U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                         AMENDMENT NO. 1 TO FORM 10-QSB

              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                For the quarterly period ended September 30, 1999

                                       OR

              [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
              For the transition period from ________ to ________



                    Consortium Service Management Group, Inc.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

     Texas                           0-27359                       74-2653437
 --------------              ------------------------          --------------
 (state  of                  (Commission File Number)          (IRS  Employer
 incorporation)                                                 I.D.  Number)

                   500 North Shoreline Drive, Suite 701 North
                            Corpus Christi, TX 78471
                                  512-887-7546
            -------------------------------------------------------
            (Address and telephone number of registrant's principal
               executive offices and principal place of business)



     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  twelve 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 ___  No  X   (The registrant
became  subject  to  filing  requirements  on  November  15,  1999.)

     As  of  September 30, 1999, there were 2,918,095 shares of the Registrant's
Common  Stock,  par  value  $0.001  per  share,  outstanding.

     Transitional  Small Business Disclosure Format (check one):  Yes    No X

<PAGE>

                         PART I - FINANCIAL INFORMATION

Item  1.     Financial  Statements



















                                        2
<PAGE>

                    CONSORTIUM SERVICE MANAGEMENT GROUP, INC.
                                  BALANCE SHEET
                               SEPTEMBER 30, 1999


                                     ASSETS
                                     ------
<TABLE>
<CAPTION>
                                                                      9/30/99
                                                                      -------

CURRENT  ASSETS
---------------
<S>                                                                  <C>
Cash                                                                 $  (1,069)
Marketable  Securities
Accounts  Receivable  -  Alba                                           17,800
Notes  Receivable                                                          600
                                                                      --------

     Total  Current  Assets                                             17,331


FIXED  ASSETS
-------------
Furniture,  Fixtures,  Equipment                                        58,518
Less:  Accumulated  Depr.                                              (26,114)
                                                                      --------
     Total  Fixed  Assets                                               32,404


OTHER  ASSETS
-------------
Employee  Advance                                                       30,565
Accounts  Receivable  -  Other                                           2,474
Investment  -  United Engineering Co. Inc.                             168,392
Founders  Fund                                                          73,843
                                                                      --------

     Total  Other  Assets                                              275,274
                                                                      --------

     Total  Assets                                                   $ 325,009
                                                                      ========
</TABLE>



                  The accompanying notes are an integral part
                          of these financial statements

                                        3
<PAGE>
                    CONSORTIUM SERVICE MANAGEMENT GROUP, INC.
                            BALANCE SHEET (CONTINUED)
                               SEPTEMBER 30, 1999


                                  LIABILITIES
                                  -----------
<TABLE>
<CAPTION>
                                                                      9/30/99
                                                                      -------

CURRENT  LIABILITIES
--------------------
<S>                                                                 <C>
Accounts  Payable                                                   $    6,500
Taxes  Payable                                                          12,852
Notes  Payable  To  Stockholders                                       406,797
Interest  Payable                                                       22,904
Other  Current  Liabilities                                             31,000
                                                                     ---------
     Total  Current  Liabilities                                    $  480,053


                              STOCKHOLDERS' EQUITY
                              ---------------------

Preferred  Stock  $.001  par  value,                                $       76
10,000,000  shares  authorized;
75,669  shares  issued  and  outstanding

Common  Stock  $.001  par  value,
40,000,000  shares  authorized;
2,271,233  shares  issued  and
outstanding  at  December  31,  1998  and
2,948,095  issued  and  outstanding
at  September  30,  1999                                                 2,948

Additional  Paid  In  Capital                                        1,829,539

Deficit  Beginning  of  Period                                      (1,813,738)
Current  Period  Loss                                                 (138,734)
Foreign  Exchange  Loss                                                (35,135)
Deficit  End  of  Period                                            (1,987,607)

     Total  Stockholders  Equity                                      (155,044)
                                                                     ---------
     Total  Liabilities  and
     Stockholders  Equity                                           $  325,009
                                                                     =========
</TABLE>




                  The accompanying notes are an integral part
                          of these financial statements

                                        4
<PAGE>

                    CONSORTIUM SERVICE MANAGEMENT GROUP, INC.
                            STATEMENT OF OPERATIONS

<TABLE>
<CAPTION>
                                QUARTER ENDED  QUARTER ENDED   9 MONTHS ENDED  9 MONTHS ENDED
                                SEP. 30, 1999  SEP. 30, 1998   SEP. 30, 1999   SEP. 30, 1998
                                -------------  -------------   --------------  --------------
<S>                               <C>            <C>             <C>              <C>
Revenues                                  0              0               0               0

General  and
Administrative Expenses              33,425         84,223         133,781         186,456
  Funded  R & D                           0         79,542          21,217         209,556
Cost  of  Funded  R  &  D             5,332         79,726          39,234         172,058
  Net  R  &  D  Cost                  5,332            184          18,017         (37,498)
Operating  Loss                     (38,757)       (84,407)       (151,798)       (148,958)

Interest  Income                          8                             17

Interest  in  Income
From  Unconsolidated
Companies                             4,349         39,935          13,047         119,806

Foreign  Currency  (Loss)           (11,711)                       (35,135)
                                  ---------      ---------       ---------       ---------

Loss  From  Continuing
Operations                          (46,111)       (44,472)       (173,869)        (29,152)

Income  Taxes
Net  Loss                           (46,111)       (44,472)       (173,869)        (29,152)

Net  Loss  Per  Share
Common  Stock  -  Basic
and  Diluted                           (.02)          (.02)           (.06)           (.01)

Weighted  Average
Common  Shares
Outstanding                       2,948,095 SHS  2,271,233 SHS   2,776,070 SHS    2,271,233 SHS
</TABLE>


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

                                        5
<PAGE>

                    CONSORTIUM SERVICE MANAGEMENT GROUP, INC.
                            STATEMENT OF CASH FLOWS
                                  (UNAUDITED)

<TABLE>
<CAPTION>
                                              9 MONTHS ENDED     9 MONTHS ENDED
                                              SEP. 30, 1999      SEP. 30, 1998
                                              --------------     ---------------

CASH  FLOWS  FROM  OPERATING  ACTIVITIES
----------------------------------------
<S>                                               <C>                 <C>
Net  Loss                                         (173,869)            (29,152)
Equity  Income  From  Investees                    (13,047)           (119,806)
Increase  Other  Liabilities                        31,000
Increase  Other  Receivables                        (2,474)
Foreign  Currency  Exchange  Loss                   35,135
Decrease  Accounts  Payable                         (9,120)
Decrease  Payroll  Taxes  Payable                     (503)            (13,052)
Dividends  From  Investee                            8,390
Depreciation                                         5,783               5,783
                                                 ---------           ---------
Net  Cash  Used  in  Operations                   (118,705)           (156,227)

CASH  FLOWS  FROM  INVESTING  ACTIVITIES
----------------------------------------
Increase  Employee  Advances                       (30,565)            (39,533)
Increase  Notes  Receivable                                               (600)
Purchase  Equipment  &  Other
  Depreciable  Assets                                                  (24,650)
Purchase  Securities
                                                 ---------           ---------
Net  Cash  Used  In  Investing                     (30,565)            (64,783)

CASH  FLOWS  FROM  FINANCING
----------------------------
Increase  In  Common  Stock                            677
Increase  In  Paid  In  Capital                    375,978
Increase  (Decrease)  in  Notes  Payable          (278,633)            228,750
                                                 ---------           ---------
Net  Cash  From  Financing                          98,022             228,750

Net  Increase  (Decrease)  In Cash                 (51,248)              7,740
Cash  Beginning  of  Period                         50,179               9,497
Cash  End of Period                                 (1,069)             17,237
</TABLE>


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

                                        6
<PAGE>

                    CONSORTIUM SERVICE MANAGEMENT GROUP, INC.
                          NOTES TO FINANCIAL STATEMENTS



                                     NOTE 1
                              BASIS OF PRESENTATION

The  accompanying  unaudited  unconsolidated  financial   statements  have  been
prepared in accordance with generally accepted accounting principles for interim
financial  information.  Accordingly, they do not include all of the information
and  footnotes required by generally accepted accounting principles for complete
financial  statements.  In the opinion of management, all adjustments considered
necessary for a fair presentation have been included.  Operating results for the
nine month period ended September 30, 1999 are not necessarily indicative of the
results  that may be expected for the year ended December 31, 1999.  For further
information,  refer to the annual financial statements and footnotes thereto for
the  year  ended  December  31,  1998.


                                     NOTE 2
                                  GOING CONCERN

The Company's financial statements have been presented on the basis that it is a
going concern, which contemplates the realization of assets and the satisfaction
of  liabilities in the normal course of business.  The Company incurred net loss
of  $(173,869)  for  the  nine months ended September 30, 1999 and when combined
with prior year net losses, raises substantial doubt as to the Company's ability
to  obtain  debt  and/or  equity  financing  and  achieve profitable operations.

The  Company's  management  intends  to raise additional operating funds through
equity and/or debt offerings and the sale of technologies. However, there can be
no  assurance  management  will  be  successful  in  its endeavors. The possible
consequences  of not obtaining additional funds either through equity offerings,
debt  offerings  or  sale  of  technologies is that there will not be sufficient
money  to  fund the capital projects required to earn long term planned revenues
of  the  company.








                                        7
<PAGE>

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

     The  following  discussion  and analysis should be read in conjunction with
     the  financial  statements  and  the  accompanying  notes  thereto  and  is
     qualified  in  its entirety by the foregoing and by more detailed financial
     information  appearing  elsewhere.  See  "Item  1.  Financial  Statements."

     Results of Operations - Third Quarter of Fiscal Year 2000 Compared to Third
     ---------------------------------------------------------------------------
     Quarter  of  Fiscal  Year  1999
     -------------------------------

     There  were no revenues received during the third fiscal quarter of 1999 or
in  the  third  fiscal  quarter  of  1998.

     We  nevertheless  provided  research and development services, for which we
will  be  unable  to  bill,  that  cost  $5,332  during Q3 1999 as compared with
services that cost $79,726 in Q3 1998 but which had been funded to the extent of
$79,542  -  or  all but $184 - in Q3 1998 by Frantz Medical Group for our tissue
bonding project.  The reason we will not be able to bill for our services during
Q3  1999  is  that  these  services,  which  were the development of a strategic
marketing  plan  for  the  Anaerobic  Farm  Waste  project and the CO2 Separator
project,  are  not  chargeable  to  any  customers.

     Our general and administrative expenses for Q3 1999 were $33,425, a $50,798
or  60.3  percent reduction in general and administrative services of $84,223 in
Q3 1998.  The reasons for the reduction were reduced officers' salaries, reduced
day-to-day operating expenses, and reduced foreign and domestic travel expenses.

     Our  operating  loss  of  $38,787 in Q3 1999, as compared with an operating
loss  of  $84,407 in Q3 1998, was offset by our interest in the income of United
Engineering  Company,  our  Ukraine  joint venture company, of only $4,349 in Q3
1999,  as  compared  with  $39,935  in  Q3  1998.  We further suffered a foreign
currency  loss  of  $11,711  in  Q3  1999.

     Because  of  the above, we suffered a net loss of $46,111 during Q3 1999 as
compared  with  a  net  loss  of  $44,472  during  Q3  1998.

     Results  of  Operations - First Three Quarters of Fiscal Year 2000 Compared
     ---------------------------------------------------------------------------
     to  First  Three  Quarters  of  Fiscal  Year  1999
     --------------------------------------------------

     We  had no revenues in the first nine months of 1999 and no revenues in the
first  nine  months  of  1998.

          General  and  administrative expenses in the first nine months of 1999
were  $133,781  compared  with  general  and administrative expenses of $186,456
during  the  first  nine  months  of  1998.  The  reduction  in  general  and
administrative  costs  is  due  to  lower  foreign and domestic travel expenses,
reduced  day-to-day  operating  expenses,  and  lower  officers'  salaries.

     Our  operating losses were approximately the same both years - $151,798 the
first nine months in 1999 and $148,958 the first nine months of 1998.  But there

                                        8
<PAGE>

was  a  significant  shift  in  operations in 1999 - away from the funded tissue
bonding  project in 1998 to the anaerobic farm waste and CO2 separator projects.

     We suffered a net loss of $173,869 during the first nine months of 1999, an
increase  of  about  six times the net loss of $29,152 during the same period of
1998.  The  reason:  our  shift away from a funded tissue bonding project to the
anaerobic  farm  waste  and  CO2  separator  projects.

     Outlook
     -------

     We manage to survive by selling stock to management and shareholders and by
borrowing  working  capital  from  our  shareholders  in exchange for promissory
notes.  We  are  optimistic  about  the  future,  however,  both  short-term and
long-term.

     Our  anaerobic  farm  waste disposal equipment project is on track with the
Ukrainian  design experts having visited the farm in Idaho and having designed a
plant  to  fit  the  needs of the farmer.  We are in final negotiations with the
farmer  for  plant  purchase.  Assuming  the  sale goes through, we estimate the
installation  will  occur during the fourth quarter of 2000 and we will commence
to  receive  revenue  from  the  plant  during  the  first  quarter  of  2001.

     We  have  completed  a  letter  of  intent  to  install  one carbon dioxide
separator plant in Alabama.  We should negotiate and execute the contract during
the  first  quarter  of  2000.  If  so, we expect to manufacture and install the
plant  by the third quarter of 2000 with revenue commencing during that quarter.

     Management's  Statement  on  Y2K
     --------------------------------

     Our  information technology system is Y2K compliant based on communications
with  our  hardware  and  software  providers  and in-house testing.  We have no
non-information  technology  systems  affecting business operations.  We have no
multiple  computer  systems.

     Third  parties with whom we have material relationships have confirmed that
they  expect  no business interruptions.  We expect no cost directly relating to
fixing Y2K issues, such as modifying software and hiring Y2K solution providers.
We estimate no material lost revenues due to Y2K issues, and we are establishing
a  contingency  plan.

     Our  future  results of operations and the other forward-looking statements
contained herein involve a number of risks and uncertainties.  Among the factors
that  could  cause  actual  results  to  differ  materially  are  the following:
inability  of  the  Company  to  obtain  needed  additional  capital and loss of
personnel - particularly president and chief executive officer Donald S. Robbins
-  as  a  result  of  accident  or  for  health  reasons.

                                        9
<PAGE>

Item  6.     Exhibits  and  Reports  on  Form  8-K

(a)     Exhibits

     The following exhibits are filed, by incorporation by reference, as part of
this  Form  10-QSB:

     Exhibit                              Item
     -------                              ----

           3     -  Amended and Restated Articles of Incorporation of Consortium
                    Service  Management  Group,  Inc.*

           3.1   -  Bylaws  of  Consortium  Service  Management Group, Inc.*

          10     -  Founders'  Agreement  of United Engineering Company*

          10.1   -  Statutes  (Bylaws)  of United Engineering Company*

          10.2   -  Agreement  of  April  24,  1996  between  Consortium Service
                    Management  Group, Inc.  and  The  L  Group, Inc. concerning
                    tissue bonding technology*  (rescinded  in  January  2000)

          10.3   -  Agreement  of  July  9,  1996  between   Consortium  Service
                    Management Group, Inc. and International  Welding concerning
                    tissue bonding  technology*

          10.4   -  Agreement among Consortium  Service  Management Group, Inc.,
                    United  Engineering  Company  and  Ivan  V.  Semenenko,  the
                    inventor of the  anaerobic  farm  waste  technology*

          10.5   -  Agreement  of   June  9,  1998   among   Consortium  Service
                    Management  Group,  Inc.,  The  Sumy Frunze Machine Building
                    Science and Production  Association,  and United Engineering
                    Company concerning the anaerobic farm waste technology*

          10.6   -  Agreement  between Consortium Service Management Group, Inc.
                    and  Western Waste Management, Inc. concerning the anaerobic
                    farm waste  technology*

          10.7   -  Agreement between  Consortium Service Management Group, Inc.
                    and  Aardema  Dairy  concerning  the  anaerobic  farm  waste
                    technology*

                                       10
<PAGE>

          10.8   -  Agreement  between Consortium Service Management Group, Inc.
                    and  John  and  Ruth  Beukers  concerning the anaerobic farm
                    waste technology*

          10.9   -  Agreement  of  December  1998  between International Welding
                    Association   of   Kiev,  Ukraine  and   Consortium  Service
                    Management  Group,  Inc.  concerning   the  carbon   dioxide
                    separator  technology*

          10.10  -  Operating  Agreement  of  June  14,  2001 between Consortium
                    Service  Management  Group,  Inc.   and  Resource Technology
                    Corporation***

          10.11  -  Contract   Agreement  Effective  August  14,  2000   between
                    Consortium Service Management Group/Anaerobic Farm Waste Co.
                    and Rondeau Anaerobic***

          10.12  -  Contract  IAW-USA  002-PR-19.04.2000  between  International
                    Association Welding, Kiev and E.O.  Paton  Electric  Welding
                    Institute National  Academy  Science  Ukraine and Consortium
                    Service Management Group,  Inc.***

          10.13  -  Contract  IAW-USA  003-PR-19.04.2000  between  International
                    Association Welding, Kiev and E.O.  Paton  Electric  Welding
                    Institute National  Academy  Science  Ukraine and Consortium
                    Service Management Group,  Inc.***

          10.14  -  Contract  IAW-USA  004-PR-19.04.2000  between  International
                    Association Welding, Kiev and E.O.  Paton  Electric  Welding
                    Institute National  Academy  Science  Ukraine and Consortium
                    Service Management Group,  Inc.***

          10.15  -  Contract  IAW-USA  005-PR-19.04.2000  between  International
                    Association Welding, Kiev and E.O.  Paton  Electric  Welding
                    Institute National  Academy  Science  Ukraine and Consortium
                    Service Management Group,  Inc.***

          10.16  -  Contract  IAW-USA  006-PR-19.04.2000  between  International
                    Association Welding, Kiev and E.O.  Paton  Electric  Welding
                    Institute National  Academy  Science  Ukraine and Consortium
                    Service Management Group,  Inc.***

                                       11
<PAGE>

          10.17  -  Contract  IAW-USA  007-PR-19.04.2000  between  International
                    Association Welding, Kiev and E.O.  Paton  Electric  Welding
                    Institute National  Academy  Science  Ukraine and Consortium
                    Service Management Group,  Inc.***

          10.18  -  Contract  IAW-USA  008-PR  between International Association
                    Welding,  Kiev,  Ukraine  and  Consortium Service Management
                    Group, Inc.***

          16     -  Letter  dated  January 29, 2000  from  Jaak (Jack) Olesk  to
                    Consortium Service Management Group, Inc. Re: Termination as
                    Auditor**

          27     -  Financial  Data  Schedule+

          27.1   -  Financial  Data  Schedule

          99     -  Ukraine Ministry of  Health,  State  Department, Certificate
                    of  State  Registration  No.  1105-193***

     *Previously  filed  with  Form  10-SB;  incorporated  herein.

     **Previously filed with Amendment No. 1 to Form 10-SB; incorporated herein.

     ***Previously  filed  with  Amendment  No.  2  to  Form 10-SB; incorporated
        herein.

     +Previously  filed  with  Form  10-QSB  09-30-99;  incorporated  herein.


 (b)     Reports  on  Form  8-K

     None.



                                       12
<PAGE>


                                   SIGNATURES

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

Date:  October  31,  2001            Consortium  Service  Management
                                     Group,  Inc.


                                     By/s/Gordon  W.  Allison
                                       -----------------------------------------
                                       Gordon W.  Allison,  Vice  President  and
                                         Chief  Financial  Officer









                                       13