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


                                   FORM 10-QSB



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



For the fiscal quarter ended:       March 31, 2002
Commission file number:             333-36666



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


      Florida                                         65-0969433
      (State or other jurisdiction of                 (I.R.S. Employer
      incorporation or organization)                  Identification No.)



                              350 N.W. 12th Avenue
                         Deerfield Beach, Florida 33442
                    (Address of principal executive offices)
                                   (Zip code)

                                 (561) 998-3020
              (Registrant's telephone number, including area code)


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

                                 Yes X     No

Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of May 1, 2002: 43,837,500 shares of common stock, $.005 par
value per share.

<PAGE>
                         IBX GROUP, INC. AND SUBSIDIARY
                                   FORM 10-QSB
                      QUARTERLY PERIOD ENDED MARCH 31, 2002
                                      INDEX


                                                                            Page
                                                                            ----
PART I - FINANCIAL INFORMATION

    Item 1 - Consolidated Financial Statements

    Consolidated Balance Sheet (Unaudited)
             March 31, 2002....................................................3
    Consolidated Statements of Operations (Unaudited)
             For the Three Months Ended March 31, 2002 and 2001................4
    Consolidated Statements of Cash Flows (Unaudited)
             For the Three Months Ended March 31, 2002 and 2001................5

    Notes to Consolidated Financial Statements (Unaudited)...................6-9

    Item 2 - Management's Discussion and Analysis of Financial
             Condition and Results of Operations...........................10-12


PART II - OTHER INFORMATION

    Item 1 - Legal Proceedings................................................13

    Item 4 - Submission of Matters to a Vote of Security Holders..............13

    Item 6 - Exhibits and Reports on Form 8-K.................................13

    Signatures................................................................14


                                       -2-
<PAGE>
                         IBX GROUP, INC. AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEET
                                 March 31, 2002
                                   (Unaudited)


                                     ASSETS

Current assets:
  Cash ............................................................ $    17,663
  Accounts receivable, net of allowance for
   doubtful accounts of $41,112 ...................................     376,843
  Other current assets ............................................      53,931
                                                                    -----------

      Total current assets ........................................     448,437

Property and equipment, net .......................................     307,994
                                                                    -----------

      Total assets ................................................ $   756,431
                                                                    ===========

                      LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
  Loan payable .................................................... $ 1,222,783
  Loans payable - related parties .................................     102,514
  Checks outstanding in excess of bank balances ...................      55,278
  Accounts payable ................................................     525,880
  Accrued expenses ................................................     106,387
  Payroll taxes payable ...........................................     644,854
  Customer deposits ...............................................     580,574
  Due to related party ............................................     162,540
                                                                    -----------

      Total current liabilities ...................................   3,400,810

Long-term debt, net of current portion ............................      87,588
                                                                    -----------

      Total liabilities ...........................................   3,488,398
                                                                    -----------

Commitments and contingencies

Stockholders' deficit:
  Preferred Stock, $0.005 par value; 5,000,000 authorized shares;
    none issued and outstanding ...................................           -
  Common stock ($0.005 par value; 100,000,000 authorized shares
    41,837,500 shares issued and outstanding) .....................     209,189
  Common stock issuable (2,000,000 shares) ........................      10,000
  Additional paid-in capital ......................................     250,489
  Accumulated deficit .............................................  (3,071,831)
  Less: Deferred compensation and consulting ......................    (129,814)
                                                                    -----------

      Total stockholders' deficit .................................  (2,731,967)
                                                                    -----------

      Total liabilities and stockholders' deficit ................. $   756,431
                                                                    ===========

          See accompanying notes to consolidated financial statements.

                                      -3-
<PAGE>
                         IBX GROUP, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                                       For the Three Months
                                                         Ended March 31,
                                                   ----------------------------
                                                       2002            2001
                                                   ------------    ------------

REVENUES .......................................   $    600,934    $    347,200
                                                   ------------    ------------


OPERATING EXPENSES:
    Salaries and payroll taxes .................        291,332         205,838
    Depreciation and amortization ..............         28,111          77,093
    Professional fees ..........................         53,801          78,359
    Rent .......................................         51,902          64,309
    Other selling, general and administrative ..        189,584         190,688
                                                   ------------    ------------

        Total Operating Expenses ...............        614,730         616,287
                                                   ------------    ------------

LOSS FROM OPERATIONS ...........................        (13,796)       (269,087)
                                                   ------------    ------------

OTHER EXPENSES:
    Settlement expense .........................              -        (100,000)
    Interest expense ...........................        (79,364)       (105,000)
                                                   ------------    ------------

        Total Other Expenses ...................        (79,364)       (205,000)
                                                   ------------    ------------

NET LOSS .......................................   $    (93,160)   $   (474,087)
                                                   ============    ============

BASIC AND DILUTED:
      Net Loss Per Common Share: ...............   $      (0.00)   $      (0.04)
                                                   ============    ============

      Weighted Common Shares Outstanding .......     37,237,500      11,550,000
                                                   ============    ============

          See accompanying note to consolidated financial statements.

                                       -4-
<PAGE>
                         IBX GROUP, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                           For the Three Months
                                                             Ended March 31,
                                                          ----------------------
                                                             2002        2001
                                                          ----------  ----------
Cash flows from operating activities:
   Net loss ............................................  $ (93,160)  $(474,087)
   Adjustments to reconcile net loss to net cash
   used in (provided by) operating activities:
     Depreciation and amortization .....................     28,111      77,093
     Non-cash compensation and consulting expense ......     10,035           -

     (Increase) decrease in:
       Accounts receivable .............................   (265,762)    (55,179)
       Other current assets ............................    (38,174)    (37,470)

     Increase (decrease) in:
       Accounts payable ................................    150,414       3,442
       Accrued expenses ................................   (142,365)     14,130
       Payroll taxes payable ...........................    170,128      58,971
       Customer deposits ...............................    216,726      99,241
       Deferred revenue ................................          -      20,000
       Interest payable ................................     55,201      82,634
                                                          ---------   ---------

Net cash (used in) provided by operating activities ....     91,154    (211,225)
                                                          ---------   ---------
Cash flows from investing activities:
   Purchase of property and equipment ..................    (24,135)     (6,758)
                                                          ---------   ---------

Net cash used in investing activities ..................    (24,135)     (6,758)
                                                          ---------   ---------
Cash flows from financing activities:
   Checks outstanding in excess of bank balances .......    (78,957)     37,334
   Payments on loans payable ...........................    (30,000)    (13,500)
   Proceeds from loans - related parties ...............     85,000      92,000
   Proceeds from (payments on) advances
     from related party ................................    (27,590)    102,149
                                                          ---------   ---------

Net cash (used in) provided by financing activities ....    (51,547)    217,983
                                                          ---------   ---------

Net increase in cash ...................................     15,472           -

Cash at beginning of period ............................      2,191           -
                                                          ---------   ---------

Cash at end of period ..................................  $  17,663   $       -
                                                          =========   =========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Cash paid during the period for:
   Interest ............................................  $       -   $       -
                                                          =========   =========
   Income Taxes ........................................  $       -   $       -
                                                          =========   =========

          See accompaning notes to consolidated financial statements.

                                      -5-
<PAGE>
                         IBX GROUP, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 March 31, 2002
                                   (UNAUDITED)

NOTE 1 - BASIS OF PRESENTATION

IBX Group, Inc. (the "Company") was organized under the laws of the state of
Florida in July 1997 as Vidkid Distribution, Inc. ("Vidkid"). On September 25,
2001 (the "acquisition date"), the Company acquired all of the outstanding
capital stock of Primed Technologies, Inc., a Florida corporation ("Primed").
Primed was organized under the laws of the State of Florida on February 4, 1999
as a limited liability company and reorganized as a corporation on January 1,
2000. Primed was acquired in a stock-for-stock transaction in which Primed's
shareholders received approximately 81% of the outstanding common stock of
Vidkid on a fully diluted basis. Under the Agreement, Vidkid issued 11,550,000
shares of its common stock in exchange for each and every share of common stock
of Primed and Vidkid's name was changed to IBX Group, Inc.

The Company is engaged in providing administrative services (accounting, billing
and collection, claims processing, information management), network support and
maintenance to clients predominantly in the healthcare sector. It has developed
proprietary software and applications with interactive web-enabled multimedia
capabilities.

For financial accounting purposes, the exchange of stock was treated as a
recapitalization of Primed with the former shareholder's of Vidkid retaining
2,637,500 or approximately 19% of the outstanding stock. The stockholders'
equity section reflects the change in the capital structure of Primed due to the
recapitalization and the consolidated financial statements reflect the
operations of Primed for the periods presented and the operations of IBX Group,
Inc. from the acquisition date.

All of the shares and assets of Primed are subject to a creditor's lien. Failure
to comply with the terms and conditions of the Primed loan documents could
result in a default and the forfeiture of the Primed Shares to the lender.

The consolidated statements include the accounts of IBX Group, Inc. and its
wholly owned subsidiary. All significant inter-company balances and transactions
have been eliminated.

The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and pursuant to the rules and regulations of the
Securities and Exchange Commission ("SEC"). The accompanying consolidated
financial statements for the interim periods are unaudited and reflect all
adjustments (consisting only of normal recurring adjustments) which are, in the
opinion of management, necessary for a fair presentation of the consolidated
financial position and consolidated operating results for the periods presented.
These consolidated financial statements should be read in conjunction with the
consolidated financial statements of IBX Group, Inc. for the year ended December
31, 2001 and 2000 and notes thereto contained in the Report on Form 10-KSB as
filed with the Securities and Exchange Commission . The results of operations
for the three months ended March 31, 2002 are not necessarily indicative of the
results for the full fiscal year ending December 31, 2002.

                                       -6-
<PAGE>
                         IBX GROUP, INC. AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                                 March 31, 2002
                                   (UNAUDITED)

NOTE 2 - LOAN PAYABLE

The Company's borrowings consisted of the following at March 31, 2002:

Loan payable to an individual, payable in various
installments. The loan payable includes accrued interest and
is collateralized by the assets of the Company and at March
31, 2002, is in default. See (a) below .....................          1,222,783

Less: Current portion of loans payable .....................         (1,222,783)
                                                                    -----------

Total ......................................................        $         -
                                                                    ===========

(a) As of March 31, 2002, the loan payable to an individual amounting $1,222,783
was in default and includes accrued interest payable of $347,783. The officers
of the Company have personally guaranteed the loan and have pledged their shares
of the Company's common stock as collateral. Additionally, the assets of the
Company collateralize the loan.

NOTE 3 - LOANS PAYABLE - RELATED PARTIES

At March 31, 2002, loans payable - related parties consisted of the following:

Loan payable to a company controlled by a director. The loan
accrues no interest and is payable in monthly installments
of $1,000 beginning November 1, 2001 for 24 months.
Beginning November 1, 2003 and continuing monthly
thereafter, the Company shall pay $3,500 per month until
paid in full. The loan is uncollateralized. ..........................$ 104,588

Loans payable to majority shareholders of the Company and
other related party (including interest of $514), bearing
interest at prime plus 2% (6.75% at March 31, 2002), secured
by assets of the Company and payable on the 365th day
following the date of the loan. ......................................   85,514
                                                                      ---------
                                                                        190,102

Less: Current portion of loans payable ............................... (102,514)
                                                                      ---------

Total ................................................................$  87,588
                                                                      =========

                                       -7-
<PAGE>
                         IBX GROUP, INC. AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                                 March 31, 2002
                                   (UNAUDITED)

NOTE 4 - INCOME (LOSS) PER SHARE

Basic earnings per share is computed by dividing net loss by weighted average
number of shares of common stock outstanding during each period. Diluted loss
per share is computed by dividing net loss by the weighted average number of
shares of common stock, common stock equivalents and potentially dilutive
securities outstanding during each period. Diluted loss per common share is not
presented because it is anti-dilutive. At March 31, 2002, there were options and
warrants to purchase 44,500,000 shares of common stock, which could potentially
dilute future earnings per share.

NOTE 5 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

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

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

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

In June 2001, the FASB also approved for issuance SFAS 143 "Asset Retirement
Obligations." SFAS 143 establishes accounting requirements for retirement
obligations associated with tangible long-lived assets, including (1) the timing
of the liability recognition, (2) initial measurement of the liability, (3)
allocation of asset retirement cost to expense, (4) subsequent measurement of
the liability and (5) financial statement disclosures. SFAS 143 requires that an
asset retirement cost should be capitalized as part of the cost of the related
long-lived asset and subsequently allocated to expense using a systematic and
rational method. The Company will adopt the statement effective no later than
January 1, 2003, as required. The transition adjustment resulting from the
adoption of SFAS 143 will be reported as a cumulative effect of a change in
accounting principle. The Company does not believe that the adoption of this
statement will have a material effect on its financial position, results of
operations or cash flows.

                                       -8-
<PAGE>
                         IBX GROUP, INC. AND SUBSIDIARY
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                                 March 31, 2002
                                   (UNAUDITED)


NOTE 5 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS (Continued)

Statement No. 144 "Accounting for the Impairment or Disposal of Long-Lived
Assets" supercedes Statement No. 121 "Accounting for the Impairment of
Long-Lived Assets and for Long-Lived Assets to be Disposed of" ("SFAS 121").
Though it retains the basic requirements of SFAS 121 regarding when and how to
measure an impairment loss, SFAS 144 provides additional implementation
guidance. SFAS 144 excludes goodwill and intangibles not being amortized among
other exclusions. SFAS 144 also supercedes the provisions of APB 30, "Reporting
the Results of Operations", pertaining to discontinued operations. Separate
reporting of a discontinued operation is still required, but SFAS 144 expands
the presentation to include a component of an entity, rather than strictly a
business segment as defined in SFAS 131, Disclosures about Segments of an
Enterprise and Related Information. SFAS 144 also eliminates the current
exemption to consolidation when control over a subsidiary is likely to be
temporary. This statement is effective for all fiscal years beginning after
December 15, 2001. The Company believes that the future implementation of SFAS
144 on January 1, 2002 will not have a material effect on the Company's
financial position, results of operations or liquidity.


NOTE 6 - RELATED PARTY TRANSACTIONS

Certain officers/shareholders of the Company from time to time, advanced funds
to the Company for operations. These amounts are non-interest bearing,
non-collateralized, and are payable on demand. As of March 31, 2002, amounts due
these officers/shareholders of the Company amounted to $162,540.

NOTE 7 - GOING CONCERN

As reflected in the accompanying consolidated financial statements, the Company
incurred net losses since inception of $3,071,831, has cash provided by
operations of $91,154 for the three months ended March 31, 2002, has a working
capital deficiency of $2,952,373 at March 31, 2002, and is in default on a loan
payable and on an IRS installment agreement relating to unpaid payroll taxes.
The ability of the Company to continue as a going concern is dependent on
achieving profitable operations and obtaining additional equity and/or debt
financing. In 2001, the Company entered into two contracts with Health Service
organizations. The Company is to assist in the recovery and collection of the
organizations' significant accounts receivable, and will be compensated as a
percentage of the monies collected.

There can be no assurance that the Company's efforts will be successful. The
consolidated financial statements do not include any adjustments that might be
necessary if the Company is unable to continue as a going concern. No estimate
has been made should management's plan be unsuccessful.

                                       -9-
<PAGE>

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

The following analysis of the results of operations and financial condition of
the Company should be read in conjunction with the consolidated financial
statements of IBX Group, Inc. for the year ended December 31, 2001 and 2000 and
notes thereto contained in the Report on Form 10-KSB as filed with the
Securities and Exchange Commission.

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

ORGANIZATION

IBX Group, Inc. (the "Company") was organized under the laws of the state of
Florida in July 1997 as Vidkid Distribution, Inc. ("Vidkid"). On September 25,
2001 (the "acquisition date"), the Company acquired all of the outstanding
capital stock of Primed Technologies, Inc., a Florida corporation ("Primed").
Primed was organized under the laws of the State of Florida on February 4, 1999
as a limited liability company and reorganized as a corporation on January 1,
2000. Primed was acquired in a stock-for-stock transaction in which Primed's
shareholders received approximately 81% of the outstanding common stock of
Vidkid on a fully diluted basis. Under the Agreement, Vidkid issued 11,550,000
shares of its common stock in exchange for each and every share of common stock
of Primed and Vidkid's name was changed to IBX Group, Inc.

The Company is engaged in providing administrative services (accounting, billing
and collection, claims processing, information management), network support and
maintenance to clients predominantly in the healthcare sector. It has developed
proprietary software and applications with interactive web-enabled multimedia
capabilities.

For financial accounting purposes, the exchange of stock was treated as a
recapitalization of Primed with the former shareholder's of Vidkid retaining
2,637,500 or approximately 19% of the outstanding stock. The stockholders'
equity section reflects the change in the capital structure of Primed due to the
recapitalization and the consolidated financial statements reflect the
operations of Primed for the periods presented and the operations of IBX Group,
Inc. from the acquisition date.

All of the shares and assets of Primed are subject to a creditor's lien. Failure
to comply with the terms and conditions of the Primed loan documents could
result in a default and the forfeiture of the Primed Shares to the lender.

PLAN OF OPERATIONS

We are engaged in providing administrative services (accounting, billing and
collection, claims processing, information management), network support and
maintenance to clients predominantly in the healthcare sector. We have developed
proprietary software and applications with interactive web-enabled multimedia
capabilities.

                                      -10-
<PAGE>

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

THREE MONTHS ENDED MARCH 31, 2002 COMPARED TO THREE MONTHS ENDED MARCH 31, 2001

Revenues

Revenues are generated from our administrative services (accounting, billing and
collection, claims processing, information management). Revenues for the three
months ended March 31, 2002 were $600,934 as compared to revenues for the three
months ended March 31, 2001 of $347,200, an increase of $253,734 or 73%. The
increase was due to the signing of two new service agreements for collection
services with major health care facilities in March and June 2001, respectively.
These contracts are for a one year term and are renewable annually.

Operating Expenses

Salaries and payroll taxes were $291,332 for the three months ended March 31
2002 as compared to $205,838 for the three months ended March 31, 2001.
Salaries, which consist of salaried and hourly employees, include staff used for
our administrative services, our technical development staff, marketing staff
and office personnel. Overall, salary and payroll expenses increased by $85,494.
The increase is substantially attributable to an increase in billing and
collections staff required to service our new contracts.

Depreciation and amortization expense for the three months ended March 31, 2002
was $28,111 as compared to $77,093 for the three months ended March 31, 2001.
For the three months ended March 31, 200 and 2001, amortization expense amounted
to $0 and $49,833, respectively. We regularly review the carrying value of
software development assets and a loss is recognized when the unamortized costs
are deemed unrecoverable based on the estimated cash flows to be generated from
the applicable software. As of December 31, 2001, we determined that the
carrying value of our software development was impaired since the software has
not generated revenues and future positive cash flows could not be estimated.
Accordingly, in 2001, we wrote off all remaining capitalized software costs.
Depreciation expense, related to our property and equipment, for the three
months ended March 31, 2002 and 2001 was $28,111 and $27,260, respectively.

Professional fees were $53,801 for the three months ended March 31, 2002 as
compared to $78,359 for the three months ended March 31, 2001. In the first
quarter of 2001, we incurred increased accounting fees in connection with the
audit of our financial statements for the year ended December 31, 2000.

Rent expense was $51,902 for the three months ended March 31, 2002 as compared
to $64,309 for the three months ended March 31, 2001. Currently, we offset our
rent expense by subleasing office space to certain individuals on a
month-to-month basis.

Other selling, general and administrative expenses, which include advertising,
insurance, contract labor, consulting expense, travel and entertainment, and
other expenses, were $189,584 for the three months ended March 31, 2002 as
compared to $190,688 for the three months ended March 31, 2001. Overall, other
selling, general and administrative expenses decreased by $1,104. The net
decrease is attributable to increased advertising and health insurance expense
offset by a decrease in telephone and other expenses due to cost cutting
measures.

                                      -11-
<PAGE>

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

Interest expense was $79,364 for the three months ended March 31, 2002 as
compared to $105,000 for the three months ended March 31, 2001. In 2001, we
accrued additional interest on a loan, which was related to our year ended
December 2000.

As a result of these factors, we reported a net loss of $93,160 or $(.00) per
share for the three months ended March 31, 2002 as compared to a net loss of
$474,087 or ($.04) per share for the three months ended March 31, 200.

LIQUIDITY AND CAPITAL RESOURCES

At March 31, 2002, we had a stockholders' deficit of $2,731,967. Since our
inception, we have incurred losses of $3,071,831. Our operations and growth have
been funded from loans from third parties amounting to approximately $1,050,000,
advances by our majority shareholder and officer, and the sale of common stock
for proceeds of $200,000. These funds were used for working capital and capital
expenditures.

We entered into an installment agreement with the U.S. Internal Revenue Service
(IRS) in March 2001 relating to unpaid payroll taxes. As of March 31, 2002, we
are in default on this agreement. In event of default, the IRS has the right to
file a notice of Federal tax lien. At March 31, 2002, accrued payroll taxes and
estimated accrued interest and penalties aggregated $644,854.

We have no other material commitments for capital expenditures. Other than cash
generated from our operations or proceeds received from the exercise of warrants
and options or the sale of stock, we have no external sources of liquidity.
Accordingly, we may not have sufficient cash flow from operations to
sufficiently meet all of our cash requirements for the next 12 months. Our
future operations and growth is dependent on our ability to raise capital for
expansion, and to seek additional revenue sources.

Net cash provided by operations during the three months ended March 31, 2002 was
$91,154 as compared net cash used in operations of $(211,225) in the comparable
prior period.

Net cash used in investing activities during the three months ended March 31,
2002 was $(24,135) compared to net cash used in investing activities of $(6,758)
for the three months ended March 31, 2001. This difference was primarily
attributable to our investment in additional computers and software licenses
during the three months ended March 31, 2002.

Net cash used in financing activities for the three months ended March 31, 2002
was $(51,547) as compared to net cash provided by financing activities of
$217,983 for the three months ended March 31, 2001. During the three months
ended March 31, 2002, we received proceeds from related party loans of $85,000
offset by cash used for repayment of related party advances of $27,590,
repayment of loans payable of $30,000, and the repayment of negative bank
balances of $78,957. During the three months ended March 31, 2001, we received
proceeds from loan and related party advances of $194,149 and had checks
outstanding in excess of bank balances of $37,334 offset by cash used to repay
loans payable of $13,500.

                                      -12-
<PAGE>
                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

         We filed a lawsuit against a former vendor for breach of contract and
         fraud regarding the non-exclusive use of a certain source code. The
         vendor counter-sued us for copyright infringement (American Technology,
         et al. v. PriMed Technologies et al., Case No. 00-8285-CIV-RYSKAMP).
         Subsequent to December 31, 2000, we reached a settlement agreement that
         provided for ten equal monthly payments by us in the amount of $12,500
         to the former vendor and the former vendor shall permit us to use the
         software source codes until December 31, 2001. The $125,000 has been
         accrued as of March 31, 2002. We are currently in default of the
         settlement agreement.

         The Company was party to a legal proceeding with its major creditor
         (William Dudziak v. PriMed Technologies, L.C., Evan Brovenick, et al.,
         Case No. CL 00-7488AO). A settlement was reached in December 2000, in
         which payments on the loan are to be made by the chief executive
         officer of the Company. We renegotiated the terms of our settlement
         agreement and on August 13, 2001, we entered into a new settlement
         agreement relating to this legal action. As of March 31, 2002,
         principal and accrued interest amounting $1,222,783 is included in the
         accompanying consolidated financial statements as a loan payable. As of
         October 31, 2001, we in default of this settlement agreement

         We are involved in various claims and legal proceedings brought against
         the Company arising in the normal course of business. We have accrued
         estimated amounts related to these matters and do not believe that the
         ultimate outcome will have a materially adverse effect on the Company's
         financial position, results of operations, or liquidity.

Item 4.  Submission of Matters to Vote of Security Holders

         None

Item 6.  Exhibits and Reports on Form 8-K

    (a)  Exhibits

         None

    (b)  Reports on Form 8-K

         On January 3, 2002, the Company filed a Report on Form 8-K disclosing a
         Change in Control and Other Information.

                                      -13-
<PAGE>
                                   SIGNATURES

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


                                          IBX GROUP, INC.


Dated:      May 15, 2002            By:   /s/ Evan Brovenick
                                          ------------------
                                          Evan Brovenick,
                                          Chief Executive Officer,
                                          President and Director


Dated:      May 15, 2002            By:   /s/ Alvin Brovenick
                                          -------------------
                                          Alvin Brovenick,
                                          Chief Operating Officer
                                          and Director


                                      -14-