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:               September 30, 2002
Commission file number:                     333-36666



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


         FLORIDA                                    65-0810941
         (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 November 1, 2002: 39,301,743 shares of common stock, $.005
par value per share.

<PAGE>
                        IBX GROUP, INC. AND SUBSIDIARIES
                                   FORM 10-QSB
                    QUARTERLY PERIOD ENDED SEPTEMBER 30, 2002
                                      INDEX



                                                                            Page
                                                                            ----
PART I - FINANCIAL INFORMATION

      Item 1 - Consolidated Financial Statements

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

      Consolidated Statements of Operations (Unaudited)
        For the Three and Nine Months Ended September 30, 2002 and 2001........4

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

      Notes to Consolidated Financial Statements (Unaudited)................6-10

      Item 2 - Management's Discussion and Analysis of
         Financial Condition and Results of Operations.....................10-14

      Item 3 - Control and Procedures.........................................14

PART II - OTHER INFORMATION

      Item 1 - Legal Proceedings..............................................15

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

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

      Signatures..............................................................15

      Certifications ......................................................16-17

                                       -2-
<PAGE>
                        IBX GROUP, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEET
                               September 30, 2002
                                   (Unaudited)


                                     Assets

Current assets:
  Cash ............................................................ $    74,261
  Accounts receivable, net of allowance
    for doubtful accounts of $38,612 ..............................     200,598
  Other current assets ............................................      57,319
                                                                    -----------

        Total current assets ......................................     332,178

Property and equipment, net .......................................     269,059
                                                                    -----------

        Total assets .............................................. $   601,237
                                                                    ===========

                 Liabilities and Stockholders' Deficit

Current liabilities:
  Loan payable .................................................... $ 1,232,158
  Checks outstanding in excess of bank balances ...................      72,025
  Accounts payable ................................................     382,245
  Accrued expenses ................................................      35,509
  Payroll taxes payable ...........................................     810,398
  Customer deposits ...............................................     243,346
  Due to related party ............................................      89,706
                                                                    -----------

        Total current liabilities .................................   2,865,387
                                                                    -----------

Commitments and contingencies

Stockholders' deficit:
  Preferred Stock ($0.005 par value; 4,700,000 authorized shares;
     none issued and outstanding) .................................           -
  Class A Non-voting Convertible Preferred Stock
     ($0.005 par value; 300,000 authorized shares;
     80,000 shares issued and outstanding) ........................      40,000
  Common stock ($0.005 par value; 100,000,000 authorized shares;
     39,301,743 shares issued and outstanding) ....................     196,510
  Additional paid-in capital ......................................     557,092
  Accumulated deficit .............................................  (2,927,940)
  Less: Deferred compensation and consulting ......................    (109,742)
  Less: Stock subscription receivable .............................     (20,070)
                                                                    -----------

        Total stockholders' deficit ...............................  (2,264,150)
                                                                    -----------

        Total liabilities and stockholders' deficit ............... $   601,237
                                                                    ===========

          See accompanying notes to consolidated financial statements.
                                      -3-
<PAGE>
<TABLE>
<CAPTION>
                                  IBX GROUP, INC. AND SUBSIDIARIES
                                CONSOLIDATED STATEMENTS OF OPERATIONS


                                              For the Three Months Ended   For the Nine Months Ended
                                                     September 30,               September 30,
                                              --------------------------  --------------------------
                                                  2002          2001          2002          2001
                                              ------------  ------------  ------------  ------------
<S>                                           <C>           <C>           <C>           <C>
REVENUES .................................... $    880,197  $    589,605  $  2,226,744  $  1,242,072
                                              ------------  ------------  ------------  ------------

OPERATING EXPENSES:
    Salaries and payroll taxes ..............      306,072       267,384       900,846       698,898
    Depreciation and amortization ...........       29,192        76,833        85,924       230,759
    Professional fees .......................       59,837        73,041       144,441       185,438
    Rent ....................................       58,645        49,309       164,445       178,859
    Other selling, general and administrative      234,363       132,269       646,110       624,206
                                              ------------  ------------  ------------  ------------

        Total Operating Expenses ............      688,109       598,836     1,941,766     1,918,160
                                              ------------  ------------  ------------  ------------

INCOME (LOSS) FROM OPERATIONS ...............      192,088        (9,231)      284,978      (676,088)
                                              ------------  ------------  ------------  ------------

OTHER EXPENSES:
    Interest expense ........................      (77,961)      (33,175)     (234,247)     (243,175)
                                              ------------  ------------  ------------  ------------

        Total Other Expenses ................      (77,961)      (33,175)     (234,247)     (243,175)
                                              ------------  ------------  ------------  ------------

NET INCOME (LOSS) ........................... $    114,127  $    (42,406) $     50,731  $   (919,263)
                                              ============  ============  ============  ============

BASIC AND DILUTED:
      Net Income (Loss) Per Common Share: ... $       0.00  $      (0.00) $       0.00  $      (0.08)
                                              ============  ============  ============  ============

      Weighted Common Shares Outstanding ....   37,237,500    11,696,528    37,237,500    11,598,483
                                              ============  ============  ============  ============

                     See accompanying note to consolidated financial statements.
                                                 -4-
</TABLE>
<PAGE>
                        IBX GROUP, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                           For the Nine Months
                                                           Ended September 30,
                                                           --------------------
                                                             2002       2001
                                                           ---------  ---------
Cash flows from operating activities:
  Net income (loss) ...................................... $  50,731  $(919,263)
  Adjustments to reconcile net income (loss) to net cash
  provided by (used in) operating activities:
     Depreciation and amortization .......................    85,924    230,759
     Non-cash compensation and consulting expense ........    30,107          -
     Interest expense ....................................     1,752          -

     (Increase) decrease in:
       Accounts receivable ...............................   (89,517)   (20,997)
       Other current assets ..............................   (41,562)    (9,436)

     Increase (decrease) in:
       Accounts payable ..................................     6,779    155,031
       Accrued expenses ..................................  (213,243)   192,406
       Payroll taxes payable .............................   335,672          -
       Customer deposits .................................  (120,502)   110,539
       Interest payable ..................................    34,576    197,309
                                                           ---------  ---------

Net cash provided by (used in) operating activities ......    80,717    (63,652)
                                                           ---------  ---------
Cash flows from investing activities:
  Purchase of property and equipment .....................   (43,013)   (55,913)
                                                           ---------  ---------

Net cash used in investing activities ....................   (43,013)   (55,913)
                                                           ---------  ---------
Cash flows from financing activities:
  Checks outstanding in excess of bank balances ..........   (62,210)    66,166
  Proceeds from exercise of warrants .....................    34,000          -
  Payments on loans payable ..............................         -    (52,500)
  Proceeds from loans payable ............................         -     92,000
  Proceeds from loans - related parties ..................   163,000     15,594
  Proceeds from (payments on) advances from related party   (100,424)         -
                                                           ---------  ---------

Net cash provided by financing activities ................    34,366    121,260
                                                           ---------  ---------

Net increase in cash .....................................    72,070      1,695

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

Cash at end of period .................................... $  74,261  $   1,695
                                                           =========  =========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Cash paid during the period for:
  Interest ............................................... $ 130,000  $  23,500
                                                           =========  =========
  Income Taxes ........................................... $       -  $       -
                                                           =========  =========

NON-CASH INVESTING AND FINANCING ACTIVITIES:
  Liabilities assumed in connection with acquisition ..... $       -  $ 168,000
                                                           =========  =========
  Exercise of common stock options for debt .............. $ 269,855  $       -
                                                           =========  =========

           See accompaning notes to consolidated financial statements.
                                      -5-
<PAGE>
                        IBX GROUP, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               September 30, 2002
                                   (UNAUDITED)

NOTE 1 - BASIS OF PRESENTATION AND SUMMARY OF NEW ACCOUNTING POLICIES

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 Delaware corporation ("PriMed").
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 shareholders' of Vidkid retaining
2,637,500 shares or approximately 19% of the outstanding stock.

All of the shares and assets of the Company's primary operating subsidiary have
been pledged to secure a loan obligation to a creditor. Two of the Company's
primary officers have also pledged the shares of the Company owned by them. .
Payments of $275,000 were recently made and the terms of the loan are currently
being restructured. Failure to comply with the terms and conditions of the loan
documents could result in a default and the transfer of these assets and shares
to the lender. The loan is to Primed and is guaranteed by the Company and
certain officers. The Company is in the process of moving its operating assets
and liabilities, including this loan, from Primed to IBX Technologies, Inc.,
another wholly-owned subsidiary.

The consolidated statements include the accounts of IBX Group, Inc. and its
wholly owned subsidiaries. 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 for
the year ended December 31, 2001 as filed with the SEC . The results of
operations for the nine months ended September 30, 2002 are not necessarily
indicative of the results for the full fiscal year ending December 31, 2002.

Intangible assets consist of acquired goodwill. Goodwill is considered to have
an indefinite life pursuant to SFAS 142 and accordingly is not amortized until
its useful life is determined to be no longer indefinite. The Company evaluates
the remaining useful life of intangible assets that are not being amortized each
reporting period to determine whether events and circumstances continue to
support an indefinite useful life. If an intangible asset that is not being
amortized is subsequently determined to have a finite useful life, the asset is
tested for impairment in accordance with SFAS144. That intangible asset shall
then be amortized prospectively over its estimated remaining useful life and
accounted for in the same manner as other intangible assets that are subject to
amortization.

                                       -6-
<PAGE>
                        IBX GROUP, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                               September 30, 2002
                                   (UNAUDITED)

NOTE 2 - LOAN PAYABLE

The Company's borrowings consisted of the following at September 30, 2002:

Loan payable to an individual, payable in various
installments. The loan payable includes accrued interest and
is collateralized by the assets of PriMed and at September
30, 2002, is in default. See (a) below. ............................  1,232,158

Less: Current portion of loans payable ............................. (1,232,158)
                                                                     ----------
Total .............................................................. $        -
                                                                     ==========

(a) As of September 30, 2002, the loan payable to an individual amounting
$1,232,158 was in default and includes accrued interest payable of $357,158. All
of the shares and assets of the Company's primary operating subsidiary have been
pledged to secure the above loan obligation. Two of the Company's primary
officers have also pledged the shares of the Company owned by them. Payments of
$275,000 were recently made and the terms of the loan are currently being
restructured. Failure to comply with the terms and conditions of the loan
documents could result in a default and the transfer of these assets and shares
to the lender. The loan is to Primed and is guaranteed by the Company and
certain officers. The Company is in the process of moving its operating assets
and liabilities, including this loan, from Primed to IBX Technologies, Inc.,
another wholly-owned subsidiary. The Company is currently renegotiating the
terms of this loan with the lender and expects to reach a mutually beneficial
agreement.

NOTE 3 - 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 September 30, 2002, there were options
and warrants to purchase 41,035,754 shares of common stock, which could
potentially dilute future earnings per share.

NOTE 4 - 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 September 30, 2002, amounts
due these officers/shareholders of the Company amounted to $89,706. These
advances are subordinated to the loan payable (see Note 2).

                                       -7-
<PAGE>
                        IBX GROUP, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                               September 30, 2002
                                   (UNAUDITED)

NOTE 5 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

The Financial Accounting Standards Board has recently issued several new
accounting pronouncements:

In October 2001, the Financial Accounting Standards Board (FASB) issued SFAS No.
144, Accounting for the Impairment or Disposal of Long-Lived Assets which
supersedes SFAS No. 121, Accounting for the Impairment of Long-Lived Assets and
for Long-Lived Assets to Be Disposed Of and APB No. 30, Reporting the Results of
Operations-Reporting the Effects of Disposal of a Segment of a Business, and
Extraordinary, Unusual and Infrequently Occurring Events and Transactions. SFAS
No. 144 also amends Accounting Research Bulletin No. 51, Consolidated Financial
Statements. SFAS No. 144 requires that long-lived assets that are to be disposed
of by sale be measured at the lower of book value or fair value less cost to
sell. The statement also significantly changes the criteria required to classify
an asset as held-for-sale. Additionally, SFAS No. 144 expands the scope of
discontinued operations to include all components of an entity with operations
that (1) can be distinguished from the rest of the entity and (2) will be
eliminated from the ongoing operations of the entity in a disposal transaction.
The Company adopted SFAS No. 144 in its quarter ended June 30, 2002, which has
had no impact on the financial statements through the nine months ended
September 30, 2002.

In June 2002, the FASB issued SFAS No. 146, Accounting for Costs Associated with
Exit or Disposal Activities, which addresses accounting for restructuring and
similar costs. SFAS No. 146 supersedes previous accounting guidance, principally
Emerging Issues Task Force Issue No. 94-3. The Company will adopt the provisions
of SFAS 146 for restructuring activities initiated after December 31, 2002. SFAS
No. 146 requires that the liability for costs associated with an exit or
disposal activity be recognized when the liability is incurred. Under Issue
94-3, a liability for an exit cost was recognized at the date of the Company's
commitment to an exit plan. SFAS No. 146 also establishes that the liability
should initially be measured and recorded at fair value. Accordingly, SFAS No.
146 may affect the timing of recognizing future restructuring costs as well as
the amounts recognized.

NOTE 6 - STOCKHOLDERS' DEFICIT

PREFERRED STOCK

In August 2002, the Company designated 300,000 shares of its authorized
preferred stock as Class A Non-Voting Convertible Preferred Stock ("Class A
Preferred"). Each share of Class A Preferred is convertible into 100 shares of
common stock. A holder of Class A Preferred may not convert shares if such
conversion would result in such holder owning in excess of 4.9% of the Company's
common stock. In August 2002, 80,000 shares of Class A Stock were issued in
exchange for 8,000,000 shares of common stock. At the exchange date, the fair
market value of the issued preferred stock equaled the fair market value of the
exchanged common shares resulting in no charges to operations.

                                       -8-
<PAGE>
                        IBX GROUP, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                               September 30, 2002
                                   (UNAUDITED)

COMMON STOCK

In June 2002, majority shareholders of the Company exercised warrants to
purchase 942,366 shares of common stock at $.10 per share in exchange for loans
payable amounting to $94,237 (including interest of $2,237).

In June 2002, a director and shareholder of the Company exercised warrants to
purchase 1,931,880 shares of common stock at $.10 per share in exchange for
loans payable amounting to $175,618 and a subscription receivable of $17,570.

In June 2002, 2,000,000 common shares previously issuable were issued.

In June 2002, stock options were exercised to purchase 250,000 shares of common
stock at $.01 per share for a subscription receivable of $2,500.

In August 2002, a principal shareholder of the Company converted 8,000,000
shares of common stock into 80,000 shares of Class A Non-Voting Convertible
Preferred Stock.

In August and September 2002, directors' and shareholders of the Company
exercised warrants to purchase 340,000 shares of common stock at $.10 per share
for net proceeds of $34,000.

NOTE 7 - GOING CONCERN

As reflected in the accompanying consolidated financial statements, the Company
incurred net losses since inception of $2,974,732, has cash provided by
operations of $210,717 for the nine months ended September 30, 2002, has a
working capital deficiency of $2,580,001 at September 30, 2002, and is in
default on a loan payable which is currently being negotiated. Additionally, the
Company has an IRS installment agreement relating to unpaid payroll taxes. The
ability of the Company to continue as a going concern is dependent on continuing
profitable operations and obtaining additional equity and/or debt financing. The
Company entered into several 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.

NOTE 8 - SUBSEQUENT EVENTS

SERVICES AGREEMENT

In October 2002, certain contingencies, relating to a September 26, 2002
Services Agreement (the "Agreement") with Hilco Receivables, LLC ("Hilco"), were
resolved. Under the Agreement, the Company will recover and collect monies owed
by various patients and/or insurance companies of up to $40,000,000 of accounts
receivable ("Accounts") owned by that party. In October 2002, in connection with
the Agreement, the Company received a one-time non-refundable payment of
$500,000. Additionally, the Company is entitled to fifteen (15%) percent of the
gross amounts collected as it relates to the Accounts. After Hilco has received
an aggregate total of $6,400,000 for the Accounts, in addition to the fifteen
(15%) percent, the Company will receive an additional thirty five (35%) percent
of the total revenue collected as it relates to the Accounts, less and net of
the commissions of 15% payable to us. The initial term of the Agreement is for a
period of one year unless earlier terminated under the terms of the agreement.

                                       -9-
<PAGE>
                        IBX GROUP, INC. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                               September 30, 2002
                                   (UNAUDITED)


NOTE 8 - SUBSEQUENT EVENTS (CONTINUED)

ACQUISITION

On October 4, 2002 (the "Acquisition Date") the Company acquired, for $35,000
cash, 100% of the membership interest in Florida Health Source, LLC ("Health
Source"), a Florida limited liability company formed on September 9, 2002.
Health Source provides physical therapy and referral services for workers'
compensation patients. The Company purchased Health Source as an entry vehicle
into this line of business and primarily since Health Source was established
with certain payors and with an assembled workforce of three key employees. The
Company maintained the relationship with those three key employees by
contemporaneously entering into employment agreements with them. Each employment
agreement has a term of three years effective October 1, 2002 and grants a
13.33% membership interest in Health Source (an aggregate 39.99% interest for
all three employees) upon attaining certain stipulated financial performance
goals in Health Source. The results of operations of Health Source are included
in the consolidated results of operations of the Company from the Acquisition
Date.

The assets and liabilities acquired were as follows:

                        Accounts receivable    $ 19,007
                        Goodwill               $ 55,657
                        Accrued compensation   $(39,664)
                                               --------
                        Purchase price         $ 35,000
                                               --------

Pursuant to Statement of Financial Accounting Standards No. 142, "Goodwill and
Other Intangible Assets" Goodwill has an indefinite life and accordingly will
not be amortized.

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

                                      -10-
<PAGE>

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

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 Delaware corporation ("PriMed").
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 the Company's primary operating subsidiary have
been pledged to secure a loan obligation to a creditor. Two of the Company's
primary officers have also pledged the shares of the Company owned by them. .
Payments of $275,000 were recently made and the terms of the loan are currently
being restructured. Failure to comply with the terms and conditions of the loan
documents could result in a default and the transfer of these assets and shares
to the lender. The loan is to Primed and is guaranteed by the Company and
certain officers. The Company is in the process of moving its operating assets
and liabilities, including this loan, from Primed to IBX Technologies, Inc.,
another wholly-owned subsidiary.

RECENT DEVELOPMENTS

In October 2002, certain contingencies, relating to a September 26, 2002
Services Agreement (the "Agreement") with Hilco Receivables, LLC ("Hilco"), were
resolved. Under the Agreement, we will recover and collect monies owed by
various patients and/or insurance companies of up to $40,000,000 of accounts
receivable ("Accounts") owned by that party. In October 2002, in connection with
the Agreement, we received a one-time non-refundable payment of $500,000.
Additionally, we are entitled to fifteen (15%) percent of the gross amounts
collected by us as it relates to the Accounts. After Hilco has received an
aggregate total of $6,400,000 for the Accounts, in addition to the fifteen (15%)
percent, we will receive an additional thirty five (35%) percent of the total
revenue collected by us as it relates to the Accounts, less and net of the
commissions of 15% payable to us. The initial term of the Agreement is for a
period of one year unless earlier terminated under the terms of the agreement.

RESULTS 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.

                                      -11-
<PAGE>

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

NINE AND THREE MONTHS ENDED SEPTEMBER 30, 2002 COMPARED TO NINE AND THREE MONTHS
ENDED SEPTEMBER 30, 2001

REVENUES

Revenues are generated from our administrative services (accounting, billing and
collection, claims processing, information management). Revenues for the nine
months ended September 30, 2002 were $2,226,744 as compared to revenues for the
nine months ended September 30, 2001 of $1,242,072, an increase of $984,672 or
79%. Revenues for the three months ended September 30, 2002 were $880,197
compared to $589,605 for the three months ended September 30, 2001. The increase
was substantially attributable to increased collections on behalf of customers
under the Company's service contracts. Revenues for the three months ended
September 30, 2002 were $880,197 compared to $589,605 for the three months ended
September 30, 2001.

OPERATING EXPENSES

Salaries and payroll taxes were $900,846 for the nine months ended September 30
2002 as compared to $698,898 for the nine months ended September 30, 2001.
Salaries and payroll taxes were $306,072 for the three months ended September 30
2002 as compared to $267,384 for the three months ended September 30, 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, for the nine and three months ended September 30,
2002, salary and payroll expenses increased by $201,948 (29%) and $38,688 (14%),
respectively. The increase is substantially attributable to an increase in
billing and collections staff required to service our growing billing and
collection contracts.

Depreciation and amortization expense for the nine and three months ended
September 30, 2002 was $85,924 and $29,192, respectively, as compared to
$230,759 and $85,924 for the nine and three months ended September 30, 2001. For
the nine months ended September 30, 2002 and 2001, amortization expense amounted
to $0 and $149,499, 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 nine months
ended September 30, 2002 and 2001 was $85,924 and $81,260, respectively.

Professional fees were $144,441 and $59,837 for the nine and three months ended
September 30, 2002, respectively, as compared to $185,438 and $73,041 for the
nine and three months ended September 30, 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 $164,445 and $58,645 for the nine and three months ended
September 30, 2002, respectively, as compared to $178,859 and $49,309 for the
nine and three months ended September 30, 2001. Currently, we offset our rent
expense by subleasing office space to certain entities on a month-to-month
basis.

                                      -12-
<PAGE>

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

Other selling, general and administrative expenses, which include advertising,
insurance, contract labor, consulting expense, travel and entertainment,
telephone, and other expenses, were $646,110 and $234,363 for the nine and three
months ended September 30, 2002, respectively, as compared to $624,206 and
$132,269 for the nine and three months ended September 30, 2001. Overall, other
selling, general and administrative expenses increased by $21,904 and $102,094
for the nine and three months ended September 30, 2002, respectively, as
compared to previous corresponding period. The net increase is attributable to
increased advertising, health insurance expense, commissions offset by a
decrease in outside services and other expenses due to cost cutting measures.

Interest expense was $234,247 for the nine months ended September 30, 2002 as
compared to $243,175 for the nine months ended September 30, 2001. We are
currently renegotiating our primary loan and expect to negotiate more favorable
terms.

As a result of these factors, we reported net income of $50,731 or $.00 per
share for the nine months ended September 30, 2002 as compared to a net loss of
$(919,263) or ($.08) per share for the nine months ended September 30, 2001. We
reported net income of $114,127 or $.00 per share for the three months ended
September 30, 2002 compared to a net loss of $(42,406) or $(.00) per share for
the three months ended September 30, 2001.

LIQUIDITY AND CAPITAL RESOURCES

At September 30, 2002, we had a stockholders' deficit of $2,264,150. Since our
inception, we have incurred losses of $2,927,940. Our operations and growth have
been primarily funded from loans from third parties amounting to approximately
$1,197,000, advances by our majority shareholder and president, proceeds from
the sale of common stock of $200,000, and proceeds from the exercise of warrants
for common stock of $34,000. These funds were used for working capital and
capital expenditures. Approximately $270,000 of the loans have been converted
into common stock pursuant to the exercise of warrants at $.10 per share by the
holders of the notes.

We entered into an installment agreement with the U.S. Internal Revenue Service
(IRS) in March 2001 relating to unpaid payroll taxes. We entered into an into a
new installment agreement in June 2002. In event of default, the IRS has the
right to file a notice of Federal tax lien. At September 30, 2002, accrued
payroll taxes and estimated accrued interest and penalties aggregated $810,398.

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. If our stock price is at
sufficient levels, we expect that some or all of our outstanding warrants will
be exercised, providing additional capital.

Net cash provided by operations during the nine months ended September 30, 2002
was $80,717 and was substantially attributable to net income of $50,731, the add
back of non-cash charges for depreciation of $85,924, non-cash compensation and
consulting expense of $30,107 and an increase in payroll taxes payable of
$335,672 mitigated a decrease in accrued expenses of $213,243, customer deposits
of $120,502 and an increase in accounts receivable of $89,517. Net cash used in
operations during the nine months ended September 30, 2001 was $(63,652) and was
substantially attributable to a net loss of $(919,263) mitigated by non-cash
charges for depreciation of $230,759 and increases in payroll taxes payable of
$192,406, accounts payable of $155,031, accrued expenses of $192,406, customer
deposits of $110,539, and an increase in interest payable of $197,309

                                      -13-
<PAGE>

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

Net cash used in investing activities during the nine months ended September 30,
2002 was $(43,013) relating to the purchase of property and equipment compared
to net cash used in investing activities of $(55,913) for the nine months ended
September 30, 2001.

Net cash provided by financing activities for the nine months ended September
30, 2002 was $34,366 as compared to net cash provided by financing activities of
$121,260 for the nine months ended September 30, 2001. During the nine months
ended September 30, 2002, we received proceeds from related party loans of
$163,000, proceeds from the exercise of warrants of $34,000 offset by a decrease
in checks outstanding in excess of bank balances of $(62,210), and by cash used
for repayment of related party advances of $(100,424). During the nine months
ended September 30, 2001, we received proceeds from loans and related party
advances of $107,954 and had checks outstanding in excess of bank balances of
$66,166 offset by cash used to repay loans payable of $52,500.

CRITICAL ACCOUNTING POLICIES

A summary of significant accounting policies is included in Note 1 to the
audited financial statements included in our Annual Report on Form 10-KSB for
the year ended December 31, 2001 as filed with the United States Securities and
Exchange Commission. We believe that the application of these policies on a
consistent basis enables us to provide useful and reliable financial information
about our operating results and financial condition.

The preparation of financial statements in conformity with generally accepted
accounting principles 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 revenues and expenses during the reporting period.
Actual results may differ from those estimates.

We account for stock transactions in accordance with APB Opinion No. 25,
"Accounting for Stock Issued to Employees." In accordance with Statement of
Financial Accounting Standards No. 123 ("SFAS 123"), "Accounting for Stock-Based
Compensation," we adopted the pro forma disclosure requirements of SFAS 123.

ITEM 3.  CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Our management, under the supervision and with the participation of our chief
executive officer and chief financial officer, conducted an evaluation of our
"disclosure controls and procedures" (as defined in the Securities Exchange Act
of 1934 (the "Exchange Act") Rules 13a-14(c)) within 90 days of the filing date
of this Quarterly Report on Form 10-QSB (the "Evaluation Date"). Based on their
evaluation, our chief executive officer and chief financial officer have
concluded that as of the Evaluation Date, our disclosure controls and procedures
are effective to ensure that all material information required to be filed in
this Quarterly Report on Form 10-QSB has been made known to them in a timely
fashion.

Changes in Internal Controls

There have been no significant changes (including corrective actions with regard
to significant deficiencies or material weaknesses) in our internal controls or
in other factors that could significantly affect these controls subsequent to
the Evaluation Date set forth above.

                                      -14-
<PAGE>
                           PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

         None

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

         None

                                   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:   August 14, 2002                By: /s/ Evan Brovenick
                                            ----------------------------------
                                            Evan Brovenick
                                            Chief Executive Officer, President
                                            and Director


Dated:   August 14, 2002                By: /s/ David Blechman
                                            -----------------------------------
                                             David Blechman
                                             Treasurer


                                      -15-
<PAGE>
                                 CERTIFICATION

I, Evan Brovenick, the Chief Executive Officer of IBX Group, Inc., certify that:

1. I have reviewed this quarterly report on Form 10-QSB of IBX 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 the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and

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

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

Date: November 14, 2002                 /s/ Evan Brovenick
                                        ---------------------------------------
                                        Evan Brovenick, Chief Executive Officer

                                      -16-
<PAGE>
                                 CERTIFICATION

I, David Blechman, Treasurer of IBX Group, Inc. certify that:

1. I have reviewed this quarterly report on Form 10-QSB of IBX 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 the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and

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

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

Date: November 14, 2002                 /s/ David Blechman
                                        -------------------------
                                        David Blechman, Treasurer

                                      -17-