================================================================================


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

                                   FORM 10-QSB

         [X]      QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                      FOR THE QUARTER ENDED MARCH 31, 2003

                                       OR

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

          For the transition period from _____________ to ____________

                         Commission File Number: 1-12536

                          SOUTHERN SOFTWARE GROUP, INC.
             (Exact name of Registrant as specified in its charter)


            Delaware                                    11-2964894
 ------------------------------             -----------------------------------
(State or other jurisdiction of            (I.R.S. Employer Identification  No.)
 incorporation or organization)

      1598 Whitehall Road, Suite E
          Annapolis, Maryland                                 21401
 --------------------------------------                     --------
(Address of principal executive offices)                   (Zip Code)

Registrant's telephone number,
including area code:                                    (410) 757-2728
                                                         -------------

                                 Not applicable
--------------------------------------------------------------------------------
              (Former name, former address and former fiscal year
                          if changed since last report)

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

                               Yes  [X]   No  [ ]


508,934 Common Shares, $.0001 par value were issued and outstanding at April 30,
2003.
================================================================================
<PAGE>

                          SOUTHERN SOFTWARE GROUP, INC.
                                TABLE OF CONTENTS

                                                                        PAGE NO.
                                                                        --------
PART I - FINANCIAL INFORMATION

Consolidated Balance Sheets, March 31, 2003 and
       December 31, 2002 (unaudited)                                        3

Consolidated Statements of Operations for the three
       months ended March 31, 2003 and 2002 (unaudited)                     4

Consolidated Statements of Cash Flows for the three
       months ended March 31, 2003 and 2002 (unaudited)                     5

Notes to Consolidated Financial Statements (unaudited)                      6

Management's Discussion and Analysis of Financial
       Condition and Results of Operations                                 10

Controls and Procedures                                                    12

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings                                                 13

Item 2.  Exhibits and Reports on Form 8-K                                  13

Item 3.  Changes in Securities                                             13

Item 4.  Defaults upon Senior Securities                                   13

Item 5.  Submission of Matters to a Vote of Security Holders               13

Item 6.  Other Information                                                 14

Signature                                                                  15

Certification                                                              16

                                        2
<PAGE>
<TABLE><CAPTION>
                  SOUTHERN SOFTWARE GROUP, INC. AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)
                                                                                  March 31,     December 31,
                                                                                    2003            2002
                                                                                ------------    ------------
                                     ASSETS
Current assets:
<S>                                                                             <C>             <C>
      Cash and cash equivalents                                                 $        --     $        375
      Accounts receivable, net of $18,320 allowance for doubtful accounts                --           16,526
          at December 21, 2002
      Costs and estimated earnings in excess of billings
          on uncompleted contracts in 2002                                               --           19,939
      Prepaid expenses and other current assets                                          --           14,730
                                                                                ------------    ------------
          Total current assets                                                           --           51,570

Property and equipment, net                                                              --           12,554
Investments                                                                              --              --
Other assets                                                                             --            7,408
                                                                                ------------    ------------

                                                                                $        --     $     71,532
                                                                                ============    ============

                      LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities
      Accounts payable and accrued liabilities                                  $     15,100    $    262,193
      Deferred revenue                                                                   --           12,959
      Deferred rent                                                                      --            9,959
      Line of credit payable                                                          75,000         150,000
                                                                                ------------    ------------
          Total current liabilities                                                   90,100         435,111

Convertible subordinated debentures - related party                                      --          488,212
                                                                                ------------    ------------

          Total liabilities                                                           90,100         923,323
                                                                                ------------    ------------

Commitments and contingencies                                                            --              --

Stockholders'  deficit
      Common stock, $.0001 par value.  Authorized 55,000,000
          shares; issued and outstanding 508,934 shares as of
          March 31, 2003 and December 31, 2002, respectively                             509             245

      Additional paid-in capital                                                  16,949,575      16,086,521
      Accumulated deficit                                                        (17,040,184)    (16,938,557)
                                                                                ------------    ------------

          Total stockholders' deficit                                                (90,100)       (851,791)
                                                                                ------------    ------------

                                                                                $        --           71,532
                                                                                ============    ============
</TABLE>

               The accompanying note are an integral part of these
                        consolidated financial statements

                                        3
<PAGE>

                  SOUTHERN SOFTWARE GROUP, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2003 and 2002
                                   (Unaudited)
<TABLE><CAPTION>

                                                                                     Three months ended
                                                                                          March 31,
                                                                                ----------------------------
                                                                                    2003            2002
                                                                                ------------    ------------
<S>                                                                             <C>             <C>
Revenues
   Service                                                                      $      3,280    $     91,359
   Royalty                                                                              --             2,007
                                                                                ------------    ------------
               Total revenue                                                           3,280          93,366
                                                                                ------------    ------------

Expenses
   Cost of service                                                                    26,803         108,156
   Selling, general and administrative                                                95,250         170,462
                                                                                ------------    ------------
               Total operating expenses                                              122,053         278,618

                                                                                ------------    ------------
Loss from operations                                                                (118,773)       (185,252)
                                                                                ------------    ------------

Other income                                                                            --            13,009
Interest expense and other, net                                                      (85,977)        (31,963)
Gain on sale of assets and liabilities to Houston Associates                         103,123            --
Gain on sale of investments                                                             --            30,842
                                                                                ------------    ------------
               Total other income (expense)                                           17,146          11,888
                                                                                ------------    ------------
Net Loss                                                                        $   (101,627)   $   (173,364)
                                                                                ============    ============

Loss per common share - Basic and Diluted                                       $      (0.20)   $      (0.69)
                                                                                ============    ============

Weighted average number of common shares outstanding -
               basic and diluted                                                     508,934         249,765
                                                                                ============    ============
</TABLE>

               The accompanying note are an integral part of these
                        consolidated financial statements

                                        4
<PAGE>

                  SOUTHERN SOFTWARE GROUP, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
               For the three months ended March 31, 2003 and 2002
                                   (Unaudited)
<TABLE><CAPTION>
                                                                                     Three Months Ended
                                                                                          March 31,
                                                                                ----------------------------
                                                                                    2003            2002
                                                                                ------------    ------------
Cash flows from operating activities
<S>                                                                             <C>             <C>
    Net Loss                                                                    $   (101,627)   $   (173,364)
    Adjustments to reconcile net loss to net cash used in
           operating activities
       Depreciation and amortization                                                     583           4,016
       Gain on the sale of assets and liabilities to Houston Associates             (103,123)           --
       Amortization of deferred financing costs and beneficial conversion
           feature on convertible subordinated debentures                            111,787          14,161
       Registration penalties waived                                                    --           (12,567)
       Gain on sale of investments                                                      --           (30,842)
       Increase (decrease) in cash from changes in assets and liabilities:
           Accounts receivable                                                         7,382         177,932
           Prepaid expenses and other current assets                                  11,492          13,381
           Accounts payable and accrued liabilities                                   21,340          14,310
           Deferred revenue                                                          (12,959)         (2,660)

                                                                                ------------    ------------
    Net cash provided by (used in) operating activities                              (65,125)          4,367
                                                                                ------------    ------------


Cash flows from investing activities
    Proceeds from the sale of assets and liabilities to Houston Associates            19,750            --
    Proceeds from the sale of investments                                               --            30,842
                                                                                ------------    ------------
    Net cash provided by investing activities                                         19,750          30,842
                                                                                ------------    ------------

Cash flows from financing activities
    Proceeds from the sale of common stock                                            45,000            --
    Proceeds from short-term debt, net                                                  --           (24,000)
                                                                                ------------    ------------
    Net cash provided by (used in) financing activities                               45,000         (24,000)
                                                                                ------------    ------------

Net increase (decrease) in cash and cash equivalents                                    (375)         11,209

Cash and cash equivalents, beginning of period                                           375         105,430
                                                                                ------------    ------------
Cash and cash equivalents, end of period                                        $       --      $    116,639
                                                                                ============    ============

Supplemental disclosures of cash paid:
    Interest                                                                    $       --      $     23,047
    Income taxes                                                                        --              --

Supplemental schedule of noncash investing and financing activities:
    Stock issued for services                                                   $     65,000    $       --
    Conversion of debt and accrued interest into common stock                   $    753,318    $       --
    Assumption fo Debt by Houston Associates                                    $     75,000    $       --
</TABLE>

               The accompanying note are an integral part of these
                        consolidated financial statements

                                        5
<PAGE>

                  SOUTHERN SOFTWARE GROUP, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

1. FINANCIAL STATEMENT PRESENTATION

1. THE BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION. Southern Software Group, Inc. (the "Company") has
prepared the accompanying unaudited condensed consolidated financial statements
pursuant to the rules and regulations of the Securities and Exchange Commission.
These financial statements should be read together with the financial statements
and notes in the Company's 2002 Annual Report on Form 10-KSB filed with the
Securities and Exchange Commission. Certain information and footnote disclosures
normally included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted. The accompanying
condensed consolidated financial statements reflect all adjustments and
disclosures which, in our opinion, are necessary for fair presentation. All such
adjustments are of a normal recurring nature. The results of operations for the
interim periods are not necessarily indicative of the results of the entire
year.

SALE OF THE OPERATING ASSETS AND LIABILITIES. On January 23, 2003, by a
unanimous vote of all of the independent directors, Southern Software Group,
Inc.'s (formerly Strategic Solutions Group, Inc.) (the "Company") Board of
Directors approved an Asset Purchase Agreement ("Purchase Agreement") pursuant
to which the Company agreed to sell its operating assets (the "Sale
Transaction") for a purchase price ("Purchase Price") of (i) $19,750; (ii) the
assumption of a portion of the Company's bank indebtedness in the amount of
$75,000 plus interest; and (iii) the assumption of certain accrued payables. The
Company thereafter received shareholder approval by obtaining the written
consent of a majority of its outstanding shares of common stock ("the
Shareholders Consent") in lieu of holding a meeting. The Company provided an
Information Statement to all of its stockholders pursuant to Rule 14c-2
promulgated under the Securities Exchange Act of 1934, as amended. This
Information Statement was furnished to stockholders for the purpose of informing
them of the Company's sale of all of its operating assets to the Purchaser. The
Company filed a Definitive Information Statement with the Securities and
Exchange Commission on February 11, 2003. The Sales Transaction was closed on
March 3, 2003.

Upon signing the Purchase Agreement, the Purchaser advanced funds in the
aggregate amount of $37,051 to be used for payroll and for payment of certain
liabilities. The Company issued 35,000 shares of its common stock to Houston in
full satisfaction of this advance. The advance from Houston was necessary since
the Sale Transaction did not generate sufficient cash to pay the Company's
remaining creditors or cash for distribution to shareholders.

One of the assets that was sold to the Purchaser in the Sale Transaction was the
exclusive right to the use of the Strategic Solutions name. Accordingly, the
Shareholders Consents authorized an Amendment to the Company's Certificate of
Incorporation to change the Company's name to "Southern Software Group Inc." The
name change was effected on March 13, 2003.

Prior to executing the Purchase Agreement, the Company's Board of Directors
strongly believed that continued operation of the Company's business as the only
business of a public company was not in the best interests of the Company's
stockholders as evidenced by the Company's continuing losses and negative
operating cash flow. The Company's Board of Directors determined that the Sale
Transaction was the best available alternative for the Company and its
stockholders.

The Company is seeking to merge with an operating business or businesses that
would have the potential to create stockholder value. The Company has recently
negotiated a non-binding letter of intent with SecureD Services, a company that
will be created by combining DOLFIN.com, Inc. with the VACMAN Enterprise
business of VASCO Data Security International, Inc. The letter of intent calls
for the Company to acquire SecureD Services (in a reverse takeover) resulting in
the current Company shareholders retaining approximately a 5% interest in the
reorganized company. Shareholders of the Company will experience substantial
dilution should this transaction be completed. The Company has not executed a

                                        6
<PAGE>

definitive agreement for this transaction and there can be no assurance that
this, or any transaction will be consummated. Should the Company be unable to
complete such a transaction, the Company will not have sufficient funds to
continue to exist.

In anticipation of and to facilitate a merger with an operating business, the
Shareholders Consent approved an amendment to the Company's Certificate of
Incorporation that would, among other things, (i) increased the number of
authorized shares to 55,000,000, of which 5,000,000 shares shall be made up of a
class of authorized preferred stock, the rights, privileges and preferences of
which can be set by the Board of Directors without shareholder vote; (ii)
authorized a reduction in the number of outstanding shares of common stock by
implementing a reverse stock split at the ratio of 35:1 (one share of new stock
issued for each existing thirty five shares) such that there exists
approximately 500,000 shares immediately prior to the completion of the merger;
(iii) authorized the Board of Directors to change the name of the corporation
without shareholder vote to coincide with any new business or enterprise engaged
in by the Company; and (iv) to effect any other changes permitted by Delaware
law deemed necessary by the Company. There is no assurance that a merger will be
consummated or consummated in a timely manner. If the Company fails to merge
with an operating business or businesses in a timely manner, the Company is not
likely be able to meet its reporting obligations and comply with other
requirements of a publicly held corporation.

All share and per share amounts have been retroactively adjusted to give effect
to the 35:1 reverse stock split.

Subsequent to December 31, 2002, the following equity transactions were
completed either as part of the Sales Transaction or to raise additional working
capital.
<TABLE><CAPTION>
                                                                  Number of Shares of
                                                                     Common Stock         Value
                                                                  -------------------   ----------
<S>                                                                      <C>             <C>
Conversion of convertible subordinated debentures along with             150,949         $736,562
accrued and unpaid interest (1)
Issuance of shares of common stock in satisfaction of
registration penalties (2)                                                 3,454           16,756
Issuance of shares of common stock for services performed by the
Company's financial and legal advisors and for advances from
Houston (3)                                                              100,000          100,000
Issuance of shares of common stock for cash (4)                           10,000           10,000
</TABLE>

(1)  The conversion of the convertible subordinates debentures was necessary to
     effectuate the merger by written consent in lieu of a shareholder meeting.

(2)  The Company issued these shares in satisfaction of a contractual obligation
     to repurchase shares of common stock from a shareholder.

(3)  The Company issued 35,000 shares of its common stock to Houston Associates
     for cash needed for working capital. In addition the Company issued to
     National Capital 35,000 shares of its common stock and to its law firm
     30,000 shares of common stock in partial satisfaction of amounts due these
     firms.

(4)  The shares were sold to three of the Company's directors for cash needed
     for working capital.

STOCK BASED COMPENSATION. The Company accounts for stock-based employee
compensation arrangements in accordance with provisions of Accounting Principles
Board ("APB") Opinion No. 25, "Accounting for Stock Issued to Employees", and
related interpretations, and comply with the disclosure provisions of SFAS No.
123, "Accounting for Stock-Based Compensation," as amended by SFAS 148, "Stock
Compensation - Transition and Disclosure". Under APB No. 25, compensation
expense is based on the difference, if any, on the date of the grant, between
the fair value of our common stock and the exercise price.

                                        7
<PAGE>

The following table illustrates the effect on net income (loss) and net income
(loss) per share had compensation costs for the stock-based compensation plan
been determined based on grant date fair values of awards under the provisions
of SFAS No. 123, for the three month periods ended March 31:

                                                            2003        2002
                                                         ---------   ---------
Net income (loss)
     As reported:                                        $(101,627)  $(173,364)
     Less total stock-based compensation expense
          determined under fair value-based method for
          all awards                                       (61,039)    (58,619)
                                                         ---------   ---------

     Pro forma                                            (162,666)   (231,983)
                                                         =========   =========

Net income (loss) per share, basic and diluted
     As reported                                         $  (0.20)   $  (0.69)
     Pro forma                                           $  (0.32)   $  (0.93)


The Company accounts for non-employee stock-based awards in which services are
the consideration received for the equity instruments issued based on the fair
value of the consideration received or the fair value of the equity instrument
issued, whichever is more reliably measured. The Company determined the value of
stock grants made to both employees and non-employees based on the quoted market
price of our common stock on the date of grant.

GOING CONCERN. As noted above, the Company has sold all of its operating assets
in the Sale Transaction. As such, following the closing of the Sale Transaction
on March 3, 2003, the Company has no business operations, two non-paid
employees, nominal assets, and a significant working capital deficit. The
Company is essentially a public shell corporation that is seeking to merge with
an operating business or businesses that would have the potential to create
stockholder value. The Company has recently negotiated a letter of intent with
SecureD Services, a company that will be created by combining DOLFIN.com, Inc.
with the VACMAN Enterprise business of VASCO Data Security International, Inc.
The letter of intent calls for the Company to acquire SecureD Services (in a
reverse takeover) resulting in the current Company shareholders retaining
approximately a 5% interest in the reorganized company.

The accompanying financial statements have been prepared in conformity with
accounting principles generally accepted in the United States of America, which
contemplates the realization of assets, and the satisfaction of liabilities in
the normal course of business and the continuation of the Company as a going
concern. The Company has experienced net losses and negative cash flows from
operations since 2001. As shown in the financial statements, the Company has
accumulated deficit of $17,040,184 at March 31, 2003. Management of the Company
believes that without completing the reverse merger with SecureD Services that
it will not have sufficient cash to fund even its current level of corporate
maintenance in the future, and may not be able to continue. As such, the
Company's continuation as a going concern is dependent upon its ability to
complete the transaction with Secure D Services and to raise additional
financing prior to the closing of that transaction in order to fund costs the
Company is incurring to remain in good standing with the State of Maryland and
the Securities and Exchange Commission. The effect of the Sales Transaction,
lack of accessible funds, significant working capital deficit and continued
losses are factors among others that indicate the Company may be unable to
continue as a going concern. The Company is actively working to complete the
SecureD Services transaction and is pursuing additional funding as necessary to
provide for working capital. Subsequent to December 31, 2002, the Company has
sold 10,000 shares of its common stock to three of its directors for $10,000 for
working capital. Great North Capital Corporation has also provided the Company
with a working capital bridge loan of $20,000.

Management believes that actions presently being taken will provide the
Company's with the opportunity to continue as a going concern. The financial
statements do not include any adjustments relating to the recoverability and
classification of liabilities that might be necessary should the Company be
unable to continue as a going concern.

                                        8
<PAGE>

2. LINE OF CREDIT AND SUBORDINATED CONVERTIBLE DEBENTURES

LINE OF CREDIT

At December 31, 2002 the Company had a line of credit with a bank for up to
$150,000, originally expiring in March 2003. The Company had borrowings of
$150,000 due on this line of credit at December 31, 2002 . The line of credit is
secured by the assets of the Company, and bears interest at the prime rate
(4.25% at December 31, 2002) plus 2%. In connection with the Sales Transaction
$75,000 of this line of credit was assumed by the Purchaser. The remaining
$75,000 is currently outstanding and due on demand.

CONVERTIBLE SUBORDINATED DEBENTURES

As described in Note 1 above, in February 2003, the convertible subordinated
debt along with accrued and unpaid interest totaling $736,562 was converted into
150,949 shares of the Company's common stock.

3. EARNINGS (LOSS) PER SHARE

Basic earnings (loss) per share for each period presented is computed by
dividing net income (loss) by the weighted average number of shares of common
stock outstanding during the period. Diluted earnings per share reflects the
dilutive effect of additional shares of common stock that could be issued upon
the exercise of outstanding stock options and the conversion of the convertible
subordinated debenture.

The diluted share base for the three months ended March 31, 2003 excludes
incremental shares of 62,050 related to stock options currently outstanding.
These shares are excluded due to their antidilutive effect as a result of the
Company's net loss.





                                        9
<PAGE>

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

SAFE HARBOR DISCLOSURE

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of
1995: The statements contained in this document and other statements which are
not historical facts are forward looking statements that involve risks and
uncertainties, including, the success of newly implemented sales strategies; the
continued existence of agreements with product providers; market acceptance of
the Company's products and services; the ability to obtain a larger number and
size of contracts; the timing of contract awards; work performance and customer
response; the impact of competitive products and pricing; technological
developments by the Company's competitors or difficulties in the Company's
research and development efforts; and other risks as detailed in the Company's
Securities and Exchange Commission filings.

PLAN OF OPERATIONS - SALE TRANSACTION AND PROPOSED REVERSE TAKEOVER

As of the date of this filing, the Company has no business operations, two
non-paid employees, nominal assets, and a significant working capital deficit.
The Company is essentially a public shell corporation that is seeking to merge
with an operating business or businesses that would have the potential to create
stockholder value. The Company has recently negotiated a letter of intent with
SecureD Services, a company that will be created by combining DOLFIN.com, Inc.
with the VACMAN Enterprise business of VASCO Data Security International, Inc.
The letter of intent calls for the Company to acquire SecureD Services (in a
reverse takeover) resulting in the current Company shareholders retaining
approximately a 5% interest in the reorganized company. (See Note 1 to the
financial statements for a more complete description of the Sale Transaction).

The Company has no working capital or access to working capital. Great North
Capital Corporatoin has advanced the Company funds totaling $20,000 to meet
certain of its needs. If the transaction with SecureD Services is not
comsummated and the Company is not able to find a suitable replacement, the
Company will not be able to continue. The Company has no current plans other
than the transaction with SecureD Services and is not in negotiations with any
other companies.

RESULTS OF OPERATIONS - THREE MONTHS ENDED MARCH 31, 2003 AND 2002

As described above the Company has no operations as of the date of this filing.
As such it is not meaningful to compare the results of the Company's operations
for the three months ended March 31, 2003 with those of March 31, 2002.

The Company earned only a small amount of revenue totaling $3,280 during the
three month period ended March 31, 2003 prior to consummation of its transaction
with Houston Associates. This represents a significant reduction from revenue
that was earned in the three months ended March 31, 2002 of $93,000. As reported
in the Company's December 31, 2002 Form 10-KSB filed with the Securities and
Exchange Commission, in late 2002, the Company began to experience a downturn in
contract activity and revenue from its major customer. The Company was hopeful
that its could finalize two contracts totaling $1,073,000 with its major
customer in the early part of the fourth quarter of 2002 but was successful in
finalizing only one of the contracts in the amount of $93,000 and was not
successful with the other $980,000 contract. The Company received notification
in 2003 from this customer that the $980,000 was put on an indefinite hold, and
would not be able to say when or if it would be processed.

Due in part to the loss of business from the Company's majority customer during
2002 and 2003, management and the Board of Directors did not believe that the
Company had any opportunities for continuing as a going concern, and executed
the Sales Transaction. While the Company continued to pursue other customers, it
was unable to generate a sufficient number of new contracts to enable it to
replace the loss of revenue from its major customer.

During late 2002 and in the three months ended March 31, 2003 the Company
undertook significant cost reduction actions, including the reduction in
workforce and salary deferrals for remaining employees. The Company currently
has two non-paid officers who are both employed by Houston & Associates. These
two officers are assisting the Company with facilitating the reverse takeover by
SecureD Services described above.

                                       10
<PAGE>

CASH FLOW, LIQUIDITY AND CAPITAL RESOURCES

At March 31, 2003, the Company had $0 in cash and a significant working capital
deficit. As a result of the business downturn the Company experienced during
2002, management and the Board of Directors did not believe that sufficient
business opportunities existed that would generate sufficient cash flow to
continue as a going concern. As such, the Company's Board of Directors approved
the Sales Transaction.

Subsequent to December 31, 2002, the Company received cash proceeds of $19,750
from the Sales Transaction; $37,051 from Houston from the sale of 35,000 shares
of its common stock; $10,000 from the sale of 10,000 shares of its common stock
to three of its officers on February 27, 2003; and in May 2003 advances totaling
$20,000 from Great North Capital Corporation. The Company has no operations,
accessible funds or sources of funds.

The Company's auditors included in their Report of Independent Certified Public
Accountants, dated March 14, 2003, a fourth (explanatory) paragraph drawing
attention to factors that raise substantial doubt about our ability to continue
as a going concern on our December 31, 2002 consolidated financial statements.

As a result of the business downturn experienced by the Company, management and
the Board of Directors did not believe that sufficient opportunities existed for
the Company to continue as a going concern and completed the Sales Transaction.
As of the date of this filing, the Company has no business operations, two
non-paid employees, no assets, and a working capital deficit. The Company is
effectively a public shell corporation that is seeking to merge with an
operating business or businesses that would have the potential to create
stockholder value. The Company has recently negotiated a letter of intent with
SecureD Services, a company that will be created by combining DOLFIN.com, Inc.
with the VACMAN Enterprise business of VASCO Data Security International, Inc.
The letter of intent calls for the Company to acquire SecureD Services (in a
reverse takeover) resulting in the current Company shareholders retaining
approximately a 5% interest in the reorganized company. Shareholders of the
Company will experience substantial dilution should this transaction be
completed. Should the Company be unable to complete such a transaction, the
Company will not have sufficient funds to continue to exist.

During the three months ended March 31, 2003, the Company completed the
following capital stock transactions in order to raise the necessary funds to
maintain the Company or as part of the Sales Transaction

                                              Number of
                                              Shares of
                                             Common Stock    Value      Purpose
                                             ------------   --------    -------
Conversion of convertible subordinated
debentures along with accrued and unpaid
interest                                       150,949      $736,562       (1)


Issuance of shares of common stock in
satisfaction of registration penalties           3,454        16,756       (2)

Issuance of shares of common stock for
services performed by the Company's
financial and legal advisors and in
satisfaction of amounts advanced by Houston    100,000       100,000       (3)

Issuance of shares of common stock for cash     10,000        10,000       (4)

(1)  The conversion of the convertible subordinates debentures was necessary to
     effectuate the merger by written consent in lieu of a shareholder meeting.

(2)  The Company issued these shares in satisfaction of a contractual obligation
     to repurchase shares of common stock from a shareholder.

                                       11
<PAGE>

(3)  The Company issued 35,000 shares of its common stock to Houston Associates
     for cash needed for working capital. In addition the Company issued to
     National Capital 35,000 shares of its common stock and to its law firm
     30,000 shares of common stock in partial satisfaction of amounts due these
     firms.

(4)  The shares were sold to three of the Company's directors for cash needed
     for working capital.


ITEM 2A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company does not believe there is any material market risk exposure with
respect to derivative or other financial instruments that would require
disclosure under this item.

ITEM 3. CONTROLS AND PROCEDURES

(a) EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES. Within 90 days prior to
the date of this report, the Company carried out an evaluation, under the
supervision and with the participation of the Company's Principal Executive
Officer and Principal Financial Officer, of the effectiveness of the design and
operation of the Company's disclosure controls and procedures. Based on this
evaluation, our Principal Executive Officer and Principal Financial Officer
concluded that the Company's disclosure controls and procedures are effective in
timely alerting them to material information required to be disclosed in the
Company's periodic reports filed with the SEC. It should be noted that the
design of any system of controls is based in part upon certain assumptions about
the likelihood of future events, and there can be no assurance that any design
will succeed in achieving its stated goals under all potential future
conditions, regardless of how remote.

(b) CHANGES IN INTERNAL CONTROLS. There were no significant changes in the
Company's internal controls or in other factors that could significantly affect
the Company's disclosure controls and procedures subsequent to the date of their
evaluation.

                                       12
<PAGE>

PART II - OTHER INFORMATION

Item 1.   LEGAL PROCEEDINGS: The Company is not subject to any other legal
          proceedings other than claims that arise in the ordinary course of its
          business.

Item 2.   EXHIBITS AND REPORTS ON FORM 8-K:

          (a)  Exhibits

          99.1 Certification Pursuant to 18 U.S.C., Section 1350 as adopted
               pursuant to section 906 of the Sarbanes-Oxley Act of 2002.
               (Filed herewith)

          (b)  On March 14, 2003, the Company filed a form 8-K concerning the
               Sale Transaction described in "Part 1, Item 1 - Sale of the
               Operating Assets and Liabilities"

Item 3.   CHANGES IN SECURITIES: NONE

Item 4.   DEFAULTS UPON SENIOR SECURITIES: None

Item 5.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS:

          By a unanimous vote of all independent directors, the Company's Board
          of Directors approved, on January 23, 2003, an Asset Purchase
          Agreement ("Purchase Agreement") by and among the Company, Houston
          Associates, Inc. ("Houston"), and a newly formed corporation that is a
          wholly owned subsidiary of Houston (the "Purchaser"). Pursuant to the
          Purchase Agreement, the Company agreed to sell substantially all of
          its assets to the Purchaser (the "Sale Transaction") for a purchase
          price ("Purchase Price") of (i) $19,750; (ii) the assumption of a
          portion of the Company's bank indebtedness in the amount of $75,000
          plus interest; and (iii) the assumption of certain accrued payables.
          The Company thereafter received shareholder approval obtained by
          written consent ("Shareholders Consents") in lieu of holding a
          meeting. The Shareholders Consents represent approval by a majority of
          the outstanding shares of common stock of the Company that is required
          under Delaware law in order to effect the Sale Transaction.

          The Company provided an Information Statement to all of its holders of
          capital stock pursuant to Rule 14c-2 promulgated under the Securities
          Exchange Act of 1934, as amended. This Information Statement was
          furnished to stockholders for the purpose of informing them of the
          Company's sale of substantially all of its assets to the Purchaser.
          The Company filed a Definitive Information Statement with the
          Securities and Exchange Commission on February 11, 2003. The Company
          closed the Sales Transaction on March 3, 2003.

          Upon signing the Purchase Agreement, the Purchaser advanced funds in
          the aggregate amount of $37,051 to be used for payroll and for payment
          of certain liabilities. The Company issued 35,000 shares of its common
          stock (subject to the 35:1 reverse stock split) to Houston in full
          satisfaction of that advance. The advance from Houston was necessary
          since the Sale Transaction did not generate sufficient cash to pay the
          Company's remaining creditors or cash for distribution to
          shareholders.

          One of the assets that was sold to the Purchaser in the Sale
          Transaction was the exclusive right to the use of the Strategic
          Solutions name. Accordingly, the Shareholders Consents authorized an
          Amendment to the Company's Certificate of Incorporation to change the
          Company's name to "Southern Software Group Inc." The name change was
          effected on March 13, 2003.

          Prior to executing the Purchase Agreement, our Board of Directors
          strongly believed that continued operation of the Company's business
          as the only business of a public company was not in the best interests
          of the Company's stockholders as evidenced by the Company's continuing
          losses. In March 2002, the Board retained National Capital Companies,
          LLC ("National Capital"), a mergers & acquisitions firm, to assist the
          Company in identifying potential candidates for a sale, merger or
          acquisition.

                                       13
<PAGE>

          The Company's Board of Directors determined that the Sale Transaction
          was the best available alternative for the Company and its
          stockholders, concluding that consummating the Sale Transaction would
          effectively eliminate the Company's continuing losses and pay off a
          major portion of its obligations.

          In anticipation of and to facilitate a merger with an operating
          business, the Shareholders Consent approved an amendment to the
          Company's Certificate of Incorporation that would, among other things,
          (i) increased the number of authorized shares to 55,000,000, of which
          5,000,000 shares shall be made up of a class of authorized preferred
          stock, the rights, privileges and preferences of which can be set by
          the Board of Directors without shareholder vote; (ii) authorized a
          reduction in the number of outstanding shares of common stock by
          implementing a reverse stock split at the ratio of 35:1 (one share of
          new stock issued for each existing thirty five shares) such that there
          exists approximately 500,000 shares immediately prior to the
          completion of the merger; (iii) authorized the Board of Directors to
          change the name of the corporation without shareholder vote to
          coincide with any new business or enterprise engaged in by the
          Company; and (iv) to effect any other changes permitted by Delaware
          law deemed necessary by the Company. There is no assurance that a
          merger will be consummated or consummated in a timely manner. If the
          Company fails to merge with an operating business or businesses in a
          timely manner, the Company is not likely be able to meet its reporting
          obligations and comply with other requirements of a publicly held
          corporation. All share and per share amounts have been retroactively
          adjusted to give effect to the 35:1 reverse stock split.

Item 6.   OTHER INFORMATION: None

SIGNATURE

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.


                                           SOUTHERN SOFTWARE GROUP, INC.
                                           -----------------------------
                                           (Registrant)

Dated:   May 20, 2003


                                           BY: /s/ Ernest Wagner
                                               -------------------------
                                               Ernest Wagner
                                               President


                                       14
<PAGE>

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

I, Ernest Wagner, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of Southern Software
     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 officer 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 we 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 officer and I have disclosed, based upon
     our most recent evaluation, to the registrant's auditors and the audit
     committee of the registrant's board of directors (or persons fulfilling the
     equivalent function):

     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 officer 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: May 20, 2003

/S/ ERNEST WAGNER
---------------------
President

                                       15