SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q

[x]     Quarterly Report Pursuant to Section 13 or 15(d) Securities
Exchange Act of 1934 for Quarterly Period Ended March 31, 2009

-OR-

[ ]     Transition Report Pursuant to Section 13 or 15(d) of the
Securities And Exchange Act of 1934 for the transaction period from
_________ to________

Commission File Number      0-50773


                    Genesis Electronics Group, Inc.
                      formerly Pricester.com, Inc.
 (Exact name of Registrant in its charter)

          Nevada                                       41-2137356
 (State or other jurisdiction                       (I.R.S. Employer
of incorporation or organization)                     Identification
                                                          number)

   5555 Hollywood Blvd., Suite 303
     Hollywood, Florida                                33021
(Address of principal executive offices)             (Zip Code)

Registrant's Telephone number, including area code: (954) 272-1200

Indicate by check mark whether the issuer (1) 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 by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerate filer, or a small
reporting company as defined by Rule 12b-2 of the Exchange Act):

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

Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act).

Yes  [ ]      No [x]

The number of outstanding shares of the registrant's common stock,
May 14, 2009:

  Common Stock  -  137,990,739



<PAGE>2
GENESIS ELECTRONICS GROUP, INC.
FORM 10-Q
For the quarterly period ended March 31, 2009
INDEX

                                                             Page
                                                             ----

PART I - FINANCIAL INFORMATION
Item 1.  Financial Statements (Unaudited)                      3
Item 2.  Management's Discussion and Analysis of
           Financial Condition and Results of Operations      18
Item 3.  Quantitative and Qualitative Disclosure About
           Market Risk                                        24
Item 4T. Controls and Procedures                              24

PART II - OTHER INFORMATION
Item 1.  Legal Proceedings                                    26
Item 1A. Risk Factors                                         26
Item 2.  Unregistered Sales of Equity Securities and Use
           of Proceeds                                        26
Item 3.  Defaults upon Senior Securities                      26
Item 4.  Submission of Matters to a Vote of Security
           Holders                                            26
Item 5.  Other Information                                    26
Item 6.  Exhibits                                             26

SIGNATURES



<PAGE>3
PART I
FINANCIAL INFORMATION

Item I - FINANCIAL STATEMENTS

GENESIS ELECTRONICS GROUP, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
<TABLE>
                                                                      Year ended
                                                   March 31,          December 31,
                                                     2009                2008
                                                 -------------       ------------
                                                  (UNAUDITED)           (AUDITED)

                                                   <c>                  <c>
ASSETS
CURRENT ASSETS:
   Cash                                           $     11,994       $      2,319
   Prepaid expense and other current asset               3,160              3,160
                                                  ------------       ------------
   Total current assets                                 15,154              5,479
                                                  ------------       ------------
PROPERTY AND EQUIPMENT, net                              1,202              1,371
                                                  ------------       ------------
Total assets                                      $     16,356       $      6,850
                                                  ============       ============

LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES:
   Accounts payable and accrued expenses          $    152,634       $    152,837
   Convertible debt                                    931,919            931,919
   Note payable                                         15,647             15,647
   Loan payable                                         40,000             40,000
   Due to related parties                               76,585             78,385
   Deferred revenue                                        723                682
                                                  ------------       ------------
   Total current liabilities                         1,217,508          1,219,470
                                                  ------------       ------------

STOCKHOLDERS' DEFICIT:
   Common stock, par value $0.001,
    300,000,000 authorized, 125,292,739 and
     106,602,989 issued and outstanding at March 31,
     2009 and December 31, 2008, respectively          125,293            106,603
   Additional paid-in-capital                        6,278,693          6,219,824
   Accumulated deficit                              (7,542,754)        (7,513,897)
   Subscription receivable                            (62,384)           (25,150)
                                                  ------------       ------------
   Total stockholders' deficit                      (1,201,152)        (1,212,620)
-                                                 ------------       ------------

Total liabilities and stockholders' deficit       $     16,356       $      6,850
                                                  ============       ============
</TABLE>
See notes to unaudited consolidated financial statements



<PAGE>4
GENESIS ELECTRONICS GROUP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
                                                       For the Three Months Ended
                                                                March 31,
                                                       --------------------------
                                                         2009              2008
                                                         ----              ----
                                                      (Unaudited)       (Unaudited)

                                                       <c>               <c>
Net Sales                                           $    30,544       $    24,816
                                                    -----------       -----------

Operating expenses:
  Professional fees                                       4,500             2,250
  Consulting fees                                         9,901           141,808
  Compensation                                           18,532           247,270
  Other selling, general and administrative              25,355            45,904
                                                    -----------       -----------
   Total operating expenses                              58,288           437,232
                                                    -----------       -----------
Loss from operations                                    (27,744)         (412,416)
                                                    -----------       -----------
Other income (expense):
  Other expense                                               -               (75)
  Interest expense                                       (1,113)                -
                                                    -----------       -----------
   Total other income (expense)                          (1,113)              (75)
                                                    -----------       -----------
Loss before provision for income taxes                  (28,857)         (412,491)
Provision for income taxes                                    -                 -
                                                    -----------       -----------
Net Loss                                            $   (28,857)      $  (412,491)
                                                    ===========      ============

Net loss per common share - basic and diluted       $     (0.00)      $     (0.01)
                                                    ===========       ===========
Weighted average number of shares outstanding
  - basic and diluted                               114,513,720        36,947,269
                                                    ===========       ===========
</TABLE>
See notes to unaudited consolidated financial statements



<PAGE>5
GENESIS ELECTRONICS GROUP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
                                                     For the Three Months Ended
                                                              March 31,
                                                     --------------------------
                                                       2009              2008
                                                       ----              ----
                                                    (Unaudited)       (Unaudited)

                                                     <c>               <c>
Cash flows from operating activities:
  Net loss                                            $  (28,857)      $ (412,491)
                                                      ----------       ----------
  Adjustments to reconcile net loss to net cash
   used in operations:
    Depreciation and amortization                            169              631
    Common stock issued for services                           -          266,000
    Amortization of prepaid expense in connection
      with deferred compensation                               -           84,958
  Changes in assets and liabilities:
    Accounts receivable                                     (203)         (18,934)
    Deferred revenues                                         41             (350)
                                                       ---------        ---------
          Total adjustments                                    7          332,305
                                                       ---------        ---------
Net cash used in operating activities                    (28,850)         (80,186)
                                                       ---------        ---------
Cash flows from financing activities:
  Proceeds from sale of common stock                      40,325          195,612
  Proceeds from related parties                                -           8,000
  Payments on related party advances                      (1,800)         (54,800)
                                                       ---------        ---------
Net cash provided by financing activities                  38,525         148,812
                                                        ---------       ---------
Net decrease in cash                                        9,675          68,626
Cash - beginning of the year                                2,319             850
                                                       ---------        ---------
Cash - end of the period                               $  11,994        $  69,476
                                                       =========        =========
Supplemental disclosure of cash flow information:
  Cash paid for:
    Interest                                           $       -        $       -
                                                       =========        =========
    Income taxes                                       $       -        $       -
                                                       =========        =========
NON-CASH INVESTING AND FINANCIAL ACTIVITIES:
  Common stock issued for future services              $       -        $  91,260
                                                       =========        =========
  Common stock issued for settlement of loans          $       -        $ 139,800
                                                       =========        =========
</TABLE>
See notes to unaudited consolidated financial statements



<PAGE>6

              Genesis Electronics Group, Inc. and Subsidiary
           Notes to Unaudited Consolidated Financial Statements
                               March 31, 2009

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

Basis of presentation

The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles
for interim financial information and with the instructions to Form 10-
Q.  Accordingly, the consolidated financial statements do not include
all of the information and footnotes required by generally accepted
accounting principles for complete financial statements.  In the
opinion of management, all adjustments considered necessary for a fair
presentation have been included and such adjustments are of a normal
recurring nature.  These consolidated financial statements should be
read in conjunction with the financial statements for the year ended
December 31, 2008 and notes thereto contained in the Report on Form 10-
K of Genesis Electronics Group, Inc. and Subsidiary ("our Company" or
the "Company") as filed with the Securities and Exchange Commission
(the "Commission").  The results of operations for the three months
ended March 31, 2009 are not necessarily indicative of the results for
the full fiscal year ending December 31, 2009.

The unaudited consolidated financial statements are prepared in
accordance with generally accepted accounting principles in the United
States of America ("US GAAP").  The unaudited consolidated statements
include the accounts of Genesis Electronics Group, Inc. and its wholly-
owned subsidiary.  All significant inter-company balances and
transactions have been eliminated.

Organization

Genesis Electronics Group, Inc., formerly Pricester.com, Inc. was
incorporated under the name Pricester, Inc. on April 19, 2001 in the
State of Florida. Pursuant to Articles of Amendment filed on February
24, 2009, the name of the registrant was changed to Genesis Electronics
Group, Inc.

On February 11, 2005, Pricester.Com (the "Company") merged into
Pricester.com, Inc, ("BA22") a public non-reporting company (that was
initially incorporated in Nevada in March 1998 as Business Advantage
#22, Inc). BA22 acquired 100% of the Company's outstanding common stock
by issuing one share of its common stock for each share of the
Company's then outstanding common stock of 21,262,250 shares.  The
acquisition was treated as a recapitalization for accounting purposes.

Through December 31, 2005, the Company was a developmental stage e-
commerce company.  The Company currently operates an e-commerce website
that enables any business to establish a fully functional online retail
presence. Pricester.com is an Internet marketplace which allows vendors
to host their website with product and service listings and allows
consumers to search for listed products and services.

<PAGE>7

              Genesis Electronics Group, Inc. and Subsidiary
           Notes to Unaudited Consolidated Financial Statements
                               March 31, 2009

In May 2008, the Company obtained through a vote of majority of its
shareholders the approval to increase the authorized common shares from
50,000,000 to 300,000,000 shares of common stock at $0.001 par value.

On May 22, 2008, the Company completed a share exchange with Genesis
Electronics, Inc., a Delaware corporation ("Genesis") which is
described below.

The share exchange is being accounted for as a purchase method
acquisition pursuant to Statement of Financial Accounting Standards No.
141 "Business Combinations".  Accordingly, the purchase price was
allocated to the fair value of the assets acquired and the liabilities
assumed.  The Company is the acquirer for accounting purposes and
Genesis is the acquired company.

Genesis was originally formed in Delaware on October 22, 2001 and is
engaged on the development of solar and alternative energy applications
for consumer devices such as mobile phones.

In November 2008, the Company obtained, through a vote of majority of
its shareholders, the approval to change the Company's name to Genesis
Electronics Group, Inc.  In February 2009, the Company filed an
amendment to its Articles of Incorporation with the Secretary of State
of Nevada. The Company changed its name to Genesis Electronics Group,
Inc.

Acquisition of with Genesis

On May 22, 2008, the Company entered into an Agreement and Plan of
Share Exchange (the "Acquisition Agreement") by and among the Company,
Genesis Electronics, Inc. ("Genesis") and the Genesis Stockholders.
Upon closing of the merger transaction contemplated under the
Acquisition Agreement (the "Acquisition"), on May 22, 2008 the Company
acquired all of the outstanding common shares of Genesis and Genesis
became a wholly-owned subsidiary of the Company.

The share exchange  consideration included the issuance of 1,907,370
shares of the Company's stock valued at $0.03 per share (applying EITF
99-12 "Determination of the Measurement Date for the Market Price of
Acquirer Securities Issued in a Purchase Business Combination").The
total purchase price was common stock valued at $57,144.

The Company accounted for the acquisition utilizing the purchase method
of accounting in accordance with Statement of Financial Accounting
Standards (SFAS) No. 141, "Business Combinations".  The Company is the
acquirer for accounting purposes and Genesis is the acquired company.
Accordingly, the Company applied push-down accounting and adjusted to
fair value all of the assets and liabilities directly on the financial
statements of the Subsidiary, Genesis Electronics, Inc.  The net



<PAGE>8

              Genesis Electronics Group, Inc. and Subsidiary
           Notes to Unaudited Consolidated Financial Statements
                               March 31, 2009

purchase price, including acquisition costs paid by the Company, was
allocated to the liabilities assumed on the records of the Company as
follows:

Goodwill                        1,717,602
Liabilities assumed            (1,660,458)
                                ---------
Net purchase price               $ 57,144

Since the Company has minimal revenues, has incurred losses and cash
used in operations, the Company deemed the acquired goodwill to be
impaired and wrote-off the goodwill on the acquisition date.
Accordingly, during fiscal year 2008, the Company recorded an
impairment of goodwill of $1,717,602 on the accompanying statement of
operations.

Unaudited pro forma results of operations data as if the Company and
Genesis had occurred are as follows:

                                  The Company        The Company
                                  and Genesis        and Genesis
                                 for the three      for the three
                                 months ended       months ended
                                 March 31, 2009     March 31, 2008
                                 --------------     --------------
Pro forma revenues                $ 30,544            $ 24,816
Pro forma loss from
  operations                       (27,744)           (490,709)
Pro forma net loss                  28,857             503,324
Pro forma diluted loss
  per share                       $  (0.00)           $  (0.01)

Pro forma data does not purport to be indicative of the results that
would have been obtained had these events actually occurred and is not
intended to be a projection of future results.

Reclassification

Certain amounts in the 2008 consolidated financial statements have been
reclassified to conform to the 2009 presentation. Such
reclassifications had no effect on the reported net loss.

Use of Estimates

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 revenue
and expenses during the reporting period. Actual results could differ

<PAGE>9

              Genesis Electronics Group, Inc. and Subsidiary
           Notes to Unaudited Consolidated Financial Statements
                               March 31, 2009

from those estimates. Significant estimates in 2009 and 2008 include
the valuation of stock-based compensation, and the useful life of
property, equipment, website development and valuation of beneficial
conversion feature in connection with convertible debt.

Cash and Cash Equivalents

For purposes of the unaudited consolidated statements of cash flows,
the Company considers all highly liquid instruments purchased with a
maturity of three months or less and money market accounts to be cash
equivalents.

Fair Value of Financial Instruments

Statement of Financial Accounting Standards No. 107, "Disclosures about
Fair Value of Financial Instruments," requires disclosures of
information about the fair value of certain financial instruments for
which it is practicable to estimate the value. For purpose of this
disclosure, the fair value of a financial instrument is the amount at
which the instrument could be exchanged in a current transaction
between willing parties, other than in a forced sale or liquidation.

The carrying amounts reported in the unaudited consolidated balance
sheet for cash, accounts payable, accrued expenses, loans payable,
notes payable, due to related parties and deferred revenue approximate
their fair market value based on the short-term maturity of these
instruments.

Property and Equipment

Property and equipment are stated at cost. Depreciation and
amortization are provided using the straight-line method over the
estimated economic lives of the assets, which are from five to seven
years.  Expenditures for major renewals and betterments that extend the
useful lives of property and equipment are capitalized.  Expenditures
for maintenance and repairs are charged to expense as incurred.

Website Development

Costs that the Company has incurred in connection with developing the
Company's websites are capitalized and amortized using the straight-
line method over expected useful lives of three years.

Impairment of Long-lived Assets

In accordance with Statement of Financial Accounting Standards (SFAS)
No. 144, "Accounting for the Impairment or Disposal of Long-Lived
Assets," the Company periodically reviews its long-lived assets for
impairment whenever events or changes in circumstances indicate that
the carrying amount of the assets may not be fully recoverable.  The

<PAGE>10

              Genesis Electronics Group, Inc. and Subsidiary
           Notes to Unaudited Consolidated Financial Statements
                               March 31, 2009

Company recognizes an impairment loss when the sum of expected
undiscounted future cash flows is less than the carrying amount of the
asset. The amount of impairment is measured as the difference between
the asset's estimated fair value and its book value.  The Company did
not consider it necessary to record any impairment charges during the
three months ended March 31, 2009 and March 31, 2008.

Non-employee Stock-Based Compensation

The cost of stock based compensation awards issued to non-employees for
services are recorded at either the fair value of the services rendered
or the instruments issued in exchange for such services, whichever is
more readily determinable, using the measurement date guidelines
enumerated in Emerging Issues Task Force Issue ("EITF") 96-18,
"Accounting for Equity Instruments That Are Issued to Other Than
Employees for Acquiring, or in Conjunction with Selling, Goods or
Services" ("EITF 96-18").

Stock-Based Compensation

Effective January 1, 2006, the Company adopted Statement of Financial
Accounting Standards No. 123 (revised 2004), Share Based Payment ("SFAS
No. 123R"). SFAS No. 123R establishes the financial accounting and
reporting standards for stock-based compensation plans. As required by
SFAS No. 123R, the Company recognized the cost resulting from all
stock-based payment transactions including shares issued under its
stock option plans in the financial
statements.

Prior to January 1, 2006, the Company accounted for stock-based
employee compensation plans (including shares issued under its stock
option plans) in accordance with APB Opinion No. 25 and followed the
pro forma net income, pro forma income per share, and stock-based
compensation plan disclosure requirements set forth in the Statement of
Financial Accounting Standards No. 123, Accounting for Stock-Based
Compensation ("SFAS No. 123"). For the three months ended March 31,
2009, the Company did not grant any stock options to employees.

Net Loss per Common Share

Basic loss per share is computed by dividing net loss by the weighted
average number of shares of common stock outstanding during the period.
The computation of diluted net earnings per share does not include
dilutive common stock equivalents in the weighted average shares
outstanding as they would be anti-dilutive.  As of March 31, 2009 and
2008, there were options and warrants to purchase 2,525,000 and
2,025,000 shares of common stock which could potentially dilute future
earnings per share.



<PAGE>11

              Genesis Electronics Group, Inc. and Subsidiary
           Notes to Unaudited Consolidated Financial Statements
                               March 31, 2009

Income Taxes

Income taxes are accounted for under Statement of Financial Accounting
Standards No. 109, "Accounting for Income Taxes," which is an asset and
liability approach that requires the recognition of deferred tax assets
and liabilities for the expected future tax consequences of events that
have been recognized in the Company's financial statements or tax
returns.

Research and Development

Research and development costs, if any, are expensed as incurred.

Revenue Recognition

The Company follows the guidance of the Securities and Exchange
Commission's Staff Accounting Bulletin 104 for revenue recognition. In
general, the Company records revenue when persuasive evidence of an
arrangement exists, services have been rendered or product delivery has
occurred, the sales price to the customer is fixed or determinable, and
collectibility is reasonably assured. The following policies reflect
specific criteria for the various revenues streams of the Company:

The Company has three primary revenue sources: website design,
transaction fees, and hosting fees.

     -    Website design revenue is recognized as earned when the
website is complete, control is transferred and the customer has
accepted its
          website, usually within seven days of the order.
     -    Transaction fee income comprises fees charged for use of
credit cards or other forms of payment in the purchase of items sold on
the customers' websites. The transaction fee income is recognized as
earned when funds transfers (via credit card or other forms of
payments) between the buyer and seller has been authorized.
     -    Revenues from website hosting fees are recognized when
earned. Web hosting fees received in advance are reflected as deferred
revenue on the accompanying balance sheet.

Recent accounting pronouncements

On January 1, 2008, the Company adopted the provisions of Statement of
Financial Accounting Standards ("SFAS") No. 157, "Fair Value
Measurements" ("SFAS 157"). SFAS 157 defines fair value as used in
numerous accounting pronouncements, establishes a framework for
measuring fair value and expands disclosure of fair value measurements.
In February 2008, the Financial Accounting Standards Board ("FASB")
issued FASB Staff Position, "FSP FAS 157-2-Effective Date of FASB
Statement No. 157" ("FSP 157-2"), which delays the effective date of
SFAS 157 for one year for certain nonfinancial assets and nonfinancial
liabilities, except those that are recognized or disclosed at fair

<PAGE>12

              Genesis Electronics Group, Inc. and Subsidiary
           Notes to Unaudited Consolidated Financial Statements
                               March 31, 2009

value in the financial statements on a recurring basis (at least
annually).  Excluded from the scope of SFAS 157 are certain leasing
transactions accounted for under SFAS No.13, "Accounting for Leases."
The exclusion does not apply to fair value measurements of assets and
liabilities recorded as a result of a lease transaction but measured
pursuant to other pronouncements within the scope of SFAS 157.  The
Company does not expect that the adoption of the provisions of FSP 157-
2 will have a material impact on its financial position, cash flows or
results of operations.

In March 2008, the FASB issued SFAS No. 161, Disclosures about
Derivative Instruments and Hedging Activities ("SFAS 161").  This
statement requires companies to provide enhanced disclosures about (a)
how and why they use derivative instruments, (b) how derivative
instruments and related hedged items are accounted for under Statement
133 and its related interpretations, and (c) how derivative instruments
and related hedged items affect a company's financial position,
financial performance, and cash flows.  SFAS 161 is effective for
financial statements issued for fiscal years and interim periods
beginning after November 15, 2008.  The Company will adopt the new
disclosure requirements on or before the required effective date and
thus will provide additional disclosures in its financial statements
when adopted.

In April 2008, FASB Staff Position No. 142-3, Determination of the
Useful Life of Intangible Assets (FSP 142-3) was issued.  This standard
amends the factors that should be considered in developing renewal or
extension assumptions used to determine the useful life of a recognized
intangible asset under FASB Statement No. 142, Goodwill and Other
Intangible Assets.  FSP 142-3 is effective for financial statements
issued for fiscal years beginning after December 15, 2008, and interim
periods within those fiscal years.  Early adoption is prohibited.  The
Company does not expect that the adoption of this pronouncement will
have a significant impact on its financial condition, results of
operations and cash flows.

In May 2008, the FASB issued FAS No. 162, The Hierarchy of Generally
Accepted Accounting Principles" which identifies the sources of
accounting principles and the framework for selecting the principles to
be used in the preparation of financial statements in conformity with
generally accepted accounting principles (GAAP) in the United States
(the GAAP hierarchy).  This statement is effective 60 days following
the SEC's approval of the Public Company Accounting Oversight Board
amendments to AU Section 411, "The Meaning of Present Fairly in
Conformity With Generally Accepted Accounting Principles".  The Company
does not expect that the adoption of this pronouncement will have a
significant impact on its financial condition, results of operations
and cash flows.



<PAGE>13

              Genesis Electronics Group, Inc. and Subsidiary
           Notes to Unaudited Consolidated Financial Statements
                               March 31, 2009

In May 2008, the Financial Accounting Standards Board ("FASB") issued
SFAS No. 163, "Accounting for Financial Guarantee Insurance Contracts-
and interpretation of FASB Statement No. 60".  SFAS No. 163 clarifies
how Statement 60 applies to financial guarantee insurance contracts,
including the recognition and measurement of premium revenue and claims
liabilities. This statement also requires expanded disclosures about
financial guarantee insurance contracts.  SFAS No. 163 is effective for
fiscal years beginning on or after December 15, 2008, and interim
periods within those years.  SFAS No. 163 has no effect on the
Company's financial position, statements of operations, or cash flows
at this time.

In June 2008, the FASB issued FASB Staff Position EITF 03-6-1,
Determining Whether Instruments Granted in Share-Based Payment
Transactions Are Participating Securities, ("FSP EITF 03-6-1").  FSP
EITF 03-6-1 addresses whether instruments granted in share-based
payment transactions are participating securities prior to vesting, and
therefore need to be included in the computation of earnings per share
under the two-class method as described in FASB Statement of Financial
Accounting Standards No. 128, "Earnings per Share."  FSP EITF 03-6-1 is
effective for financial statements issued for fiscal years beginning on
or after December 15, 2008 and earlier adoption is prohibited.  We are
not required to adopt FSP EITF 03-6-1; neither do we believe that FSP
EITF 03-6-1 would have a material effect on our financial position and
results of operations if adopted.

In December 2008, the FASB issued FASB Staff Position (FSP) FAS 140-4
and FIN 46(R)-8, Disclosures by Public Entities (Enterprises) about
Transfers of Financial Assets and Interests in Variable Interest
Entities.  The document increases disclosure requirements for public
companies and is effective for reporting periods (interim and annual)
that end after December 15, 2008.  This FSP amends FASB Statement No.
140, Accounting for Transfers and Servicing of Financial Assets and
Extinguishments of Liabilities, to require public entities to provide
additional disclosures about transfers of financial assets.  It also
amends FASB Interpretation No. 46 (revised December 2003),
Consolidation of Variable Interest Entities, to require public
enterprises, including sponsors that have a variable interest in a
variable interest entity, to provide additional disclosures about their
involvement with variable interest entities.  The Company does not
expect that the adoption of this pronouncement will have a significant
impact on its financial condition, results of operations and cash
flows.

In January 2009, the FASB issued FSP EITF 99-20-1, "Amendments to the
Impairment Guidance of EITF Issue No. 99"Recognition of Interest Income
and Impairment on Purchased and Retained Beneficial Interests in
Securitized Financial Assets". FSP EITF 99-20-1 changes the impairment
model included within EITF 99-20 to be more consistent with the
impairment model of SFAS No. 115. FSP EITF 99-20-1 achieves this by
amending the impairment model in EITF 99-20 to remove its exclusive

<PAGE>14

              Genesis Electronics Group, Inc. and Subsidiary
           Notes to Unaudited Consolidated Financial Statements
                               March 31, 2009

reliance on "market participant" estimates of future cash flows used in
determining fair value. Changing the cash flows used to analyze other-
than-temporary impairment from the "market participant" view to a
holder's estimate of whether there has been a "probable" adverse change
in estimated cash flows allows companies to apply reasonable judgment
in assessing whether an other-than-temporary impairment has occurred.
The adoption of FSP EITF 99-20-1 did not have a material impact on our
consolidated financial statements.

Other accounting standards that have been issued or proposed by the
FASB or other standards-setting bodies that do not require adoption
until a future date are not expected to have a material impact on the
consolidated financial statements upon adoption.

NOTE 2 - PROPERTY AND EQUIPMENT

At March 31, 2009, property and equipment consist of the following:

                                             Useful Life
                                               (Years)
                                             -----------
  Computer equipment and software                  5       $  12,542
  Office furniture and fixtures and
    equipment                                      7           4,328
                                                           ---------
                                                              16,870
  Less accumulated depreciation                              (15,668)
                                                            --------
                                                            $  1,202
                                                            ========

At December 31, 2008, property and equipment consist of the following:

                                             Useful Life
                                               (Years)
                                             -----------
  Computer equipment and software                  5       $  12,542
  Office furniture and fixtures and
    equipment                                      7           4,328
                                                           ---------
                                                              16,870
  Less accumulated depreciation                              (15,499)
                                                            --------
                                                            $  1,371

For the three months ended March 31, 2009 and 2008, depreciation
expense amounted to $169 and $631, respectively.



<PAGE>15

              Genesis Electronics Group, Inc. and Subsidiary
           Notes to Unaudited Consolidated Financial Statements
                               March 31, 2009

NOTE 3 - LOANS PAYABLE

On May 22, 2008, in connection with the Merger, the Company assumed
loans payable from certain third parties.  These loans bear 8% interest
per annum and are payable on demand.  As of March 31, 2009, loans
payable and related accrued interest amounted to $40,000 and $9,171,
respectively.  As of December 31, 2008, loans payable and related
accrued interest amounted to $40,000 and $8,371, respectively.


NOTE 4 - RELATED PARTY TRANSACTIONS

Certain officers of the Company advance funds to the Company for
working capital purposes.  The advances are non-interest bearing and
are payable on demand.  At March 31, 2009 and December 31, 2008, the
Company owed these related parties $76,585 and $78,385, respectively.


NOTE 5 - NOTE PAYABLE

On May 22, 2008, in connection with the acquisition, the Company
assumed a note payable from a third party.  These loans bear 8%
interest per annum and is payable on demand.  As of March 31, 2009,
note payable and related accrued interest amounted to $15,647 and
$6,541, respectively.  As of December 31, 2008, note payable and
related accrued interest amounted to $15,647 and $6,228, respectively.


NOTE 6 - CONVERTIBLE DEBT

On May 22, 2008, in connection with the acquisition, the Company
assumed certain debts from a third party, Corporate Debt Solutions
("Corporate Debt") amounting to $1,049,717.  Corporate Debt assumed a
total of $1,049,717 of promissory notes issued by two former officers
of Genesis and a certain third party.  These promissory notes were
issued to the Company's subsidiary, Genesis.  Immediately following the
closing of the Merger, on May 23, 2008, the Company entered into a
settlement agreement with Corporate Debt Solutions ("Corporate Debt").
Pursuant to the settlement agreement, the Company shall issue shares of
common stock and deliver to Corporate Debt, to satisfy the principal
and interest due and owing through the issuance of freely trading
securities of up to 100,000,000 shares.  The parties have agreed that
Corporate Debt shall have no ownership rights to the Settlement Shares
not yet issued until it has affirmed to the Company that it releases
the Company for the proportionate amount of claims represented by each
issuance.  The said requested number of shares of common stock is not
to exceed 4.99% of the outstanding stock of the Company at any one
time.  In connection with this settlement agreement, the Company
recorded and deemed such debt as a convertible liability with a fixed
conversion price of $0.01.  Accordingly, the Company recognized a total



<PAGE>16

              Genesis Electronics Group, Inc. and Subsidiary
           Notes to Unaudited Consolidated Financial Statements
                               March 31, 2009

debt discount of $1,049,717 due to a beneficial conversion feature and
such debt discount was immediately amortized to interest expense during
fiscal year 2008.

In June 2008, the Company issued 2,223,456 shares in connection with
the conversion of this convertible debt.  The fair value of such shares
issued amounted to approximately $23,346.

Between July 2008 and August 2008, the Company issued 8,995,374 shares
in connection with the conversion of this convertible debt.  The fair
value of such shares issued amounted to approximately $94,452.

At March 31, 2009 and December 31, 2008, convertible debt amounted to
$931,919.


NOTE 7 - GOING CONCERN

The accompanying unaudited consolidated financial statements are
prepared assuming the Company will continue as a going concern. Going
concern contemplates the realization of assets and the satisfaction of
liabilities in the normal course of business over a reasonable length
of time.  The Company was in the development stage through December 31,
2005 and has an accumulated deficit of approximately $7.5 million at
March 31, 2009, had net losses and negative cash flows from operations
for the three months ended March 31, 2009 of $28,857 and $28,850
respectively.  While the Company is attempting to increase revenues,
the growth has not been significant enough to support the Company's
daily operations.  For the three months ended March 31, 2009, the
Company sold 18,689,750 common shares for net proceeds of $34,325 and
subscription receivable of $43,234.

Management is attempting to raise additional funds by way of a public
or private offering.  While the Company believes in the viability of
its strategy to increase sales volume and in its ability to raise
additional funds, there can be no assurances to that effect.  The
Company's limited financial resources have prevented the Company from
aggressively advertising its products and services to achieve consumer
recognition.  These financial statements do not include any adjustments
relating to the recoverability and classifications of recorded assets,
or the amounts and classification of liabilities that might be
necessary in the event the Company cannot continue in existence.

NOTE 8 - STOCKHOLDERS' DEFICIT

Common Stock

For the three months ended March 31, 2009, the Company received net
proceeds of $34,325 and subscription receivable of $43,234 from the
sale of 18,689,750 shares of the Company's common stock.

<PAGE>17

              Genesis Electronics Group, Inc. and Subsidiary
           Notes to Unaudited Consolidated Financial Statements
                               March 31, 2009

For the three months ended March 31, 2009, the Company collected
subscription receivable of $6,000.

Stock Options

A summary of the stock options as of March 31, 2009 and changes during
the periods is presented below:

                                                          Weighted Average
                                       Number of Options   Exercise Price
  Balance at beginning of year            2,025,000            $0.40
  Granted                                         -                -
  Exercised                                       -                -
  Cancelled                                       -                -
  Balance at end of period                2,025,000            $0.40
  Options exercisable at end of period    2,025,000            $0.40

The following table summarizes the Company's stock option outstanding
at March 31, 2009:
                              OPTIONS OUTSTANDING AND EXERCISABLE
                              -----------------------------------

                                         WEIGHTED       WEIGHTED
                                          AVERAGE       AVERAGE
          RANGE OF                       REMAINING      EXERCISE
      EXERCISE PRICE       NUMBER          LIFE          PRICE
      --------------       ------        ---------      --------
           $ 0.40        2,025,000     1 year after       0.40
                                       effective
                                       registration

NOTE 9 - SUBSEQUENT EVENTS

Between April 2009 and May 2009, the Company received net proceeds of
$63,104 and subscription receivable of $10,000 from the sale of
8,998,000 shares of the Company's common stock.

Between April 2009 and May 2009, the Company collected subscription
receivable of $11,875.

In May 2009, the Company issued 4,900,000 shares of common stock to an
officer of the Company in connection with a settlement of related party
loans of $49,000.




<PAGE>18

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

On May 22, 2008, we completed an acquisition of Genesis Electronics,
Inc., a Delaware corporation.  Genesis was originally formed in
Delaware on October 22, 2001.  Genesis is a developmental stage
electronics company with a patented process for charging a battery from
solar energy and efficiently transferring that energy to the battery of
an electronic device.  This increases the life and, as a result, the
need to replace the devices' battery and eliminates the need to charge
the device by plugging into the power grid with an adapter.  Genesis
has working prototypes of a solar charger designed for the Apple iPhone
and expects to market this product and similar products in the near
future.

Until its acquisition of Genesis, our business was solely focused on
our internet shopping portal, and building and hosting websites for the
small business sector.  While we are still engaged in this business,
our primary focus has now shifted towards the further development and
marketing of the above described products.

In November 2008, we obtained, through a vote of majority of our
shareholders, the approval to change our name to Genesis Electronics
Group, Inc.  In February 2009, we filed an amendment to our Articles of
Incorporation with the Secretary of State of Nevada.  We changed our
name to Genesis Electronics Group, Inc.

PLAN OF OPERATIONS

We have only received minimal revenues.  We only have sufficient cash
on hand to meet funding requirements for the next 60-90 days.  We do
not have sufficient cash on hand to meet funding requirements for the
next twelve months.  Although we eventually intend to primarily fund
general operations and our marketing program with revenues received
from the sale of solar charger and related products and the Pricester
Custom Designed Websites, hosting and transaction fees, our revenues
are not increasing at a rate sufficient to cover our monthly expenses
in the near future.  We will have to seek alternative funding through
debt or equity financing in the next twelve months that could result in
increased dilution to the shareholders.  No specific terms of possible
equity or debt financing have been determined or pursued.

GOING CONCERN

As reflected in the accompanying consolidated financial statements, we
had an accumulated deficit of $7,542,754, a working capital deficit of
$1,202,354, had net losses for the three months ended March 31, 2009 of
$28,857 and cash used in operations during the three months ended March
31, 2009 of $28,850.  While we are attempting to increase sales, it has
not been significant enough to support the registrant's daily
operations.  We will attempt to raise additional funds by way of a
public or private offering.  While we believe in the viability of our



<PAGE>19

strategy to improve sales volume and in our ability to raise additional
funds, there can be no assurances to that effect.  Our limited
financial resources have prevented us from aggressively advertising our
products and services to achieve consumer recognition.  Our ability to
continue as a going concern is dependent on our ability to further
implement our business plan and generate increased revenues.

CRITICAL ACCOUNTING POLICIES

Our financial statements and accompanying notes are prepared in
accordance with generally accepted accounting principles in the United
States.  Preparing financial statements requires management to make
estimates and assumptions that affect the reported amounts of assets,
liabilities, revenue and expenses.  These estimates and assumptions are
affected by management's applications of accounting policies.  Critical
accounting policies for the registrant include the useful life of
property and equipment and web development costs.

Computer equipment and furniture is stated at cost less accumulated
depreciation.  Depreciation is computed over the assets' estimated
useful lives (five to seven years) using straight line methods of
accounting.  Maintenance costs are charged to expense as incurred while
upgrades and enhancements that result in additional functionality are
capitalized.

We review the carrying value of intangibles and other long-lived assets
for impairment at least annually or whenever events or changes in
circumstances indicate that the carrying amount of an asset may not be
recoverable.  Recoverability of long-lived assets is measured by
comparison of its carrying amount to the undiscounted cash flows that
the asset or asset group is expected to generate.  If such assets are
considered to be impaired, the impairment to be recognized is measured
by the amount by which the carrying amount of the property, if any,
exceeds its fair market value.

We have three primary revenue sources: website design, transaction
fees, and hosting fees.

   -   Website design revenue is recognized as earned when the website
is complete, control is transferred and the customer has accepted its
website, usually within seven days of the order.

   -   Transaction fee income comprises fees charged for use of credit
cards or other forms of payment in the purchase of items sold on the
customers' websites. The transaction fee income is recognized as earned
when funds transfers (via credit card or other forms of payments)
between the buyer and seller has been authorized.

   -   Revenues from website hosting fees are recognized when earned.
Web hosting fees received in advance are reflected as deferred revenue
on the accompanying balance sheet.




<PAGE>20

   -   Effective January 1, 2006, we adopted Statement of Financial
Accounting Standards No. 123 (revised 2004), Share Based Payment ("SFAS
No. 123R"). SFAS No. 123R establishes the financial accounting and
reporting standards for stock-based compensation plans.  As required by
SFAS No. 123R, we recognize the cost resulting from all stock-based
payment transactions including shares issued in the financial
statements.

Results of Operations.

For the three months ended March 31, 2009 compared to the three months
ended March 31, 2008

Net sales for the three months ended March 31, 2009 were $30,544 as
compared to net sales of $24,816 for the three months ended March 31,
2008, an increase of $5,728 or approximately 23%. We are continuing to
create customer awareness for our products.  Additionally, we have
begun offering website hosting services. There can be no assurances
that we will continue to recognize similar net revenue in future
periods or that we will ever report profitable operations.

Total operating expenses for the three months ended March 31, 2009 were
$58,288, a decrease of $378,944, or approximately 87%, from total
operating expenses in the year ended March 31, 2008 of $437,232. This
decrease is primarily attributable to:

      -   an increase of $2,250, or approximately 100%, in professional
fees incurred in connection with our SEC filings. This increase is
primarily related to increase in accounting fees,

   -   a decrease of $131,907, or approximately 93%, in consulting fees
in connection with the issuance of our common stock for services
rendered and amortization of prepaid expense in connection with
deferred compensation in 2008. This decrease is primarily attributable
to a decrease in issuance of our common stock for services rendered
during the three months ended March 31, 2009 as compared to the same
period in 2008,

   -   a decrease of $228,738, or 93%, in compensation expense to
$18,532 for the three months ended March 31, 2009 as compared to
$247,270 for the three months ended March 31, 2008.  Compensation
expense which includes salaries and stock based compensations to our
employees.  During the three months ended March 31, 2009, we did not
issue shares of our common stock as compensation to our employees and
is primarily attributable to this decrease. During the three months
ended March 31, 2008, the Company issued in aggregate 3,000,000 shares
of common stock to our CEO and an officer in connection with their
employment agreements dated January 14, 2008,

   -   a decrease of $20,549, or approximately 45%, in other selling,
general and administrative expenses as a result of decrease in general
expenses and office expenses attributable to decreased spending due to
limited financial resources.




<PAGE>21

We reported a loss from operations of $27,744 for three months ended
March 31, 2009 as compared to a loss from operations of $412,416 for
the three months ended March 31, 2008.

Total other expense for the three months ended March 31, 2009 were
$1,113, an increase of $1,038, from total other expense for three
months ended March 31, 2008 of $75. This increase is primarily
attributable to an increase of $1,113 in interest expense as a result
of the assumption of certain convertible debt in connection with a
settlement agreement entered into on May 23, 2008.

We reported a net loss of $28,857 or (0.00) per share for the three
months ended March 31, 2009 as compared to a net loss of $412,491 or
$(0.01) per share for the three months ended March 31, 2008.

Liquidity and Capital Resources.

During the three months ended March 31, 2009, we received net proceeds
of $34,325 and subscription receivable of $43,234 from the sale of our
common stock.  These funds were used for working capital purposes.

Net cash used in operating activities for the three months ended March
31, 2009 amounted to $28,850 and was primarily attributable to our net
losses of $28,857 offset by depreciation of $169. Net cash used in
operating activities for the three months ended March 31, 2008 amounted
to $80,186 and was primarily attributable to our net losses of $412,491
offset by stock based compensation of $266,000, amortization of prepaid
expense in connection with deferred compensation of $84,958,
depreciation of $631, and add back of changes in assets and liabilities
of $19,284.

Net cash flows provided by financing activities was $38,325 for the
three months ended March 31, 2009 as compared to net cash provided by
financing activities of $148,812 for the three months ended March 31,
2008, a decrease of $110,287.  For the three months ended March 31,
2009, we received proceeds from the sale of common stock of $40,325
offset by payments on related party advances of $1,800.  For the three
months ended March 31, 2008, we received proceeds from the sale of
common stock of $195,612, proceeds from related parties of $8,000 and
offset by payments on related party advances of $54,800.

We reported a net increase in cash for the three months ended March 31,
2009 of $9,675 as compared to a net increase in cash of $68,626 for the
three ended March 31, 2008.  At March 31, 2009, we had cash on hand of
$11,994.

RECENT ACCOUNTING PRONOUNCEMENTS

On January 1, 2008, the Company adopted the provisions of Statement of
Financial Accounting Standards ("SFAS") No. 157, "Fair Value
Measurements" ("SFAS 157"). SFAS 157 defines fair value as used in
numerous accounting pronouncements, establishes a framework for
measuring fair value and expands disclosure of fair value measurements.
In February 2008, the Financial Accounting Standards Board ("FASB")
issued FASB Staff Position, "FSP FAS 157-2-Effective Date of FASB

<PAGE>22

Statement No. 157" ("FSP 157-2"), which delays the effective date of
SFAS 157 for one year for certain nonfinancial assets and nonfinancial
liabilities, except those that are recognized or disclosed at fair
value in the financial statements on a recurring basis (at least
annually).  Excluded from the scope of SFAS 157 are certain leasing
transactions accounted for under SFAS No. 13, "Accounting for Leases."
The exclusion does not apply to fair value measurements of assets and
liabilities recorded as a result of a lease transaction but measured
pursuant to other pronouncements within the scope of SFAS 157.  We do
not expect that the adoption of the provisions of FSP 157-2 will have a
material impact on its financial position, cash flows or results of
operations.

In March 2008, the FASB issued SFAS No. 161, Disclosures about
Derivative Instruments and Hedging Activities ("SFAS 161").  This
statement requires companies to provide enhanced disclosures about (a)
how and why they use derivative instruments, (b) how derivative
instruments and related hedged items are accounted for under Statement
133 and its related interpretations, and (c) how derivative instruments
and related hedged items affect a company's financial position,
financial performance, and cash flows.  SFAS 161 is effective for
financial statements issued for fiscal years and interim periods
beginning after November 15, 2008.  We will adopt the new disclosure
requirements on or before the required effective date and thus will
provide additional disclosures in its financial statements when
adopted.

In April 2008, FASB Staff Position No. 142-3, Determination of the
Useful Life of Intangible Assets (FSP 142-3) was issued.  This standard
amends the factors that should be considered in developing renewal or
extension assumptions used to determine the useful life of a recognized
intangible asset under FASB Statement No. 142, Goodwill and Other
Intangible Assets.  FSP 142-3 is effective for financial statements
issued for fiscal years beginning after December 15, 2008, and interim
periods within those fiscal years.  Early adoption is prohibited.  We
have not determined the impact of this accounting standard on our
financial statements.

In May 2008, the FASB issued FAS No. 162, The Hierarchy of Generally
Accepted Accounting Principles" which identifies the sources of
accounting principles and the framework for selecting the principles to
be used in the preparation of financial statements in conformity with
generally accepted accounting principles (GAAP) in the United States
(the GAAP hierarchy).  This statement is effective 60 days following
the SEC's approval of the Public Company Accounting Oversight Board
amendments to AU Section 411, "The Meaning of Present Fairly in
Conformity With Generally Accepted Accounting Principles".  We do not
expect that the adoption of this pronouncement will have a significant
impact on its financial condition, results of operations and cash
flows.  In May 2008, the Financial Accounting Standards Board ("FASB")
issued SFAS No. 163, "Accounting for Financial Guarantee Insurance
Contracts-and interpretation of FASB Statement No. 60".  SFAS No. 163
clarifies how Statement 60 applies to financial guarantee insurance
contracts, including the recognition and

<PAGE>23

measurement of premium revenue and claims liabilities.  This statement
also requires expanded disclosures about financial guarantee insurance
contracts.  SFAS No. 163 is effective for fiscal years beginning on or
after December 15, 2008, and interim periods within those years. SFAS
No. 163 has no effect on our financial position, statements of
operations, or cash flows at this time.

In June 2008, the FASB issued FASB Staff Position EITF 03-6-1,
Determining Whether Instruments Granted in Share-Based Payment
Transactions Are Participating Securities, ("FSP EITF 03-6-1").  FSP
EITF 03-6-1 addresses whether instruments granted in share-based
payment transactions are participating securities prior to vesting, and
therefore need to be included in the computation of earnings per share
under the two-class method as described in FASB Statement of Financial
Accounting Standards No. 128, "Earnings per Share."  FSP EITF 03-6-1 is
effective for financial statements issued for fiscal years beginning on
or after December 15, 2008 and earlier adoption is prohibited.  We are
not required to adopt FSP EITF 03-6-1; neither do we believe that FSP
EITF 03-6-1 would have a material effect on our financial position and
results of operations if adopted.

In December 2008, the FASB issued FASB Staff Position (FSP) FAS 140-4
and FIN 46(R)-8, Disclosures by Public Entities (Enterprises) about
Transfers of Financial Assets and Interests in Variable Interest
Entities.  The document increases disclosure requirements for public
companies and is effective for reporting periods (interim and annual)
that end after December 15, 2008.  This FSP amends FASB Statement
No. 140, Accounting for Transfers and Servicing of Financial Assets and
Extinguishments of Liabilities, to require public entities to provide
additional disclosures about transfers of financial assets.  It also
amends FASB Interpretation No. 46 (revised December 2003),
Consolidation of Variable Interest Entities, to require public
enterprises, including sponsors that have a variable interest in a
variable interest entity, to provide additional disclosures about their
involvement with variable interest entities.  The registrant does not
expect that the adoption of this pronouncement will have a significant
impact on its financial condition, results of operations and cash
flows.

In January 2009, the FASB issued FSP EITF 99-20-1, "Amendments to the
Impairment Guidance of EITF Issue No. 99"Recognition of Interest Income
and Impairment on Purchased and Retained Beneficial Interests in
Securitized Financial Assets". FSP EITF 99-20-1 changes the impairment
model included within EITF 99-20 to be more consistent with the
impairment model of SFAS No. 115. FSP EITF 99-20-1 achieves this by
amending the impairment model in EITF 99-20 to remove its exclusive
reliance on "market participant" estimates of future cash flows used in
determining fair value. Changing the cash flows used to analyze other-
than-temporary impairment from the "market participant" view to a
holder's estimate of whether there has been a "probable" adverse change
in estimated cash flows allows companies to apply reasonable judgment
in assessing whether an other-than-temporary impairment has occurred.
The adoption of FSP EITF 99-20-1 did not have a material impact on our
consolidated financial statements.

Other accounting standards that have been issued or proposed by the
FASB or other standards-setting bodies that do not require adoption
until a future date are not expected to have a material impact on the
consolidated financial statements upon adoption.


Item 3.  Quantitative and Qualitative Disclosures About Market Risk

We do not consider the effects of interest rate movements to be a
material risk to our financial condition.  We do not hold any
derivative instruments and do not engage in any hedging activities.


Item 4T.  Controls and Procedures

Evaluation of Disclosure Controls and Procedures:

We maintain disclosure controls and procedures, as defined in Rules
13a-15(e) and 15d-15(e) under the Exchange Act that are designed to
insure that information required to be disclosed in the reports we file
or submit under the Exchange Act is recorded, processed, summarized and
reported within the periods specified in the Securities and Exchange
Commission's rules and forms and that such information is accumulated
and communicated to our management, including our Chief Executive
Officer and Chief Financial Officer, or the persons performing similar
functions, to allow timely decisions regarding required disclosure.

Under the supervision and with the participation of our CEO and CFO, or
the persons performing similar functions, our management has evaluated
the effectiveness of our disclosure controls and procedures as of the
end of the period covered by this report.  Based on that evaluation,
our CEO and CFO, or the persons performing similar functions, concluded
that our disclosure controls and procedures were not effective as of
March 31, 2009.

Subsequent to the registrant's quarter ended June 30, 2008, the auditor
advised the registrant that he believed there was a material deficiency
in internal controls and a lack of corporate governance regarding the
registrant's acquisition of Genesis.  Despite several requests, the
auditor did not receive the necessary documents and financial records
to audit the financial records of Genesis, prepare the required overdue
8K proforma financials of the acquisition and to perform the review of
the Form 10Q and related financial statements.  The auditor did not
feel comfortable with management and their lack of due diligence in
their recent acquisition and other matters.  The board of directors
discussed the subject matter of the disagreement with the former
accountant and the registrant has authorized the former accountant to
respond fully to the inquiries of the successor accountant concerning
the subject matter of such disagreements.

Additionally, the report of the former auditor was not reissued.
However, the report was not removed from the Form 10-K filed in March
2009.

Management has implemented additional internal controls to ensure that
similar situations do not occur in the future.

<PAGE>25

Evaluation of Changes in Internal Control over Financial Reporting:

Under the supervision and with the participation of our CEO and CFO, or
those persons performing similar functions, our management has
evaluated changes in our internal controls over financial reporting
that occurred during the first quarter of 2009.  Based on their
evaluation and the situations described above, our CEO and CFO, or
those persons performing similar functions, identified that the newly
implemented internal controls over financial reporting will materially
affect, or is reasonably likely to materially affect, our internal
control over financial reporting.



<PAGE>26

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.  None.

Item 1A. Risk Factors.  Not applicable to smaller reporting companies.

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

For the three months ended March 31, 2009, we sold 18,689,750 common
shares for net proceeds of $34,325 and subscription receivable of
$43,234

Item 3. Defaults Upon Senior Securities.  None.

Item 4. Submission of Matters to a Vote of Security Holders.  None.

Item 5. Other Information.  None.

Item 6. Exhibits

       Exhibit 31 - Certifications pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
       Exhibit 32 - Certifications pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002

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.

Dated:  May 15, 2009

GENESIS ELECTRONICS GROUP, INC.

By: /s/ Edward C. Dillon
---------------------------
Edward C. Dillon, CEO and Director