UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

[X]   Quarterly report pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934 for the quarterly period ended June 30, 2009

[ ]   Transition report under section 13 or 15(d) of the Securities Exchange
      Act of 1934 for the transition period from _________ to _________.

                         Commission File Number: 0-49801
                                                 -------

                        MEDIANET GROUP TECHNOLOGIES, INC.
                        ---------------------------------
             (Exact name of registrant as specified in its charter)

                        NEVADA                      13-4067623
                        ------                      ----------
            (State or other jurisdiction           (IRS Employer
          of incorporation or organization)     Identification No.)

                5100 W. COPANS ROAD, SUITE 710, MARGATE, FL 33063
                -------------------------------------------------
               (Address of principal Executive offices) (Zip Code)

                                  954-974-5818
                                  ------------
              (Registrant's telephone number, including area code)

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

Check whether the registrant (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act during the past 12 months (or
for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.
Yes [X] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company as
defined by Rule 12b-2 of the Exchange Act:

         Large accelerated filer[ ]          Non-accelerated filer [ ]
         Accelerated filer [ ]               Smaller reporting company [X]

Indicate by a check mark whether the registrant is a shell company (as defined
in Rule 12b-2 of the Exchange Act): Yes [ ] No [X]

At August 10, 2009, the number of shares outstanding of the registrant's common
stock, $0.001 par value the only class of voting stock), was 27,303,552

<PAGE>

                        MEDIANET GROUP TECHNOLOGIES, INC.
                                    FORM 10-Q
                           Quarter Ended June 30, 2009

                                Table of Contents

                                                                            PAGE
PART I - FINANCIAL INFORMATION                                              ----

   Item 1 - Financial Statements ...........................................   3

      Condensed Consolidated Balance Sheets
      June 30, 2009 (Unaudited) and December 31, 2008 ......................   3

      Condensed Consolidated Statements of Operations (Unaudited)
      For the six Months ended June 30, 2009 and 2008 ......................   4

      Condensed Consolidated Statements of Cash Flows (Unaudited)
      For the six Months Ended June 30, 2009 and 2008.......................   5

      Notes to the Condensed Consolidated Financial Statements (Unaudited) .   6

   Item 2 - Management's Discussion and Analysis or Plan of Operation
            Financial Condition and Results of Operations ..................  13

   Item 3 - Quantitative and Qualitative Disclosures about Market Risk .....  17

   Item 4 - Controls and Procedures ........................................  17

PART II - OTHER INFORMATION

   Item 1 - Legal Proceedings ..............................................  18

   Item 1A - Risk Factors ..................................................  18

   Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds ....  21

   Item 3 - Default upon Senior Securities .................................  21

   Item 4 - Submission of Matters to a Vote of Security Holders ............  21

   Item 5 - Other Information ..............................................  21

   Item 6 - Exhibits and Reports on Form 8-K ...............................  22

Signatures .................................................................  23

                                        2
<PAGE>

                        MEDIANET GROUP TECHNOLOGIES, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS

                                                     (UNAUDITED)    (AUDITED)
                                                      June 30,     December 31,
                      ASSETS                            2009           2008
                                                    ------------   ------------
Current assets
   Cash and cash equivalents .....................  $     50,933   $     45,390
   Accounts receivable ...........................        48,351         34,058
   Note receivable - net..........................             -         40,600
   Inventory .....................................        38,073         51,742
                                                    ------------   ------------
Total current assets .............................       137,357        171,790
                                                    ------------   ------------
Property, plant & equipment
   Computer equipment ............................        42,333         39,329
   Accumulated depreciation ......................       (34,659)       (31,129)
                                                    ------------   ------------
Net property, plant and equipment ................         7,673          8,200
                                                    ------------   ------------

Other assets
   Trademark .....................................         1,650          1,800
                                                    ------------   ------------
Total other assets ...............................         1,650          1,800
                                                    ------------   ------------

Total assets .....................................  $    146,680   $    181,790
                                                    ============   ============

     LIABILITIES AND STOCKHOLDERS' DEFICIENCY

Current liabilities
   Accounts payable ..............................  $     67,992   $     54,818
   Accrued Expenses ..............................       104,415        153,936
   Loyalty Points payable......... ...............       183,283        133,773
   Note Payable related party ....................       111,500        152,500
   Deferred revenue...............................             -         20,540
                                                    ------------   ------------
Total current liabilities ........................       467,190        515,567
                                                    ------------   ------------

Stockholders' deficiency
   Common stock: par value $.001; 50,000,000
     shares authorized; 27,303,552 shares issued
     and outstanding as of June 30, 2009;
     20,599,802 issued and outstanding as of
     December 31, 2008 ...........................        27,304         20,600
   Additional paid in capital ....................     6,088,730      5,644,701
   Accumulated deficit ...........................    (6,436,543)    (5,999,078)
                                                    ------------   ------------
Total stockholders' deficiency ...................      (320,510)      (333,777)
                                                    ------------   ------------

Total liabilities and stockholders' deficiency ...  $    146,680   $    181,790
                                                    ============   ============

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

                                        3
<PAGE>
<TABLE>
                               MEDIANET GROUP TECHNOLOGIES, INC.
                        CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                          (UNAUDITED)
<CAPTION>
                                     For the three months             For the six months
                                        ended June 30,                  ended June 30,
                                     2009            2008            2009            2008
                                 ------------    ------------    ------------    ------------
<S>                              <C>             <C>             <C>             <C>
Revenues
  Gift Cards .................        389,431         584,551    $    816,642    $    973,619
  Loyalty Points - commissions        110,106          75,197         203,301         139,019
  Web Design - Maintenance ...         51,137          41,045          70,126          82,118
                                 ------------    ------------    ------------    ------------
Total Revenue ................        550,674         700,793       1,090,069       1,194,756

Cost of Sales
  Gift Cards & Processing ....        390,369         538,187         808,173         913,959
  Loyalty Points - commissions
  - Affiliates/Consumers .....         38,188          15,095          64,775          32,759
  Web Design / Maintenance ...         10,461           4,602          19,609          12,277
                                 ------------    ------------    ------------    ------------
Total Cost of Sales ..........        439,018         557,883         892,557         958,995

Gross Profit .................        111,656         142,910         197,512         235,761

Operating Expenses
  Consulting Fees ............        139,772          27,125         172,831         127,525
  Employee salaries & benefits        104,700         115,712         220,516         236,128
  Other operating expenses ...        179,497         137,928         307,397         236,007
                                 ------------    ------------    ------------    ------------
Total operating expenses .....        423,969         280,765         700,744         599,660

  Loss from operations .......       (312,312)       (137,854)       (503,231)       (363,889)

Other income (expense)
  Interest income ............              -             360               -             360
  Interest expense ...........          5,788               -           9,225               -
                                 ------------    ------------    ------------    ------------
Total other income (expense) .          5,788        (137,494)          9,225             360

Net loss before income taxes .       (318,100)       (137,494)       (512,456)       (363,539)

Provision for income taxes ...              -               -               -               -

Net loss from operations .....       (318,100)       (137,494)       (512,456)       (363,539)

Gain on sale of subsidiary ...              -               -          74,990               -

Net gain (loss) ..............       (318,100)       (137,494)       (437,466)       (363,539)
                                 ============    ============    ============    ============

Basic and diluted net loss per
 share .......................   $      (0.02)   $      (0.01)   $      (0.02)   $      (0.02)

Weighted average number of
 common shares outstanding ...     20,674,802      19,496,736      21,754,851      19,205,527
                                 ============    ============    ============    ============

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

                                               4
</TABLE>
<PAGE>

                        MEDIANET GROUP TECHNOLOGIES, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

                                                          For the Three months
                                                            ended June 30,
                                                        -----------------------
                                                           2009          2008
                                                        ---------     ---------
Cash flows from operating activities:
   Net loss ........................................    $(437,466)    $(225,982)
   Adjustments to reconcile net loss to
    net cash used in operations:
      Depreciation and amortization ................        1,592         1,631
      Warrants issued for services .................       81,533        90,749
      Stock issued for services ....................       57,000             -
   Changes in operating liabilities and assets:
      Accounts receivable ..........................      (55,356)      (27,759)
      Inventory ....................................       13,475       (20,259)
      Note receivable ..............................      204,225       (77,390)
      Stock issued to Board of Director
      for services .................................       90,000        15,269
      Stock issued to employees for services .......       30,000             -
      Deferred Revenue .............................       20,540         1,610
                                                        ---------     ---------
Net cash used in operations ........................        5,543      (242,131)

Cash flows from investing activities:
   Purchase of fixed assets ........................            -        (1,059)
                                                        ---------     ---------
      Net cash used in investing activities ........            -        (1,059)

Cash flows from financing activities:
   Stock issued for cash ...........................            -             -
      Payment on subscription agreement ............            -        58,000
      Net cash provided by financing activities ....            -             -
      Payment on subscription agreement ............            -             0
                                                        ---------     ---------
      Net cash provided by financing activities ....            -        58,000

Increase (decrease) in cash and cash equivalents ...        5,543      (185,190)

   Cash and cash equivalents, beginning of period ..       45,390       230,580
                                                        ---------     ---------
   Cash and cash equivalents, end of period ........    $  50,933        45,390
                                                        =========     =========

Supplemental disclosures of cash flow information:
   Cash paid for interest ..........................    $       -     $       -
                                                        =========     =========
   Cash paid for income taxes ......................    $       -     $       -
                                                        =========     =========
Non-cash financing transactions
   Stock issued for services .......................    $ 177,000     $       -
                                                        =========     =========
   Stocked issued for repayment of
    due to shareholder .............................    $ 195,000     $       -
                                                        =========     =========
   Stock issued for interest
   payment on note .................................    $   9,225     $       -
                                                        =========     =========

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

                                        5
<PAGE>

                        MEDIANET GROUP TECHNOLOGIES, INC.
            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with accounting principles generally accepted in the
United States of America for interim financial information and with the
instructions to Form 10-Q and item 8-03 of Regulation S-X. Accordingly, they do
not include all of the information and footnotes required by accounting
principles generally accepted in the United States of America for annual
financial statements. In the opinion of management, all adjustments (consisting
of normal recurring accruals) considered necessary for a fair presentation have
been included. The consolidated operating results for the six months ended June
30, 2009 are not necessarily indicative of the results that may be expected for
the year ending December 31, 2009. For further information, refer to the
financial statements and footnotes thereto included in the Form 10-KSB for the
year ended December 31, 2008.

NATURE OF BUSINESS

The operations of MediaNet Group Technologies, Inc. have been carried on through
wholly owned subsidiaries. As used herein, the "Company" refers to MediaNet
Group Technologies, Inc. and its wholly owned subsidiaries. The Company's
operations included the design, development and marketing of (1) branded loyalty
programs, and (2) branded websites.

On April 30, 2009, the Company announced a change to its business model so that
it may focus on its higher margins business and thus, more profitable areas as
it relates to its gift card business. The Company has changed the gift card
segment of its business model as to how it will sell gift cards as of May 1,
2009 to consumers through its rewards mall programs. The company is reducing the
number of merchant gift cards that it purchases for resale and is now offering
gift cards through alternate merchants' websites. The mall merchants will handle
both the transaction and fulfillment. The Company will be expanding the number
of gift cards to members that can purchase through the rewards mall portal
directly from the merchants websites.

The Company shall continue to sell some higher margin gift cards. Certain low
margin gift cards will no longer be offered for sale from the Company, but will
be available as redemption items for points earned by members' purchases in the
mall. This change of business will have a material impact on the Company's gross
revenues from gift card sales. Due to the shift of its business model, the
Company will reduce the amount of inventory of gift cards and will reduce
administrative costs and overhead associated with larger inventories. The
Company anticipates a non-material effect as it pertains to net income from the
direct sales of gift cards. After May 1, 2009, gross revenue from gift cards
will be reduced substantially for all subsequent reporting periods.

The Company operations are now mainly being carried on by its operating
subsidiary:

   1. BSP Rewards

   2. Memory Lane Syndication - was sold on March 27, 2008 and none of its
      operation for the first three months ended in March 31, 2009 was included
      in the operations of the Parent.

                                        6
<PAGE>

                        MEDIANET GROUP TECHNOLOGIES, INC.
            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

The Company has decided to concentrate its focused efforts in our main
subsidiary, BSP Rewards. Its Memory Lane, a wholly owned subsidiary, was sold at
March 27, 2009.

BSP Rewards

This subsidiary, BSP Rewards, provides private branded loyalty and reward web
malls and programs to both for-profit and not-for-profit companies and
organizations and for online and in-store merchants. The program is designed as
a shopping service through which members receive rebates (rewards) on purchases
of products and services from participating merchants. These rewards earned may
be accumulated by the member and may be used to purchase gift cards, donate to a
charity, or loaded onto a debit MasterCard by which they can make additional
purchases from any participating merchant in the program or anywhere in the
world that debit MasterCard cards are accepted. The BSP program is proprietary
to the Company.

BSP Rewards is an affordable Private Branded "customer relationship marketing
program" and "communications solution" that utilizes our proprietary loyalty and
internet rewards mall platform and applications.

The BSP marketing program is a quickly and economically built private branded
loyalty/reward platform. It is showcases a merchant funded shopping mall program
that is customized for manufacturers, retail merchants, debit/credit card
issuers and a wide variety of profit and not-for-profit organizations and
companies.

The program offers members up to 20% rewards added to any rewards already
associated with their credit cards and up to 60% in discounts. This program
offers the versatile methods of redemption including gift cards, and a
reloadable "Load and Spend" MasterCard that can be utilized in the mall or
anywhere in the world that debit MasterCard is accepted. It can be loaded at
thousands of load stations and points can be taken as cash at ATM's.

The BSP platform allows participant merchants, manufacturers and service
organization the opportunity to enroll their customers and members and also to
utilize our cross marketing program to promote their product or service to BSP
Members across our Network.

CAPITAL RESOURCES AND BUSINESS RISKS

The Company's future operations are subject to all of the risks inherent in the
establishment of a business enterprise. At June 30, 2009, current liabilities
exceeded current assets by $329, 833 and at December 31, 2008 current
liabilities exceeded current assets by $343,777

The financial statements have been prepared on the basis that the Company will
continue as a going concern, which contemplates the realization of assets and
satisfaction of liabilities and commitments in the normal course of business. At
June 30, 2009, the Company had an accumulated deficit of $6,436, 543. At
December 31, 2008, the Company had an accumulated deficit of $5,999,078.The
Company also had realized net losses of $437,466, (after a gain of $74,990 from
the sales of Memory Lane Syndication, Inc. during the first quarter.)and
$363,839 for the six three months ended June 30, 2008.

                                        7
<PAGE>

                        MEDIANET GROUP TECHNOLOGIES, INC.
            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

To date, we have funded our cash shortage and obtained the cash necessary to
continue operations primarily through debt, equity transactions with management
and through equity private placements. However, until operating revenues
increase significantly; we will continue to seek outside funding for the purpose
of accelerating the expansion of our operations. Without receiving any
additional capital investment management believes we will be unable to continue
current business operations, and continue the current gradual expansion of our
operations.

CONTROL BY PRINCIPAL STOCKHOLDERS

The directors, executive officers and their affiliates or related parties, if
they voted their shares uniformly, may have the ability to control the approval
of most corporate actions, including increasing the authorized capital stock of
the Company and the dissolution, merger or sale of the Company's assets.

STOCK TRANSACTIONS AND OUTSTANDING WARRANTS AND OPTIONS

On January 1, 2006, the Company adopted FAS-123R. In March 2005, the SEC staff
expressed their views with respect to FAS-123R in Staff Accounting Bulletin No.
107, Share-Based Payment ("SAB 107"). SAB 107 provides guidance on valuing
options. The impact of FAS-123R for the six months ended June 30, 2009 was to
record a non-cash compensation expense of $81,533. The adoption of FAS-123R had
no effect on cash flow from operations or cash flow from financing activities
for the six months ended June 30, 2009. FAS-123R requires the cash flows from
tax benefits resulting from tax deductions in excess of the compensation cost
recognized for those options ("excess tax benefits") to be classified as
financing cash flows. Prior to the adoption of FAS-123R, excess tax benefits
would have been classified as operating cash inflows. The Company has not
recognized, and does not expect to recognize in the near future, any tax benefit
related to stock-based compensation costs as a result of the full valuation
allowances on our net operating loss carry forwards.

The Company recognizes share-based compensation expense for all service-based
awards with graded vesting schedules on a straight-line basis over the requisite
service period for the entire award. Initial accruals of compensation expense
are based on the estimated number of shares for which requisite service is
expected to be rendered. Estimates are revised if subsequent information
indicates that forfeitures will differ from previous estimates, and the
cumulative effect on compensation cost of a change in the estimated forfeitures
is recognized in the period of the change.

EQUITY TRANSACTIONS AND OUTSTANDING WARRANTS AND OPTIONS

The following summarizes the equity transactions:

         a. On July 14th 2008, the Board of Directors approved a private
placement to accredited investors for a maximum of 2,000,000 restrictive common
shares at $0.16 per share accompanied by an equal number of restrictive warrants
at $0.50 per common shares for a term of two (2) years. At November 14, 2008
2,000,000 common share and Warrants of 2,000,000 common shares have been issued.

                                        8
<PAGE>

                        MEDIANET GROUP TECHNOLOGIES, INC.
            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

         b. On July 14, 2008, the Board of Directors approved and issued 300,000
restrictive common shares to be distributed among the Company's employees,
officers and consultants for settlements of services rendered to the Company.
Said shares were issued at $0.16 per share.

         c. On June 5, 2009, the Board of Directors approved the issuance of
4,353,750 restricted common shares at $0.06 per share for conversion of
outstanding liabilities of $261,225. Accordingly, members of the Board of
Directors converted $204,225 of their obligations for the issuance of 3,403,750
restricted common shares.

         d. On June 19, 2009, the Board of Directors approved the issuance of
2,350,000 common shares as follows:

            1. 1,500,000 restricted common shares issued to members of the Board
               of Directors

            2. 850,000 restricted common shares issued to employees and
               consultants

WARRANTS
--------

As of June 30, 2009, the Company had outstanding warrants to purchase up to
3,089,000 shares of common stock. These securities give the holder the right to
purchase shares of the Company's common stock in accordance with the terms of
the instrument.

                                                       Warrants
                                                       --------
                  Balance, January 1, 2009 .......    3,089,000
                  Issued .........................            -
                                                      ---------
                  Balance June 30, 2009 .........     3,089,000
                                                      =========

The following table provides certain information with respect to the above
referenced warrants outstanding at June 30, 2009:

                                 Weighted                    Weighted
                                 Average                   Average Life
       Exercise Price         Exercise Price                   Years
       --------------         --------------               ------------
       $0.10 - $1.00              $0.39                         2.00

USE OF ESTIMATES

The preparation of the financial statements, in conformity with accounting
principles generally accepted in the United States of America, requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of revenue and
expenses during the reporting period. Actual results could differ from those
estimates.

                                        9
<PAGE>

                        MEDIANET GROUP TECHNOLOGIES, INC.
            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

SIGNIFICANT ESTIMATES

Several areas require management's estimates relating to uncertainties for which
it is reasonably possible that there will be a material change in the near term.
The more significant areas requiring the use of management estimates related to
accrued liabilities and the useful lives for amortization and depreciation.

FAIR VALUE OF FINANCIAL INSTRUMENTS

Financial instruments reported in the Company's consolidated balance sheet
consist of cash, accounts receivable, accounts payable, and accrued expenses,
the carrying values of which approximate fair value at March 31, 2009.

2. LOSS PER SHARE

Basic loss per common share ("LPS") is calculated by dividing net loss by the
weighted average number of common shares outstanding during the period. Diluted
earnings per share are calculated by adjusting the weighted average outstanding
shares, assuming conversion of all potentially dilutive stock options.

3. CAPITAL STOCK

The total number of shares of capital stock authorized to be issued by the
Company is 50,000,000 shares of Common Stock, $.001 par value. Each share of
capital stock entitles the holder thereof to one vote at each meeting of the
stockholders of the company.

4. LOYALTY POINTS

Loyalty Points Payable. The liability accumulated by consumers earning loyalty
points(rebates due to members)are maintained in a segregate accounts on our
books.

5. SIGNIFICANT ACCOUNTING POLICIES

Except as set forth below, as of June 30, 2009, the Company's significant
accounting policies and estimates, which are detailed in the Company's Annual
Report on Form 10K for the year ended December 31, 2008, has not changed
materially.

6. NEW ACCOUNTING PRONOUNCEMENTS

In May 2008, the FASB released SFAS No. 162, "The Hierarchy of Generally
Accepted Accounting Principles." SFAS No. 162 identifies the sources of
accounting principles and the framework for selecting the principles used in the
preparation of financial statements of nongovernmental entities that are
presented in conformity with generally accepted accounting principles in the
United States of America. SFAS No. 162 will be effective 60 days following the
SEC's approval of the PCAOB amendments to AU Section 411, "The Meaning of
Present Fairly in Conformity With Generally Accepted Accounting Principles." The
Company does not believe SFAS No. 162 will have a significant impact on the
Company's financial statements.

                                       10
<PAGE>

                        MEDIANET GROUP TECHNOLOGIES, INC.
            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

6. NEW ACCOUNTING PRONOUNCEMENTS (Continued)

In April 2009, the FASB issued FSP 107-1, "Interim Disclosures about Fair Value
of Financial Instruments" ("FSP 107-1"), which requires disclosures about fair
value of financial instruments for interim reporting periods of publicly traded
companies as well as in annual financial statements. FSP 107-1 also amends APB
Opinion No. 28, "Interim Financial Reporting", to require those disclosures in
summarized financial information at interim reporting. FSP 107-1 is effective
for interim reporting periods ending after June 15, 2009, with early adoption
permitted for periods ending after March 15, 2009. The Company is currently
evaluating the potential impact of FSP 107-1 on its consolidated financial
statement presentation and disclosures.

In May 2009, the FASB issued SFAS No. 165, "Subsequent Events" (SFAS No. 165).
SFAS No. 165 establishes standards for accounting for and disclosing subsequent
events (events which occur after the balance sheet date but before financial
statements are issued or are available to be issued). SFAS No. 165 requires an
entity to disclose the date subsequent events were evaluated and whether that
evaluation took place on the date financial statements were issued or were
available to be issued. This standard is effective for interim and annual
periods ending after June 15, 2009. The adoption of SFAS No. 165 did not have a
material impact on the Company's financial condition or results of operations.
For the quarterly period ended June 30, 2009, the Company has considered
subsequent events through July 31, 2009, which is the date its consolidated
condensed financial statements were filed with the Securities and Exchange
Commission on Form 10-Q.

In June 2009, the FASB issued SFAS 167, "Amendments to FASB Interpretation No.
46(R)", which changes the approach to determining the primary beneficiary of a
variable interest entity ("VIE") and requires companies to more frequently
assess whether they must consolidate VIEs. This new standard is effective for us
beginning on January 1, 2010. The Company is currently assessing the potential
impacts, if any, on our consolidated condensed financial statements and
disclosures.

Management does not believe that any other recently issued, but not yet
effective, accounting standards or pronouncements, if currently adopted, would
have a material effect on the Company's financial statements.

7. RELATED PARTY NOTE PAYABLE

During the three months ended June 30, 2009 related parties,(officer and
director) had outstanding advancements due from the Company of $111,500. These
loans accrue interest at 9% and are due and payable on demand from 10 days
notice.

8. CONSULTING AND SALES AGREEMENTS

During the period of January 1, 2008 through June 30, 2009, the Company has
signed Marketing Partner and /or Member Provider Agreements ("Agreements") with
various individuals or companies. These agreements allow companies to become
Marketing Partners and/or Member Providers of the BSP Rewards program. Marketing
Partners sell the BSP program on behalf of the Company on a straight commission
basis. Member Providers enroll Members into the BSP Rewards platforms.

                                       11
<PAGE>

                        MEDIANET GROUP TECHNOLOGIES, INC.
            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

8. CONSULTING AND SALES AGREEMENTS (Continued)

The terms of these agreements are generally one (1) year from the effective
date, and can be renewed for successive one (1) year periods after the initial
one (1) year term, if agreed by both parties in writing within 30 days of
license expiration. Either party may terminate the "AGREEMENT" on Ninety (90)
days written notice during a renewed term.

In May 29, 2009, the company granted to a marketing partner, a right of first
refusal in the event of sale of its wholly owned subsidiary BSP Rewards. In
accordance with this grant, the marketing partner has 30 days to match all terms
and conditions if and when a contract for sale is agreed upon.

9. REVENUE RECOGNITION

The Company recognizes revenue when there is persuasive evidence of an
arrangement, delivery has occurred, the fee is fixed or determinable,
collectability is reasonably assured, and there are no substantive performance
obligations remaining.

The Company's significant accounting policies and estimates, which are detailed
in the Company's Annual Report on Form 10-KSB for the year ended December 31,
2008, has not changed materially.

10. TRANSACTION PROCESSING

BSP Rewards receives rebates from participating merchants on all transactions
processed by BSP through its on-line mall platform. The percentage rebate paid
by merchants varies between 1% and 30% and BSP normally shares 50% of the rebate
with the member who made the purchase.

11. SUBSEQUENT EVENTS

On August, 2009, the company entered into an Agreement and Plan of Merger with
CG Holdings Ltd. Group whereby upon contingencies outlined in the agreement are
fulfilled, a merger will occur. There are no assurances the contingencies,
including but not limited to, Board of Directors approval, due diligence
approval, increase in authorized common shares, etc. will be satisfied in the
closing of this transaction will occur. For further information, refer to Form
8-K as filed on August 14, 2009.

On July 7, 2009, CG Holdings Ltd. loaned the company $100,000 having an interest
rate of 6% payable monthly commencing January 1, 2010. The principal ($100,000)
plus any and all accrued interest is due and payable July 7, 2011. The note is
prepayment without penalty and payable interest only until July 7, 2011.

                                       12
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Certain statements in this report, including statements in the following
discussion which are not statements of historical fact, are what are known as
"forward looking statements," which are basically statements about the future.
For that reason, these statements involve risk and uncertainty since no one can
accurately predict the future. Words such as "plans," "intends," "will,"
"hopes," "seeks," "anticipates," "expects" and the like often identify such
forward looking statements, but are not the only indications that a statement is
a forward looking statement. Such forward looking statements include statements
concerning our plans and objectives with respect to the present and future
operations of the Company, and statements which express or imply that such
present and future operations will or may produce revenues, income or profits.
Numerous factors and future events could cause the Company to change such plans
and objectives or fail to successfully implement such plans or achieve such
objectives, or cause such present and future operations to fail to produce
revenues, income or profits. Therefore, the reader is advised that the following
discussion should be considered in light of the discussion of risks and other
factors contained in this report on Form 10-Q and in the Company's other filings
with the Securities and Exchange Commission. No statements contained in the
following discussion should be construed as a guarantee or assurance of future
performance or future results.

OVERVIEW

Clamshell Enterprises, Inc. was organized under the laws of the State of Nevada
on June 4, 1999 as a "blind pool" or "blank check" company whose business plan
was to seek to acquire a business opportunity through completion of a merger,
exchange of stock, or similar type of transaction. On March 31, 2003 we
completed the acquisition of all of the issued and outstanding shares of
Brand-A-Port, Inc., in a share exchange transaction. The former shareholders of
Brand-A-Port acquired a majority of our issued and outstanding common stock as a
result of completion of the share exchange transaction. Although the result of
the share exchange transaction was that Brand-A-Port became our wholly owned
subsidiary, the transaction was accounted for as a recapitalization of
Brand-A-Port, whereby Brand-A-Port was deemed to be the accounting acquirer and
was deemed to have adopted our capital structure.

On May 22, 2003 we changed our name to MediaNet Group Technologies, Inc.

Substantially all of our current operations are carried on through BSP Rewards,
Inc. our wholly owned subsidiary.

RESULTS OF OPERATIONS

For the six months ended June 30, 2009, we had revenues from operations of
$1,194,756 and a loss from operations of $(437,466). For the six months ended
June 30, 2009, we had revenues from operations of $1,194,756 and a loss from
operations of $(363,538)

   o  GIFT CARD sales decrease $156,977 or 16%, to $816,642 in the second
      quarter of 2009 compared to $973,619 for the second quarter of 2008. The
      decrease is primarily attributable to our change in the sales model for
      the sales of gift cards as previously stated.

                                       13
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION (Continued)

   o  LOYALTY POINT revenues in the six month period ended June 30, 2008
      increased $64,282 or 46%, to $203,301 compared to $139,019 for the second
      quarter of 2008. The increase is primarily a direct result of increased
      merchant participation, an increase in members shopping at online
      merchants and increase in our membership base.

   o  WEB DESIGN / MAINTENANCE / HOSTING decreased $11,992, or 15%, to $70,126
      in the second quarter of 2009 ended June 30, 2009 compared to $82,118 in
      the second quarter of 2008. The decrease is primarily attributable to
      building our base as we obtain new web mall clients.

COST OF SALES of gift cards decrease in the six months ended June 30, 2008 from
$913,959 to $808,176 in the second quarter of 2009 as a direct result of the
decrease in revenues from the sale of gift cards.

COST OF SALES of loyalty points increased in the second quarter of 2009 for the
period ended June 30, 2008 from $32,759 to $64,775 in the second quarter ended
June 30, 2009 as a direct result of the increased revenues of web mall
transactions by our members.

COST OF SALES of web design/maintenance decreased in the three month period
ended 2009 from $19,609 to $12,277 in the second quarter of 2008 as a direct
result of the increased efficiencies and cost reductions.

OPERATING EXPENSES for the six months ended June 30, 2009, were $700,744
compared to $599,660 for the six months ended June 30, 2008, a net decrease of
$101,084. The net decrease was a direct result cost cutting measures implemented
all across the board, from personnel reductions to change in accounting firms.

GAIN ON SALE OF SUBSIDIARY was the direct result of the sale of one of the
Parent's 100% owned subsidiary, Memory Lane Syndication, Inc. All the one
thousand shares outstanding of Memory Lane Syndication, Inc. were sold to Martin
Berns, the current Chief Executive Officer of Medianet Group Technologies,
Inc.(Parent) for $75,000. The sale took place on March 27, 2009. At March 31,
2009, the Company sold one of its wholly (100%) owned subsidiary, Memory Lane
Syndication, Inc. that resulted in a gain of $74,990. The subsidiary had been
inactive for the last two years and had sold off minor inventory. Martin A
Berns, the Company's CEO and Chairman acquired the subsidiary for $75,000 on
March 27, 2009.

Balance Sheet Items
-------------------

LOYALTY POINTS PAYABLE for the six months ended June 30, 2009, were $183,283
compared to $133,773 for the six months ended June 30, 2008, an increase of
$49,510.

ACCRUED LIABILITIES FOR PROFESSIONAL EXPENSES for the six months ended June 30,
2009, were $104,415 compared to $153,936 for the three months ended June 30,
2008, a decrease of $49,521. The decrease was a result of less expense activity
during 2009 as a result of the postponement of compliance with the Sarbane-Oxley
Act of 2002 as compared to 2008.

ACCOUNTS PAYABLE increased by $13,174 for the six months ended June 30, 2009 The
increase was the result of working capital requirements by the Company.

                                       14
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION (CONTINUED)

NOTE PAYABLE related party increased by $41,000 for the six months ended June
30, 2009. The increase was the result of working capital requirements by the
Company. The net increase of $41,000 reflects a reduction of $75,000 for a Note
Payable to Martin A Berns, our Chairman and CEO. Martin A Berns acquired 100% of
Memory Lane Syndication, Inc. on March 27, 2009 for a total consideration of
$75,000 reflected in accordance with the Agreements and therefore his Note
Payable was reduced accordingly. This transaction resulted in a $74,950 gain for
financial presentation as reflected in the Statement of Operations at June 30,
2009.

LIQUIDITY AND CAPITAL RESOURCES

As of June 30, 2009 and at December 31, 2008, we had cash on hand of $50,933 and
$45,390, respectively. During the six months ended June 30, 2009, net cash
generated in operations was $5,543, and during the six months ended June 30,
2008, net cash used in operations was $(242,131). However, our operations are
not yet profitable, and we continue to require additional funding in order to
continue our business operations.

To date, we have funded our cash shortage and obtained the cash necessary to
continue operations primarily through equity private placements, increased
liabilities and loans from officers and directors.

The current gradual expansion of our operations for the next twelve months is
due to the fact that the web sites, portals and marketing materials for our
various divisions are completed and ready for use. However, until operating
revenues increase significantly. We must continue to seek outside funding for
the purpose of accelerating the expansion of our operations. There is no
assurance that the Company can raise adequate capital to fund its operations.

PLAN OF OPERATIONS

BSP Rewards is a loyalty and rewards program designed as a shopping service
through which members receive rebates (rewards points) on purchases of products
and services from participating merchants. These rewards act as a common
currency that may be accumulated and used to make purchases of gift cards,
donate to a charity, or loaded onto a debit MasterCard by which they can make
additional purchases from any participating merchant in the program.
Additionally, once the loyalty points are loaded on the MasterCard, the consumer
can utilize this debit card at any merchant where the debit MasterCard is
accepted.

The BSP Rewards program is a web based retail mall concept. Retail sellers of
goods and services who join in the program as participating merchants agree to
pay rebates to us for our members who purchase goods and services through the
program at their individual web stores. We collect all rebates paid by
participating merchants and retain a portion as our fee for operating the
program. Another portion of the rebate (generally one-half), is designated as a
"reward" earned by the member who made the purchase. A portion of the Company's
rebate is paid to the organization or company which enrolled the member in the
program.

                                       15
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION (CONTINUED)

At the present time, when a member elects to redeem all or any portion of the
rewards which he or she has accumulated, the member must purchase gift cards
online that are redeemable at participating merchants or load their reward
points onto our stored value MasterCard or participating affiliated cards that
can be utilized at online and in-store merchants for redemption. The BSP debit
card allows the reward points to be loaded on the card and spent like cash at
participating merchants and anywhere debit MasterCard is accepted.

Member Providers are companies, organizations and groups that enroll their
employees or members in the BSP Rewards program. The program is sometimes
offered free to member providers who auto-enroll their member base. Member
provider agreements provide that the organization will normally enroll their
members for free or nominal amount and BSP shall pay to the member providers a
percentage of the rewards earned by the members that each member provider
enrolls in the program. A member provider only earns a percentage if the members
enrolled actually earn rewards through the program.

Presently, our marketing program is focusing on groups or organizations that
have the potential of enrolling large numbers of members. Major membership clubs
and organizations, credit and stored value card users. Having the capability of
quickly expanding the BSP membership base to their large participating groups,
would greatly enhance our potential membership and revenue streams. To extend
our presence in these markets and others, we would require substantial working
capital prior to enhancing marketing efforts directed at larger organizations as
such efforts can be time consuming and costly.

MARKETING AND STRATEGY

Our target markets for sales of our BSP Rewards program include small, medium
and large sized companies, organizations and associations that will be able to
utilize our rewards mall platform for a variety of uses including, but not
limited to, loyalty, continuity, customer acquisition and retention and for
fundraising applications.

This potential market includes membership clubs, non-profit organizations,
alumni associations, retailers and corporations, marketing alliance partners,
credit and debit card issuers and network marketing companies. We market our
products and services primarily through third party marketing partners who are
paid on a commission basis. The marketing partners representing our services are
companies that already have existing channel relationships. We have signed a
number of marketing partner agreements which are non-exclusive and we anticipate
that we will sign agreements with additional representatives in the future. The
Agreements, which generally have a term of one year with automatic one-year
renewals, provide for the payment by the Company of a commission based on BSP
rewards earned by members that are signed into the program through the marketing
partner.

The Company sometimes pays a commission for any products and internet portals
sold on behalf of the Company and a commission for hosting fees paid to the
Company by buyers of malls or websites as a result of the activities of the
marketing partner. In some instances, we also allow clients for whom we have
built portals to act as resellers. As of the date of this report, the marketing
agreements have not resulted in any significant revenues.

                                       16
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION (CONTINUED)

We anticipate that the organizations that enroll members also become involved
with the BSP Rewards program will devote a portion of their advertising and
marketing funds to the branded program. We, in turn, will help to develop
customer awareness of our products and services as well as enhance usage of the
program.

The Company has agreements with various merchants and affiliate managers as
Retailers in excess of 900. The members participants earn rebate rewards when
Shopping through any of the BSP branded Web Malls.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS

NOT APPLICABLE

ITEM 4. CONTROLS AND PROCEDURES

    a)  Evaluation of Disclosure Controls and Procedures: As of June 30, 2009,
        our management carried out an evaluation, under the supervision of our
        Chief Executive Officer and the Chief Financial Officer of the
        effectiveness of the design and operation. Based on that evaluation, our
        Chief Executive Officer and the Chief Financial Officer concluded that
        our disclosure controls and procedures are effective to provide
        reasonable assurance that information we are required to disclose in
        reports that we file or submit under the Exchange Act is recorded,
        processed, summarized and reported within the time periods specified in
        Securities and Exchange Commission rules and forms, and that such
        information is accumulated and communicated to our management, including
        our Chief Executive Officer and Chief Financial Officer, as appropriate,
        to allow timely decisions regarding required disclosures.

        Our management does not expect that our disclosure controls and
        procedures or our internal control over financial reporting will
        necessarily prevent all fraud and material error. Our disclosure
        controls and procedures are designed to provide reasonable assurance of
        achieving our objectives and our Chief Executive Officer and the Chief
        Financial Officer concluded that our disclosure controls and procedures
        are effective at that reasonable assurance level. Further, the design of
        a control system must reflect the fact that there are resource
        constraints and the benefits of controls must be considered relative to
        their costs. Because of the inherent limitations in all control systems,
        no evaluation of controls can provide absolute assurance that all
        control issues and instances of fraud, if any, within the Company have
        been detected. These inherent limitations include the realities that
        judgments in decision-making can be faulty, and that breakdowns can
        occur because of simple error or mistake. Additionally, controls can be
        circumvented by the individual acts of some persons, by collusion of two
        or more people, or by management override of the internal control. The
        design of any system of controls also is based in part upon certain
        assumptions about the likelihood of future events, and there can be no
        assurance that any design will succeed in achieving its stated goals
        under all potential future conditions. Over time, control may become
        inadequate because of changes in conditions, or the degree of compliance
        with the policies or procedures may deteriorate.

                                       17
<PAGE>

ITEM 4. CONTROLS AND PROCEDURES (CONTINUED)

    b)  Changes in internal controls: There were no changes in internal controls
        over financial reporting that occurred during the period covered by this
        report that have materially affected, or are reasonably likely to
        materially effect, our internal control over financial reporting.

                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

NONE

ITEM 1A. RISK FACTORS

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

                     RISKS RELATED TO THE COMPANY'S BUSINESS

THE COMPANY'S ABILITY TO CONTINUE AS A GOING CONCERN IS IN QUESTION

The Company's auditors included an explanatory statement in paragraph 4 of their
report on our financial statements for the years ended December 31, 2008 and
2007, stating that there are certain factors which raise substantial doubt about
the Company's ability to continue as a going concern.

THE COMPANY HAS A HISTORY OF LOSSES AND MAY INCUR LOSSES FOR THE FORESEEABLE
FUTURE.

The Company had an accumulated deficit of $6,436,543 for the period ended June
30, 2009. We will continue to incur operating losses as we maintain our search
for profits in our businesses and satisfy our ongoing disclosure requirements
with the Commission. Such continuing losses could result in a decrease in share
value.

WE ARE DEPENDENT UPON A KEY PERSON, WHO WOULD BE DIFFICULT TO REPLACE.

Our continued operation will be largely dependent upon the efforts of Martin A
Berns, our CEO and one of our directors. We do not maintain key-person insurance
on Mr. Berns. Our future success also will depend, in large part upon the
Company's future ability to identify, attract and retain other highly qualified
managerial, technical and sales and marketing personnel. Competition for these
individuals is intense, The loss of the services of Mr. Berns, the inability to
identify; attract or retain qualified personnel in the future or delays in
hiring qualified personnel could make it more difficult for us to maintain our
operations and meet key objectives.

                                       18
<PAGE>

ITEM 1A. RISK FACTORS (CONTINUED)

IF THE COMPANY IS UNABLE TO OBTAIN ADDITIONAL CAPITAL TO OPERATE OUR BUSINESS,
WE MAY NOT BE ABLE TO EFFECTIVELY CONTINUE OPERATIONS

As of June 30, 2009, the Company had negative working capital of $329,833. At
December 31, 2008 the Company had a negative working capital of $343,777. We
have revenue generation activities in place. As such, we will have to obtain
additional working capital from debt or equity placements to effectively
increase our operations. However, we have no commitment for the provision of
working capital. Should we be unable to secure additional capital, such
condition would cause us to reduce expenditures which could have a material
adverse effect on our business.

Risks Related to the Company's Stock

THE COMPANY WILL NEED TO RAISE ADDITIONAL CAPITAL TO FUND OPERATIONS WHICH COULD
ADVERSELY AFFECT OUR SHAREHOLDERS

The Company will need to raise additional capital. However, we have no
commitment from any source of financing to provide us with this necessary
additional capital. Should we secure a commitment to provide us with capital
such commitment may obligate us to issue additional shares of the Company's
common stock or warrants or other rights to acquire common stock which will
result in dilution to shareholders. Nonetheless, if we are unable to obtain
additional capital, then we will need to restrict or reduce our operations,
which action would adversely affect our shareholders.

WE INCUR SIGNIFICANT EXPENSES AS A RESULT OF BEING REGISTERED WITH THE
COMMISSION, WHICH EXPENSES NEGATIVELY IMPACT OUR FINANCIAL PERFORMANCE.

We incur significant legal, accounting and other expenses as a result of being
registered pursuant to the Exchange Act of 1934, as amended, that requires
continuous disclosure with the Commission. We expect that compliance with these
laws, rules and regulations, may substantially increase our expenses, and make
some activities more time-consuming and costly. As a result, there may be
substantial increases in legal, accounting and certain other expenses in the
future, which will negatively impact our financial performance and could have a
material adverse effect on our results of operations and financial condition.

THE COMPANY'S STOCK PRICE IS VOLATILE

The market price is subject to significant volatility and trading volumes could
bellow. Factors affecting the Company's market price include:

   o  the Company's perceived prospects;

   o  negative variances in our operating results, and achievement of key
      business targets;

   o  limited trading volume in shares of the Company's common stock in the
      public markets;

   o  sales or purchases of large blocks of our stock;

   o  changes in, or the Company's failure to meet, earnings estimates;

                                       19
<PAGE>

ITEM 1A. RISK FACTORS (CONTINUED)

   o  changes in analysts' buy/sell recommendations;

   o  differences between our reported results and those expected by investors
      and securities analysts;

   o  announcements of legal claims against us;

   o  market reaction to any acquisition, joint ventures or strategic
      investments announced by us or our competitors;

   o  developments in the financial markets;

   o  general economic, political or stock market conditions.

In addition, our stock price may fluctuate in ways unrelated or disproportionate
to our operating performance. The general economic, political and stock market
conditions that may affect the market price of the Company's common stock are
beyond our control. The market price of the Company's common stock at any
particular time may not remain the market price in the future. In the past,
securities class action litigation has been instituted against companies
following periods of volatility in the market price of their securities. Any
such litigation, if instituted against us, could result in substantial costs and
a diversion of management's attention and resources.

THE COMPANY'S STOCK IS A PENNY STOCK AND, THEREFORE, THE COMPANY'S SHAREHOLDERS
MAY FACE SIGNIFICANT RESTRICTION IN THEIR STOCK.

The Company's stock differs from many stocks in that it is a "penny stock". The
Commission defines a penny stock in Rule 3a51-1 of the Exchange Act as,
generally speaking, those securities which are not listed on either NASDAQ or a
national securities exchange and are priced under $5, excluding securities of
issuers that (a) have net tangible assets greater than $2 million if they have
been in operation at least three years,(b) have tangible assets greater than $5
million if in operation less than three years, or (c) average revenue of at
least $6 million for the last three years. Pinksheets and OTCBB securities are
considered penny stocks unless they qualify for one of the exclusions.

Shareholders should be aware that, according to the Commission Release No.
34-29093, the market for penny stocks has suffered in recent years from patterns
of fraud and abuse. These patterns include:

   o  control of the market for the security by one or a few broker-dealers that
      are related to the promoter or issuer;

   o  manipulation of prices through prearranged matching of purchases and sales
      and false and misleading press releases;

   o  "boiler room" practices involving high pressure sales tactics and
      unrealistic price projections by inexperienced sales persons;

   o  excessive and undisclosed bid-ask differentials and markups by seller
      broker-dealers; and

   o  the wholesale dumping of the same securities by promoters and
      broker-dealers after prices have been manipulated to a desired level,
      along with the inevitable collapse of those prices with consequent
      investors losses.

                                       20
<PAGE>

ITEM 1A. RISK FACTORS (CONTINUED)

OUR INTERNAL CONTROLS OVER FINANCIAL REPORTING MAY NOT BE CONSIDERED EFFECTIVE
IN THE FUTURE, WHICH MAY RESULT IN A LOSS OF INVESTOR CONFIDENCE IN OUR
FINANCIAL REPORTS AND IN TURN HAVE AN ADVERSE EFFECT ON OUR STOCK PRICE.

Pursuant to Section 404 of the Sarbanes-Oxley Act of 2002 we are required to
prepare a report by management on our internal controls over financial
reporting. Such reports must contain, among other matters, an assessment of the
effectiveness of our internal controls over financial reporting as of the end of
the year, including a statement as to whether or not our internal controls over
financial reporting are effective. This assessment must include disclosure of
any material weaknesses in our internal controls over financial reporting
identified by management. If we are unable to continue to assert that our
internal controls are effective, our investors could lose confidence in the
accuracy and completeness of our financial reports, which in turn cause our
stock to decline.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

For the three (3) months ending June 30, 2009, the company issued 6,703,750
restricted common shares as summarized below:
<TABLE>
<CAPTION>
                Shares
Date            Issued      Amount     Name                 Description
-------------   ---------   --------   ------------------   -------------------------------------------------
<S>             <C>         <C>        <C>                  <C>
June 5, 2009    2,612,500   $156,750   Martin Berns         Conversion of Debt - Member of Board of Directors
June 5, 2009      439,584     26,375   Eugene Berns         Conversion of Debt - Member of Board of Directors
June 5, 2009      175,833     10,550   Bruce Hollander      Conversion of Debt - Member of Board of Directors
June 5, 2009      175,833     10,550   Robert Hussey        Conversion of Debt - Member of Board of Directors
June 5, 2009      950,000     57,000   Steven Adelstein     Conversion of Debt - Consultant
June 19, 2009                                               Consulting Services - Member of Board of Directors
June 19, 2009     500,000     30,000   Martin Berns         Consulting Services - Member of Board of Directors
June 19, 2009     200,000     12,000   Eugene Berns         Consulting Services - Member of Board of Directors
June 19, 2009     200,000     12,000   Bruce Hollander      Consulting Services - Member of Board of Directors
June 19, 2009     200,000     12,000   Robert Hussey        Consulting Services - Member of Board of Directors
June 19, 2009     200,000     12,000   Tom Hill             Consulting Services - Member of Board of Directors
June 19, 2009     200,000     12,000   Brent Gephart        Consulting Services - Member of Board of Directors
June 19, 2009     350,000     21,000   Steven Adelstein     Consultant
June 19, 2009     260,000     15,600   Alfred Fernandez     Employee Bonus Compensation
June 19, 2009     100,000      6,000   James Yagielo        Bonus Compensation
June 19, 2009      60,000      3,600   Stefanie Kitzes      Consultant Compensation
June 19, 2009      35,000      2,100   Christina Mercedes   Employee Bonus Compensation
June 19, 2009      15,000        900   Dan Mirkovich        Employee Bonus Compensation
June 19, 2009      10,000        600   Rick Vaughn          Employee Bonus Compensation
June 19, 2009      10,000        600   Donnie Snyder        Employee Bonus Compensation
June 19, 2009      10,000        600   Antonio Twymon       Consultant
</TABLE>

ITEM 3. DEFAULT UPON SENIOR SECURITIES

NONE

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

NONE

ITEM 5. OTHER INFORMATION

NONE

                                       21
<PAGE>

ITEM 6. EXHIBITS AND REPORTS ON FORM 8K

Exhibits required to be attested by Item 601 of Regulation S-K are listed in the
Index to Exhibits below this Form 10-Q, and are incorporated herein by this
reference.

   (a)   Exhibits

         31.1     Certification Pursuant to Section 302 of the Sarbanes-Oxley
                  Act of 2002

         31.2     Certification Pursuant to Section 302 of the Sarbanes-Oxley
                  Act of 2002

         32.1     Certification Pursuant to Section 906 of the Sarbanes-Oxley
                  Act of 2002

         32.2     Certification Pursuant to Section 906 of the Sarbanes-Oxley
                  Act of 2002

   (b)   Reports on Form 8-K

         On August 14, 2009 the Company filed a Form 8-K dated August 10, 2009
         reporting under Item 1.01 Entry into a Definitive Agreement and Item
         8.01 Other Events.

                                       22
<PAGE>

                                   SIGNATURES

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

                                       MEDIANET GROUP TECHNOLOGIES, INC.


Date: August 14, 2009                  By: /s/ Martin Berns
                                           ----------------
                                           Martin Berns
                                           President and Chief Executive Officer


Date: August 14, 2009                  By: /s/ Alfred Fernandez
                                           --------------------
                                           Alfred Fernandez
                                           Chief Financial Officer

                                       23