U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

(Mark One)
[X]  Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange
     Act of 1934 For the quarterly period ended SEPTEMBER 30, 2002

[ ]  Transition report under Section 13 or 15(d) of the Exchange Act For the
     transition period from ______________ to _______________

                           Commission File No. 0-30584

                              BLUE MOON GROUP, INC.
        (Exact name of small business issuer as specified in its charter)

           DELAWARE                                              16-1636770
(State or Other Jurisdiction of                                (I.R.S. Employer
Incorporation or Organization)                               Identification No.)

                      158-49 90 ST., HOWARD BEACH, NY 11414
                    (Address of Principal Executive Offices)

                                 (866) 284-3900
                 (Issuers Telephone Number, Including Area Code)

         OPEN DOOR ONLINE, INC. 46 OLD FLAT RIVER RD, COVENTRY, RI 02816
              (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 [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

     Indicate the number of shares outstanding of each of the issuer classes of
common stock, as of the last practicable date.

     Common Stock, $.0001 par value per share, 39,842,943 shares outstanding at
November 5, 2002

     Transitional Small Business Disclosure Format (check one)

Yes [ ]  No [X]
<PAGE>
                              BLUE MOON GROUP, INC.
                              INDEX TO FORM 10-QSB

                                                                            Page
                                                                            ----
PART I. FINANCIAL INFORMATION

     Item 1. Financial Statements

          Balance Sheets as of September 30, 2002                              4

          Statements of Operations for the three months ended
          September 30, 2002 and September 30, 2001                            5

          Statements of Operations for the nine months ended
          September 30, 2002 and September 30, 2001                            6

          Statements of Stockholders Equity for the nine months
          ended September 30, 2002 and September 30, 2001                      7

          Statements of Cash Flows for the three months ended
          September 30, 2002 and September 30, 2001                            8

          Statements of Cash Flows for the nine months ended
          September 30, 2002 and September 30, 2001                            9

          Notes to Financial Statements                                       10

     Item 2. Management's Discussion and Analysis of Financial
             Condition and Results of Operations                              13

     Item 3. Controls and Procedures                                          15

PART II. OTHER INFORMATION

     Item 1. Legal Proceedings                                                16

     Item 2. Changes in Securities                                            17

     Item 3. Defaults Upon Senior Securities                                  17

     Item 4. Submissions of Matters to a Vote of Security Holders             17

     Item 5. Other Information                                                17

     Item 6. Exhibits and Reports on Form 8-K                                 17

             Signatures                                                       17

             Certificates                                                     18

                                       2
<PAGE>
FORWARD LOOKING STATEMENTS

     When used in this report, the words "may, will, expect, anticipate,
continue, estimate, project or intend" and similar expressions identify
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E Securities Exchange Act of 1934 regarding events,
conditions and financial trends that may effect our future plan of operation,
business strategy, operating results and financial position. Current
stockholders and prospective investors are cautioned that any forward-looking
statements are not guarantees of future performance and are subject to risks and
uncertainties and that actual results may differ materially from those included
within the forward-looking statements as a result of various factors. Such
factors are described under the headings "Business-Certain Considerations,"
"Management's Discussion and Analysis of Financial Condition and Results of
Operations," and the financial statements and their associated notes.

     Important factors that may cause actual results to differ from projections
include, for example:

     *    the success or failure of management's efforts to implement their
          business strategy;

     *    our ability to protect our intellectual property rights;

     *    our ability to compete with major established companies;

     *    our ability to attract and retain qualified employees; and

     *    other risks which may be described in future filings with the SEC.

                                       3
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                              BLUE MOON GROUP, INC.
                                 BALANCE SHEETS
                                   (UNAUDITED)

                                                                   September 30,
                                                                       2002
                                                                   ------------
                                     ASSETS
Current Assets:
  Cash and cash equivalents                                        $          0
  Accounts receivable, net of allowance $16,663                          66,650
  Inventories                                                             9,848
  Recoupable artist advances                                            104,535
  Other current assets                                                    2,000
  Loans receivable                                                       15,015
                                                                   ------------
     Total current assets                                               198,048

  Property and equipment, net                                            37,604
  Intellectual assets, net                                               27,000
  Goodwill, indefinite                                                   10,000
  Music library                                                      10,255,005
                                                                   ------------

  TOTAL ASSETS                                                     $ 10,527,657
                                                                   ============

                      LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Current liabilities:
  Current portion of long-term debt                                $    150,000
  Accounts payable and accrued expenses                                 815,538
  Accrued payroll                                                       106,558
  Reserve for discontinued operations                                   321,348
  Short-term notes payable                                              395,690
  Accrued royalties                                                      22,653
  Accrued interest on notes payable                                      64,313
                                                                   ------------
     Total current liabilities                                        1,876,100
                                                                   ------------

Total liabilities                                                     1,876,100

Stockholders' equity:

Common stock, $.0001 par value; authorized, 50,000,000
  shares; issued and outstanding, 21,842,943 shares at
  September 30, 2002                                                      2,184
Additional paid-in capital                                           11,061,883
Accumulated deficit                                                  (2,412,510)
                                                                   ------------

     Total Stockholders' equity                                       8,651,557
                                                                   ------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                         $ 10,527,657
                                                                   ============

                                       4
<PAGE>
                              BLUE MOON GROUP, INC.
                            STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (UNAUDITED)

                                                  September 30,    September 30,
                                                      2002             2001
                                                  ------------     ------------

Revenues
Net sales                                         $          0     $     (3,125)
Cost of sales                                                0                0
                                                  ------------     ------------
Gross profit                                                 0           (3,125)

Operating Expenses:
Payroll and payroll taxes                              (47,500)          23,750
Depreciation and amortization                            4,810           10,429
Professional fees                                       27,500          151,567
Other                                                   30,139           13,772
                                                  ------------     ------------
     Total operating expenses                           11,293          205,615

     Operating income (loss)                           (11,293)        (208,740)
Interest income (expense)                               (3,656)         (13,287)
Debt forgiveness                                        61,821
                                                  ------------     ------------
NET INCOME (LOSS)                                 $     46,872     $   (222,027)
                                                  ============     ============

Net loss per common share                         $      (0.00)    $      (0.01)
                                                  ============     ============
Weighted average number of common shares
Outstanding                                         21,842,943       15,664,551
                                                  ============     ============

See accompanying notes to these financial statements

                                       5
<PAGE>
                              BLUE MOON GROUP, INC.
                            STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (UNAUDITED)

                                                September 30,      September 30,
                                                    2002               2001
                                                ------------       ------------

Revenues:
Net sales                                       $          0       $     (8,882)
Cost of sales                                              0                  0
                                                ------------       ------------
Gross profit                                               0             (8,882)

Operating Expenses:
Payroll and payroll taxes                                  0             47,500
Depreciation and amortization                         14,430             31,287
Professional fees                                    135,900            228,466
Other                                                146,205             68,309
                                                ------------       ------------

     Total operating expenses                        296,535            409,421
     Operating income (loss)                        (296,535)          (418,303)
Interest income (expense)                            (27,716)           (41,723)
Debt forgiveness                                      61,821
                                                ------------       ------------
NET INCOME (LOSS)                               $   (262,430)      $   (460,026)
                                                ============       ============


Net loss per common share                       $      (0.01)      $      (0.03)
                                                ============       ============
Weighted average number of common
  shares outstanding                              21,001,710         15,664,551
                                                ============       ============

See accompanying notes to these financial statements

                                       6
<PAGE>
                              BLUE MOON GROUP, INC.
                       STATEMENTS OF STOCKHOLDERS' EQUITY
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                  Additional
                                          Common Stock              Paid-in       Accumulated
                                     Shares          Amount         Capital         Deficit           TOTAL
                                  -----------     -----------     -----------     -----------      -----------
<S>                                <C>            <C>             <C>             <C>              <C>
Balance at December 31, 2000       11,893,965     $     1,189     $10,311,994     $(1,497,701)     $ 8,815,482

Issuance of Common Stock            7,004,663             700         420,290                          420,990

Net Loss                                                                             (460,026)        (460,026)
                                  -----------     -----------     -----------     -----------      -----------

Balance at September 30, 2001      18,898,628     $     1,889     $10,732,284     $(1,957,727)     $ 8,776,446
                                  ===========     ===========     ===========     ===========      ===========

Balance at December 31, 2001       18,898,628     $     1,890     $10,732,282     $(2,150,080)     $ 8,584,092

Issuance of Common Stock            2,944,315             294         329,601                          329,895

Net Loss                                                                             (262,430)        (262,430)
                                  -----------     -----------     -----------     -----------      -----------

Balance at September 30, 2002      21,842,943     $     2,184     $11,061,883     $(2,412,510)     $ 8,651,557
                                  ===========     ===========     ===========     ===========      ===========
</TABLE>

See accompanying notes to these financial statements

                                       7
<PAGE>
                              BLUE MOON GROUP, INC.
                            STATEMENTS OF CASH FLOWS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                             September 30,  September 30,
                                                                 2002           2001
                                                              ---------      ---------
<S>                                                           <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income/(loss)                                             $  46,872      $(222,027)
Adjustments to reconcile net income (loss) to
  net cash (used in) operating activities:
   Common stock issued for services                                            142,000

   Depreciation and amortization                                  4,810         10,429
                                                              ---------      ---------
Changes in cash flows provided (used in)
  operating activities                                           51,682        (69,598)

Changes in operating assets and liabilities:
   (Increase) decrease in accounts receivable                                   23,125
   (Increase) decrease in loans receivable                       (9,390)        (4,265)
   (Increase) decrease in inventories
   (Increase) decrease in other assets
   Increase (decrease) in accounts payable
   Increase (decrease) in royalties payable                     (17,826)        38,397
   Increase (decrease) in accrued expenses                     (107,822)         7,854
                                                              ---------      ---------
   Net cash (used in) operating activities                     (135,038)        (4,487)
                                                              ---------      ---------

CASH FLOWS FROM INVESTING ACTIVITIES
   Acquisition of web site

CASH FLOWS FROM FINANCING ACTIVITIES
   Principal advances on notes payable and long-term debt        83,356          4,487
   Sale of common stock                                              --             --
                                                              ---------      ---------
Net cash (used in) provided by financing activities              83,356          4,487
                                                              ---------      ---------

NET INCREASE (DECREASE) IN CASH                                       0              0
Cash and cash equivalents - beginning of period                       0              0
Cash and cash equivalents - end of period                     $       0      $       0
                                                              =========      =========
</TABLE>

See accompanying notes to these financial statements

                                       8
<PAGE>
                              BLUE MOON GROUP, INC.
                            STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                 September 30,  September 30,
                                                                     2002           2001
                                                                  ---------      ---------
<S>                                                               <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income/(loss)                                                 $(262,430)     $(468,908)
Adjustments to reconcile net (loss) to
  net cash (used in) operating activities:
   Common stock issued for services                                 151,505        420,989
   Depreciation and amortization                                     14,430         31,287
                                                                  ---------      ---------
Changes in cash flows provided (used in) operating activities       (96,495)       (16,632)

Changes in operating assets and liabilities:

   (Increase) decrease in accounts receivable                                       27,731
   (Increase) decrease in loans receivable                           (9,390)        (4,265)
   (Increase) in inventories
   (Increase) decrease in other assets
   Increase in accounts payable                                                     (2,000)
   Increase in royalties payable                                    (19,621)        92,238
   Increase (decrease) in accrued expenses                         (150,728)        13,736
                                                                  ---------      ---------
   Net cash (used in) operating activities                         (179,739)       110,808
                                                                  ---------      ---------

CASH FLOWS FROM INVESTING ACTIVITIES
   Acquisition of equipment                                         (31,000)        (6,000)

CASH FLOWS FROM FINANCING ACTIVITIES
   Principal advances on notes payable and long-term debt           128,844         70,503
   Principal repayment of short-term debt                                         (183,476)
   Issuance of common stock for repayment of debt                   178,390
   Sale of common stock                                                  --             --
                                                                  ---------      ---------
Net cash (used in) provided by financing activities                 307,234       (113,573)
                                                                  ---------      ---------

NET INCREASE (DECREASE) IN CASH                                           0         (2,765)
Cash and cash equivalents - beginning of period                           0          2,765
                                                                  ---------      ---------
Cash and cash equivalents - end of period                         $       0      $       0
                                                                  =========      =========
</TABLE>

See accompanying notes to these financial statements

                                       9
<PAGE>
                              BLUE MOON GROUP, Inc.
                          Notes to Financial Statements
              for the Nine months Ended September 30, 2002 and 2001

NOTE 1 - ORGANIZATION

Open Door Records, Inc. ("Open Door") was incorporated in the state of Rhode
Island on November 20, 1997. The Company had no operations during 1997.

In June 2000, Open Door entered into a stock exchange agreement with Genesis
Media Group, Inc. ("Genesis") accounted for as a reverse acquisition whereby all
of Open Door's outstanding stock would be acquired in exchange for stock of
Genesis. On an aggregate basis, Genesis shareholders received 0.0333 shares of
the Company for each share of Genesis common stock. In addition, the agreement
provides for the resignation of management and directors of Genesis and the
appointment of directors and executives selected by Open Door. This agreement
was completed as of June 30, 2001, whereupon the surviving entity changed its
name to Open Door Online, Inc. The combination of Open Door with Genesis was
accounted for as a tax-free exchange under the Internal Revenue Code.

As shown in the accompanying financial statements, the Company had a net loss of
$262,430 for the nine months ended September 30, 2002. It has incurred an
accumulated deficit of $2,412,510 and has a deficit in working capital of
approximately $1,678,052 as of September 30, 2002. The ability of the Company to
continue as a going concern is dependent on obtaining additional capital and
financing and operating at a profitable level. The Company intends to seek
additional capital either through debt or equity offerings, or a combination
thereof, and to seek acquisitions, which will generate sales volume with
operating margins sufficient to achieve profitability. The financial statements
do not include any adjustments that might be necessary if the Company is unable
to continue as a going concern. The independent auditor's report on the
financial statements for the year ended December 31, 2001 expressed substantial
doubt about the ability of the Company to continue as a going-concern.

On November 6, 2002 Open Door Online, Inc. was merged into its subsidiary Blue
Moon Group, Inc., a Delaware corporation with Blue Moon Group, Inc. (the
"Company") remaining as the surviving corporation.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The summary of significant accounting policies of Blue Moon Group, Inc. is
presented to assist in understanding the Company's financial statements. The
financial statements and notes are representations of the Company's management.
Management is responsible for their integrity. The accounting policies conform
to generally accepted accounting principles and have been consistently applied
in the preparation of the financial statements. The results of operations for
the interim periods shown in this report are not necessarily indicative of
results to be expected for the fiscal year ending December 31, 2002.

Line of Business

The Company is in the process of changing its business to that of a holding
company consisting of both music recording and entertainment distribution
companies. Acquisitions are currently being negotiated in both segments.

                                       10
<PAGE>
                              BLUE MOON GROUP, Inc.
                          Notes to Financial Statements
              for the nine months ended September 30, 2002 and 2001

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Revenue Recognition

Revenue recognition policies are being modified to be acceptable for the
acquisitions expected to be completed. Currently no revenue is being produced.

Equipment and Depreciation

Depreciation has been provided on a straight-line basis for financial accounting
purposes using the straight-line method over the shorter of the asset's
estimated life or the lease term. The estimated useful lives of the assets are
as follows:

Record and production equipment             5-7 Years
Website development                         5-7 Years
Leasehold improvements                     3-10 Years

Master Music Library

The master music library consists of original and digitized masters of well
known artists. The Company has the right to produce, sell, distribute or
otherwise profit from its utilization of this library subject to industry
standard royalty fees to be paid to artists as copies of the product are sold or
distributed. The Company will amortize the library on a units sold basis in
accordance with FASB Statement No. 50, which relates the capitalized costs to
estimated net revenue to be realized. When anticipated sales appear to be
insufficient to fully recover the basis, a provision against current operations
will be made for anticipated losses. To date the Company has not utilized the
library nor expensed any of the carrying value.

Comprehensive Net Loss

There is no difference between the Company's net loss as reported for any of the
periods reported herein and the Company's comprehensive loss, as defined by FASB
Statement No. 130.

Contingent Liabilities

We have been advised that the issuance of free trading common stock in August
and September of 2000 were issued without a valid exemption even though the
Company relied on opinions of counsel for these issuances believing that the
shares were exempt under Rule 504 of Regulation D of the Securities Act of 1933.
The maximum liability is $558,000 based on 116,667 common shares at a sales
price $1.20 and 557,333 common shares at a sales price of $0.75 It appears that
the investors may have a right of rescission, pursuant to Section 12 of the
Securities Act of 1933, to recover the consideration paid for such securities.
For accounting purposes the amount of the contingent liability is not classified
outside of permanent equity as the company believes that it is not probable that
a holder would pursue rescission and prevail in asserting a right of action for
rescission.

                                       11
<PAGE>
                              BLUE MOON GROUP, Inc.
                          Notes to Financial Statements
              for the nine months ended September 30, 2002 and 2001

NOTE 3 - PROPERTY AND EQUIPMENT

Depreciation and amortization for the nine months ended September 30, 2002 and
2001 were $14,430 and $31,287, respectively.

Property plant and equipment consist of the following:

                                                              September 30,
                                                        -----------------------
                                                           2002          2001
                                                        ---------     ---------

Production equipment                                    $ 124,305     $ 124,305
Web site development                                       63,255
Office equipment, furniture and fixtures                   10,375        10,375
Intellectual property                                      29,000         6,000
                                                        ---------     ---------
                                                          163,680       203,935
Less accumulated depreciation and amortization            (97,076)     (106,321)
                                                        ---------     ---------
                                                        $  66,604     $  97,704
                                                        =========     =========

NOTE 4 - STOCK TRANSACTIONS - RELATED PARTY

During 2001 and 2002 Mr. DeBaene has been a lender of funds to Blue Moon Group,
Inc. as of December 31, 2001 and September 30, 2002, the outstanding balances
due Mr. DeBaene were $107,757 and $176,514, including interest expenses of
$6,059 and $21,276, respectively.

NOTE 5 - EARNINGS PER COMMON SHARE

Earnings per share of common stock have been computed based on the weighted
average number of shares outstanding. The weighted average number of shares used
to compute the earnings per share at September 30, 2002 were 21,001,710 and
15,664,551 at September 30, 2001.

NOTE 6 - SUBSEQUENT EVENTS

On October 24, 2002 the acquisition of Nebulous Records, Inc.("Nebulous") was
completed. The terms of the acquisition included the issuance of 18,000,000
common shares to the shareholders of Nebulous for all of the outstanding common
shares of Nebulous. Nebulous actively promotes and distributes pre-recorded
music for artists under contract. The acquisition does not represent more than
10% of sales or 10% of assets.

On October 29, 2002 the Company sold its subsidiary Open Door Records, Inc. in a
transaction whereby the outstanding shares of Open Door Records, Inc. were
conveyed to the purchaser for the assumption of $1,150,756 of the debt of Open
Door Records, Inc. and its assets of $1,318,637. Open door records, Inc.
transferred $9,155,005 of the music library to the Company prior to the sale.
The transaction will cause a one time extraordinary loss to be reported in the
quarter ending December 31, 2002 of $167,881.

On November 6, 2002 Open Door Online, Inc. merged into its subsidiary Blue Moon
Group, Inc., a Delaware corporation, with Blue Moon Group, Inc. remaining as the
surviving entity. No changes to the outstanding stock or authorized common
shares occurred with this merger. The authorization of 1,000,000 Preferred

                                       12
<PAGE>
shares, par value $.001, none of which are outstanding, were part of the Blue
Moon Group, Inc. capital structure and remain authorized pursuant to the terms
of the merger.

On November 14, 2002 the Company received a Written Consent of Stockholders from
a sufficient number of shareholders authorizing a 1:30 reverse split of the
outstanding common shares with no reduction of the authorized common shares.
This reverse as expected to be effective with trading beginning November 29,
2002.

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

The following discussion and analysis should be read in conjunction with our
financial statements and the accompanying notes. The following discussion and
analysis contains forward-looking statements, which involve risks and
uncertainties in the forward-looking statements. These forward-looking
statements may be impacted, either positively or negatively, by various factors
Our actual results may differ significantly from the results, expectations and
plans discussed. This Report contains a forward-looking statements relating to
our company's current expectations and beliefs. These include statements
concerning operations, performance, financial condition, anticipated
acquisitions and anticipated growth.

Without limiting the generality of the foregoing, words such as "may", "will",
"would", "expect", "believe", "anticipate", "intend", "could", "estimate", or
"continue", or the negative or other variation thereof or comparable terminology
are intended to identify forward-looking statements. These statements by their
nature involve substantial risks and uncertainties, which are beyond our
company's control. Should one or more of these risks or uncertainties
materialize or should our company's underlying assumptions prove incorrect,
actual outcomes and results could differ materially from those indicated in the
forward-looking statements.

RESULTS OF OPERATIONS

For the three months ended September 30, 2002 and September 30, 2001.

SALES

No sales were recorded during the period. This trend should change in the fourth
quarter of 2002. Operations had a net return of ($3,125) during the comparable
period in 2001.

COST OF SALES

There were no cost of sales in either period. Cost of Sales are normally
primarily represented by CD and fulfillment operations and artist record
promotions and royalties plus studio engineering cost. All costs for shipments
this quarter were of products we paid for but which have been recouped from the
royalties of the artists. The artist royalties were not recouped in the quarter
ended September 30, 2002 or 2001 resulting in no cost of goods.

SALES AND MARKETING EXPENSE

Sales and marketing expense consists primarily of direct marketing expenses,
promotional activities, salaries and costs related to website maintenance and
development. We anticipate that overall sales and marketing costs will increase
significantly in the future; however, sales and marketing expense as a

                                       13
<PAGE>
percentage of net revenue may fluctuate depending on the timing of new marketing
programs and addition of sales and marketing personnel.

Expenses of $ 0 were incurred for the quarter ended September 30, 2002 and
September 30, 2001.

GENERAL AND ADMINISTRATIVE

General and administrative expense consists primarily of salaries, legal and
other administrative costs, fees for outside professionals and other overhead.
General and administrative expense was $6,483 for the quarter ended September
30, 2002 a decrease of 96.7% over the $195,186 for the period ended September
30, 2001. The decrease is directly attributable to the reduction of legal fees
of $146,567 and a reduction in payroll costs of $47,500 that were offset by an
increase in professional fees.

DEPRECIATION EXPENSE

Depreciation and amortization expenses decreased to $4,810 from $10,429 in the
quarters ended September 30, 2002 and September 30, 2001, respectively. The
decrease is attributed to the to the complete write-off of the web site in 2001
and the decreasing percentage applied on aging equipment.

INTEREST EXPENSE

Net interest expense for the quarter ended September 30, 2002 was $3,656.
Comparable interest costs for the corresponding quarter ended 2001 was $13,287.
This decrease was caused by the decreased short-term debt in the current period
compared to the prior year. Interest costs may increase in future periods as the
Company expands through a combination of debt and equity offerings.

For the nine months ended September 30, 2002 and September 30, 2001.

SALES

No sales were recorded during the period. This trend should change in the fourth
quarter of 2002. Operations had a net return of ($8,882) during the comparable
period in 2001.

There were no cost of sales in either period. Cost of Sales are normally
primarily represented by CD and fulfillment operations and artist record
promotions and royalties plus studio engineering cost. All costs for shipments
this quarter were of products we paid for but which have been recouped from the
royalties of the artists. The artist royalties were not recouped in the nine
months ended September 30, 2002 or 2001 resulting in no cost of goods.

SALES AND MARKETING EXPENSE

Sales and marketing expense consists primarily of direct marketing expenses,
promotional activities, salaries and costs related to website maintenance and
development. We anticipate that overall sales and marketing costs will increase
significantly in the future; however, sales and marketing expense as a
percentage of net revenue may fluctuate depending on the timing of new marketing
programs and addition of sales and marketing personnel.

                                       14
<PAGE>
Expenses of $0 were incurred for the nine months ended September 30, 2002 and
September 30, 2001.

GENERAL AND ADMINISTRATIVE

General and administrative expense consists primarily of salaries, legal and
other administrative costs, fees for outside professionals and other overhead.
General and administrative expense was $282,105 for the nine months ended
September 30, 2002 a decrease of 25.4% over the $378,134 for the nine months
ended September 30, 2001. The decrease is directly attributable to the reduction
of legal fees of $146,567 and a reduction in payroll costs of $47,500 that were
offset by an increase in professional fees.

DEPRECIATION EXPENSE

Depreciation and amortization expenses decreased to $14,430 from $31,287 in the
nine months ended September 30, 2002 and September 30, 2001, respectively. The
decrease is attributed to the to the complete write-off of the web site and
leasehold improvements in 2001 and the decreasing percentage applied on aging
equipment.

INTEREST EXPENSE

Net interest expense for the nine months ended September 30, 2002 was $27,716.
Comparable interest costs for the corresponding quarter ended 2001 was $41,723.
This decrease was caused by the decreased short-term debt in the current period
compared to the prior year. Interest costs may increase in future periods as the
Company expands through a combination of debt and equity offerings.

LIQUIDITY AND CAPITAL RESOURCES

As of September 30, 2002 we had $0 cash. Sufficient cash to finance operations
for the short term is required. Historically we have financed our operations
with short-term convertible debt or through the issuance of equity in the form
of our common stock. During the current nine months we issued net new debt in
the amount of $128,844 primarily through the issuance of stockholder loans.
Certain short term and stockholder notes were repaid with issuance of shares
returning $178,390. Significant increases in capital will be required to fund
our aggressive business plan and support the manufacturing and distribution
requirements of our current distribution plans. While there is no assurance that
we will be successful in raising the required capital, all indications suggest
that we will receive substantial capital.

ACCOUNTS RECEIVABLE

As of September 30, 2002 we had receivables that consisted of all prior
remaining sales from September 2001.

RECOUPABLE ARTIST ADVANCES

Our distribution agreements with artists require us to pay certain costs up
front for the artist. These costs, depending on the contract, may include
promotion, production, manufacturing, advertising, travel, etc. All of these
advances are to be received from the sales of the artist recordings before any
payment to the artist is made. In some instances the artist is to receive 50% of
the net wholesale price we receive, in others only 25% goes to the artist. We
have no reason to believe that these recoupable costs will not be received. In

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<PAGE>
the event that the artists' music does not sell successfully to recoup these
costs within nine months of the release of the recording we will take a charge
to earnings for these costs. The Company will not advance more than $20,000 in
costs for any given artist unless the pre-orders for the artists' next release
exceed this amount. At no time will the Company advance costs that exceed the
amount recoupable from the pre-orders plus $20,000. This method is in compliance
with FASB Statement No. 50 paragraph 10 relating advances against future
royalties.

CONTINGENT LIABILITIES

We have been advised that the issuance of free trading common stock in August
and September of 2000 were issued without a valid exemption even though the
Company relied on opinions of counsel for these issuances believing that the
shares were exempt under Rule 504 of Regulation D of the Securities Act of 1933.
The maximum liability is $558,000 based on 116,667 common shares at a sales
price $1.20 and 557,333 common shares at a sales price of $0.75. It appears that
the investors may have a right of rescission, pursuant to Section 12 of the
Securities Act of 1933, to recover the consideration paid for such securities.
For accounting purposes the amount of the contingent liability is not classified
outside of permanent equity as the Company believes that it is not probable that
a holder would pursue rescission and prevail in asserting a right of action for
rescission.

OPERATIONS

Blue Moon Group, Inc. is restructuring operations.

FUTURE PLAN OF OPERATION

Blue Moon Group, Inc. has discontinued all prior operations in preparation for
emerging with completed acquisitions and a new operations plan.

ITEM 3. CONTROLS AND PROCEDURES

     (a) Evaluation of disclosure controls and procedures. The Company's
principal executive officer and its principal financial officer, based on their
evaluation of the Company's disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14(c) and 15d -14 (c) as of a date within 90 days prior
to the filing of this Quarterly Report on Form 10Q, have concluded that the
Company's disclosure controls and procedures are adequate and effective for the
purposes set forth in the definition in Exchange Act rules.

     (b) Changes in internal controls. There were no significant changes in the
Company's internal controls or in other factors that could significantly affect
the Company's internal controls subsequent to the date of their evaluation.

                           PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

     There are no suits currently in, which the Company is a defendant. The only
active litigation are three suits that the Company is a plaintiff in.

                                       16
<PAGE>
ITEM 2. CHANGES IN SECURITIES

     None

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

     None

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

     None

ITEM 5. OTHER INFORMATION

     None

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

     Exhibit 99.1   Certificate of Chief Executive Officer pursuant to 18 U.S.C.
                    Section 1350, as adopted pursuant to Section 906 of the
                    Sarbanes-Oxley Act of 2002.

     Exhibit 99.2   Certificate of Chief Financial Officer pursuant to 18 U.S.C.
                    Section 1350, as adopted pursuant to Section 906 of the
                    Sarbanes-Oxley Act of 2002.

                                   SIGNATURES

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

                                      BLUE MOON GROUP, INC.
                                      (Registrant)

                                      /s/ Mark M. Laisure
                                      ------------------------------------------
Dated: November 18, 2002              Mark M. Laisure
                                      President and Chief Executive Officer

                                      /s/ Norman J. Birmingham
                                      ------------------------------------------
Dated: November 18, 2002              Norman J. Birmingham
                                      Chief Financial Officer

                                       17
<PAGE>
                                 CERTIFICATIONS

I, Mark M. Laisure, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of Blue Moon Group,
     Inc.;

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

     a.   all significant deficiencies in the design or operation of internal
          controls which could adversely affect eh 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.

                                            /s/ MARK M. LAISURE
                                            ------------------------------------
                                            Mark M. Laisure

                                       18
<PAGE>
I, Norman J. Birmingham, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of Blue Moon Group,
     Inc.;

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

     a.   all significant deficiencies in the design or operation of internal
          controls which could adversely affect eh 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.

                                            /s/ NORMAN J. BIRMINGHAM
                                            ------------------------------------
                                            Norman J. Birmingham

                                       19