U.S. 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 QUARTERLY PERIOD ENDED September 30, 2002

[ ]      TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT FOR
         THE TRANSITION PERIOD FROM _________________ TO ___________________


                       Commission file number : 000-26755


THE TANTIVY GROUP, INC.
(Name of Small Business Issuer in its Charter)

Nevada                                               88-0417771
(State or Other Jurisdiction of                    (I.R.S. Employer
Incorporation or Organization)		 Identification Number)

3300 Inverrary Boulevard, Suite E Lauderhill, FL	33319
(Address of Principal Executive Offices)                (Zip Code)

(954) 714-1040
(Issuer's Telephone Number, Including Area Code)

21436 North 20th Avenue
Phoenix, AZ 85027
(Former Address)



Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15 (d) of the Securities Exchange Act during the past 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 [ ]

Applicable only to issuers involved in bankruptcy proceedings during the
preceding five years:

Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13, or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes [ ] No [ ]

Applicable only to corporate issuers:


State the number of shares outstanding of each of the issuer's classes of common
Equity, as of the latest practicable date: As of December 19, 2002 51,285,146
shares of common stock, par value $.001, were issued and outstanding.

Transitional small business disclosure format (check one): Yes [ ] No [X]


                     INDEPENDENT ACCOUNTANTS' REPORT

To the Board of Directors
  and Stockholders
The Tantivy Group, Inc. and Subsidiaries
(A Development Stage Company)
(Formerly Digital Bridge, Inc. and Subsidiaries)
(A Nevada Corporation)
Phoenix, Arizona

	We have reviewed the accompanying consolidated balance sheet of The
	Tantivy Group, Inc. and Subsidiaries (a development stage company,
	formerly Digital Bridge, Inc. and Subsidiaries) as of September 30, 2002
	and the related consolidated statements of operations, stockholders'
	deficit, and cash flows for the three months ended September 30, 2002
	and for the period from May 20, 2002 (inception) to September 30, 2002.
	All information included in these consolidated financial statements is
	the responsibility of the Company's management.

	We conducted our review in accordance with standards established by the
	American Institute of Certified Public Accountants.  A review of interim
	financial information consists principally of inquiries of Company
	personnel and analytical procedures applied to the financial data. It is
	substantially less in scope than an audit conducted in accordance with
	auditing standards generally accepted in the United States of America,
	the objective of which is the expression of an opinion regarding the
	financial statements taken as a whole. Accordingly, we do not express
	such an opinion.

	Based on our review, we are not aware of any material modifications that
	should be made to the accompanying consolidated financial statements in
	order for them to be in conformity with accounting principles generally
	accepted in the United States of America.

	The accompanying consolidated financial statements have been prepared
	assuming the Company will continue as a going concern.  As discussed in
	Note 13, the Company has reported net losses since inception that have
	resulted in an accumulated deficit.  This condition raises substantial
	doubt about the Company's ability to continue as a going concern.
	Management's plans regarding this matter are described in Note 13.  The
	financial statements do not include any adjustments that might result
	from the outcome of this uncertainty.

	We have previously audited, in accordance with auditing standards
	generally accepted in the United States of America, the consolidated
	balance sheet of The Tantivy Group, Inc. and Subsidiaries(a development
	stage company, formerly Digital Bridge, Inc. and Subsidiaries) as of
	June 30, 2002, and the consolidated statements of changes in
	stockholders' equity, operations, and cash flows for the year then ended
	(not presented herein); and in our report dated November 15, 2002, we
	expressed an unqualified opinion on those consolidated financial
	statements.  We have not performed any audit procedures subsequent to
	the date of our report.


/s/ Rotenberg & Co., LLP

Rotenberg & Co., LLP
Rochester, New York
  December 18, 2002





                         PART I - FINANCIAL INFORMATION


              Item 1. Condensed Consolidated Financial Statements.
              Index to Condensed Consolidated Financial Statements


    Condensed Balance Sheet as of September 30,2002 ........................5

    Statement of Stockholders Deficit
     From May 20,2002 (Inception) through September 30,2002..............   6

    Statement of Operations for the three months ended September 30, 2002
     And from Date of Inception through September 30,2002...................7

    Statement of Cash Flows for the three months ended September 30, 2002
     And from Date of Inception through September 30,2002...................8


    Notes to Condensed Consolidated
    Financial Statements .................................................  9




The Tantivy Group, Inc. and Subsidiaries
(A Development Stage Company)
(Formerly Digital Bridge, Inc.)
Balance Sheets

					(unaudited)
					09/30/02

ASSETS
CURRENT ASSETS

Cash and Cash Equivalents		$       2,557

OTHER ASSETS

Mining Property				      121,659
Furniture & Equipment
(net of accumulated depreciation)                   0
Goodwill                                      200,000
Assets from Discontinued Operations            21,108

Total other assets                            342,767

TOTAL ASSETS                               $   345,324

LIABILITIES AND STOCKHOLDERS EQUITY

CURRENT LIABILITIES

Trade Payables                              $   102,146
Accrued Expenses                                 14,106
Leases Payable                                   54,850
Notes Payable 	                                142,858
Liabilities from Discontinued Operations      1,002,055

TOTAL CURRENT LIABILITIES                  $  1,373,268

LONG TERM LIABILITIES
Loans from Stockholders                          57,253

TOTAL LIABILITIES                          $  1,373,268

STOCKHOLDERS DEFICIT

Common Stock($.001 par value, 200,000,000
Shares authorized, 51,285,146 issued
and outstanding)                                  51,285
Additional Paid In capital          	         157,787
Deficit accumulated during development stage  (1,237,016)

TOTAL STOCKHOLDERS DEFICIT                    (1,027,944)

TOTAL LIABILITIES AND STOCKHOLDERS EQUITY  $     345,324



The accompanying notes are an integral part of this financial statement


The Tantivy Group, Inc. and Subsidiaries
(A Development Stage Company)
(Formerly Digital Bridge, Inc.)
Statement of Stockholders Deficit
From May 20,2002 (Inception) through September 30, 2002
(Unaudited)




										Total
				Common Stock	   Additional	Accumulated
				Stockholders
		                Shares      Amount  Paid In Capital   Deficit
		                Deficit

Stock issued to founders of
Pacific Rocky Mountain
(May 22, 2002		(A)	20,477,360   20,477     5,467          -  25,944
Stock issued to acquire
Mining claims (May 30,2002)(A)    20,169,716   20,170     6,988        -  33,158
Stock Issued for services
(6/12/2002)               (A)      2,923,991    2,924       781        -   3,705
Stock issued from private
Offering)June-September 2002) (A)    428,933      429    17,321        -  17,750

Subtotal                          50,000,000   50,000    30,557        -  80,557

The Tantivy Group, Inc.
Stock outstanding Before the
Recapitalization  Post Split (B)   1,285,146    1,285   127,230       - 128,515

Net Loss                           -         -      -   (1,237,016)  (1,237,016)

Balance September 30,2002      51,285,146 51,285 157,787 (1,237,016) (1,027,944)

(A)	Reflects the results of the recapitalization that occurred on September
27, 2002 -  See Note A for details
(B)	Reflects the 1-5 reverse stock split pursuant to the Asset Purchase
Agreement -  See Note A for details


The accompanying notes are an integral part of this financial statement




The Tantivy Group, Inc. and Subsidiaries
(A Development Stage Company)
(Formerly Digital Bridge, Inc.)
Statement of Operations
									From
									Date
								        Of
								        Inceptio
								        n
					For the				(May
					20,2002)
					Three Months Ended		through
					9/30/2002
					9/30/2002
					(unaudited)
					(unaudited)


Revenue					$     -				$    -

Cost of goods sold         	 	      -          	              -

Gross Income               	    	      -                               -

General & Administrative Expenses

Salaries, Benefits & Consulting               -                                -
Development Costs          	      	  2,970                           30,124
Professional Fees                        13,750                           25,750
Depreciation & Amortization                   -                                -
Costs to acquire Subsidiary           	1,104,613
1,104,613
Office and other expense                   18,033                         75,733

Total General & Admin Expenses        	1,139,366                      1,236,060

Net Loss before Other Income and Expenses (1,139,366)                (1,236,060)

Other Income & Expenses
(Interest expense) net of interest income       (956)                      (956)

Loss From Continuing Operations           (1,140,322)                (1,237,016)

Discontinued Operations
Loss on Disposal of Division                       -                           -

Net Loss				   (1,140,322)               (1,237,016)

Loss Per Common share Basic & Diluted$          (0.02)                    (0.03)

Weighted Average Common Shares Outstanding  50,000,000                47,818,797



The accompanying notes are an integral part of this financial statement


The Tantivy Group, Inc. and Subsidiaries
(A Development Stage Company)
(Formerly Digital Bridge, Inc.)
Statements of Cash Flows

									From
									Date
								        Of
								        Inceptio
								        n
					For the				(May
					20,2002)
					Three Months Ended		through
					9/20/2002
					9/30/2002
					(unaudited)
					(unaudited

Cash Flows from Operating Activities

Net Loss			          $ (1,140,322)		$ (1,237,016)
Adjustments to reconcile net cash
 Provided by operating activities
Bad Debts					      -                        -
Depreciation & Amortization                           -                        -
(Gain) loss on abandonment of assets                  -                        -
Non Cash Compensation                                 -                   41,148
Costs to Acquire Subsidiary                   1,104,613                1,104,613
  Changes in Assets and Liabilities
Decrease (Increase) in Accounts Receivables           -                        -
Decrease (Increase) in Other Receivables              -                        -
Decrease (Increase) in Prepaid Expenses               -                        -
Decrease (Increase) in other Assets		      -                        -
Decrease (Increase) in other Assets                   -      	               -
Increase  in Trade Payables		          2,146                    2,146
Increase (decrease) in unearned revenue               -                        -
Increase (decrease) in Accrued Expenses          14,106                   14,106
Increase (decrease) in Accrued Compensation           -                        -

  Total Adjustments                            1,120,856               1,162,013

    Net Cash used by Operating Activities        (19,457)               (75,003)

Cash flows from investing activities
  Cash received in acquisition of subsidiary        2,557  		   2,557

    Net Cash from Investing activities              2,557                  2,557

Cash flows from financing activities
  Increase in Loans from Shareholders               1,707                 57,253
  Proceeds from Borrowings                              -                      -
  Repayments of Debt                                    -                      -
  Net Repayments of Leases Payable                      -                      -
  Proceeds from issuance of common stock           17,750                 17,750

   Net Cash provided by financing activities       19,457                 75,003

Net Increase in cash and equivalents                2,557                  2,557

CASH AND CASH EQUIVALENTS, beginning of period          -                      -

CASH AND CASH EQUIVALENTS, end of period  	   $2,557                 $2,557

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash Paid During Period for Interest                  956                    956
Cash Paid for Taxes                                     -                      -

NONCASH INVESTING AND FINANCING ACTIVITIES
Stock issued to founders of Pacific Rock Mountain       -                 20,477
Stock issued for services                               -                  2,924
Acquisition of mining claims and issue common stock     -                100,000
Acquisition of mining claims and related debt incurred  -                 21,659


The accompanying notes are an integral part of this financial statement




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THE TANTIVY GROUP, INC. (FORMERLY DIGITAL BRIDGE, INC.) AND SUBSIDIARIES
(A DEVELOPMENT STAGE COMPANY)
SEPTEMBER 30, 2002


NOTE 1 - SUMMARY OF TRANSACTION

The consolidated financial statements for all periods presented reflect the
Asset Purchase Agreement which became effective September 27, 2002, pursuant to
which Pacific Rocky Mountain, Inc. (hereinafter "PRM"), a Florida Corporation,
became a wholly owned subsidiary of The Tantivy Group, Inc. (hereinafter
"Tantivy").  The business combination is accounted for as a reverse acquisition
of Tantivy and a recapitalization of PRM and is reflected as such in the
consolidated statement of stockholders' deficit.

Per the Asset Purchase Agreement, Tantivy will acquire all of the assets and
assume all of the liabilities of PRM.  After effectuation of a 1 for 5 reverse
stock split, which occurred on December 18, 2002,  Tantivy will issue to the
shareholders of PRM an aggregate of 50,000,000 shares of its common stock at the
fair market value of $.10 per share on September 27, 2002 (after taking into
account the 1 for 5 reverse stock split).  The shareholders of PRM will exchange
their PRM common stock pro rata for the 50,000,000 common shares of Tantivy and
will consequently own 97.5% of the issued and outstanding shares of Tantivy
common stock.  The transaction was entered into based on PRM's potential
business prospects.  The purchase price was determined based on the number and
value of the original Tantivy shareholders' common stock plus the assumption of
Tantivy's debt.  Goodwill was recorded based on the fair value of the Tantivy
shell corporation and the difference was recorded as costs to acquire subsidiary
in the Statement of Operations.  As a result of the Asset Purchase Agreement,
the officers and directors of Tantivy resigned and were replaced by the officers
and directors of PRM.  PRM is the deemed acquirer in the transaction.

Effective September 27, 2002, the date of the recapitalization, the principal
business activity of the Company is being carried out through PRM, and the
operations of Tantivy are being discontinued.  The acquisition of PRM by Tantivy
is treated as a reverse acquisition, resulting in the historical operations of
PRM being treated as the historical operations of the Company.  Accordingly, the
accompanying historical financial statements have been restated to reflect the
financial position, results of operations, and cash flows for all periods
presented as if the reverse acquisition and recapitalization had occurred at the
beginning of the earliest period presented.

All references to the "Company" herein include The Tantivy Group, Inc. and its
wholly owned subsidiaries described below.


NOTE 2 - NATURE OF OPERATIONS

The Tantivy Group, Inc. (formerly Digital Bridge, Inc.) is a corporation,
located in Phoenix, Arizona, organized under the laws of the State of Nevada.
The Company began business in January 2000 for the purpose of providing
management, distribution, marketing, and technology services.  Effective
September 27, 2002, the business plans of the Company changed due to the reverse
acquisition and Asset Purchase Agreement with Pacific Rocky Mountain, Inc.,
whereby the operations of Pacific Rocky Mountain, Inc. are now treated as the
operations of the Company.  The Company discontinued all of its other business
operations from its other wholly owned subsidiaries, described below.  The
Company is now in the development stage in its new mining operations via Pacific
Rocky Mountain, Inc.

Pacific Rocky Mountain, Inc.
----------------------------
Pacific Rocky Mountain, Inc. ("PRM") is a development stage company that was
incorporated on May 20, 2002, under the laws of the State of Florida to acquire
mining claims and develop them utilizing a patented proprietary process for the
extraction of precious metals.  PRM owns mining claims in Hayfork, California
consisting of known mined ore and tailings.  PRM plans to perform the
extraction, smelting, casting, and refining of metals such as gold, silver,
platinum, scandium, and rhodium.  Its principal activities since inception have
consisted of financial planning, establishing sources of production and supply,
developing markets, and raising capital.  Its principal operations consisting of
the extraction of precious metals have not started; therefore the Company has no
present sources of significant revenues.  Pacific Rocky Mountain, Inc. became a
wholly owned subsidiary of The Tantivy Group, Inc. on September 27, 2002 with
the effectuation of the Asset Purchase Agreement described in Note 1 above.

	DISCONTINUED OPERATIONS FROM WHOLLY OWNED SUBSIDIARIES:

	------------------------------------------------------------------------
	-----------
Online Television Network Services, Inc.
-----------------------------------------
Online Television Network Services, Inc. ("OTVnet") is a California corporation,
established in 1997 and acquired by Tantivy in September 2000, to create and
sell online administration and communication tools to labor unions and their
associated benefits trust organizations.  The Company is discontinuing its
operations, and is receiving small amounts of revenue from expiring contracts
with clients for Web hosting services.

	Tantivy Technologies, Inc.
	--------------------------
Tantivy Technologies, Inc. was formed by the Company to manage the design and
development of its technology services including Web site development, Internet
solutions, and software applications.  Due to the change in the Company's
business plan, the Company has effectively terminated its technology services.

	Tantivy Entertainment, Inc.
	---------------------------
Tantivy Entertainment, Inc. was formed in November 2001.  This Company had
signed an agreement to exclusively distribute rights to music recorded by the
Emmy Award winning Boys Choir of Harlem.  The agreement has since been
terminated and the operations of the company are discontinued.

Tantivy Sciences, Inc.
	----------------------
The Company had planned to enter the nutritional supplement market through its
wholly owned subsidiary, Tantivy Sciences, Inc.  In January, 2002 this Company
entered into a licensing agreement with V-Tech LLC for the exclusive license to
distribute a smoking cessation product called "Natural Smokeless".  The
agreement has since been terminated and the operations of the company are
discontinued.

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a.   Basis of Presentation:
------------------------------
The condensed consolidated financial statements of The Tantivy Group, Inc.
(formerly Digital Bridge, Inc.) and Subsidiaries included herein have been
prepared by the Company, without audit, pursuant to the rules and regulations of
the Securities and Exchange Commission (the "SEC").  Certain information and
footnote disclosures normally included in financial statements prepared in
conjunction with accounting principles generally accepted in the United States
of America have been condensed or omitted pursuant to such rules and
regulations, although the Company believes that the disclosures are adequate so
that the information presented is not misleading.  These condensed consolidated
financial statements should be read in conjunction with the annual audited
financial statements and the notes thereto included in the Company's Form 10-
KSB, and other reports filed with the SEC.

The accompanying unaudited interim financial statements reflect all adjustments
of a normal and recurring nature which are, in the opinion of management,
necessary to present fairly the financial position, results of operations, and
cash flows of the Company for the interim periods presented.  The results of
operations for these periods are not necessarily comparable to, or indicative
of, results of any other interim period or for the fiscal year as a whole.
Factors that affect the comparability of financial data from year to year and
for comparable interim periods include business combinations with other entities
and the expansion/discontinuance of operations in certain industry segments.
Certain financial information that is not required for interim financial
reporting purposes has been omitted.

On March 27, 2002, the Company amended its Articles of Incorporation to change
its name from Digital Bridge, Inc. to The Tantivy Group, Inc.

               b.   Principles of Consolidation:
                    ----------------------------------
The accompanying consolidated financial statements include the accounts of The
Tantivy Group, Inc. and its wholly owned subsidiaries (collectively referred to
as the "Company").  All intercompany balances and transactions have been
eliminated in consolidation.

		 c.   Method of Accounting:
                      ---------------------------
The Company maintains its accounts and prepares its financial statements on the
accrual basis of accounting.

               d.   Cash and Cash Equivalents:
                    --------------------------------
Cash and cash equivalents include time deposits, certificates of deposit, and
all highly liquid debt instruments with original maturities of three months or
less. The Company maintains cash and cash equivalents at financial institutions,
which periodically may exceed federally insured amounts.

      e.   Long-Lived Assets:
                     -----------------------
The Company has long-lived assets that are reviewed for impairment in accordance
with Statement of Financial Accounting Standards (SFAS) No. 144, "Accounting for
the Impairment or Disposal of Long-Lived Assets," whenever events or changes in
circumstances indicate that the related carrying amount may not be recoverable.
In performing the review of recoverability, the Company estimates the future
cash flows expected to result from the use of the assets and their eventual
disposition in determining their fair value.  When required, impairment losses
on assets to be held and used are recognized based on the difference between the
fair value and the carrying amount of the assets.  Long-lived assets to be
disposed of are reported at the lower of their carrying amount or fair value
less cost to sell.

               f.   Fixed Assets and Depreciation:
                    -------------------------------------
Property and equipment are recorded at cost and depreciated on a straight-line
basis over estimated useful lives ranging from three to seven years.
Maintenance and repairs are charged to expense. The cost of assets retired or
disposed of and the related accumulated depreciation have been removed from the
accounts.

Mining property is recorded at cost and will be amortized based on a units-of-
production method at the time the Company begins mining, extraction, and
production activities.  Development costs associated with mining property and
claims not yet in production are expensed as incurred.

               g.   Revenue Recognition:
                    ---------------------------
The Company has no significant revenues from business operations of its
subsidiary, Pacific Rocky Mountain, Inc. as the company was recently formed in
May 2002 and is currently in the development stage.

The Company has recorded revenue as earned from its subsidiary, Online
Television Network Services, Inc., ratably over the term of its contracts, based
on agreed upon prices for website development, website hosting, and management
services rendered.  Revenue on work in process is recognized in the period in
which it is reasonably expected to be collected.  Revenue on products sold is
recognized upon delivery of the product to the purchaser.  Contracts were
typically for a one-year term and are expiring as the Company discontinues
operations from this industry segment.

h.   Loss Per Common Share:
                    -------------------------------
The computation of loss per common share is based on the weighted average number
of common shares outstanding during the period presented in accordance with
Statement of Financial Accounting Standards No. 128, "Earnings Per Share".
Options are anti-dilutive.

i.   Stock Options and Warrants:
                    -------------------------------
The Company accounts for stock options and warrants in accordance with the
provisions of SFAS No. 123 "Accounting for Stock-Based Compensation."  SFAS No.
123 prescribes the recognition of compensation based on the fair value of the
options on the grant date.  The Company values stock options issued based upon
an option-pricing model and recognizes this value as an expense over the vesting
period.

j.   Start-up Costs:
     ------------------
The costs of start-up activities, including organizational costs, are expensed
as incurred.  Development costs associated with mineral properties and claims
not yet in production are also expensed as incurred.

k.   Costs to Acquire Subsidiary:
     -----------------------------------
The costs to acquire subsidiary pertain to the Tantivy reverse acquisition and
are expensed as incurred based on the difference between the net assets of the
company and the common stock exchanged.

l.   Income Taxes:
                    -----------------
The Corporation accounts for income taxes in accordance with SFAS 109
"Accounting for Income Taxes", using the asset and liability approach, which
requires recognition of deferred tax liabilities and assets for the expected
future tax consequences of temporary differences between the carrying amounts
and the tax basis of such assets and liabilities. The method uses enacted
statutory tax rates in effect for the year in which the temporary differences
are expected to reverse and gives immediate effect to changes in income tax
rates upon enactment. Deferred tax assets are recognized, net of any valuation
allowance, for temporary differences and net operating loss and tax credit carry
forwards. Deferred income tax expense represents the change in net deferred
assets and liability balances. The Corporation had no material deferred tax
assets or liabilities for the periods presented.

 m.   Recently Enacted Accounting Standards:
                     --------------------------------------------------
In June 2001, the Financial Accounting Standards Board issued FASB Statements
No. 141, Business Combinations (SFAS 141) and No. 142, Goodwill and Other
Intangible Assets (SFAS 142). SFAS 141 requires the use of the purchase method
of accounting and prohibits the use of the pooling-of-interests method of
accounting for business combinations initiated after June 30, 2001.  SFAS 141
also requires, upon the adoption of SFAS 142, that the Company recognize
acquired intangible assets apart from goodwill if they meet certain criteria.

SFAS 142 requires, among other things, that companies no longer amortize
goodwill, but instead test goodwill for impairment at least annually. In
addition, SFAS 142 requires that the Company identify reporting units for the
purposes of assessing potential future impairment of goodwill, reassess the
useful lives of other existing recognized intangible assets, and cease
amortization of intangibles with an indefinite useful life.  An intangible asset
with an indefinite useful life should be tested for impairment in accordance
with SFAS 142. SFAS 142 is required to be applied in fiscal years beginning
after December 15, 2001 to all goodwill and other intangible assets recognized
at that date, regardless of when those assets were initially recognized.  It
also requires the Company to complete a transitional goodwill impairment test by
six months from the date of adoption.  The Company is also required to reassess
the useful lives of other intangible assets within the first interim quarter
after adoption of SFAS 142.  Management has adopted SFAS 142 in the evaluation
of the impairment of goodwill that resulted from the business combination with
Pacific Rocky Mountain, Inc. on September 27, 2002.

In June 2001, the Financial Accounting Standards Board issued FASB Statement No.
143, Accounting for Asset Retirement Obligations (SFAS 143).  SFAS 143 requires
that companies recognize the fair value of a liability for an asset retirement
obligation in the period in which it is incurred or reasonably estimated.  The
associated retirement costs will be capitalized as part of the carrying amount
of the related asset and subsequently allocated to expense over the asset's
remaining useful life.  SFAS 143 is required to be applied in fiscal years
beginning after December 15, 2001.  Management does not anticipate that the
adoption of SFAS 143 will have any material impact on the financial statements.

In August 2001, the Financial Accounting Standards Board issued FASB Statement
No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets (SFAS
144).  SFAS 144 supercedes FASB Statement No. 121, Accounting for the Impairment
of Long-Lived Assets and for Long-Lived Assets to Be Disposed of.  SFAS 144 also
amends the accounting and reporting provisions for the disposal of a segment of
business in Accounting Principles Board Opinion No. 30, Reporting the Results of
Operations - Reporting the Effects of Disposal of a Segment of a Business, and
Extraordinary, Unusual and Infrequently Occurring Events and Transactions
(Opinion 30).  SFAS 144 is required to be applied in fiscal years beginning
after December 15, 2001.  Management has complied with the requirements of SFAS
144 in the analysis and write-off of assets impaired during the most recent
fiscal year and interim periods.

In April 2002, the Financial Accounting Standards Board issued FASB Statement
No. 145, Rescission of FASB Statements No. 4, 44, and 64, Amendment of FASB
Statement No. 13, and Technical Corrections (SFAS 145).  SFAS 145 requires that
gains and losses from extinguishment of debt be classified as extraordinary
items only if they meet the criteria in Opinion 30.  Applying the provisions of
Opinion 30 will distinguish transactions that are part of an entity's recurring
operations from those that are unusual and infrequent and therefore meet the
criteria for classification as an extraordinary item.  SFAS 145 also requires
that modifications to a capital lease that make it an operating lease be
accounted for, as applicable, in accordance with FASB Statement No. 98,
Accounting for Leases, or FASB Statement No. 28, Accounting for Sales with
Leasebacks.  SFAS 145 is required to be applied in fiscal years beginning after
May 15, 2002 and to provisions relating to modifications of a capital lease that
make it an operating lease as of May 15, 2002.  Upon adoption of SFAS 145, gains
and losses on debt extinguishment that have been shown on the income statement
as extraordinary items in prior periods should be reclassified, unless they meet
the criteria for extraordinary status per Opinion 30.  Management does not
anticipate that the adoption of SFAS 145 will have any material impact on the
financial statements.

In June 2002, the Financial Accounting Standards Board issued FASB Statement No.
146, Accounting for Costs Associated with Exit or Disposal Activities (SFAS
146).  SFAS 146 addresses financial accounting and reporting for costs
associated with exit or disposal activities and nullifies Emerging Issues Task
Force Issue No. 94-3, Liability Recognition for Certain Employee Termination
Benefits and Other Costs to Exit an Activity (including Certain Costs Incurred
in a Restructuring).  SFAS 146 requires companies to recognize costs associated
with exit or disposal activities when they are incurred rather than at the date
of a commitment to an exit or disposal plan.  Costs covered by SFAS 146 include
lease termination costs and certain employee severance costs that are associated
with a restructuring, discontinued operation, plant closing, or other exit or
disposal activity.  SFAS 146 applies to all exit or disposal activities
initiated after December 31, 2002.  Management will comply with the requirements
of SFAS 146 as it discontinues operations of some of its subsidiaries, however
does not anticipate that the adoption of SFAS 146 will have any material impact
on the financial statements.

In October 2002, the Financial Accounting Standards Board issued FASB Statement
No. 147, Accounting for Acquisitions of Certain Financial Institutions - an
amendment of FASB Statements No. 72 and 144 and FASB Interpretation No. 9 (SFAS
147).  SFAS 147 amends SFAS 72 and no longer requires companies to recognize,
and subsequently amortize, any excess of the fair value of liabilities assumed
over the fair value of tangible and identifiable intangible assets acquired as
an unidentifiable intangible asset.  In addition, SFAS 147 amends SFAS 144 to
include in its scope long-term customer-relationship intangible assets of
financial institutions, such as depositor and borrower relationship intangible
assets and credit cardholder intangible assets.  Consequently, those intangible
assets are subject to the same undiscounted cash flow recoverability test and
impairment loss recognition and measurement provisions that SFAS 144 requires
for other long-lived assets that are held and used.  Management does not
anticipate that the adoption of SFAS 147 will have any material impact on the
financial statements.

n.   Use of Estimates:
-----------------
The preparation of the Company's consolidated financial statements in conformity
with accounting principles generally accepted in the Unites 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 amount of
revenues and expenses during the reported period.  Actual results could differ
from those estimates.

o.   Reclassifications:
                    ---------------------
Certain amounts in the prior year financial statements have been reclassified to
conform to the current year presentation.


NOTE 4 - SEGMENT DATA

The Company, currently in development stage, plans to operate in one industry
segment in its business of extracting precious metals from formant mining claims
via its wholly owned subsidiary, Pacific Rocky Mountain, Inc.  The Company is
winding down and discontinuing operations from its other subsidiaries that are
operating in other industry segments, in order to focus its attention on the
business of Pacific Rocky Mountain, Inc.


NOTE 5  MINING PROPERTY

The Company's mining property consists of 13 unpatented mining claims on
approximately 280 acres of land in Hayfork, California which is located in
Trinity County in the northern part of the state.  The mining claims were
acquired from a third party in May 2002 for $100,000 cash and 21,659,000 shares
of Pacific Rocky Mountain's common stock at $.001 par value (before the
recapitalization that occurred on September 27, 2002), for a total value of
$121,659.  The common stock was issued to the third party on May 30, 2002.
Terms of the agreement require $100,000 to be paid in four installments of
$25,000 each, due by February 8, 2003.  At September 30, 2002, $100,000 remains
due and the amount is included in Accounts Payable on the balance sheet.

The mining property consisted of the following at September 30, 2002:


                    Mining Claims                           $ 121,659

                    Less accumulated amortization             ---
                    -----------------------------------------------------
                                                            $ 121,659
                    ================================

Amortization expense is $-0- since the Company is in the development stage, and
mining production and extraction has not started yet.

NOTE 6 - FURNITURE AND EQUIPMENT

Furniture and Equipment, at cost, is summarized as follows as of September 30,
2002:

                                                    		    2002
                                                                    ------
                                                                    ---

                    Furniture and fixtures                	      2,000
	    ------------------------------------------------------
                                                             	   $
                                                             	   2,000
                    Less accumulated depreciation                 0
                    ------------------------------------------------------

                                                                   $2,000
                    ============================================================

In September 2002, the Company sold and/or wrote down most of its furniture and
equipment pertaining to the discontinued operations of its subsidiaries.
Depreciation expense and the loss on the sale/disposal of assets are recorded in
the attached Statement of Operations of The Tantivy Group, Inc. during the
period from July 1, 2002 to September 26, 2002.


NOTE 7 - GOODWILL

As a result of the reverse acquisition that occurred on September 27, 2002, the
Company acquired goodwill in the amount of $200,000, which approximates the fair
market value of a shell corporation trading on the NASDAQ exchange.  The Company
will test the goodwill for impairment in accordance with SFAS 142 on an annual
basis, at a minimum.


NOTE 8- NOTES PAYABLE

Notes payable consisted of the following at September 30, 2002:

i) A $100,000 note payable, of which the remaining balance is $75,000 plus
accrued interest, to a non-related entity with interest accruing at a rate of
12% per annum.  The note was originally due on January 16, 2001 and pertains to
the Company's discontinued operations.  Along with the note, Noteholder received
30,000 warrants to purchase the Company's common stock at an exercise price of
$.59 per share.  The company renegotiated the repayment of the note in April
2001.  Noteholder received an additional 30,000 warrants to purchase the
Company's common stock at an exercise price of $.05 per share.  The note was
renegotiated again in February 2002.  The Company is currently in default on the
note and presently in negotiations with the note holder.

ii) Notes payable to John Flanders, Sr., for $15,000, with interest at 18% per
annum.  The note pertains to the Company's discontinued operations.  Mr.
Flanders was the Senior Vice President of Finance of the Company and the father
of the Company's former CEO.  Such note is due and payable at Noteholder's
discretion.


NOTE 9 - CAPITALIZED LEASES

As of September 30, 2002, the Company had capitalized leases obligations of
$54,850.  The leases bear interest at rates ranging from 11% to 17% per annum.
The leases expire between November 30, 2001 and October 31, 2002 and are
currently in default.  The related equipment was capitalized and reflected in
furniture and equipment, but was disposed of and written down to zero in
September 2002.


NOTE 10 - DUE TO STOCKHOLDER

An officer and principal stockholder advanced a total of $57,253 to the Company
as of September 30, 2002.  There are no specific repayment terms.  Interest is
imputed at the rate of 5% per annum.  As of September 30, 2002, no principal
payments were paid on the loan and the Company paid interest in the amount of
$600 to the stockholder.


NOTE 11 - INCOME TAXES

No provision for federal and state income taxes has been recorded because the
Company has incurred net operating losses.  Deferred income tax assets arising
from any loss carry forwards have been fully reserved as of September 30, 2002.


NOTE 12 - RELATED PARTY TRANSACTIONS

The Company entered into a five year consulting agreement with Arverne
Associates, Inc., effective January 1, 2002.  Arverne Associates is owned by
former officers of the Company.  At September 30, 2002, the company owed Arverne
Associates $210,690 for past due services and expenses per the agreement and
$15,574 for reimbursement of certain operating expenses of the Company.  The
amounts are included in Accounts Payable on the balance sheet.  The agreement
has been terminated by mutual agreement of the Company and Arverne Associates
effective November 30, 2002.

The Company also entered into a five-year consulting agreement with AZ
Estimators, Inc., effective January 1, 2002.  AZ Estimators is owned by a former
officer of the Company.  At September 30, 2002, the company owed AZ Estimators
$50,000 for past due consulting services per the agreement.  The amount is
included in Accounts Payable on the balance sheet.  The Agreement has been
terminated by mutual agreement of the Company and AZ Estimators effective
October 30, 2002.


NOTE 13 - 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 has reported net
losses since inception and there is an accumulated deficit of $1,086,782 at
September 30, 2002.  Accordingly, there is substantial doubt about the Company's
ability to continue as a going concern.  The Company's continued existence is
dependent upon its ability to develop profitable operations from the acquisition
of its subsidiary, Pacific Rocky Mountain, Inc. and to obtain additional working
capital.  Management of the Company believes that it has developed a strategy
that will accomplish these objectives, including obtaining additional equity
funding, which will enable the Company to continue operations into the future.


NOTE 14 - SUBSEQUENT EVENTS

On December 18, 2002 the Company effectuated the 1 for 5 reverse stock split
that was approved by the Board of Directors and shareholders in July 2002.  All
share and per share data included in the accompanying financial statements and
notes have been adjusted to give retroactive effect to this reverse stock split.

The Company is continuing to issue common stock in accordance with the private
placement offering that began in June 2002.  The offering is for 2,400,000
shares of common stock at $.25 per share.


NOTE 15 - PURCHASE PRICE OF TANTIVY IN REVERSE ACQUISITION

The reverse acquisition in accordance with the Asset Purchase Agreement was
accounted for by the purchase method of accounting.  Under purchase accounting,
the total purchase price is allocated to the tangible and intangible assets and
liabilities of Tantivy based upon their respective fair values as of the closing
date.

The purchase price and allocation of the net assets acquired as a result of the
acquisition is as follows:

Purchase Price:

Fair Value of Common Stock Issued	$     	 128,515

Less: Preliminary Allocation of Net Assets Acquired:
Cash and Cash Equivalents		$          2,557
Accounts Receivable				     735
Furniture & Equipment				   2,000
Other Assets					  18,373
Accounts Payable				(493,123)
Accrued Expenses				(446,743)
Accrued Compensation				 (62,189)
Leases Payable					 (54,850)
Notes Payable					(142,858)
     Net Assets	$			      (1,176,098)

     Total	     				1,304,613

Allocate to Goodwill Based on Value of Trading Shell Corporation 	$
200,000
Costs to Acquire the Subsidiary			1,104,613
     Total				   $    1,304,613

	The shortfall of $1,304,613 was allocated to goodwill in the amount of
	$200,000 based on the value of a trading shell corporation, and to costs
	to acquire the subsidiary.

NOTE 16 - PRO FORMA FINANCIAL INFORMATION

The pro forma financial information required by Article 11 of Regulation S-X is
presented herein.

	Pro Forma Combined Condensed Financial Data
	-----------------------------------------------------------
	The Unaudited Proforma Financial Statements consisting of the Unaudited
	Pro Forma Combined Balance Sheet of the Company as of June 30, 2002 and
	the Unaudited Pro Forma Combined Statements of Operations of the Company
	for the year ended June 30, 2002 have been prepared to illustrate the
	estimated effect of the reverse acquisition of Tantivy for the latest
	fiscal year.  The Pro Forma Financial Statements do not reflect any
	anticipated cost savings from the Tantivy Acquisition, or any synergies
	that are anticipated to result from the Tantivy Acquisition, and there
	can be no assurance that any such cost savings or synergies will occur.
	The Pro Forma Statements of Operations give pro forma effect to the
	Tantivy Acquisition as if it had occurred on July 1, 2001.  The Pro
	Forma Balance Sheet gives pro forma effect to the Tantivy Acquisition as
	if it had occurred on June 30, 2002.  The Pro Forma Financial Statements
	do not purport to be indicative of the results of operations or
	financial position of the Company that would have actually been obtained
	had such transaction been completed as of the assumed dates and for the
	period presented, or which may be obtained in the future.  The pro forma
	adjustments are described in the accompanying notes and are based upon
	available information and certain assumptions that the Company believes
	are reasonable.  The Pro Forma Financial Statements should be read in
	conjunction with the historical financial statements of the Company and
	the notes thereto as reported in the annual Form 10-KSB and the
	quarterly Form 10-QSB and the interim reviewed financial reports
	included herein.

	A preliminary allocation of the purchase price has been made to major
	categories of assets and liabilities in the accompanying Pro Forma
	Financial Statements based on available information.  The actual
	allocation of the purchase price and the resulting effect on income from
	operations may differ from the pro forma amounts included herein;
	however, the Company's management believes that any differences in the
	allocation will be immaterial.  These pro forma adjustments represent
	the Company's preliminary determination of purchase accounting
	adjustments and are based upon available information and certain
	assumptions that the Company believes to be reasonable.  Consequently,
	the amounts reflected in the Pro Forma Financial Statements are subject
	to change, and the final amounts may differ, however, the Company's
	management believes that any differences in the amounts reflected will
	be immaterial.

Unaudited Pro Forma Combined Balance Sheet
at June 30, 2002

					The Tantivy    Pacific Rocky
					Pro Forma
                                           Group, Inc.   Mountain, Inc.  Pro
                                           Forma  Combined
                                           Historical      Historical
                                           Adjustments Company

ASSETS
CURRENT ASSETS

Cash and Cash Equivalents	  $     1,411     -    		 -       1,411
Accounts receivable, net                3,576	  -              -       3,576
Other Receivables                      17,000     -              -      17,000
Prepaid Expenses                        2,326     -              -       2,326

Total Current Assets                   24,313     -              -      24,313

OTHER ASSETS

Furniture & Equipment
(net of accumulated depreciation)     127,835     -              -     127,835
Mining Property				   -   121,659           -     121,659
Other Assets                           31,502     -              -      31,502
Goodwill & acquisition costs of Subsidiary  -     -      2,080,076
Goodwill                                    -     -     (1,880,076)    200,000

TOTAL ASSETS                      $   183,650    1,659     200,000     505,309

LIABILITIES AND STOCKHOLDERS EQUITY

CURRENT LIABILITIES

Trade Payables                    $   357,194   100,000      -         457,194
Accrued Expenses                      450,227      -         -         450,227
Accrued Compensation                   64,189      -         -          64,189
Unearned Revenue                       16,640      -         -          16,640
Capital Leases Due Within one year     54,850      -         -          54,850
Debt -  Due Within one year           137,057      -         -         137,057
Loans from Stockholders                -       55,546        -          55,546

TOTAL LIABILITIES                $  1,080,157 155,546        -       1,235,703

STOCKHOLDERS DEFICIT

Common Stock($.001 par value, 200,000,000
Shares authorized, 50,856,213 issued
and outstanding)                        1,285 62,807    50,856        (64,092)
                                                                       50,856
Additional Paid In capital          8,727,216   -   (5,204,090)     3,523,126
Deficit                            (9,625,008) (96,694)5,417,326  (4,304,376)

TOTAL STOCKHOLDERS DEFICIT           (896,507) (33,887)  200,000     (730,394)

TOTAL LIABILITIES AND STOCKHOLDERS EQUITY  $183,650 121,659 200,000   505,309






Unaudited Pro Forma Combined Statements of Operations
for the Year Ended June 30, 2002

					The Tantivy    Pacific Rocky   Pro Forma
                                         Group, Inc.   Mountain, Inc.
                                           		    		Combined
                                         Historical      Historical      Company


Revenue					$     95,598	   -	    $    95,598

Cost of goods sold         	 	     121,754       -		121,754

Gross Income               	    	      (26,156)     -		(26,156)

General & Administrative Expenses

Salaries, Benefits & Consulting        	       762,544     - 		762,544
Development Costs                                 -        27,154	 27,154
Professional Fees                       	37,405     12,000	 49,405
Depreciation & Amortization               	88,628       -		 88,628
Office and other expense                	257,993    57,540	315,533
Bad Debt Expense                               301,084       -		301,084
Costs to Acquire Subsidiary                  1,880,076       -	      1,880,076
Marketing & Public Relations                   705,815        -		705,815

Total General & Admin Expenses        	     4,033,545     96,694n    4,130,239

Net Loss before Other Income and Expenses   (4,059,701)    (96,694)  (4,156,395)

Other Income & Expenses
(Interest expense) net of interest income      (121,491)     -	       (121,491)
Gain (loss) on sales of assets                   74,960      -		 74,960
Impairment Loss on Long-Lived Assets            (101,450)    -	       (101,450)


Net Loss				      (4,207,682)  (96,694)  (4,304,376)

Loss Per Common shareBasic & Diluted$           (4.99)     (0.02)        (0.92)

Weighted Average Common Shares Outstanding     843,531    4,690,633   4,690,633










INDEPENDENT ACCOUNTANTS' REPORT

To the Board of Directors
  and Stockholders
The Tantivy Group, Inc. and Subsidiaries
(Formerly Digital Bridge, Inc. and Subsidiaries)
(A Nevada Corporation)
Phoenix, Arizona

	We have reviewed the accompanying consolidated balance sheet of The
	Tantivy Group, Inc. and Subsidiaries (formerly Digital Bridge, Inc. and
	Subsidiaries) as of September 26, 2002 and September 30, 2001 and the
	related consolidated statements of operations, stockholders' deficit,
	and cash flows for the period from July 1, 2002 to September 26, 2002
	and for the three months ending September 30, 2001.  All information
	included in these consolidated financial statements is the
	responsibility of the Company's management.

	We conducted our review in accordance with standards established by the
	American Institute of Certified Public Accountants.  A review of interim
	financial information consists principally of inquiries of Company
	personnel and analytical procedures applied to the financial data. It is
	substantially less in scope than an audit conducted in accordance with
	auditing standards generally accepted in the United States of America,
	the objective of which is the expression of an opinion regarding the
	financial statements taken as a whole. Accordingly, we do not express
	such an opinion.

	Based on our review, we are not aware of any material modifications that
	should be made to the accompanying consolidated financial statements in
	order for them to be in conformity with accounting principles generally
	accepted in the United States of America.

	The accompanying consolidated financial statements have been prepared
	assuming the Company will continue as a going concern.  The Company has
	reported net losses since inception that have resulted in an accumulated
	deficit.  This condition raises substantial doubt about the Company's
	ability to continue as a going concern.  The financial statements do not
	include any adjustments that might result from the outcome of this
	uncertainty.

	We have previously audited, in accordance with auditing standards
	generally accepted in the United States of America, the consolidated
	balance sheet of The Tantivy Group, Inc. and Subsidiaries(a development
	stage company, formerly Digital Bridge, Inc. and Subsidiaries) as of
	June 30, 2002, and the consolidated statements of changes in
	stockholders' equity, operations, and cash flows for the year then ended
	(not presented herein); and in our report dated November 15, 2002, we
	expressed an unqualified opinion on those consolidated financial
	statements.  We have not performed any audit procedures subsequent to
	the date of our report.


/s/ Rotenberg & Co., LLP

Rotenberg & Co., LLP
Rochester, New York
  December 18, 2002

Index to The Tantivy Group, Inc. and Subsidiaries Consolidated Financial
Statements
Before the Reverse Acquisition


    Consolidated Balance Sheet as of September 26,2002 ...........   23

    Consolidated Statements of Operations for the period July 1, 2002 to
     September 26, 2002 and for the three months ended September 30,
     2002.........................................................   24

    Consolidated Statements of Cash Flows for the period July 1, 2002 to
     September 26, 2002 and for the three months ended September 30, 2002
     .............................................................   25

    Notes to Consolidated
    Financial Statements ........................................    26


The Tantivy Group, Inc. and Subsidiaries
(Formerly Digital Bridge, Inc. and Subsidiaries)
Consolidated Balance Sheet

					(unaudited)
					09/26/02

ASSETS
CURRENT ASSETS

Cash and Cash Equivalents		   $     2,557
Receivables, net                                   735

Total current assets                       $     3,292

OTHER ASSETS

Furniture & Equipment
(net of accumulated depreciation)                2,000
Other Assets                                    18,373

TOTAL ASSETS                               $    23,665

LIABILITIES AND STOCKHOLDERS EQUITY

CURRENT LIABILITIES

Trade Payables                              $   493,123
Accrued Expenses                                446,743
Accrued Compensation                             62,189
Unearned Revenue                                    -
Leases Payable                                   54,850
Notes Payable 	                               142,858

TOTAL LIABILITIES                          $  1,199,763

STOCKHOLDERS DEFICIT

Common Stock($.001 par value, 200,000,000
Shares authorized, 1,285,146 issued
and outstanding)                                  1,285
Additional Paid In capital          	      8,727,215
Retained Deficit                             (9,904,598)

TOTAL STOCKHOLDERS DEFICIT                    (1,176,098)

TOTAL LIABILITIES AND STOCKHOLDERS EQUITY  $      23,665



The accompanying notes are an integral part of this financial statement



The Tantivy Group, Inc. and Subsidiaries
(Formerly Digital Bridge, Inc. and Subsidiaries)
Consolidated Statements of Operations



					For the Period		        For the

									three
									months
					July 1, 2002 through		ended
					9/26/2002
					9/30/2001
					(unaudited)
								   (unaudited)


Revenue					$     33,046		     $  29,766

Cost of goods sold         	 	  	   -			64,805

Gross Income               	    	      33,046			(35,039)

General & Administrative Expenses

Salaries, Benefits & Consulting        	     132,959			158,290
Professional Fees                              1,843			 68,111
Depreciation & Amortization                   12,375			 25,788
Office and other expense                      34,933			 64,497

Total General & Admin Expenses        	     182,110			316,686

Net Loss from Operations                    (149,064)		      (351,725)

Other Income & Expenses
(Interest expense) net of interest income     (3,936)			(10,891)
Loss on sale/disposal of assets             (126,590)			      -
Equity Investment loss in Garra Sciences          -
5,654


Net Loss				    (279,590)		       (356,962)

Loss Per Common share Basic & Diluted$           (0.22)                   (0.66)

Weighted Average Common Shares Outstanding    1,285,146                  537,560



The accompanying notes are an integral part of this financial statement









The Tantivy Group, Inc. and Subsidiaries
(Formerly Digital Bridge, Inc. and Subsidiaries)
Consolidated Statements of Cash Flows


					For the period		         For the
					July 1, 2002                       Three
					Months
					through			         Ended
                                           September 26, 2002  September 30,2001
					(unaudited)	       	      (unaudited

Cash Flows from Operating Activities

Net Loss				$ (279,590)		$ (356,962)
Adjustments to reconcile net cash
 used by operating activities
NonCash Adjustments
Depreciation & Amortization                 12,375		    25,788
Loss on sale/disposal of assets            126,590			-
Net Loss on Equity Investment                    -		   (5,654)
Decrease in Receivables                      2,841		   17,143
Decrease in Other Receivables               17,000			0
Increase in Related Party Receivables            -		  (20,830)
Decrease (Increase) in Prepaid Expenses
   and other current assets                  2,328   		   (5,815)
Decrease in other Assets                     3,629		    3,255
Increase in Work in Process                      -		 (155,102)
Increase in Trade Payables		   135,926		   45,356
(decrease) in unearned revenue             (16,640)		   (8,556)
Increase (decrease) in Accrued Expenses     (3,484)		  249,073
Increase (decrease) in Accrued Compensation (2,000)			-

      Net Cash used by Operating Activities (1,025)	         (212,304)

Cash flows from investing activities             -			-

    Net Cash from Investing activities           -    			-

Cash flows from financing activities
  Proceeds from Notes Payables               9,000  		   10,000
  Repayments of Debt                        (6,829)  		   (2,000)
  Net Repayments of Leases Payable               -  		   (7,576)
  Proceeds from issuance of common stock
    and receipt of additional paid in capital    -    		  208,650

   Net Cash provided by financing activities  2,171   		  209,074

(Decrease) Increase in cash and equivalents   1,146		  (3,230)

CASH AND CASH EQUIVALENTS, beginning of period 1,411		   5,391

CASH AND CASH EQUIVALENTS, end of period      $2,557		  $2,161

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash Paid During Period for Interest           2,208               3,469
Cash Paid for Taxes                                -		       -
NONCASH INVESTING AND FINANCING ACTIVITIES
Stock Issued in Exchange for Assets           50,000			0
Stock issued in lieu of compensation               0		  347,083
Conversion of Preferred Stock to Common Stock      0	          (2,440)
Conversion of Accounts Payable to Common Stock     0		  16,275
Conversion of Notes Payable to Additional Paid In Capital 0       10,000

The accompanying notes are an integral part of this financial statement



NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THE TANTIVY GROUP, INC. (FORMERLY DIGITAL BRIDGE, INC.) AND SUBSIDIARIES
SEPTEMBER 26, 2002


NOTE 1 - NATURE OF OPERATIONS

The Tantivy Group, Inc. (formerly Digital Bridge, Inc.) is a corporation,
located in Phoenix, Arizona, organized under the laws of the State of Nevada.
The Company began business in January 2000 for the purpose of providing
management, distribution, marketing, and technology services.  Effective
September 27, 2002, the business plans of the Company changed due to the reverse
acquisition and Asset Purchase Agreement with Pacific Rocky Mountain, Inc.,
whereby the operations of Pacific Rocky Mountain, Inc. are now treated as the
operations of the Company.  As of September 26, 2002, the Company is in the
process of discontinuing all of its other business operations from its other
wholly owned subsidiaries, described below.  As of September 27, 2002, the
Company is in the development stage in its new mining operations via Pacific
Rocky Mountain, Inc.

	DISCONTINUED OPERATIONS FROM WHOLLY OWNED SUBSIDIARIES:

	------------------------------------------------------------------------
	-----------
Online Television Network Services, Inc.
-----------------------------------------
Online Television Network Services, Inc. ("OTVnet") is a California corporation,
established in 1997 and acquired by Tantivy in September 2000, to create and
sell online administration and communication tools to labor unions and their
associated benefits trust organizations.  The Company is discontinuing its
operations, and is receiving small amounts of revenue from expiring contracts
with clients for Web hosting services.

	Tantivy Technologies, Inc.
	--------------------------
Tantivy Technologies, Inc. was formed by the Company to manage the design and
development of its technology services including Web site development, Internet
solutions, and software applications.  Due to the change in the Company's
business plan, the Company has effectively terminated its technology services.

	Tantivy Entertainment, Inc.
	---------------------------
Tantivy Entertainment, Inc. was formed in November 2001.  This Company had
signed an agreement to exclusively distribute rights to music recorded by the
Emmy Award winning Boys Choir of Harlem.  The agreement has since been
terminated and the operations of the company are discontinued.

Tantivy Sciences, Inc.
	----------------------
The Company had planned to enter the nutritional supplement market through its
wholly owned subsidiary, Tantivy Sciences, Inc.  In January, 2002 this Company
entered into a licensing agreement with V-Tech LLC for the exclusive license to
distribute a smoking cessation product called "Natural Smokeless".  The
agreement has since been terminated and the operations of the company are
discontinued.

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a.   Basis of Presentation:
------------------------------
The condensed consolidated financial statements of The Tantivy Group, Inc.
(formerly Digital Bridge, Inc.) and Subsidiaries included herein have been
prepared by the Company, without audit, pursuant to the rules and regulations of
the Securities and Exchange Commission (the "SEC").  Certain information and
footnote disclosures normally included in financial statements prepared in
conjunction with accounting principles generally accepted in the United States
of America have been condensed or omitted pursuant to such rules and
regulations, although the Company believes that the disclosures are adequate so
that the information presented is not misleading.  These condensed consolidated
financial statements should be read in conjunction with the annual audited
financial statements and the notes thereto included in the Company's Form 10-
KSB, and other reports filed with the SEC.

The accompanying unaudited interim financial statements reflect all adjustments
of a normal and recurring nature which are, in the opinion of management,
necessary to present fairly the financial position, results of operations, and
cash flows of the Company for the interim periods presented.  The results of
operations for these periods are not necessarily comparable to, or indicative
of, results of any other interim period or for the fiscal year as a whole.
Factors that affect the comparability of financial data from year to year and
for comparable interim periods include business combinations with other entities
and the expansion/discontinuance of operations in certain industry segments.
Certain financial information that is not required for interim financial
reporting purposes has been omitted.

On March 27, 2002, the Company amended its Articles of Incorporation to change
its name from Digital Bridge, Inc. to The Tantivy Group, Inc.

               b.   Principles of Consolidation:
                    ----------------------------------
The accompanying consolidated financial statements include the accounts of The
Tantivy Group, Inc. and its wholly owned subsidiaries (collectively referred to
as the "Company").  All intercompany balances and transactions have been
eliminated in consolidation.

	 c.   Method of Accounting:
                    ---------------------------
The Company maintains its accounts and prepares its financial statements on the
accrual basis of accounting.

               d.   Cash and Cash Equivalents:
                    --------------------------------
Cash and cash equivalents include time deposits, certificates of deposit, and
all highly liquid debt instruments with original maturities of three months or
less. The Company maintains cash and cash equivalents at financial institutions,
which periodically may exceed federally insured amounts.

      e.   Long-Lived Assets:
                     -----------------------
The Company reviews long-lived assets for impairment in accordance with
Statement of Financial Accounting Standards (SFAS) No. 144, "Accounting for the
Impairment or Disposal of Long-Lived Assets," whenever events or changes in
circumstances indicate that the related carrying amount may not be recoverable.
In performing the review of recoverability, the Company estimates the future
cash flows expected to result from the use of the assets and their eventual
disposition in determining their fair value.  When required, impairment losses
on assets to be held and used are recognized based on the difference between the
fair value and the carrying amount of the assets.  Long-lived assets to be
disposed of are reported at the lower of their carrying amount or fair value
less cost to sell.  During the period from July 1, 2002 to September 26, 2002,
impairment loss on long-lived assets totaled $126,590.

               f.   Fixed Assets and Depreciation:
                    -------------------------------------
Property and equipment are recorded at cost and depreciated on a straight-line
basis over estimated useful lives ranging from three to seven years.
Maintenance and repairs are charged to expense. The cost of assets retired or
disposed of and the related accumulated depreciation have been removed from the
accounts.

               g.   Revenue Recognition:
                    ---------------------------

The Company has recorded revenue as earned from its subsidiary, Online
Television Network Services, Inc., ratably over the term of its contracts, based
on agreed upon prices for website development, website hosting, and management
services rendered.  Revenue on work in process is recognized in the period in
which it is reasonably expected to be collected.  Revenue on products sold is
recognized upon delivery of the product to the purchaser.  Contracts were
typically for a one-year term and are expiring as the Company discontinues
operations from this industry segment.

h.   Loss Per Common Share:
                    -------------------------------
The computation of loss per common share is based on the weighted average number
of common shares outstanding during the period presented in accordance with
Statement of Financial Accounting Standards No. 128, "Earnings Per Share".
Options are anti-dilutive.

i.   Stock Options and Warrants:
                    -------------------------------
The Company accounts for stock options and warrants in accordance with the
provisions of SFAS No. 123 "Accounting for Stock-Based Compensation."  SFAS No.
123 prescribes the recognition of compensation based on the fair value of the
options on the grant date.  The Company values stock options issued based upon
an option-pricing model and recognizes this value as an expense over the vesting
period.

j.   Income Taxes:
                    -----------------
The Corporation accounts for income taxes in accordance with SFAS 109
"Accounting for Income Taxes", using the asset and liability approach, which
requires recognition of deferred tax liabilities and assets for the expected
future tax consequences of temporary differences between the carrying amounts
and the tax basis of such assets and liabilities. The method uses enacted
statutory tax rates in effect for the year in which the temporary differences
are expected to reverse and gives immediate effect to changes in income tax
rates upon enactment. Deferred tax assets are recognized, net of any valuation
allowance, for temporary differences and net operating loss and tax credit carry
forwards. Deferred income tax expense represents the change in net deferred
assets and liability balances. The Corporation had no material deferred tax
assets or liabilities for the periods presented.

 k.   Recently Enacted Accounting Standards:
                     --------------------------------------------------
In June 2001, the Financial Accounting Standards Board issued FASB Statements
No. 141, Business Combinations (SFAS 141) and No. 142, Goodwill and Other
Intangible Assets (SFAS 142). SFAS 141 requires the use of the purchase method
of accounting and prohibits the use of the pooling-of-interests method of
accounting for business combinations initiated after June 30, 2001.  SFAS 141
also requires, upon the adoption of SFAS 142, that the Company recognize
acquired intangible assets apart from goodwill if they meet certain criteria.

SFAS 142 requires, among other things, that companies no longer amortize
goodwill, but instead test goodwill for impairment at least annually. In
addition, SFAS 142 requires that the Company identify reporting units for the
purposes of assessing potential future impairment of goodwill, reassess the
useful lives of other existing recognized intangible assets, and cease
amortization of intangibles with an indefinite useful life.  An intangible asset
with an indefinite useful life should be tested for impairment in accordance
with SFAS 142. SFAS 142 is required to be applied in fiscal years beginning
after December 15, 2001 to all goodwill and other intangible assets recognized
at that date, regardless of when those assets were initially recognized.  It
also requires the Company to complete a transitional goodwill impairment test by
six months from the date of adoption.  The Company is also required to reassess
the useful lives of other intangible assets within the first interim quarter
after adoption of SFAS 142.

In June 2001, the Financial Accounting Standards Board issued FASB Statement No.
143, Accounting for Asset Retirement Obligations (SFAS 143).  SFAS 143 requires
that companies recognize the fair value of a liability for an asset retirement
obligation in the period in which it is incurred or reasonably estimated.  The
associated retirement costs will be capitalized as part of the carrying amount
of the related asset and subsequently allocated to expense over the asset's
remaining useful life.  SFAS 143 is required to be applied in fiscal years
beginning after December 15, 2001.  Management does not anticipate that the
adoption of SFAS 143 will have any material impact on the financial statements.

In August 2001, the Financial Accounting Standards Board issued FASB Statement
No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets (SFAS
144).  SFAS 144 supercedes FASB Statement No. 121, Accounting for the Impairment
of Long-Lived Assets and for Long-Lived Assets to Be Disposed of.  SFAS 144 also
amends the accounting and reporting provisions for the disposal of a segment of
business in Accounting Principles Board Opinion No. 30, Reporting the Results of
Operations - Reporting the Effects of Disposal of a Segment of a Business, and
Extraordinary, Unusual and Infrequently Occurring Events and Transactions
(Opinion 30).  SFAS 144 is required to be applied in fiscal years beginning
after December 15, 2001.  Management has complied with the requirements of SFAS
144 in the analysis and write-off of assets impaired during the most recent
fiscal year and interim periods.

In April 2002, the Financial Accounting Standards Board issued FASB Statement
No. 145, Rescission of FASB Statements No. 4, 44, and 64, Amendment of FASB
Statement No. 13, and Technical Corrections (SFAS 145).  SFAS 145 requires that
gains and losses from extinguishment of debt be classified as extraordinary
items only if they meet the criteria in Opinion 30.  Applying the provisions of
Opinion 30 will distinguish transactions that are part of an entity's recurring
operations from those that are unusual and infrequent and therefore meet the
criteria for classification as an extraordinary item.  SFAS 145 also requires
that modifications to a capital lease that make it an operating lease be
accounted for, as applicable, in accordance with FASB Statement No. 98,
Accounting for Leases, or FASB Statement No. 28, Accounting for Sales with
Leasebacks.  SFAS 145 is required to be applied in fiscal years beginning after
May 15, 2002 and to provisions relating to modifications of a capital lease that
make it an operating lease as of May 15, 2002.  Upon adoption of SFAS 145, gains
and losses on debt extinguishment that have been shown on the income statement
as extraordinary items in prior periods should be reclassified, unless they meet
the criteria for extraordinary status per Opinion 30.  Management does not
anticipate that the adoption of SFAS 145 will have any material impact on the
financial statements.

In June 2002, the Financial Accounting Standards Board issued FASB Statement No.
146, Accounting for Costs Associated with Exit or Disposal Activities (SFAS
146).  SFAS 146 addresses financial accounting and reporting for costs
associated with exit or disposal activities and nullifies Emerging Issues Task
Force Issue No. 94-3, Liability Recognition for Certain Employee Termination
Benefits and Other Costs to Exit an Activity (including Certain Costs Incurred
in a Restructuring).  SFAS 146 requires companies to recognize costs associated
with exit or disposal activities when they are incurred rather than at the date
of a commitment to an exit or disposal plan.  Costs covered by SFAS 146 include
lease termination costs and certain employee severance costs that are associated
with a restructuring, discontinued operation, plant closing, or other exit or
disposal activity.  SFAS 146 applies to all exit or disposal activities
initiated after December 31, 2002.  Management will comply with the requirements
of SFAS 146 as it discontinues operations of some of its subsidiaries, however
does not anticipate that the adoption of SFAS 146 will have any material impact
on the financial statements.

In October 2002, the Financial Accounting Standards Board issued FASB Statement
No. 147, Accounting for Acquisitions of Certain Financial Institutions - an
amendment of FASB Statements No. 72 and 144 and FASB Interpretation No. 9 (SFAS
147).  SFAS 147 amends SFAS 72 and no longer requires companies to recognize,
and subsequently amortize, any excess of the fair value of liabilities assumed
over the fair value of tangible and identifiable intangible assets acquired as
an unidentifiable intangible asset.  In addition, SFAS 147 amends SFAS 144 to
include in its scope long-term customer-relationship intangible assets of
financial institutions, such as depositor and borrower relationship intangible
assets and credit cardholder intangible assets.  Consequently, those intangible
assets are subject to the same undiscounted cash flow recoverability test and
impairment loss recognition and measurement provisions that SFAS 144 requires
for other long-lived assets that are held and used.  Management does not
anticipate that the adoption of SFAS 147 will have any material impact on the
financial statements.

l.   Use of Estimates:
	     -----------------
The preparation of the Company's consolidated financial statements in conformity
with accounting principles generally accepted in the Unites 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 amount of
revenues and expenses during the reported period.  Actual results could differ
from those estimates.

m.   Reclassifications:
                    ---------------------
Certain amounts in the prior year financial statements have been reclassified to
conform to the current year presentation.





Item  2.  Management's Discussion and Analysis or Plan of Operation.

The information in this discussion contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Act of 1934, as amended. Such statements are based upon current
expectations that involve risks and uncertainties. Any statements contained
herein that are not statements of historical fact may be deemed to be
forward-looking statements. For example, the words "believes", "anticipates",
"plans", "expects", "intends" and similar expressions are intended to identify
forward-looking statements. The Company's actual results and the timing of
certain events may differ significantly from the results discussed in the
forward-looking statements. Factors that might cause such a discrepancy include,
but are not limited to, those discussed in "Ability to Raise Capital Resources"
as well as "Risks Related to Our Business." All forward-looking statements in
this document are based on information available to the Company as of the date
hereof and the Company assumes no obligation to update any such forward-looking
statements.

Overview
------------

The Tantivy Group, Inc. is in the process of discontinuing its operations of
providing Internet technology solutions through the business model known as
"Venture Technology," in which we served our clients as a management consultant,
Internet strategy consultant, interactive marketing agency, and technology
developer, all seamlessly integrated into a cohesive unit.  Effective September
27, 2002, the business plans of Tantivy changed due to the reverse acquisition
and Asset Purchase Agreement with Pacific Rocky Mountain, Inc. ("PRM"),
described below.  The Company is now in the development stage in its new mining
operations via Pacific Rocky Mountain, Inc.

On July 2, 2002, the Company announced that that the Company's Board of
Directors and a majority of the Company's shareholders had approved the Company
effectuating a 1-5 reverse stock split.

On September 27, 2002 the Company entered into an asset purchase agreement with
Pacific Rocky Mountain, Inc., in which the Company acquired all of the assets
and assumed all of the liabilities of PRM in exchange for fifty million
(50,000,000) shares of the Company's Common Stock, after the effectuation of the
aforementioned 1-5 reverse spilt giving the shareholders of PRM ownership of
97.5% of the Company's Common Stock. Subsequent to the agreement, the Officers
and Directors of the Company resigned and were replaced by eight new Directors,
who subsequently appointed new officers. The business combination is treated as
a reverse acquisition, with PRM the deemed acquirer in the transaction.  The
Company effectuated the 1-5 reverse split on December 18, 2002 and will
subsequently issue the aforementioned shares to PRM's shareholders.

Pacific Rocky Mountain, Inc. is a development stage company that was founded for
the purpose of developing certain recorded claims and acreage situated in
central Colorado and California.  PRM plans to continue extraction, smelting,
casting, and refining of the precious and strategic metals identified in the
aforementioned acreage using a patented proprietary process, which will extract
and produce the metals in their pure state in a capacity at ten times the
current industry standard.  Such minerals include Gold, Silver, Platinum,
Scandium and Rhodium.


RESULTS OF OPERATIONS

REVENUES

Total revenues from inception and for the three months ended September 30, 2002
totaled $0.  This was due to the Company being in development stage and not yet
generating revenue.

COST OF SALES

Total Cost of Goods Sold from inception and for the three months ended September
30, 2002 totaled $0. This was due to the Company being in development stage and
not yet generating revenue.

OPERATING  EXPENSES

Development costs have totaled $30,124 from inception and $2,970 for the three
months ended September 30 31,2002 as a result of the company just starting to
develop its business

Professional Fees totaled $25,750 from inception and $13,750 for the three
months ended September 30 31,2002 as a result of the company just starting to
develop its business

Costs to Acquire Subsidiary from inception and for the three months ended
September 30, 2002 totaled $1,104,613.  This was a result of the difference
between the purchase price of Tantivy in the reverse acquisition and the value
of its common stock and assumed debt.

Office and Other Expenses totaled $75,573 from inception and $18,033 for the
three months ended September 30,2002 as a result of the company just starting to
develop its business.

ITEM  3 INCOME TAXES

No provision for federal and state income taxes has been recorded because the
Company has incurred net operating losses since inception. The net operating
loss carry-forward as of September 30, 2002 is approximately $6,422,909. These
carry-forwards will be available to offset future taxable income and expire
beginning in 2019. Deferred income tax assets arising from such loss carry
forwards have been fully reserved as of September 30, 2002.

ITEM 4 STOCK INCENTIVE PLAN

The Company has drafted a stock incentive plan for directors, officers,
employees and consultants of the Company and affiliated companies, which
provides for nonqualified and incentive stock options. The maximum number of
shares of common stock reserved and available for issuance under this plan is
nine million. As of September 30, 2002, zero options were outstanding.

The fair market value of the above options was determined by using a Black
Scholes option-pricing model.  The calculated fair value at the dates of the
grants was zero, and therefore has no impact on earnings or earnings per share.

The Company follows Accounting Principles Board Opinion 25, Accounting for Stock
Issued to Employees, to account for the stock incentive plan, recognizing
compensation expense to the extent of the difference between the fair value of
the underlying stock at the measurement date less the amount the employee is
required to pay. There were no charges to compensation expense during the period
ended September 30, 2002.

An alternative method of accounting for stock options is Statement of Financial
Accounting Standards (SFAS) No. 123, Accounting for Stock-Based Compensation.
Under SFAS 123, employee stock options are valued at grant date using the Black-
Scholes valuation model, and compensation cost is recognized ratably over the
vesting period. Had the Company followed SFAS 123, no significant adjustment
would have been made to the statement of operations during the period ended
September 30, 2002.

ITEM 5 CONTROLS AND PROCEDURES

As required by Rule 13a-15 under the Exchange Act, the Company carried out an
evaluation of the effectiveness of the design and operation of the Company's
disclosure controls and procedures within the 90 days prior to the filing date
of this report.  This evaluation was carried out under the supervision and with
the participation of the Company's management, including the Company's Chief
Executive Officer and Chief Financial Officer.  Based upon that evaluation, the
Company concluded that its disclosure controls and procedures are effective.
There have been no significant changes in the Company's internal controls or in
other factors, which could significantly affect internal controls subsequent to
the date the Company carried out its evaluation.

Disclosure controls and procedures are controls and other procedures that are
designed to ensure that information required to be disclosed in Company reports
filed or submitted under the Exchange Act is recorded, processed, summarized,
and reported within the time periods specified in the Securities and Exchange
Commission's rules and forms.  Disclosure controls and procedures include,
without limitation, controls and procedures designed to ensure that information
required to be disclosed in Company reports filed under the Exchange Act is
accumulated and communicated to management, including the company's Chief
Executive Officer and Chief Financial Officer, to allow timely decisions
regarding required disclosure.

LIQUIDITY AND CAPITAL RESOURCES

Net cash used in operating activities was $19,457 for the three months ended
September 30, 2002 and $75,003 from inception through September 27, 2002

Net cash provided by financing and investing activities was $22,014 for the
three months ended September 30, 2002 and $77,560 from inception through
September 27, 2002 mostly from shareholder loans, cash acquired through the
merger and shares sold in a private placement.

The Company believes that its available cash resources combined with proceeds
from capital raising transactions will be sufficient to meet its anticipated
working capital and capital expenditure requirements through the end of December
2002. The company is actively seeking to raise additional funds from investors
or other financing. The Company intends to use the additional capital to fund
more rapid expansion and develop the mining business.  If adequate funds are not
available on acceptable terms, the Company's business, results of operation and
financial condition would be materially adversely affected.

FACTORS AFFECTING OPERATING RESULTS

This report on Form 10-QSB contains forward-looking statements which involve
risks and uncertainties. Our actual results could differ materially from those
anticipated by such forward looking statements as a result of certain factors
including those set forth below. You should carefully consider the business
risks described below in connection with evaluation of our business and
prospects. If any of the following risks occur, our results of operation may
have a material adverse impact on the Company's future operation and financial
position. In that case, the trading price of our common stock could decline.

ABILITY TO RAISE CAPITAL

We currently are attempting to raise additional capital during the remainder of
the fiscal and calendar year.  We expect to use the proceeds from any such
capital raising transactions for general corporate purposes, including working
capital. A portion of the proceeds will also be used for the acquisition of
businesses or assets. If we do not successfully address the need to raise
capital, our ability to continue to conduct business would be seriously harmed.

Risk Factors
-----------------

GOLD PRICE VOLATILITY

The cash flows and profitability of the Company's operations will be
significantly affected by changes in the market price of gold. Market gold
prices can fluctuate widely and are affected by numerous factors beyond our
control, including industrial and jewelry demand, expectations with respect to
the rate of inflation, the strength of the U.S. dollar (the currency in which
the price of gold is generally quoted) and of other currencies, interest rates,
gold sales by central banks, forward sales by producers, global or regional
political or economic events, and production and cost levels in major gold-
producing regions such as South Africa. In addition, the price of gold sometimes
is subject to rapid short-term changes because of speculative activities. The
current demand for and supply of gold affect gold prices, but not necessarily in
the same manner as current supply and demand affect the prices of other
commodities. The supply of gold consists of a combination of new production from
mining and existing stocks of bullion and fabricated gold held by governments,
public and private financial institutions, industrial organizations and private
individuals. As the amounts produced in any single year constitute a very small
portion of the total potential supply of gold, normal variations in current
production do not necessarily have a significant impact on the supply of gold or
on its price. If revenue from gold sales falls for a substantial period below
our cost of production at its operations, we could determine that it is not
economically feasible to continue commercial production at any or all of its
operations or to continue the development of some or all of its projects. The
gold market generally is characterized by volatile prices.

IMPACT OF PRICE PROTECTION ACTIVITIES

The Company has contracted with another party to purchase all of our gold
production at a fixed cost below the market price. Although this may protect us
against not having a market for our production, it may also prevent full
participation in subsequent increases in the market price for gold with respect
to covered production.

PRODUCTION ESTIMATES

 Estimates of future production for particular properties for the Company as a
 whole are derived from annual mining plans prepared by us. Such plans have been
 developed based on, among other things, mining experience, reserve estimates,
 assumptions regarding ground conditions and physical characteristics of ores
 (such as hardness and presence or absence of certain metallurgical
 characteristics) and estimated rates and cost of production. Actual production
 may vary from estimates for a variety of reasons, including risks and hazards
 of the types discussed, actual ore mined varying from estimates of grade and
 metallurgical and other characteristics, mining dilution, pitwall failures or
 cave-ins, strikes and other actions by labor at unionized locations,
 restrictions imposed by government agencies and other factors. Estimates of
 production from properties not yet in production or from operations that are to
 be expanded are based on similar factors (including, in some instances,
 feasibility reports prepared by company personnel and/or outside consultants)
 but, as such estimates do not have the benefit of actual experience, there is a
 greater likelihood that actual results will vary from the estimates.

ORE RESERVE ESTIMATES

Management's proven and probable reserve figures are estimates, and no assurance
can be given that the indicated levels of recovery of gold and copper will be
realized. Reserve estimates may require revision based on actual production
experience. Market price fluctuations of gold and other metals, as well as
increased production costs or reduced recovery rates, could render our proven
and probable gold and other reserves containing relatively lower grades of
mineralization uneconomic to exploit and may ultimately result in a reduction of
reserves.

 REGULATION, ENVIRONMENTAL RISKS AND UNPATENTED MINING CLAIMS

Domestic mining operations and exploration activities are subject to extensive
laws and regulations governing prospecting, development, production, exports,
taxes, labor standards, occupational health, waste disposal, protection and
remediation of the environment, protection of endangered and protected species,
mine safety, toxic substances and other matters. Mining is subject to potential
risks and liabilities associated with pollution of the environment and the
disposal of waste products occurring as a result of mineral exploration and
production. We may in the future be, subject to clean-up liability under the
Comprehensive Environmental Response, Compensation and Liability Act of 1980 and
comparable state laws which establish clean-up liability for the release of
hazardous substances. At this time the Company has not made any provisions in
its financial statements for clean-up costs, it cannot guarantee that such
provisions will not be needed in the future. In the context of environmental
permitting, including the approval of reclamation plans, we must comply with
standards, existing laws and regulations which may entail greater or lesser
costs and delays depending on the nature of the activity to be permitted and how
the regulations are implemented by the permitting authority. It is possible that
the costs and delays associated with the compliance with such laws, regulations
and permits could result in us not proceeding with the development of a project
or the operation or further development of a mine. Amendments to current laws
and regulations governing operations and activities of mining companies are
actively considered from time to time and could have a material adverse impact
on us. In recent years, the U.S. Congress has considered a number of proposed
amendments to the General Mining Law of 1872, as amended (the "General Mining
Law"), which governs mining claims and related activities on U.S. federal lands.
Although no such legislation has been adopted to date, there can be no
assurances that such legislation will not be adopted in the future. If ever
adopted, such legislation could, among other things, impose royalties on gold
production from currently unpatented mining claims located on U.S. federal
lands. If such legislation is ever adopted, it could reduce the amount of future
exploration and development activity conducted by us on such U.S. federal lands.
In addition, in 1992, a holding fee of $100 per claim was imposed upon
unpatented mining claims located on U.S. federal lands. In October 1994, a
moratorium on the processing of new patent applications was approved. While such
moratorium currently remains in effect, its future is unclear.

UNCERTAINTY OF DEVELOPMENT PROJECTS

It may take several years until production of precious metals is possible using
our patented proprietary process, during which time the economic feasibility of
production may change. Development projects have no operating history upon which
to base estimates of future cash operating costs. Particularly for development
projects, estimates of proven and probable reserves and cash operating costs
are, to a large extent, based upon the interpretation of geologic data obtained
from drill holes and other sampling techniques, and feasibility studies which
derive estimates of cash operating costs based upon anticipated tonnage and
grades of ore to be mined and processed, the configuration of the ore body,
expected recovery rates of the gold from the ore, comparable facility and
equipment operating costs, anticipated climatic conditions and other factors. As
a result, it is possible that actual cash operating costs and economic returns
may differ significantly from those currently estimated. It is not unusual in
new mining operations to experience unexpected problems during the start-up
phase. Delays often can occur in the commencement of production.

MINING RISKS AND RISK OF NONAVAILABILITY OF INSURANCE

The business of gold mining is subject to a number of risks and hazards,
including environmental hazards, industrial accidents, labor disputes,
encountering unusual or unexpected geologic formations or other geological or
grade problems, encountering unanticipated ground or water conditions, cave-ins,
pitwall failures, flooding, rock falls, periodic interruptions due to inclement
or hazardous weather conditions or other unfavorable operating conditions and
other acts of God and gold bullion losses. Such risks could result in damage to,
or destruction of, mineral properties or producing facilities, personal injury
or death, environmental damage, delays in mining, monetary losses and possible
legal liability. We maintain insurance against risks that are typical in the
operation of its business and in amounts that it believes to be reasonable. Such
insurance, however, contains exclusions and limitations on coverage. There can
be no assurance that such insurance will continue to be available, will be
available at economically acceptable premiums or will be adequate to cover any
resulting liability.

WE HAVE A LIMITED OPERATING HISTORY AND HAVE MADE NO PROFITS SO FAR.

We are a development stage company and have not generated any revenues from our
new line of business.   We have incurred start up costs and other administrative
expenses and have not booked any profits so far.

FUTURE ACQUISITIONS COULD RESULT IN DILUTION, OPERATING DIFFICULTIES AND OTHER
HARMFUL CONSEQUENCES.

If appropriate opportunities present themselves, we intend to acquire
businesses, technologies, services or products that we believe are strategic.
The process of integrating any acquisition may create unforeseen operating
difficulties and expenditures and is itself risky.  The areas where we may face
difficulties  include:

-   Diversion of management time during the period of negotiation through
closing and further diversion of such time after closing from focus on operating
the businesses to issues of integration and future products and services;
-    decline in employee morale and retention issues resulting from changes in
compensation, reporting relationships, future prospects or the direction of the
business;
-    the need to integrate each company's accounting, management information,
human resource and other administrative systems to permit effective management
and the lack of control if such integration is delayed or not implemented; and
-    the need to implement controls, procedures and policies appropriate for a
larger public company at companies that prior to acquisition may have been
smaller, privately-held companies.

OUR SUCCESS DEPENDS ON ATTRACTING AND RETAINING KEY PERSONNEL.

The successful development, of our products will depend upon the skills and
efforts of a small group of management personnel, including James Logan, our
Chief Executive Officer, Bill Yarno, our Corporate Counsel and Marvin Gibbons a
Director and Consultant. Substantially all of the Company's employees are
employed "at will." None of the key management employees has a long-term
employment contract with the Company and there can be no assurance that such
individuals will remain with the Company. The failure of such key personnel to
continue to be active in management could have a material adverse effect on the
Company.

The loss of any of our key personnel could adversely impact our ability to
execute our business plan and strategy.  Furthermore, recruiting and retaining
qualified executive, technical, marketing and support personnel in our emerging
industry in the future will be critical to our success and we cannot assure you
that we will be able to do so. We do not maintain "key-man" life insurance on
any of our key personnel.

WE MAY BE UNABLE TO OBTAIN THE ADDITIONAL CAPITAL NEEDED TO OPERATE AND GROW OUR
BUSINESS, THEREBY REQUIRING US TO CURTAIL OR CEASE OPERATIONS.

Our capital requirements in connection with the development and expansion of our
business have been and will continue to be substantial.  We will require
additional funds to mine and process our mineral reserves, acquire new reserves,
and to run our operations. We cannot assure you that we can obtain any
significant additional financing on commercially attractive terms, in a timely
fashion, in sufficient amounts or at all.  If adequate funds are not available,
we would have to scale back our operations, including mining and refining our
reserves, all of which could cause us to lose both customers and market share
and ultimately cease operations.

RISKS ASSOCIATED WITH IMPLEMENTATION OF THE BUSINESS STRATEGY.

Implementation of the Company's business strategy is subject to risks and
uncertainties, including certain factors that are within the Company's control
and other factors that are outside of the Company's control. In addition,
certain elements of the Company's business strategy, notably the acquisition of
complementary businesses or product lines, could result in significant
expenditures of cash and management resources. Finally, implementation of the
Company's business strategy is subject to risks associated with market and
competitive conditions

RISKS ASSOCIATED WITH ACQUISITIONS.

The Company has completed numerous acquisitions and has entered into joint
ventures and has entered into and departed from new lines of business and
expects to pursue additional acquisitions in the future as a key component of
the Company's business strategy. There can be no assurance that attractive
acquisition opportunities will be available to the Company, that the Company
will be able to obtain financing for or otherwise consummate any future
acquisitions or that any  acquisitions which are consummated will prove to be
successful. Moreover, acquisitions involve numerous risks, including the risk
that the acquired business will not perform in accordance with expectations,
difficulties in the integration of the operations and products of the acquired
businesses with the Company's other businesses, the diversion of management's
attention from other aspects of the Company's business, the risks associated
with entering geographic and product markets in which the Company has limited or
no direct prior experience and the potential loss of key employees of the
acquired business. The acquisition of another business can also subject the
Company to liabilities and claims arising out of such business. In addition,
future acquisitions would likely require additional financing, which would
likely result in an increase in the Company's indebtedness or the issuance of
additional capital stock which could be dilutive to holders of Common Stock.


LISTING ON OTC BULLETIN BOARD; LIMITED TRADING MARKET; "PENNY STOCK" REGULATIONS
MAY IMPOSE CERTAIN RESTRICTIONS.

 Our Common Stock has been quoted on the OTC Bulletin Board since February 11,
 2000. Our Common Stock has only a limited trading market.  We cannot assure you
 that a more active trading market will develop or, if developed, that it will
 be maintained.  We cannot predict the effect, if any, that the sale of
restricted shares of Common Stock will have on the market price of the Common
Stock.  As a result, an investor might find it difficult to dispose of, or to
obtain accurate quotations as to the value of, the Common Stock.

     In addition, as the Common Stock has a limited active trading market and
     the trading price of the Common Stock is less than $5.00 per share, trading
     in the Common Stock is subject to the requirements of Rule 15g-9
     promulgated under the Exchange Act.  Under such rule, broker-dealers who
     recommend low-priced securities to persons other than established customers
     and accredited investors must satisfy special sales practice requirements,
     including a requirement that they make an individualized written
     suitability determination for the purchase and receive the purchaser's
     written consent prior to the transaction.  The
Common Stock is also subject to the Securities Enforcement Remedies and Penny
Stock Reform Act of 1990, which requires additional disclosure in connection
with any trades involving a stock defined as a penny stock (generally, according
to recent regulations adopted by the SEC, any equity security not traded on an
exchange or quoted on NASDAQ that has a market price of less than $5.00 per
share, subject to certain exceptions), including the delivery, prior to any
penny stock transaction, of a disclosure schedule explaining the penny stock
market and the risks associated therewith.  Such requirements could severely
limit the market liquidity of the Common Stock and the ability of purchasers of
the Common Stock to sell their securities in the secondary market.



                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

We are currently a party to the following lawsuits:

a)	Digital Bridge, Inc. v S & W Consulting, Inc. et al filed February, 2002
in the United States District Court, District of Phoenix. We are asking for
unspecified damages for breach of contract, fraud et. al. arising out of a block
stock purchase that Defendants did not pay for in full. Defendants have filed an
answer and counterclaims in the suit, which we intend to vigorously contest. Our
claim has recently been dismissed without prejudice due to the Company's lack of
legal counsel. The Company is in the process of obtaining legal counsel so as to
refile its complaint. While management, including internal counsel, currently
believes that the ultimate outcome of this proceeding will not have a material
adverse effect on our financial position or overall trends in results of
operations, litigation is subject to inherent uncertainties.

b)	Creditors Adjustment Bureau, Inc., v Digital Bridge, Inc. filed April,
2002 in Superior Court of California, County of Los Angeles. The plaintiff, as
assignee, is seeking damages in the amount of approximately $32,000 plus pre-
judgment interest, attorney's fees and court costs for breach of contract for
legal services allegedly supplied to Tantivy Bridge, Inc. by the Law Firm of
Arter & Hadden. We have not filed an answer in the suit. While management,
including internal counsel, currently believes that the ultimate outcome of this
proceeding will not have a material adverse effect on our financial position or
overall trends in results of operations, litigation is subject to inherent
uncertainties. Substantially the entire amount claimed in this lawsuit has been
accrued in the financial statements.

c)	Bowne of Phoenix, Inc. v. Digital Bridge, Inc. filed October, 2001 in
Superior Court of Arizona, County of Maricopa. The plaintiff, is seeking damages
in the amount of approximately $7,000 plus pre-judgment interest, attorney's
fees and court costs for breach of contract for services allegedly supplied to
the Company. We have filed an answer in the suit and we intend to vigorously
contest it. While management, including internal counsel, currently believes
that the ultimate outcome of this proceeding will not have a material adverse
effect on our financial position or overall trends in results of operations,
litigation is subject to inherent uncertainties. The Company has signed a
stipulation of judgement in this matter calling for the Company to pay
approximately $12,000 on or before December 17,2002. . Substantially the entire
amount claimed in this lawsuit has been accrued in the financial statements.

Item 2.  Changes in Securities

         The company effectuated a 1-5 reverse stock split on December 18, 2002

Item 3.  Defaults Upon Senior Securities

         None

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


	None


Item 5. Other Information

         None


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

On October 5, 2002 Registrant filed a form 8-K announcing that on September 27,
The Tantivy Group, Inc. ("Tantivy") signed an asset purchase agreement in which
Tantivy will acquire all of the assets and assume all of the liabilities of
Pacific Rocky Mountain, Inc., a Florida corporation ("PRM"). After the
effectuation of a 1-5 reverse split, Tantivy will issue to the shareholders of
PRM an aggregate of 50,000,000 shares of Tantivy common stock that presently has
a fair market value of $.10 per share (after taking into affect the
aforementioned 1-5 reverse spit) or an aggregate market value of $5,000,000. The
consideration was the product of arms' length negotiations and was based on
PRM's prospects.


                                   SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the Registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.



 THE TANTIVY GROUP, INC.


 By:  /s/ James Logan
----------------------------------
James Logan
Chief Executive Officer, Chief Financial and a Director
Date: December 18, 2002


CERTIFICATION


	In connection with the Quarterly Report of The Tantivy Group, Inc. and
	Subsidiaries (the "Company") on Form 10-QSB for the period ending
	September 30, 2002 as filed with the Securities and Exchange Commission
	on the date hereof (the "Report"), I, James Logan, Chief Executive
	Officer and Chief Financial Officer of the Company, certify, pursuant to
	18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
	Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

(1)	The Report fully complies with the requirements of section 13(a) or
15(d) of the Securities Exchange Act of 1934; and

(2)	The information contained in the Report fairly presents, in all material
respects the financial condition and results of the Company.

	By: /s/ James Logan

                                          -------------------------------------
	Chief Executive and Financial Officer
                                          Date: December 18, 2002



CERTIFICATION PURSUANT TO THE
SARBANES-OXLEY ACT

I, James Logan, the Chief Executive and Financial Officer of The Tantivy Group,
Inc., certify that:

1. 	I have reviewed this quarterly report on Form 10-QSB of The Tantivy
Group, Inc. and Subsidiaries;

2. 	Based on my knowledge, this annual 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 annual 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. 	I am responsible for establishing and maintaining disclosure controls
and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the
registrant and have:

a) 	designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to me by others within those entities, particularly during the
period in which this annual 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 my conclusions about the
effectiveness of the disclosure controls and procedures based on my evaluation
as of the evaluation date;

5.	I have disclosed, based on my most recent evaluation, to the
registrant's auditors and the audit committee of registrant's board of directors
(or persons performing the equivalent functions):

a) 	all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and

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

6. 	I have indicated in this annual report whether there were significant
changes in internal controls or in other factors that could significantly affect
internal controls subsequent to the date of my most recent evaluation, including
any corrective actions with regard to significant deficiencies and material
weaknesses.

	By: /s/ James Logan

                                          ------------------------------------
	Chief Executive and Financial Officer
                                          Date: December 18, 2002