in 2002. The
$3.5 million reduction in  SG&A  expenses  was in part the result of the Company
taking  a  one time charge of $876,000 in the September, 2001 quarter related to
an  impairment of its excess of cost over assets acquired related to the Cliffco
operation.  The  balance  of  the  decrease  of approximately $2,600,000 in SG&A
expenses  was  primarily  a  result  of  the  Company's  continuous cost cutting
program,  aided  by  the  consolidation  of  the  Company's warehouse and sales,
accounting  and most of its administrative functions during the last nine months
of 2001 (Cliffco consolidation and shut-down). This resulted in major reductions
in areas such as expenses, professional fees, bank fees and warehouse, corporate
related expenses, office and accounting salary expense, insurance and office and
warehouse  supplies.

Net  interest  expense  decreased  from  $100,000  in 2001 to $9,000 in 2002 due
primarily  to  decreased  borrowings  under  the  Company's  Loan  Facility, and
significantly  lower  effective  interest  rates  on  borrowings.

The  Company's effective income tax rate in calculating a possible benefit based
on  the  loss  for the quarter in 2002 would have been 38% or a total benefit of
$118,000,  but  as  result  of  a  Company decision to provide an offsetting tax
valuation  allowance  to cover the amount of the net deferred tax asset, the net
benefit  was  reduced  to  $0.  The  Company has provided the tax allowance as a
result  of  the  uncertainty that the Company will generate sufficient income in
the  future  to  fully  or  partially  realize  the  net  deferred  tax asset of
approximately $1,184,000 at December 31, 2001 along with the additional $118,000
added  in  the  nine  months  ended  September 30, 2002. The 38% income tax rate
effective in 2002 (before applying the tax allowance) is the same effective rate
used in 2001. The difference in rates is attributable to the effect of state net
operating  losses  in  the  various  states  in  which  the  entity  operates.

                                        9
<PAGE>


Financial  Reporting  Release  No.  60,  which  was  recently  released  by  the
Securities  and  Exchange  Commission,  requires  all  companies  to  include  a
discussion of critical accounting policies or methods used in the preparation of
financial  statements. Our significant accounting policies are described in Note
1  of  the  Notes to Consolidated Financial Statements. The significant policies
that  we  believe  are  most  critical  to aid in fully outstanding our reported
financial  results  are  the  following:

Inventories- Inventories, which consist solely of finished goods, are carried at
the  lower  of cost, determined on a first-out basis (FIFO), or market value. We
periodically  review  our inventory for discontinued excess inventory as part of
our  effort  to  focus  on targeted core products and the difficulties of moving
older  product  in a sluggish and continued lower price market. We appropriately
take  non-cash  charges  for  write-down  of discontinued or excess inventory to
reflect  its  proper  value.

Revenue  Recognition-Revenue  is  recognized  at  the  time of shipment. Revenue
related  to  the  web site vendor agreements at AccessorySolutions.com, Inc. are
recognized  ratably  over  the  related  contract  period.

                                        10
<PAGE>

                        LIQUIDITY AND CAPITAL RESOURCES:

The  Company's  requirements  for  capital  are  to  fund (I) sales growth, (ii)
financing for possible acquisitions, (iii) repurchase of stock, and (iv) capital
expenditures  mainly  related to business system upgrades. The Company's primary
sources of financing during the twelve months ended September 30, 2002 were cash
flow from reductions in Accounts Receivable and Inventory, principal payments of
Notes  Receivable  related  to  the  disposition  of the discontinued operations
(Battery  Network  and  Tauber)  and  bank  borrowings.

The  Company's  working  capital  as of September 30, 2002 and December 31, 2001
were  $2,613,000  and  $3,612,000,  respectively. Net cash provided by operating
activities for the nine months ended September 30, 2002 and 2001 were $1,032,000
and  $2,098,000,  respectively. In 2002, the Company had cash from operations of
$179,000  from  its  net  loss  of  $312,000  as  adjusted for non-cash items of
depreciation  and  amortization  of $375,000 and bad debt provision of $116,000.
Cash  provided  from changes in assets and liabilities of $853,000 resulted from
net  decreases in accounts receivable of $916,000, inventory of $542,000 less an
increase  in  prepaid  expenses  and  other  assets  of $7,000 and a decrease in
accounts  payable  and  accrued  expenses of $598,000. In 2001, The Company lost
cash from operations of $341,000 from its net loss of $1,623,000 as adjusted for
non-cash  items  of  depreciation  and  amortization  of  $466,000,  a  bad debt
provision  of  $77,000  and  an  impairment  of  excess  cost over net assets of
$876,000  less  income  taxes  refund receivable of $137,000. Cash provided from
changes  in  assets  and  liabilities  totaled  $2,439,000  resulting  from  net
decreases  in  accounts  receivable  of  $1,842,000, inventory of $2,302,000 and
prepaid  expenses  and  other  assets  of  $247,000, less a decrease in accounts
payable  and  accrued  expenses  of  $1,952,000.

Net  cash  provided  by investing activities for the nine months ended September
30,  2002  was  $128,000  resulting  from  note  principal  payments received of
approximately  $145,000  relating  to  the  sale  of the discontinued operations
(Battery  Network  and  Tauber),  offset in part by the purchase of property and
equipment  in  the amount of $17,000.  Net cash used in investing activities for
the  nine  months ended September 30, 2001 was $60,000 from purchase of property
and  equipment  of $115,000 offset in part by note principal payments of $55,000
relating  to  the  sale  of  Battery  Network.

Cash  used  in financing activities for the nine months ended September 30, 2002
was  $1,184,000  and  was principally used for $1,102,000 net payments under the
Revolver  Loan,  net reductions in capital leases of $55,000 and $27,000 for the
repurchase  of the Company's common stock. Cash used in financing activities for
the  nine months ended September 30, 2001 of $2,131,000 and was principally used
for $1,817,000 net payments under the Revolver Loan, and $289,000 to pay off the
Term  Loans,  net  reductions  in  capital  leases of $1,000 and $24,000 for the
repurchase  of  the  Company's  common  stock.  The  Company  had  cash and cash
equivalents  of  approximately  $624,000  on  September  30,  2002.

The  Company  entered into a Revolving Credit, Term Loan and Security Agreement,
dated January 6, 1997, (the "Loan Facility"), with IBJ Whitehall-Financial Group
(formerly  known  as  IBJ  Schroder  Bank  and Trust Company), as agent ("IBJ").
During  the  September,  2002  quarter, IBJ sold its Asset Based Division, which
included  the  Company's  Revolving  Credit, Term Loan and Security Agreement to
Webster  Bank,  ("Webster"). In turn, the Company agreed to an assumption of its
Revolving  Credit,  Term  Loan  and Security Agreement by Webster under the same
terms  and conditions as the "IBJ" agreement. The Loan Facility which expires on
January  7,  2004, consisted of a Term Loan facility (which was paid off in full
effective  in  June, 2001) and a Revolving credit facility (the "Revolver Loan".
Currently,  the  Company  under  the  Revolver  Loan  facility  may borrow up to
$5,000,000  (less  an  undrawn  availability of $800,000 to be maintained at all
times) to be advanced at the rate of 80% of eligible accounts receivable and 40%
of  inventories.  The  Loan Facility is secured by a pledge of the assets of the
borrowers  and  a pledge of the outstanding capital stock of the subsidiaries of
the  Company.  The interest  rate on borrowings under the Loan Facility is equal
to  the  sum  of  the alternate base rate (as defined) plus .75% with respect to
domestic  rate  loans or the sum of the Eurodollar rate plus 2-1/2% with respect
to  Eurodollar  rate  loans.  The  Loan Facility contains covenants that include
maintenance  of  certain  financial ratios, amounts of earnings before interest,
taxes, depreciation & amortization (EBITDA) as defined, and net worth as well as
other  affirmative and negative covenants. As of September 30, 2002, the Company
was  in  compliance  with its covenants. There was no debt outstanding under the
credit  facility  as  of  September  30,  2002

The  Company  estimates that it will incur capital expenditures of approximately
$300,000  during  the  twelve  months  ended September 30, 2003, principally for
business  system  upgrades.

Based  upon  its  present  plans,  management believes that operating cash flow,
available  cash  and  available  credit  resources  will be adequate to make the
repayments of indebtedness described herein and to meet the working capital cash
and  capital  expenditure  needs  of the Company during the twelve months ending
September  30,  2003.

                                        11
<PAGE>

SEASONALITY  AND  INFLATION

Our  quarterly operating results have fluctuated only to a limited extent in the
past.  However,  with  the  discontinuation of the Battery Segment, it is likely
that they will fluctuate significantly in the future with lower product revenues
in the first and second quarters as compared with the third and fourth quarters.
This  fluctuation  is due primarily to the lower demand for wireless accessories
during  the  winter  and  spring  months  and  higher demand during the December
holiday  season.  Though  ,in  the fiscal year ended December 31, 2001, combined
sales  for  the  third and fourth quarters were less than the combined sales for
the first and second quarters due to the poor cellular accessory market and loss
of  key customers. In addition, our net sales could be affected in the future by
business  acquisitions.  The impact of inflation on the Company's operations has
not  been  significant  to date. However, a high rate of inflation in the future
poses  a  risk  to the Company and its ability to sustain its operating results.


ITEM  3.  QUANTITATIVE  AND  QUALITATIVE  DISCLOSURES  ABOUT  MARKET  RISK

Interest  Rate  Risk - The Company's did not have any financial instruments with
any  interest  rate  risk  exposure  at September 30, 2002 as was no outstanding
balance  owed  under  its  revolving  credit  facility  at  that  date.

Foreign  Currency  Risk  -  The  Company  does  not use foreign currency forward
exchange  contracts  or  purchase  currency options to hedge local currency cash
flows  or  for  trading  purposes.  All  sales  arrangements  with international
customers  and suppliers are denominated in U.S. dollars. The Company's Wireless
Products  Segment  purchases over 80% of its products from manufacturers located
overseas,  principally  in  the  Far  East.  The depreciation of the U.S. dollar
against  the  major  Asian currencies could, therefore, cause an increase in the
cost of the Company's products and adversely affect its results of operations or
financial  condition.

FORWARD  LOOKING  STATEMENTS

Some  of  the  information  presented  in  this  quarterly  report  constitutes
forward-looking  statements  within  the  meaning  of  the  private  Securities
Litigation  Reform  Act  of  1995.  Statements  that  are  not historical facts,
including  statements  about  management's expectations for fiscal year 2002 and
beyond,  are  forward  looking  statements  and  involve  various  risks  and
uncertainties.  Although the Company believes that its expectations are based on
reasonable  assumptions  within  the  bounds  of  its knowledge, there can be no
assurance  that  actual  results  will  not differ materially from the Company's
expectations.  Factors  that could cause the actual results to differ materially
from  expectations are discussed in the Company's Annual Report on Form 10-K and
in  other  filings  with  the  Securities  and  Exchange  Commission.


                                       12
<PAGE>

                                     PART II

                                OTHER INFORMATION

ITEM  1.     LEGAL  PROCEEDINGS
-------------------------------
FROM  TIME  TO  TIME,  THE  COMPANY IS INVOLVED IN LITIGATION RELATING TO CLAIMS
ARISING  OUT  OF  ITS OPERATION IN THE NORMAL COURSE OF BUSINESS. THE COMPANY IS
NOT  INVOLVED  IN  ANY  LEGAL PROCEEDINGS, WHICH WOULD, IN MANAGEMENT'S OPINION,
HAVE  A  MATERIAL  ADVERSE  EFFECT  ON  THE  COMPANY'S  BUSINESS  OR  RESULTS OF
OPERATIONS.

ITEM  2.       CHANGES  IN  SECURITIES  AND  USE  OF  PROCEEDS
--------------------------------------------------------------
THERE  HAVE BEEN NO CHANGES IN SECURITES DURING THE QUARTER ENDED  SEPTEMBER 30,
2002.

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

THERE  HAVE  BEEN NO DEFAULTS BY THE COMPANY ON ANY SENIOR SECURITIES DURING THE
QUARTER  ENDED  SEPTEMBER  30,  2002.

ITEM  4.       SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS
--------------------------------------------------------------------------

AT  THE  ANNUAL  MEETING  OF SHAREHOLDERS HELD ON JUNE 11, 2002, PURSUANT TO THE
NOTICE  OF  ANNUAL  MEETING  OF  STOCKHOLDERS  DATED  MAY 8, 2002, THE FOLLOWING
ACTIONS  WERE  TAKEN:

1.   THE  PROPOSAL TO ELECT, STEPHEN RADE, BRADLEY T. MCDONALD, ALLAN KALISH AND
     CHRISTOPHER  C.  COLE AND CHRISTOPHER F. MCCONNELL DIRECTORS TO HOLD OFFICE
     UNTIL  THE  2002  ANNUAL MEETING OF STOCKHOLDERS AND UNTIL THEIR SUCCESSORS
     ARE  ELECTED  AND  QUALIFIED  WAS  APPROVED  AS  FOLLOWS:

          STEPHEN  RADE,  ALLAN  KALISH,  CHRISTOPHER C. COLE AND CHRISTOPHER F.
          MCCONNELL- (4,239,735 SHARES IN FAVOR, 263,148 SHARES AGAINST ; AND NO
          SHARES  ABSTAINED)
          BRADLEY  T.  MCDONALD-  (4,199,535  SHARES  IN  FAVOR,  303,348 SHARES
          AGAINST;  AND  NO  SHARES  ABSTAINED)
          STEVEN  RADE - (4,239,535 SHARES IN FAVOR, 263,348 SHARES AGAINST; AND
          NO  SHARES  ABSTAINED)
2.   THE  PROPOSAL  TO  APPOINT  BDO SEIDMAN LLP AS INDEPENDENT AUDITORS FOR THE
     COMPANY  FOR  THE  FISCAL  YEAR  ENDING  DECEMBER  31,  2002  WAS  APPROVED
     (4,222,393  SHARES  IN  FAVOR:  62,700  SHARES  AGAINST; AND 217,790 SHARES
     ABSTAINING).

NO  OTHER  MATTERS WERE SUBMITTED TO A VOTE OF THE COMPANY'S STOCKHOLDERS DURING
THE  SECOND  QUARTER  OF  THE  FISCAL  YEAR  COVERED  BY THIS REPORT THROUGH THE
SOLICITATION  OF  PROXIES  OR  OTHERWISE.


ITEM  5.        OTHER  INFORMATION
----------------------------------
NONE

ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

     (A)  EXHIBITS

     99-1 Certification Pursuant to 18 U.S.C. Section 1350 , as Adopted Pursuant
          to  Section  906  of  the  Sarbanes-Oxley  Act  of  2002.

     99-2 Certification Pursuant to 18 U.S.C. Section 1350 , as Adopted Pursuant
          to  Section  906  of  the  Sarbanes-Oxley  Act  of  2002.



     (b)  Reports  on  Form  8-K  during  the  quarter  ended  June  30,2002
          None

                                       13
<PAGE>



SIGNATURES

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



                                     By:  /s/  Stephen  Rade
                                     -----------------------
Date:  November  14,  2002           Stephen  Rade
                                     Chief  Executive  Officer


                                                    By:  /s/  Ronald  E.  Badke
                                     -----------------------------
Date:  November  14,  2002           Ronald  E.  Badke
                                     Chief  Financial  Officer






                                       14
<PAGE>

                         WIRELESS XCESSORIES GROUP, INC.
               ---------------------------------------------------

               CERTIFICATION PURSUANT TO RULE 13A-14 AND 15D-14 OF
                     THE SECURITIES AND EXCHANGE ACT OF 1934


I,  Stephen  Rade,  Chief  Executive  Officer,  certify  that:

(1)  I  have  reviewed this quarterly report on form 10-Q of Wireless Xcessories
     Group,  Inc.  (the  "registrant");

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

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

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

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

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

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

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

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

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

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



Date:  November  14,  2002              By:  /s/  Stephen  Rade
                                        --------------------------
                                        Stephen  Rade
                                        Chief  Executive  Officer

                                       15
<PAGE>


                         WIRELESS XCESSORIES GROUP, INC.
               ---------------------------------------------------

               CERTIFICATION PURSUANT TO RULE 13A-14 AND 15D-14 OF
                     THE SECURITIES AND EXCHANGE ACT OF 1934


I,  Ronald  E.  Badke,  Chief  Financial  Officer,  certify  that:

(1)  I  have  reviewed this quarterly report on form 10-Q of Wireless Xcessories
     Group,  Inc.  (the  "registrant");

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

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

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

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

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

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

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

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

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

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


Date:  November  14,  2002         By:  /s/ Ronald E. Badke
                                        -------------------------
                                        Ronald  E.  Badke
                                        Chief  Financial  Officer

                                       16
<PAGE>