SECURITIES
          AND EXCHANGE COMMISSION
 WASHINGTON,
          D.C. 20549
  
 
 FORM
          10-Q
 
 **Quarterly
          Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act Of
          1934**
 
 **For
          The Quarterly Period Ended September 30, 2008**
 
 **Commission
          File Number:** **0-52994**
 
 **THE
          OLB GROUP, INC.**
 (Exact
          name of registrant as specified in its charter)
 
 **Delaware**
                
                **13-4188568**(State
                    of jurisdiction of Incorporation)
                
                (I.R.S.
                    Employer Identification No.)**1120
                    Avenue of the Americas, Fourth Floor**
                  **New
                    York, NY**
                
                **10036**(Address
                    of Principal Executive Offices)
                
                (Zip
                    Code)
 
 **(212)
          278-0900**
 (Registrant's
          telephone number)
 
 **Not
          Applicable**
 (Former
          name, address and 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  ̈
 
 Indicate
          by check mark whether the registrant is a shell company (as defined in
          Rule
          12b-2 of the Exchange Act).
 
 Yes  ̈ No x
 
 As
          of November 10, 2008, the Company had a total of  44,282,832
          shares of Common Stock outstanding.










**The
      OLB Group, Inc.**








**FINANCIAL
      STATEMENTS**





September
      30, 2008 and December 31, 2007









**CONTENTS**





Balance
                Sheets
            3Statements
                of Operations
            4Statement
                of Stockholders’ Equity (Deficit)
            5Statements
                of Cash Flows
            6Notes
                to the Financial Statements
            7


2


**The
        OLB Group, Inc.**
 **Balance
        Sheets**
 **ASSETS**
 
 September 30,
              
              December 31,2008
              
              2007(Unaudited)**CURRENT
                  ASSETS**Cash
                  at the bank
              
              $
              362
              
              $
              2,333Petty
                  cash
              
              
              -
              
              
              -Prepaid
                  expenses
              
              
              63,332
              
              
              95,833**TOTAL
                  CURRENT ASSETS**
              
              
              63,694
              
              
              98,166**OTHER
                  ASSETS**Internet
                  domain
              
              
              4,965
              
              
              4,965**TOTAL
                  ASSETS**
              
              $
              68,659
              
              $
              103,131
 
 **LIABILITIES
        AND STOCKHOLDERS’ EQUITY (DEFICIT)**
 
 September 30,
              
              December 31,2008
              
              2007(Unaudited)**CURRENT
                  LIABILITIES**Cash
                  overdraft
              
              $
              20
              
              $
              -Accounts
                  payable and accrued expenses
              
              
              173,328
              
              
              186,527Loan
                  payable - officer
              
              
              59,049
              
              
              -Accrued
                  salary
              
              
              137,500
              
              
              -Judgment
                  payable with accrued interest
              
              
              179,554
              
              
              172,627**TOTAL
                  CURRENT LIABILITIES**
              
              
              549,451
              
              
              359,154**STOCKHOLDERS’
                  EQUITY (DEFICIT)**Preferred
                  stock, $0.01 par value, 50,000,000 shares authorized, no shares
                  issued and
                  outstanding
              
              
              -
              
              
              -Common
                  stock, $0.01 par value; 200,000,000 shares authorized,
              
              
              -
              
              
              -44,282,832
                  and 43,691,067shares issued and outstanding, respectively
              
              
              442,830
              
              
              436,912Additional
                  paid-in capital
              
              
              10,473,321
              
              
              10,370,639Accumulated
                  deficit
              
              
              (11,396,943
              )
              
              (11,063,574
              )Total
                  Stockholders’ Equity (Deficit)
              
              
              (480,792
              )
              
              (256,023
              )**TOTAL
                      LIABILITIES AND STOCKHOLDERS’ EQUITY
                      (Deficit)**
              
              $
              68,659
              
              $
              103,131




The
      accompanying notes are an integral part of these financial
      statements.





3





**The
      OLB Group, Inc.**


**Statements
      of Operations**


(Unaudited)





For the Nine Months
            
            For the Three MonthsEnded September 30
            
            Ended September 302008
            
            2007
            
            2008
            
            2007**NET
                REVENUES**
            
            $
            -
            
            $
            -
            
            $
            -
            
            $
            -**OPERATING
                EXPENSES**Officer’s
                salary
            
            
            200,000
            
            
            187,500
            
            
            68,750
            
            
            62,500Other
                general&
                administrative expenses
            
            
            128,137
            
            
            1,152,718
            
            
            15,409
            
            
            185,273Total
                operating expenses
            
            
            328,137
            
            
            1,340,218
            
            
            84,159
            
            
            247,773Loss
                from operations
            
            
            (328,137
            )
            
            (1,340,218
            )
            
            (84,159
            )
            
            (247,773
            )**OTHER
                INCOME (EXPENSE)**Interest
                expense
            
            
            (5,232
            )
            
            (5,232
            )
            
            (1,744
            )
            
            (1,744
            )Total
                Other Income (Expense)
            
            
            (5,232
            )
            
            (5,232
            )
            
            (1,744
            )
            
            (1,744
            )**NET
                LOSS**
            
            $
            (333,369
            )
            $
            (1,345,450
            )
            $
            (85,903
            )
            $
            (249,517
            )**BASIC
                LOSS PER SHARE**
            
            $
            (0.01
            )
            $
            (0.03
            )
            $
            (0.00
            )
            $
            (0.01
            )**BASIC
                    AND DILUTED WEIGHTED AVERAGE SHARES
                    OUTSTANDING**
            
            
            44,119,509
            
            
            39,304,670
            
            
            44,282,832
            
            
            40,696,620





The
      accompanying notes are an integral part of these financial
      statements.





4


**Statements
        of Shareholders’ Equity (Deficit)**
 
 Common Stock
              
              AdditionalPaid In
              
              AccumulatedShares
              
              Amount
              
              Capital
              
              DeficitBalance
                  at, December 31, 2006
              
              
              35,300,506
              
              
              353,006
              
              
              8,592,018
              
              
              (9,385,744
              )Issuance
                  of common stock for cash
              
              
              44,000
              
              
              440
              
              
              10,560
              
              
              -Issuance
                  of common stockto
                  convert accrued salaries and loans to equity
              
              
              2,060,534
              
              
              20,605
              
              
              263,965
              
              
              -Issuance
                  of common stock for services
              
              
              6,195,027
              
              
              61,951
              
              
              1,486,806
              
              
              -Issuance
                  of common stock to convert warrants to equity
              
              
              91,000
              
              
              910
              
              
              17,290
              
              
              -Net
                  Loss for the year ended December 31, 2007
              
              
              -
              
              
              -
              
              
              -
              
              
              (1,677,830
              )Balance
                  at, December 31, 2007
              
              
              43,691,067
              
              $
              436,912
              
              $
              10,370,639
              
              $
              (11,063,574
              )Issuance
                  of common stock for services (unaudited)
              
              
              100,000
              
              
              1,000
              
              
              24,000
              
              
              -Issuance
                  of common stockto
                  convert accrued salaries and loans to equity (unaudited)
              
              
              491,765
              
              
              4,918
              
              
              78,682
              
              
              -Net
                  Loss for the 9 months Ended September 30, 2008 (unaudited)
              
              
              -
              
              
              -
              
              
              -
              
              
              (333,369
              )Balance
                  at, September 30, 2008 (unaudited)
              
              
              44,282,832
              
              $
              442,830
              
              $
              10,473,321
              
              $
              (11,396,943
              )
 
 The
        accompanying notes are an integral part of these financial
        statements.
  5




**The
      OLB Group, Inc.**


**Statements
      of Cash Flows**


(Unaudited)


For the Nine MonthsEnded September 30,2008
                
                2007**CASH
                    FLOWS FROM OPERATING ACTIVITIES**Net
                    loss
                
                $
                (333,369
                )
                $
                (1,345,450
                )Adjustments
                    to reconcile net loss to net cash (used in)operating
                    activities:Stock
                    issued for services
                
                
                25,000
                
                
                1,098,756Changes
                    in assets and liabilities:Decrease
                    in prepaid expenses
                
                
                32,501
                
                
                -Increase
                    in accounts payable & accruals
                
                
                56,228
                
                
                12,191Increase
                    in accrued salary
                
                
                137,500
                
                
                187,500Net
                    cash used in operating activities
                
                
                (82,140
                )
                
                (47,003
                )CASH
                    FLOWS FROM INVESTING ACTIVITIES
                
                
                -
                
                
                -CASH
                    FLOWS FROM FINANCING ACTIVITIESIncrease
                    (decrease) to cash overdraft
                
                
                20
                
                
                (3,460
                )Stock
                    issued for cash
                
                
                -
                
                
                11,000Repayment
                    of loan - officer
                
                
                (5,500
                )
                
                -Proceeds
                    from loans - officer
                
                
                85,649
                
                
                40,804Net
                    cash provided by financing activities
                
                
                80,169
                
                
                48,344NET
                    INCREASE (DECREASE) IN CASH
                
                
                (1,971
                )
                
                1,341CASH
                    – BEGINNING OF PERIOD
                
                
                2,333
                
                
                200CASH –
                    END OF PERIOD
                
                $
                362
                
                $
                1,541CASH
                    PAID FOR:Interest
                
                $
                -
                
                $
                -Taxes
                
                $
                7,192
                
                $
                2,145SUPPLEMENTAL
                    DISCLOSURE OF NON-CASH ACTIVITIESStock
                    issued for services and prepaid expenses
                
                $
                108,599
                
                $
                1,161,256Stock
                    issued in conversion of accrued expenses and other debt
                
                $
                -
                
                $
                228,305





The
      accompanying notes are an integral part of these financial
      statements.




6




**The
      OLB Group, Inc.**


Notes
      to
      the Financial Statements


September
      30, 2008 and December 31, 2007





**NOTE
      1 -**  **BACKGROUND**





The
      unaudited financial statements have been prepared by The OLB Group, Inc. (the
      “Company”), pursuant to the rules and regulations of the Securities and Exchange
      Commission. The information furnished herein reflects all adjustments
      (consisting of normal recurring accruals and adjustments), which are, in the
      opinion of management; necessary to fairly present the operating results for
      the
      respective periods. Certain information and footnote disclosures normally
      present in annual financial statements prepared in accordance with accounting
      principles generally accepted in the United States of America have been omitted
      pursuant to such rules and regulations. These financial statements should be
      read in conjunction with the audited financial statements and footnotes for
      the
      year ended December 31, 2007 included on the Company’s Form 10-KSB. The results
      of the nine months ended September 30, 2008 are not necessarily indicative
      of
      the results to be expected for the full year ending December 31,
      2008.





**NOTE
      2 -**  **SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES**





**Cash
      and Cash Equivalents**





The
      Company considers all highly liquid investments purchased with an original
      maturity date of three months or less from the date of purchase to be a cash
      equivalent.





**Concentration
      of Credit Risk**





Financial
      instruments, which potentially subject the Company to concentration of credit
      risk, consist of accounts receivable and cash deposits. The Company maintains
      cash with various major financial institutions. The Company performs periodic
      evaluations of the relative credit standing of these institutions. To reduce
      risk, the Company performs credit evaluations of its customers and maintains
      reserves for potential credit losses.





**Use
      of Estimates**





The
      preparation of financial statements in conformity with accounting principles
      generally accepted in the United States of America requires management to make
      estimates and assumptions that affect the reported amounts of assets and
      liabilities and disclosure of contingent assets and liabilities at the date
      of
      the financial statements and the reported amounts of revenues and expenses
      during the reporting period. Actual results could differ from those
      estimates





**Income
      Taxes**





In
      July
      2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation
      No. 48, Deferred income taxes are provided using the liability method whereby
      deferred tax assets are recognized for deductible temporary differences and
      operating loss and tax credit carry forwards and deferred tax liabilities are
      recognized for taxable temporary differences. Temporary differences are the
      differences between the reported amounts of assets and liabilities and their
      tax
      bases. Deferred tax assets are reduced by a valuation allowance when, in the
      opinion of management, it is more likely than not that some portion or all
      of
      the deferred tax assets will not be realized. Deferred tax assets and
      liabilities are adjusted for the effects of the changes in tax laws and rates
      of
      the date of enactment.


7


**The
      OLB Group, Inc.**


Notes
      to
      the Financial Statements


September
      30, 2008 and December 31, 2007





**Recent
      Accounting Pronouncements**





FASB
      159 – Fair Value Option for Financial Assets and Financial
      Liabilities





FASB
      141
      (revised 2007) Business combinations





FASB
      162,
“The Hierarchy of Generally Accepted Accounting Principles” (FAS 162).





The
      adoption of the above pronouncements is not expected to have a material impact
      on our financial condition or results of operations.




**NOTE
      3 -**  **RELATED
      PARTY TRANSACTIONS**





In
      February 2004, the Company entered into an employment agreement with its founder
      and President that expires on February 28, 2009 .
      The
      agreement provides for an annual salary of $250,000 plus fringe benefits and
      an
      incentive bonus based on the achievement of certain performance criteria. During
      2007 the company converted $284,570 of accrued salary and loans owed to the
      Company’s President into 2,060,534 shares of common stock.





During
      the first three months of 2008 the company converted $83,600 of accrued salary
      and loans into 491,765 shares of common stock.





On
      February 20, 2008 the company extended the employment agreement with its founder
      and president for another 5 years commencing April 1, 2008 that expires on
      February 28, 2014. The agreement provides for an annual salary of $275,000
      plus
      fringe benefits and an incentive bonus based on the achievement of certain
      performance criteria. The employment agreement also includes a covenant not
      to
      compete with the Company for a period of one (1) year after employment ceases
      as
      to the renewal of this agreement.





**NOTE
      4 -**  **GOING
      CONCERN**




The
      financial statements are presented on the basis that the Company is a going
      concern. A 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 has incurred significant losses from operations,
      and
      has a working capital deficit of approximately $485,757 which together raise
      substantial doubt about its ability to continue as a going concern. Management
      is presently pursuing financing and investment opportunities with investment
      bankers and private investors. The ability of the Company to achieve its
      operating goals and to obtain such additional finances, however, is uncertain.
      The financial statements do not include any adjustments relating to the
      recoverability and classification of asset carrying amounts or the amount and
      classification of liabilities that might result from the outcome of this
      uncertainty.




8




**Forward-Looking
      Statements**





The
      information in this report contains forward-looking statements. All statements
      other than statements of historical fact made in report are forward looking.
      In
      particular, the statements herein regarding industry prospects and future
      results of operations or financial position are forward-looking statements.
      These forward-looking statements can be identified by the use of words such
      as
“believes,” “estimates,” “could,” “possibly,” “probably,” anticipates,”
“projects,” “expects,” “may,” “will,” or “should” or other variations or similar
      words. No assurances can be given that the future results anticipated by the
      forward-looking statements will be achieved. Forward-looking statements reflect
      management’s current expectations and are inherently uncertain. Our actual
      results may differ significantly from management’s expectations.





The
      following discussion and analysis should be read in conjunction with our
      financial statements, included herewith. This discussion should not be construed
      to imply that the results discussed herein will necessarily continue into the
      future, or that any conclusion reached herein will necessarily be indicative
      of
      actual operating results in the future. Such discussion represents only the
      best
      present assessment of our management.


******


**Critical
      Accounting Policies**





Our
      discussion and analysis of our financial condition and results of operations
      are
      based upon our financial statements, which have been prepared in accordance
      with
      generally accepted accounting principles in the United States. The preparation
      of financial statements require management to make estimates and disclosures
      on
      the date of the financial statements. On an on-going basis, we evaluate our
      estimates including, but not limited to, those related to revenue recognition.
      We use authoritative pronouncements, historical experience and other assumptions
      as the basis for making judgments. Actual results could differ from those
      estimates. We believe that the following critical accounting policies affect
      our
      more significant judgments and estimates in the preparation of our financial
      statements.




**Revenue
      Recognition.**





The
      Company has had no revenues from operations since inception. Revenues will
      be
      recognized when title and risk of loss transfers to the customer and the
      earnings process is complete. In general, title passes to our customers upon
      the
      customer's receipt of the merchandise. Revenue is accounted for in accordance
      with Emerging Issue Task Force Issue No. 99-19, reporting revenue gross as
      a
      principal versus net as an agent. Revenue is recognized on a gross basis since
      our company has the risks and rewards of ownership, latitude in selection of
      vendors and pricing, and bears all credit risk. Our company records all shipping
      and handling fees billed to customers as revenues, and related costs as cost
      of
      goods sold, when incurred, in accordance with Emerging Issue Task Force Issue
      No. 00-10, accounting for shipping and handling fees and costs.





**Allowance
      for Doubtful Accounts.**




Currently
      we have no accounts receivable. We are required to make judgments based on
      historical experience and future expectations, as to the realizability of our
      accounts receivable. We make these assessments based on the following factors:
      (a) historical experience, (b) customer concentrations, customer credit
      worthiness, (d) current economic conditions, and (e) changes in customer payment
      terms.




**Overview.**





We
      are
      e-commerce service provider, which enables a business desiring to sell goods
      and
      services on the internet to utilize the our e-commerce resources and support
      services, thus creating economies of scale and cost efficiencies for e-commerce
      sellers throughout the entire e-commerce process.




The
      products that we plan to distribute over the next year and will account for
      most
      of our business are as follows:


9





·
            ShopFast
                PC·
            ShopFast
                DSD





There
      are
      a number of trends in the eCommerce/direct response marketing industry, the
      most
      significant of which is the trend toward integrated marketing strategies.
      Integrated marketing campaigns involve not only advertising, but also sales
      promotions, internal communications, public relations, social networking, and
      other disciplines. The objectives of integrated marketing are to promote our
      products and services,





Price
      is
      no longer the sole motivator of purchasing behavior for our potential customers.
      With the availability of similar products from multiple sources, customers
      are
      increasingly looking for distributors who provide a tangible value-added to
      their products. As a result, we provide a broad range of products and related
      services. Specifically, we will provide research and consultancy services,
      artwork and design services, and fulfillment services to our customers. These
      services will be provided in-house as well as outsourced by our current
      suppliers.





We
      can
      provide no assurances that our expectations described above will be
      realized.




**Recently
      Issued Accounting Pronouncements.**





During
      the year ended December 31, 2007 and in 2008, the Company adopted the following
      accounting pronouncements which had no impact on the financial statements or
      results of operations:





FASB
      159 – Fair Value Option for Financial Assets and Financial
      Liabilities




FASB
      141
      (revised 2007) Business combinations





FASB
      162,
“The Hierarchy of Generally Accepted Accounting Principles” (FAS 162).





The
      adoption of the above pronouncements is not expected to have a material impact
      on our financial condition or results of operations.





**Liquidity
      and Capital Resources.**


We
      anticipate that our future liquidity requirements will require a need to obtain
      additional financing. The Company’s primary sources of funding to date consists
      of loans from its Chief Executive Officer and principal stockholder, Ronny
      Yakov. Although Mr., Yakov has provided financing in the past, he has no binding
      commitment to continue such financing. We may not be able to obtain such
      additional financing or, if obtained, such financing may not be available and/or
      not be on terms favorable to us.




**PLAN
      OF OPERATION.**




Our
      plan
      of operation is to launch the marketing of the software component of our
      ShopFast PC product by the end of the fourth quarter of fiscal 2008, to produce
      a 30 minute infomercial to promote this product, as well as short form two
      minute commercials after completing the longer infomercial, depending on the
      funds available to the Company for such purposes. We intend to run the
      advertisements for a period of time and to use focus groups to determine the
      prices at which we can obtain the highest level of reseller orders **** and
      then
      to launch a full scale media campaign. If the ratio of media spending to product
      orders is at least $1.50 return in orders on $1.00 spent on advertising, we
      would continue such advertising. Otherwise, we would consider alternatives
      to
      the advertising methods tried. After adjustments to the marketing plan and
      getting a satisfactory return rate on the media expenditures, we intend to
      launch a nationwide television distribution campaign.


10


Over
      the
      next twelve months, we do not expect to purchase or sell any significant
      equipment. We are currently redesigning ShopFast PC so that the Internet
      Storefront can be created by a client having limited computer expertise without
      our assistance. In previous versions of ShopFast DSD, the Internet Storefront
      would have had to have been created by an administrator employed by us. We
      are
      redesigning ShopFast PC so that the client can create the Internet Storefront
      on
      the client’s own, in the following five steps:




**Step
      1** : Choose
      the categories of items to be sold on the store.




**Step
      2:** Design
      the store by choosing layouts, fonts, colors and a logo.




**Step
      3:** Personalize the store by adding descriptive text




**Step
      4:** Account
      information to facilitate payments for the store subscription as well as payment
      of commissions




**Step
      5:** Final
      store confirmation and immediate store generation.




If
      we
      successfully test our ShopFast PC product, we are planning to develop or acquire
      additional products to complement our e-commerce products. We anticipate
      that we will also need to make expenditures in the following areas: to expand
      our existing ecommerce platform and replace some of the existing hardware and
      servers to service the volume of transactions we anticipate and to add more
      marketing and administrative personnel, although our initial plan is outsource
      significant services to third party providers. The additional products to be
      developed and/or acquired have not yet been identified, but are expected to
      be
      the result of requests by clients and/or their customers for additional
      functionality, services, payment methods and/or product
      availability.





We
      are
      currently in the quality assurance testing phase for our re-developed ShopFast
      DSD software, which is based on a different design platform than the prior
      versions, allowing it to operate faster and under all computer operating systems
      that can fully support Internet Explorer 5.0 or higher. ShopFast DSD will have
      be a customized product to the needs of the particular clients. The immediately
      prior paragraph is also applicable to the successful testing of our re-developed
      ShopFast DSD product.





**MANAGEMENT’S
      DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.**





Some
      of
      the information in this prospectus contains forward-looking statements that
      involve substantial risks and uncertainties. You can identify these statements
      by forward-looking words such as "may," "expect," "anticipate," "believe,"
      "estimate" and "continue," or similar words. You should read statements that
      contain these words carefully because they:





·
            discuss
                our future expectations;·
            contain
                projections of our future results of operations or of our financial
                condition; and·
            state
                other "forward-looking" information.





We
      believe it is important to communicate our expectations. However, there may
      be
      events in the future that we are not able to accurately predict or over which
      we
      have no control. Our actual results and the timing of certain events could
      differ materially from those anticipated in these forward-looking statements
      as
      a result of certain factors, including those set forth under "Risk Factors,"
      "Business" and elsewhere in this prospectus. See "Risk Factors."


11


**OVERVIEW**




We
      are an
      e-commerce service provider engaged in the development of software products
      and
      other services designed to help businesses sell products over the internet.
      We
      are currently developing two software products: **ShopFast
      Direct Shopping Database** TM
      (“ShopFast DSD”), and **ShopFast
      Profit Center** TM
      (“ShopFast PC”). Each of these software products enables the user of the
      software to create an internet website from which such user can sell products
      located on a database maintained by us (the “OLB Database”).




**RESULTS
      OF OPERATIONS -****THREE
      AND NINE MONTHS ENDED SEPTEMBER 30, 2008 AS COMPARED TO THE THREE AND NINE
      MONTHS ENDED SEPTEMBER 30, 2007******




***GENERAL
      AND ADMINISTRATIVE EXPENSES***




General
      and administrative  ("G&A") expenses decreased by $1,024,581 or
      89% to $128,137 for the nine months ended September 30, 2008 as compared to
      the
      nine months ended September
      30 ,
      2007.
      For the three months ended September 30, 2008 as compared to the three months
      ended September 30, 2007 expenses decreased by $169,864 or 92% to $15,409 this
      decrease in G&A expenses was the result of a decrease in professional fees
      and services for the software development.




***NET
      LOSS***




Net
      loss decreased by $1,012,081 to $333,369 for the nine months ended September
      30,
      2008 as compared to nine months ended September 30, 2007 . Net
      loss decreased by $163,614 to $85,903 for the three months ended September
      30,
      2008 as compared to three months ended September 30, 2007 . This
      decrease in net loss was the result of the decrease in G&A expenses for
      professional fees & software development.




***LIQUIDITY
      AND CAPITAL RESOURCES***





During the
      nine
      months ended September 30, 2008 ,
      the
      Company used $82,140 of cash for operating activities, as compared to $47,003
      cash used through nine months ended September 30, 2007. The increase in the
      use
      of cash was for operating expenses and professional services related to public
      company compliance.




Cash
      provided from financing activities during the nine months ended September 30,
      2008 was $80,169 as compared to $48,344 through nine months ended September
      30,
      2007. Our capital needs have primarily been met from the loans from our
      president.





Our
      financial statements as of the nine months ended September 30, 2008 have been
      prepared under the assumption that we will continue as a going concern through
      December 31, 2008. Our independent registered public accounting firm has issued
      their report that included an explanatory paragraph expressing substantial
      doubt
      in our ability to continue as a going concern without additional capital
      becoming available. Our ability to continue as a going concern ultimately is
      dependent on our ability to generate a profit which is dependent upon our
      ability to obtain additional equity or debt financing, attain further operating
      efficiencies and, ultimately, to achieve profitable operations. The financial
      statements do not include any adjustments that might result from the outcome
      of
      this uncertainty.


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**PLAN
      OF OPERATION AND FINANCING NEEDS**





We
      are
      engaged in developing eCommerce software.





Our
      plan
      of operation within the next twelve months is to utilize our cash balances
      to
      continue research and development of our software.  We believe that
      our current cash and investment balances will be sufficient to support
      development activity and general and administrative expenses for the next twelve
      months. Management estimates that it will require additional cash resources
      during 2008, based upon its current operating plan and condition. We will be
      investigating additional financing alternatives, including equity and/or debt
      financing. There is no assurance that capital in any form would be available
      to
      us, and if available, on terms and conditions that are acceptable. If we are
      unable to obtain sufficient funds during the next twelve months, we may be
      forced to reduce the size of our organization, which could have a material
      adverse impact on, or cause us to curtail and/or cease the development of our
      products.




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**PART
      II. OTHER INFORMATION**





**ITEM
              1.**
            **LEGAL
                PROCEEDINGS:**





As
      of the
      filing date of this Form 10-Q, we are not a party to any pending legal
      proceedings.





**ITEM
              2.**
            **CHANGES
                IN SECURITIES.**





(a)  For
      the
      three months ended September 30, 2008 there were no sales of unregistered
      securities.




14




**ITEM
              3.**
            **DEFAULTS
                UPON SENIOR SECURITIES**





Not
      applicable.





**ITEM
              4.**
            **SUBMISSIONS
                OF MATTERS TO A VOTE OF SECURITY
                HOLDERS:**





Not
      applicable.





**ITEM
              5.**
            **OTHER
                INFORMATION:**





Not  applicable




**ITEM
              6.**
            **EXHIBITS:**




Except
      for the exhibits listed below as filed herewith or unless otherwise noted,
      all
      other required exhibits have been previously filed with the Securities and
      Exchange Commission under the Securities Exchange Act of 1934 on Form 10-SB,
      as
      amended (file no.0-52994).





Exhibit
              Number
            
            Description2.1
            
            Certificate
                of Incorporation2.2
            
            Bylaws2.3
            
            Certificate
                of Merger between The OLB Group, Inc. and OLB.com (On-Line
                Business)3.1
            
            Common
                Stock Certificate3.2
            
            Warrant
                Agreement, issued by The OLB Group, Inc. to Ronny Yakov10.1
            
            Employment
                Agreement effective March 1, 2004 between The OLB Group, Inc. and
                Ronny
                Yakov10.2
            
            Fulfillment
                and Distribution Agreement, dated January 19, 2006, between the OLB
                Group,
                Inc. and Baker & Taylor Fulfillment, Inc.10.3
            
            Settlement
                and Merger Agreement dated as September 27, 2004, between OLB.com
                (on-Line
                Business) and MetaSource Group, Inc.11
            
            Statement
                re: Computation of per share earnings (1)31.1
            
            Rule
                13a-14(a) Certification – Chief Executive Officer
                *31.2
            
            Rule
                13a-14(a) Certification – Interim Chief Financial Officer
                *32.1
            
            Section
                1350 Certification – Chief Executive Officer *32.2
            
            Section
                1350 Certification – Interim Chief Financial Officer
                *





(1)
      Reference is made to Registrant’s Statements of Operations contained in the
      Financial Statements included in this Report on Form 10-QSB.


*
      Filed
      herewith




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**SIGNATURES**
 
 Pursuant
        to the requirements of Section 13 or 15(d) 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.
  **THE
                  OLB GROUP, INC.**Date:  November
                  10, 2008
              By:
              /s/ Ronny
                  YakovRonny
                  YakovPresident,
                  Chief Executive Officer and Interim
                Chief
                  Financial Officer


16