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 JUNE 30, 2002


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

       For the transition period from _______________ to _______________.


                        COMMISSION FILE NUMBER 000-32635


                              GROUP MANAGEMENT CORP
             (Exact name of registrant as specified in its charter)


                DELAWARE                                          59-2919648
   (State or other jurisdiction of                            (I.R.S. Employer
    incorporation or organization)                           Identification No.)

  12503 EXCHANGE BOULEVARD, SUITE 554
             STAFFORD, TEXAS                                        77477
(Address of principal executive offices)                          (Zip Code)


      REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:    (281) 242-4744


     Check  whether  the  issuer  (1)  filed all reports required to be filed by
Section  13  or  15(d) of the Securities Exchange Act of 1934 during the 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 September 5, 2002,
there  were  7,263,421  shares  of  common  stock  issued  and  outstanding.


                  TRANSITIONAL SMALL BUSINESS DISCLOSURE FORMAT
                                  (check one):

                            Yes           No    X   .
                                -----         -----

<PAGE>
                              GROUP MANAGEMENT CORP

                                TABLE OF CONTENTS
                                -----------------


                                     PART I

Item  1          Financial  Statements

Item  2          Management's  Discussion  and  Analysis  or  Plan of Operations

                                     PART II

Item  1          Legal  Proceedings

Item  2          Changes  in  Securities  and  Use  of  Proceeds

Item  3          Defaults  Upon  Senior  Securities

Item  4          Submission  of  Matters  to  a  Vote  of  Security  Holders

Item  5          Other  Information

Item  6          Exhibits  and  Reports  on  Form  8-K

                                        2
<PAGE>
                                     PART I

EXPLANATORY  NOTE

Included in this Quarterly Report on Form 10-QSB is a consolidated balance sheet
of  Group  Management  Corp  as  of  June 30, 2002, and the related consolidated
statements of operations for the three and six month periods ended June 30, 2002
and  2001, and statements of cash flows for the six month periods ended June 30,
2002  and  2001.

The  Company  elected  to  list its 88.5% owned subsidiary, Swan Magnetics, Inc.
(Swan)  as  an  unconsolidated affiliate because it was precluded from obtaining
the necessary information to  allow  a  consolidated  financial  filing  due  to
Swan's former CEO withholding financial  records,  making  control  impractical.
Litigation  has  been  initiated  to  gain control of the books and records.  On
February  26,  2002, the Company terminated Kim as the President and Chairman of
the Board of Swan.  In March 2002 the Company sold its interest in Swan to Lumar
Worldwide,  Inc.

This  Quarterly Report includes forward-looking statements within the meaning of
the  Securities Exchange Act of 1934 (the "Exchange Act").  These statements are
based  on  management's  beliefs  and  assumptions, and on information currently
available  to  management.  Forward-looking  statements  include the information
concerning  possible  or assumed future results of operations of the Company set
forth  under  the  heading  "Management's  Discussion  and Analysis of Financial
Condition  or  Plan  of  Operation."  Forward-looking  statements  also  include
statements  in  which  words  such as "expect," "anticipate,"  "intend," "plan,"
"believe,"  "estimate,"  "consider"  or  similar  expressions  are  used.

Forward-looking  statements  are  not  guarantees  of  future performance.  They
involve  risks, uncertainties and  assumptions.  The  Company's  future  results
and shareholder values may differ  materially  from  those  expressed  in  these
forward-looking  statements.  Readers are cautioned not to put undue reliance on
any  forward-looking  statements.

ITEM  1     FINANCIAL  STATEMENTS

                                        3

<PAGE>
<TABLE>
<CAPTION>
GROUP  MANAGEMENT  CORP.
BALANCE  SHEET  (UNAUDITED)
JUNE  30,  2002


<S>                                                              <C>
ASSETS
CURRENT ASSETS
  Cash. . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $    103,522
  Accounts receivable - net of $15,000 allowance for bad debts.         4,001
  Due from shareholders . . . . . . . . . . . . . . . . . . . .        46,000
  Inventories . . . . . . . . . . . . . . . . . . . . . . . . .        60,635
                                                                 -------------
      Total current assets. . . . . . . . . . . . . . . . . . .       214,158

PROPERTY AND EQUIPMENT, AT COST
  Equipment . . . . . . . . . . . . . . . . . . . . . . . . . .       225,205
  Office furniture and fixtures . . . . . . . . . . . . . . . .       192,973
  Leasehold improvements. . . . . . . . . . . . . . . . . . . .       170,381
  Automobiles . . . . . . . . . . . . . . . . . . . . . . . . .        41,857
  Less: Accumulated depreciation. . . . . . . . . . . . . . . .      (293,325)
                                                                 -------------
                                                                      337,091

NOTE RECEIVABLE - LUMAR WORLDWIDE . . . . . . . . . . . . . . .     2,500,000

OTHER ASSETS, NET . . . . . . . . . . . . . . . . . . . . . . .       256,737
                                                                 -------------
      Total assets. . . . . . . . . . . . . . . . . . . . . . .  $  3,307,986
                                                                 =============

LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
  Accounts payable and accrued expenses . . . . . . . . . . . .  $    932,640
  Notes payable . . . . . . . . . . . . . . . . . . . . . . . .     5,101,169
                                                                 -------------
      Total current liabilities . . . . . . . . . . . . . . . .     6,033,809

DEFERRED REVENUE. . . . . . . . . . . . . . . . . . . . . . . .     2,500,000

SHAREHOLDERS' EQUITY
  Common stock, par value $.002, 150,000,000 shares authorized,
    5,051,679 shares issued and outstanding . . . . . . . . . .        10,104
  Additional paid in capital. . . . . . . . . . . . . . . . . .    34,847,973
  Accumulated deficit . . . . . . . . . . . . . . . . . . . . .   (40,083,900)
                                                                 -------------
      Total shareholders' equity. . . . . . . . . . . . . . . .    (5,225,823)
                                                                 -------------
    Total liabilities and shareholders' equity. . . . . . . . .  $  3,307,986
                                                                 =============
</TABLE>

See  accompanying  note.

                                        4

<PAGE>
<TABLE>
<CAPTION>

GROUP  MANAGEMENT  CORP.
STATEMENTS  OF  OPERATIONS  (UNAUDITED)

<S>                                          <C>               <C>               <C>           <C>
                                                   FOR THE SIX MONTHS ENDED      FOR THE THREE MONTHS ENDED
                                                           JUNE 30                        JUNE 30
                                                   2002               2001           2002          2001
                                               (UNAUDITED)        (UNAUDITED)    (UNAUDITED)   (UNAUDITED)
-------------------------------------------  ----------------  ----------------  ------------  ------------
REVENUES:
  Sales . . . . . . . . . . . . . . . . . .  $       120,763   $       427,595   $    76,421   $   246,096
                                             ----------------  ----------------  ------------  ------------
      Total revenues. . . . . . . . . . . .          120,763           427,595        76,421       246,096

COSTS AND EXPENSES:
  Cost of goods sold. . . . . . . . . . . .           81,587           336,706        34,398       215,793
  Selling, general and administrative . . .        1,566,459        11,230,283       209,059     8,736,035
  Loss on investment in Cybercoupons, Inc..                0         2,700,000             0             0
  Depreciation and amortization expense . .           75,000            27,028        37,500        13,199
  Interest expense. . . . . . . . . . . . .           22,060           494,422        10,669        23,982
                                             ----------------  ----------------  ------------  ------------
      Total costs and expenses. . . . . . .        1,745,106        14,788,439       291,626     8,989,009
                                             ----------------  ----------------  ------------  ------------
NET INCOME (LOSS) . . . . . . . . . . . . .  $    (1,624,343)  $   (14,360,844)  $  (215,205)  $(8,742,913)
                                             ================  ================  ============  ============

BASIC AND FULLY DILUTED NET LOSS PER SHARE.  $         (0.37)  $         (5.65)  $     (0.04)  $     (3.22)
WEIGHTED AVERAGE NUMBER OF SHARES . . . . .        4,434,872         2,542,908     4,875,679     2,712,533
</TABLE>

See  accompanying  note.

                                        5

<PAGE>
<TABLE>
<CAPTION>

GROUP  MANAGEMENT  CORP.
STATEMENTS  OF  CASH  FLOWS  (UNAUDITED)



                                                         FOR THE SIX MONTHS ENDED      FOR THE THREE MONTHS ENDED
                                                                  JUNE 30                        JUNE 30
                                                           2002            2001            2002          2001
                                                        (UNAUDITED)     (UNAUDITED)     (UNAUDITED)  (UNAUDITED)
                                                      --------------  ---------------  ------------  ------------
<S>                                                   <C>             <C>              <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net (loss) . . . . . . . . . . . . . . . . . . . .  $  (1,624,343)  $  (14,360,844)  $  (215,205)  $(8,742,913)
  Adjustments to reconcile net (loss) to net cash
    provided by (used in) operating activities:
    Bad debt expense . . . . . . . . . . . . . . . .         36,000        2,700,000             0             0
    Depreciation and amortization. . . . . . . . . .         75,000           27,028        37,500        13,199
    Stock based compensation . . . . . . . . . . . .      1,100,762        8,900,089        56,400     7,367,352
  Changes in operating assets and liabilities:
    Accounts receivable. . . . . . . . . . . . . . .          2,544         (110,590)       (2,723)      (77,464)
    Inventory. . . . . . . . . . . . . . . . . . . .         28,551           16,097        28,167        18,880
    Accounts payable and accrued expenses. . . . . .         67,021           69,380        35,004       144,184
                                                      --------------  ---------------  ------------  ------------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES.       (314,465)      (2,758,840)      (60,857)   (1,276,762)

CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchases of equipment . . . . . . . . . . . . . .           (100)        (139,644)            0       (84,654)
  Notes receivable . . . . . . . . . . . . . . . . .              0         (113,857)            0         5,886
                                                      --------------  ---------------  ------------  ------------
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES.           (100)        (253,501)            0       (78,768)

CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from sale of common stock . . . . . . . .        250,000           42,500             0        20,000
  Related party. . . . . . . . . . . . . . . . . . .              0          (39,000)            0       (33,000)
  Notes payable. . . . . . . . . . . . . . . . . . .         70,176        2,987,811        56,554     1,347,500
                                                      --------------  ---------------  ------------  ------------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES.        320,176        2,991,311        56,554     1,334,500
                                                      --------------  ---------------  ------------  ------------
 Increase (decrease) in cash . . . . . . . . . . . .          5,611          (21,030)       (4,303)      (21,030)

Cash at beginning of period. . . . . . . . . . . . .         97,911          288,439       107,825       491,027
                                                      --------------  ---------------  ------------  ------------
Cash at end of period. . . . . . . . . . . . . . . .  $     103,522   $      267,409   $   103,522   $   267,409
                                                      ==============  ===============  ============  ============
</TABLE>
See  accompanying  note.

                                        6

<PAGE>

                              GROUP MANAGEMENT CORP
                                   FORM 10-QSB

                              NOTES TO CONSOLIDATED
                              FINANCIAL STATEMENTS

                                  JUNE 30, 2002

NOTE  A  -  BASIS  OF  PRESENTATION

The  accompanying unaudited condensed financial statements have been prepared in
accordance  with  generally accepted accounting principles for interim financial
information and with the instructions to Form 10 and Item 310 of Regulation S-B.
Accordingly,  they  do not include all of the information and footnotes required
for  generally accepted accounting principles for complete financial statements.
In  the  opinion  of management, all adjustments (consisting of normal recurring
accruals)  considered  necessary  for  a  fair  presentation have been included.
Operating  results  for  the six- and three-month periods ended  June  30,  2002
are not necessarily indicative of  the  results that  may be  expected  for  the
year ended December 31, 2002.  These financial  statements  should  be  read  in
conjunction  with  the Company's audited financial statements for the year ended
December  31,  2001.


                                        7

<PAGE>

ITEM  2     MANAGEMENTS  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF  OPERATION

     Our  independent  accountant  included  an  explanatory  paragraph in their
report,  stating  that the audited financial statements of Group Management Corp
for  the  year  ending December 31, 2001 have been prepared assuming the company
will  continue  as  a  going  concern.  They  note  that the Company's continued
existence  is  dependent upon its ability to generate sufficient cash flows from
operations  to  support  its  daily  operations  as  well  as provide sufficient
resources  to retire existing liabilities and obligations on a timely basis.  We
have  continued  losses  from  operations,  negative  cash  flow  and  liquidity
problems. These conditions raise substantial doubt about our ability to continue
as  a  going  concern.  The accompanying financial statements do not include any
adjustments  relating  to  the  recoverability of reported assets or liabilities
should  we  be  unable  to  continue  as  a  going  concern.

     We have been able to continue based upon loans from institutional investors
and  our subsidiaries, and the financial support of certain of our stockholders.
Management  believes  that actions presently being taken to revise our operating
and financial requirements provide the opportunity for us to continue as a going
concern.  Management is presently investigating potential financing transactions
and  acquisitions  that  management believes can provide additional cash for the
operations  and  be profitable in both the short and long-term.  Management also
intends  to  attempt  to  raise funds through private sales of our common stock.
Although  management  believes  that  these  efforts  will enable us to meet our
liquidity needs in the future, there can be no assurance that these efforts will
be  successful.

RESULTS  OF  OPERATIONS

Revenue

     Total  revenues  for  the  three months ended June 30, 2002 were $76,421 as
compared  to  $246,096  for the three months ended June 30, 2001.  This decrease
was  due to a decrease in product sales in the Company's GeeWhiz division, which
constituted  substantially  all  of the revenues for the three months ended June
30,  2001,  and  further  a  result of management's change in focus to the human
resource  services  industry.

Costs  and  Expenses

     Cost  of  goods  sold  was  $34,398, or approximately 45% of sales, for the
three  months ended June 30, 2002, as compared to $215,793, or approximately 88%
of  sales,  for  the  three months ended June 30, 2001.  The decrease in cost of
goods  sold  reflects  lower  sales  for  the  period.

     General  and  administrative  expenses  were  $209,059 for the three months
ended  June  30, 2002, a decrease of approximately 97% as compared to $8,736,035
for  the  three months ended March 31, 2001. This decrease was attributable to a
decrease  of  over  $7,310,952  in  stock  based  compensation,  and our overall
decreased  sales  activity.

     Total  costs and expenses were $291,626 for the three months ended June 30,
2002,  as compared to $8,989,009 for the three months ended June 30, 2001.  This
decrease  of  over  97%  reflects a decreased cost of goods sold and general and
administrative  expenses,  as  discussed  above.

                                        8
<PAGE>
Net  Losses

     The  net  loss  for  the  three  months ended June 30, 2002 was $215,205 as
compared  to  $8,742,913  for the three months ended June 30, 2001.  The primary
cause  of  this  approximately  97%  decrease is the decrease in total costs and
expenses,  discussed  above.

LIQUIDITY  AND  CAPITAL  REQUIREMENTS

     Net  cash  used  in  operating  activities was $60,857 for the three months
ended  June  30, 2002, as compared to $1,276,762 for the three months ended June
30,  2001,  a decrease of over 95%.  We had $103,522 in cash at June 30, 2002, a
decrease  of  $4,303  during  the  quarter.

     Our net cash provided by financing activities was zero for the three months
ended  June  30,  2002.

     At  June  30,  2002,  our  current  assets were $214,158, while our current
liabilities  were $6,033,809.  Total current liabilities consists of $932,640 in
accounts  payable  and  accrued  expenses,  and  $5,101,169  in  notes  payable.

     We  are  presently  seeking  to  obtain  alternative financing to repay the
outstanding note hodlers. If we are not able to obtain alternative financing and
the  note  holders  are  successful  in their action to collect on the notes, we
would  be  unable  to  make  payment in full on the notes and would consider all
strategic  alternatives  available  to  us,  possibly  including  a  bankruptcy,
insolvency,  reorganization  or liquidation proceeding or other proceeding under
bankruptcy law or laws providing for relief of debtors. It is also possible that
one  of  these  types  of  proceedings  could  be  instituted  against  us.

     Management has taken steps to revise our operating  and  financial require-
ments to accommodate our available cash flow, including the temporary suspension
of  management  and  certain  employee  salaries.  As a result of these efforts,
management  believes  funds  on  hand,  cash flow from operations and additional
issuance  of  common  equity  will  enable us to meet our liquidity needs for at
least  the  short-term  foreseeable  future.  We  need to raise additional cash,
however,  in  order  to satisfy our proposed business plan, to meet obligations,
and  expand  our  operations.  Management  is  presently investigating potential
financing  transactions  and  acquisitions  that management believes can provide
additional  cash for our operations and be profitable long-term. Management also
intends  to  attempt  to  raise funds through private sales of our common stock.
Although  management  believes  that  these  efforts  will enable us to meet our
liquidity needs in the future, there can be no assurance that these efforts will
be  successful.

     In  the  opinion of the Company's management, lawsuits currently pending or
threatened  against  the  Company,  unless  dismissed  or settled within a short
period  of  time,  will have a material adverse effect on the financial position
and  results  of operations of the Company because the Company does not have the
cash  flow to continue to fund defense costs.  Management is currently reviewing
several  strategies  for continuing to fund defense costs while at the same time
funding  the  development  of  the Company.  Such strategies may include selling
some  or  all  of the Company's current assets, acquiring one or more businesses
with positive cash flow, or filing for bankruptcy protection.  No decisions have
been  made  as  of  this  time.

                                        9
<PAGE>
                                     PART II

ITEM  1     LEGAL  PROCEEDINGS

     There have been no material developments to the legal proceedings described
in  our  Form  10-QSB  for  the  quarter  ended  March  31, 2002, filed with the
Commission  on  May  24,  2002.

     In  the  ordinary  course  of  business,  the  Company is from time to time
involved in various pending or threatened legal actions.  The litigation process
is  inherently  uncertain and it is possible that the resolution of such matters
might have a material adverse effect upon the financial condition and/or results
of  operations  of  the  Company.

     In  the  opinion  of the Company's management, matters currently pending or
threatened  against  the  Company,  unless  dismissed  or settled within a short
period  of  time,  will have a material adverse effect on the financial position
and  results  of operations of the Company because the Company does not have the
cash  flow to continue to fund defense costs.  Management is currently reviewing
several  strategies  for continuing to fund defense costs while at the same time
funding  the  development  of  the Company.  Such strategies may include selling
some  or  all  of the Company's current assets, acquiring one or more businesses
with positive cash flow, or filing for bankruptcy protection.  No decisions have
been  made  as  of  this  time.

ITEM  2     CHANGES  IN  SECURITIES  AND  USE  OF  PROCEEDS

     During  the quarter ended June 30, 2002, the Company issues 2,600 shares of
common  stock  to  two investors for total proceeds of $700.  The issuances were
exempt  pursuant  to  Section 4(2) of the Securities Act of 1933, and the shares
were  restricted  in  accordance  with  Rule  144.

ITEM  3     DEFAULTS  UPON  SENIOR  SECURITIES

     There  have  been  no  events  which are required to be reported under this
Item.

ITEM  4     SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS

     There  have  been  no  events  which are required to be reported under this
Item.

ITEM  5     OTHER  INFORMATION

     Effective July 15, 2002, the Company changed its principal business address
to  12503 Exchange Boulevard, Suite 554, Stafford, Texas 77477, telephone number
(281)  242-4744.

ITEM  6     EXHIBITS  AND  REPORTS  ON  FORM  8-K

(a)     Exhibits

        23.1     Consent  of  Wrinkle,  Gardner  &  Company,  P.C.

        99.1     Certification  as  Adopted  Pursuant  to  Section  302  of  the
                 Sarbanes-Oxley  Act  of  2002.

                                       10
<PAGE>

(b)     Reports  on  Form  8-K

     On  May  2, 2002, the Company filed a Current Report on Form 8-K describing
the  circumstances  surrounding  the  listing of its subsidiary, Swan Magnetics,
Inc.,  as  an unconsolidated affiliated due to the lack of financial information
for  Swan.

                                       11
<PAGE>
                                   SIGNATURES

     In  accordance  with  the  requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.



Dated:  September 6, 2002              Group Management Corp


                                       /s/  Elorian Landers
                                       ------------------------------
                                       By:  Elorian Landers
                                       Its: Chief Executive Officer

                                       12
<PAGE>