SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

                   Quarterly Report Under Section 13 or 15(d)
                     of the Securities Exchange Act of 1934

For The Quarter Ended December 31, 1997          Commission File No.    0-18224
                                                                    -----------

              GROUP V CORPORATION (FORMERLY, NUOASIS GAMING, INC.)
             (Exact name of registrant as specified in its charter)

                           DELAWARE                                   95-4176781
(State or other jurisdiction of          (I.R.S. Employer Identification Number)
   incorporation or organization)

 550 15TH STREET, SAN FRANCISCO CALIFORNIA                                 94103
    (Address of principal executive offices)                          (Zip Code)

                                 (415) 575-0222
              (Registrant's telephone number, including area code)


                  N/A                                   N/A
(Former Address,                             (Former Zip Code, 
if changed since last report)                 if changed since last report)
                                       N/A
             (Former telephone number, if changed since last report)

         Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934 during the preceding 12 months (or for 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 CORPORATE ISSUERS:

         Indicate  the  number of  shares  outstanding  of each of the  issuer's
classes of capital stock, as of the latest practicable date.

         Common Stock $.01 par value; 49,834,880 shares as of December 31, 1997.




                                                      [GROUP\10QSB\123197.QSB]-4


<PAGE>



                               GROUP V CORPORATION
                        (FORMERLY, NUOASIS GAMING, INC.)
                                      INDEX



                                      PAGE

                                     PART I

ITEM 1.   FINANCIAL STATEMENTS

          Consolidated   Condensed   Balance  Sheet  as  of  December  31,  1997
          (unaudited ) ........................................................1

          Consolidated  Condensed Statements of Operations for the Three and Six
          Months Ended December 31, 1997 and 1996(unaudited)...................2

          Consolidated  Condensed Statements of Cash Flows for the Three and Six
          Months Ended December 31, 1997 and 1996 (unaudited)..................3

          Notes to Consolidated Condensed Financial Statements.................4

ITEM 2.   MANAGEMENT'S  DISCUSSION  AND ANALYSIS OF FINANCIAL  CONDITION AND
          RESULTS OF OPERATIONS................................................7

                                     PART II

ITEM 1.   LEGAL PROCEEDINGS....................................................9

ITEM 2.   CHANGES IN SECURITIES................................................9

ITEM 3.   DEFAULTS UPON SENIOR SECURITIES......................................9

ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS..................9

ITEM 5.   OTHER INFORMATION....................................................9

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K.....................................9

          SIGNATURES..........................................................10

                                                      [GROUP\10QSB\123197.QSB]-4


<PAGE>



                               GROUP V CORPORATION
                        (FORMERLY, NUOASIS GAMING, INC.)
                      CONSOLIDATED CONDENSED BALANCE SHEET
                       AS OF DECEMBER 31, 1997 (UNAUDITED)

<TABLE>

<CAPTION>
                                                                  DECEMBER 31,
                                                                       1997
                                                                  (UNAUDITED)
<S>                                                             <C>
ASSETS
CURRENT ASSETS:
 Cash and cash equivalents ...........                          $        62,061
 Marketable securities ...............                                1,585,467
 Advances ............................                                  705,590
                                                                 --------------
     Total Current Assets ............                                2,353,118
Fixed assets
 Furniture and equipment .............                                  101,548
   Less accumulated depreciation .....                                  (61,498)
      Total Fixed Assets, net ........                                   40,050
                                                                 --------------
Other assets .........................                                    4,605
                                                                 --------------
TOTAL ASSETS .........................                          $     2,397,773
                                                                 ==============
CURRENT LIABILITIES:
 Accounts payable ....................                          $       438,199
 Due to affiliates ...................                                  426,928
 Accrued expenses and accrued interest                                  101,951
                                                                 --------------
      Total Current Liabilities ......                                  967,078
LONG TERM LIABILITIES:
 Notes payable .......................                                1,200,000
                                                                 --------------
      Total Long Term Liabilities ....                                1,200,000
                                                                 --------------
      Total Liabilities ..............                                2,167,078
                                                                 --------------
COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY:
 Preferred stock - par value $.01; authorized 1,000,000 shares;
  14% cumulative convertible; issued and outstanding 170,000              1,700
  shares (aggregate liquidation of $170,000)                            300,000
 Preferred Stock Series B - par value $2.00; authorized,
  issued and outstanding150,000 shares (aggregate 
  liquidation of $300,000)
 Common stock - par value $.01; authorized 333,000,000 shares;
 49,834,880 shares issued and outstanding                               498,348
 Additional paid-in capital                                          16,643,791
 Stockholders' receivables                                             (571,717)
 Accumulated deficit                                                 16,641,427)
                                                                 --------------
      Total Stockholders' Equity                                        230,695
                                                                 --------------
TOTAL LIABILITIES AND STOCKHOLDERS'
 EQUITY                                                         $     2,397,773
                                                                 ==============
</TABLE>

   See accompanying notes to these consolidated condensed financial statements

                                                      [GROUP\10QSB\123197.QSB]-4

                                        1

<PAGE>



                               GROUP V CORPORATION
                        (FORMERLY, NUOASIS GAMING, INC.)
                 CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS ENDED DECEMBER 31, 1997 AND 1996 (UNAUDITED)




<TABLE>
<CAPTION>
                                   THREE MONTHS ENDED                 SIX MONTHS ENDED
                                      DECEMBER 31,                     DECEMBER 31,
                                   --------------------          -------------------------
                                        1997           1996           1997       1996
                                   ------------   ------------    ------------  ----------
<S> ...............................<C>           <C>            <C>             <C>
                                  (UNAUDITED)     (UNAUDITED)    (UNAUDITED)    (UNAUDITED)
Costs and expenses:
  General and administrative       $  207,036    $    25,597    $    380,294    $     42,471
  Professional Services               417,503        185,847         595,351         358,040
  Depreciation and amortization         4,410            --            8,820
  Interest expense, net                21,101            --           38,486
 Write down of goodwill                    --      3,318,107              --       3,318,107
                                   ---------      ----------       ----------    -----------

       Totals                         650,050      3,529,551       1,022,951       3,718,618
                                   ----------      ---------       ---------     -----------

Net loss                           $ (650,050)   $(3,529,551)   $ (1,022,951)   $ (3,718,618)
                                   ==========    ============   =============    ============
                                                                                             
Net loss applicable to
 common stock                      $ (656,000)   $(3,535,501)   $ (1,034,851)   $ (3,730,578)
                                   ===========   ============   =============   =============
                                                                                
Net loss per common share          $     (.01) $        (.12)   $       (.02)   $       (.12)
                                   ==========  =============    ============    =============

Weighted average common
 shares outstanding                48,568,304     30,000,000      48,214,092    (30,000,000)
                                   ==========     ==========     ===========    ============
</TABLE>

















   See accompanying notes to these consolidated condensed financial statements

                                                      [GROUP\10QSB\123197.QSB]-4

                                        2

<PAGE>



                               GROUP V CORPORATION
                        (FORMERLY, NUOASIS GAMING, INC.)
                 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
        FOR THE THREE MONTHS ENDED DECEMBER 31, 1997 AND 1996 (UNAUDITED)



<TABLE>
<CAPTION>
                                                         SIX MONTHS ENDED
                                                           DECEMBER 31,
                                                  -----------------------------
                                                       1997           1996
                                                  -----------    --------------
                                                  (UNAUDITED)     (UNAUDITED)
<S>                                              <C>              <C> 
Operating activities:
  Net loss                                       $  (1,022,951)   $ (3,718,618)
  Adjustments to reconcile net loss to net
    cash used in operating activities:
      Depreciation and amortization                      8,820              --
      Services for stock                               453,802              --
     Write off of goodwill                                 --        3,318,107
      Increase (decrease) from changes in:                                  --
         Advances                                     (248,598)             --
         Other assets                                   17,641              --
         Accounts payable, accrued expenses
          and interest                                  77,376         (13,589)
         Due to affiliate                               78,647         292,757
                                                    -----------     -----------
            Net cash used in operating activities     (635,263)       (121,343)
                                                    -----------     -----------
Investing activities:
     Purchase of equipment                             (10,401)            --
                                                    -----------     -----------
            Net cash used in investing activities      (10,401)            --
                                                    -----------     -----------
Financing activities:
  Proceeds from stockholders' receivables               30,200        121,259
                                                    -----------     -----------
             Net cash provided by financing
                activities                               30,200       121,259
                                                    -----------     -----------
Net (decrease) increase in cash and cash equivalents   (615,464)          (84)
Cash and cash equivalents, beginning of period          677,525            84
                                                    -----------     -----------
Cash and cash equivalents, end of period         $       62,061   $        --
                                                    ===========    ============
Supplemental Disclosure of Cash Flow Information
 Cash paid during the year for:

      Income taxes                               $           --   $         --
      Interest                                   $           --   $         --
 Non-cash investing and financing activities:
      Preferred Stock Series B Converted
          to Common Stock                        $      200,000   $         --
      Purchase of NPC for notes payable          $           --   $   1,200,000
      Purchase of NPC for accrued liability      $           --   $     125,000
</TABLE>





   See accompanying notes to these consolidated condensed financial statements

                                                      [GROUP\10QSB\123197.QSB]-4

                                        3

<PAGE>


                               GROUP V CORPORATION
                        (FORMERLY, NUOASIS GAMING, INC.)
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                          DECEMBER 31, 1997 (UNAUDITED)

Note 1.  General

PRINCIPLES OF CONSOLIDATION

Group V Corporation  and its subsidiary (the  "Company"),  operates as a holding
company for leisure and entertainment  related  businesses.  Group V Corporation
was  incorporated  in the State of  Delaware in 1987.  During the quarter  ended
December 31, 1997, the Company and its  wholly-owned  subsidiary were engaged in
gaming and investment  development  activities.  The activities of the Company's
subsidiaries have been primarily in the United States.

The accompanying  unaudited  consolidated condensed financial statements include
the accounts of Group V Corporation (formerly, NuOasis Gaming, Inc.) ("Group V",
the "Company" or the  "Registrant")  and its wholly-owned  subsidiary,  National
Pools Corporation  ("NPC") . As used herein, the above is collectively  referred
to as the "Registrant" or the "Company" unless the context indicates  otherwise.
All material  intercompany  accounts and  transactions  have been  eliminated in
consolidation.

In the opinion of management,  the accompanying unaudited consolidated condensed
financial  statements  reflect all  adjustments,  consisting of normal recurring
accruals,  necessary to present fairly the Registrant's financial position as of
December 31, 1997,  and its results of  operations  and cash flows for the three
months then ended.  Information included in the unaudited consolidated condensed
balance  sheet as of December 31, 1997 has been  derived  from the  Registrant's
audited  consolidated  balance  sheet  included  in the  Registrant's  1997 Form
10-KSB. The accompanying  unaudited  consolidated condensed financial statements
should be read in conjunction  with the  consolidated  financial  statements and
other  information  in the fiscal 1997 Form  10-KSB.  The  unaudited  results of
operations  for the three  months ended  December  31, 1997 are not  necessarily
indicative of the operating results for the full year.

MANAGEMENT ESTIMATES

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

CASH EQUIVALENTS

Cash  equivalents are highly liquid  investments with a maturity of three months
of less when acquired.

FAIR VALUE OF FINANCIAL INSTRUMENTS

Statement of Financial Accounting Standards ("SFAS") No. 107 requires disclosure
about fair value for all financial  instruments  whether or not recognized,  for
financial  statement   purposes.   Disclosure  about  fair  value  of  financial
instruments  is based on pertinent  information  available to  management  as of
December 31, 1997.  Considerable  judgment is necessary to interpret market data
and develop estimated fair value. The Company has determined that the fair value
of all financial  instruments  approximated  their carrying value as of December
31, 1997.



                                                      [GROUP\10QSB\123197.QSB]-4

                                        4

<PAGE>


                               GROUP V CORPORATION
                        (FORMERLY, NUOASIS GAMING, INC.)
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                          DECEMBER 31, 1997 (UNAUDITED)

EQUIPMENT

Equipment is recorded at cost.  Depreciation is provided using the straight-line
method over the  estimated  useful lives of the related  assets which is five to
seven years. Maintenance and repairs are charged to operations as incurred.

INCOME TAXES

The  Company  accounts  for  income  taxes in  accordance  with  SFAS  No.  109,
"ACCOUNTING FOR INCOME TAXES," which requires the use of the "liability  method"
of accounting for income taxes. Accordingly, deferred tax liabilities and assets
are determined based on the difference  between the financial  statement and tax
bases of assets and liabilities,  using enacted tax rates in effect for the year
in which the differences are expected to reverse. Current income taxes are based
on the  year's  income  taxable  for  federal  and state  income  tax  reporting
purposes.

ACCOUNTING FOR EMPLOYEE STOCK OPTIONS

In October 1995, the Financial  Accounting  Standards Board ("FASB") issued SFAS
No. 123,  "ACCOUNTING  FOR  STOCK-BASED  COMPENSATION."  In conformity  with the
provisions of SFAS No. 123, the Company has  determined  that it will not change
to the fair value method  presented by SFAS No. 123 and will  continue to follow
Accounting  Principle  Board Opinion No. 25 for  measurement  and recognition of
employee stock- based transactions.

ISSUANCE OF STOCK FOR SERVICES

Shares of the  Company's  common  stock  issued for  services  are  recorded  in
accordance  with APB16 at the fair market  value of the stock issued or the fair
market  value of the  services  provided,  whichever  value is the more  clearly
evident.  The value of the  services are  typically  stipulated  by  contractual
agreements.  There  were  1,950,000  common  shares of the  Company  issued  for
services during the quarter ended December 31, 1997.

LOSS PER COMMON SHARE

Loss per common  share is  computed  based on the net loss for each  period,  as
adjusted for  dividends  required on preferred  stock ($5,950 and $5,950 for the
three months ended December 31, 1997, and 1996,  respectively)  and the weighted
average number of common shares  outstanding.  Common stock equivalents were not
considered  in the loss per share  calculations,  as the effect  would have been
anti-dilutive.

REVENUE RECOGNITION

There were no revenues during the three months ended December 31, 1997 and 1996.

RECLASSIFICATION OF PRIOR YEAR AMOUNTS

To enhance comparability, the fiscal 1997 consolidated financial statements have
been reclassified,  where appropriate,  to conform with the financial  statement
presentation used in fiscal 1998.


                                                      [GROUP\10QSB\123197.QSB]-4

                                        5

<PAGE>


                               GROUP V CORPORATION
                        (FORMERLY, NUOASIS GAMING, INC.)
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                          DECEMBER 31, 1997 (UNAUDITED)

NOTE 2.   ACQUISITIONS

NATIONAL POOLS CORPORATION

On June 13, 1996,  NuOasis  Resorts,  Inc.  (formerly,  Nona Morelli's II, Inc.)
("NuOasis  Resorts"),  the then controlling parent of Group V, granted an option
(the "Option") to Joseph  Monterosso,  the current President of the Company,  to
acquire  250,000  Series B Preferred  Shares of Group V (the  "Series B Shares")
owned by NuOasis Resorts. The Option is exercisable at a price of $13 per share.

On December 19, 1996,  Group V entered into Stock Purchase  Agreements with each
of the shareholders of NPC pursuant to which Group V agreed to issue a series of
Secured  Promissory  Notes (the  "Notes") in the aggregate  principal  amount of
$1,200,000 and 1,000,000 shares of Group V's restricted  common stock to the NPC
shareholders in exchange for all of the issued and outstanding shares of capital
stock of NPC. The Notes are convertible into a maximum of 241,900,000  shares of
Group V common  stock.  The  conversion of the Notes are  contingent  upon NPC's
operations achieving certain financial goals over the next several fiscal years.
The terms of the  conversion  are,  for every  $250,000 of net annual  operating
income achieved by NPC, $7,500 in principal amount of the Notes may be converted
in  1,511,875  shares  of  restricted  Group  V  common  stock.  The  Notes  are
non-recourse  to Group V, secured by the assets of NPC,  bear interest at 8% per
annum,  and are due and payable on May 31,  1999 . As part of this  acquisition,
NuOasis Resorts and Group V agreed to a debt assumption agreement whereby all of
Group V debt in excess of $20,000 on December 24, 1996, except for amounts owned
to certain  affiliates,  which have been converted into shares of Group V common
stock, was assumed by NuOasis Resorts.  The NPC Stock Purchase Agreements closed
on December 24, 1996.

On June 13, 1997, Mr. Monterosso exercised the Option to purchase 128,041 Series
B Shares,  at $13 per share,  by payment  to  NuOasis  Resorts of  approximately
$1,665,000. The 128,041 Series B Shares acquired may be immediately converted in
8,987,198  shares of restricted  Group V common stock.  Additionally on June 13,
1997, Group V sold it wholly owned subsidiary,  CMA, to NuOasis Resorts for cash
of $1,140,000,  notes  receivable  from NPC aggregating  $245,836,  and a credit
against the NuOasis Resorts intercompany account of $95,000.

On August 22, 1997,  and  effective  June 13, 1997,  the Option was amended (the
"Amended  Option") to  increase  the  exercise  price for 21,959 of the Series B
Shares from $13 per share to $72.20 per share, or  approximately  $1,585,000 for
the 21, 959 shares of Series B  Preferred  Stock.  The  option to  purchase  the
remaining  100,000  shares  of  Series B shares  was  terminated.  Concurrently,
NuOasis  Resorts  granted Mr.  Monterosso a new option to purchase the remaining
100,000 Series B Shares at an exercise price of $11.70 per share.  Additionally,
as consideration for granting the new option, NuOasis Resorts acquired the right
to require Mr. Monterosso to purchase all or any remaining unexercised shares of
the 100,000 Series B Shares in its entirety by September 1, 1998.

Closing on September  2, 1997,  but  effective  June 30,  1997,  Mr.  Monterosso
exercised the Amended Option to purchase  21,959 Series B Shares,  at $72.20 per
share,  by  payment to NuOasis  Resorts of  approximately$1,585,000.  The 21,959
Series B Shares acquired may be immediately  converted into 1,712,803  shares of
restricted  Group V common  stock.  Concurrent  with the exercise of the Amended
Option,  Group V released  NuOasis Resorts from liability,  if any, arising from
any events while NuOasis Resorts controlled Group, in exchange for approximately
$1,585,000 of marketable  securities  ("Marketable  Securities").  Subsequent to
June 30, 1997,  the Marketable  Securities  have been delivered from escrow and,
accordingly, the consideration received by the Company has been presented in the
accompanying  unaudited  consolidated  condensed  balance  sheet  as  marketable
securities. Additionally, such consideration has been accounted for as a capital
contribution.


                                                     [GROUP\10QSB\123197.QSB]-4

                                        6

<PAGE>


                               GROUP V CORPORATION
                        (FORMERLY, NUOASIS GAMING, INC.)
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                          DECEMBER 31, 1997 (UNAUDITED)


On September 2, 1997, NuOasis Resorts sold to Mr. Monterosso 6,000,000 New Class
D Warrants in consideration for a $1,800,000  promissory note secured by the New
Class D Warrants, due in September 1998. Each New Class D Warrant is exercisable
at $1 per share and entitles  Mr.  Monterosso  to receive,  upon  exercise,  two
shares of common stock,  or a total of  12,000,000  common shares if all the New
Class D Warrants have been exercised.

On September 2, 1997,  NuOasis  Resorts  granted to Mr.  Monterosso an option to
purchase  7,800,000 common shares of the Company  exercisable at $0.15 per share
after  NuOasis  Resorts  converted  its  remaining  100,000  shares  of Series B
Preferred Stock into 7,800,000 common shares.

As a result of the Company's  acquisition  of NPC and the sales and purchases of
the Series B Preferred  Stock,  as discussed  above,  a change in control of the
Registrant  has  occurred  and the  Registrant  is now no  longer  a  controlled
subsidiary of NuOasis Resorts.

UNIVERSAL NETWORK SERVICES, INC.

In September  1997, the Company agreed in principle to acquire a 50% convertible
net profits  interest ("Net Profits  Interest") in Universal  Network  Services,
Inc.  ("UNSI").  NPC's Chief  Operating  Officer is a shareholder and officer of
UNSI. The Net Profits Interest will provide the Company with up to 50% of UNSI's
net operating profit and grant the Company the option to convert its Net Profits
Interest into and equity interest of up to 100% of UNSI's issued and outstanding
common stock. As of the date of the Report, no agreements have yet been executed
and  negotiations are still in process.  UNSI is an  interexchange  carrier that
provided  telecommunications services to both residential and business customers
throughout the United States and certain foreign countries.

MAGNET TELECOM, INC.

In October 1997, the Company agreed in principle to purchase a fifty percent net
profits   interest  in  MagNet   Telecom,   Inc.   ("MTI")  a   privately   held
telecommunications network marketing company and an affiliate of UNSI. As of the
date of this Report, no agreements have been finalized.

LOTTOWORLD, INC.

Also in October 1997, the Company and  Lottoworld,  Inc.  agreed in principle to
form a new joint  venture  company  whereby  Lottoworld  will  assign all of its
publishing assets,  including the Lottoworld Magazine,  to the new joint venture
company. As of the date of this report no agreements have been finalized.


NOTE 3.   SUBSEQUENT EVENT

During October 1997,  the Company  agreed in principle  with NuOasis  Resorts to
exchange the Marketable  Securities for $700,000 cash,  $500,000 promissory note
and 1,440,000  unrestricted  common shares of NuOasis Resorts. As of the date of
this Report, no agreements have been finalized.




                                                      [GROUP\10QSB\123197.QSB]-4

                                        7

<PAGE>



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

LIQUIDITY AND CAPITAL RESOURCES

The  Registrant  has incurred net losses and negative cash flows from  operating
activities  since  its  inception  in  1988.  The  Registrant  had cash and cash
equivalents  of  approximately  $62,061 and $677,525 as of December 31, 1997 and
June 30, 1997, respectively, and working capital of $1,386,040 and $1,926,180 as
of December  31, 1997 and June 30, 1997,  respectively.  The decrease in working
capital is a direct result of cash used for operating activities. As of the date
of  this  Report,  the  Registrant  has  no  material  commitments  for  capital
expenditures.

Prior  to the  acquisition  of NPC  and  sale of CMA,  the  Registrant  received
financial  support from NuOasis Resorts,  and was dependent upon NuOasis Resorts
for future working  capital.  NuOasis Resorts is no longer a controlling  parent
and will not longer fund the Registrant.  The  Registrant's  plan is to continue
searching for additional sources of equity and working capital and new operating
opportunities.  In the interim, the Registrant's existence is dependent upon the
success of NPC's  Hit-LoTTo(TM)  product,  which has not yet been sold as of the
date of this Report.  The Registrant may need to utilize its working  capital of
$1,386,040  at December  31,  1997,  and continue to utilize its common stock to
support its financial obligations until the Hit-LoTTo(TM) product is first sold.

The  Registrant  is also pursuing  other joint  venture,  merger or  acquisition
opportunities which may provide additional capital resources during fiscal 1998.

ACQUISITIONS

The Company  entered into  agreements in principle with UNSI and MTI (see Note 2
of the footnotes to  accompanying  unaudited  consolidated  condensed  financial
statements included elsewhere herein at Item 1).

RESULTS OF OPERATIONS

COMPARISON OF THE THREE MONTHS ENDED DECEMBER 31, 1997 TO THE THREE MONTHS ENDED
DECEMBER 31, 1996

There were no revenue producing operations during the quarter ended December 31,
1997.

Total General and  Administrative  expenses  increased by $181,439 or 70% during
the quarter  ended  December 31, 1997, as compared to the same period last year.
Since there were no operations  during the quarter,  General and  Administrative
expenses  comprised  mostly of  corporate  and other  office  related  overhead.
Additionally,  the acquisition of NPC contributed to the increase of General and
Administrative expenses since the acquisition occurred on December 24, 1996, and
there was no NPC related expenses in the same period last year.

Depreciation  and  Amortization  expense  increased by $4,410 during the current
quarter  which was a direct  result of acquiring  depreciable  assets in the NPC
acquisition,  whereas there were no  depreciable  assets during the same quarter
last year.

Interest  expense  increased by $21,101  during the current  quarter which was a
result from issuing and  acquiring  interest  bearing debt  associated  with the
acquisition of NPC.

Professional  services  increased by $231,656 or 125% during the current quarter
compared  to  the  same  period  last  year  due to the  increased  services  of
attorneys,  accountants and other advisors  relating to the continued  potential
acquisitions (see Note 2 of the footnotes to accompanying unaudited consolidated
condensed financial statements included elsewhere herein at Item 1).





                                                      [GROUP\10QSB\123197.QSB]-4

                                        8

<PAGE>



COMPARISON  OF THE SIX MONTHS ENDED  DECEMBER 31, 1997,  TO THE SIX MONTHS ENDED
DECEMBER 31, 1996.

There were no revenue producing  operations during the six months ended December
31, 1997.

Total General and  Administrative  expenses increased by $337,823 or 795% during
the six months  ended  December  31,  1997,  as compared to the same period last
year.   Since  there  were  no  operations   during  the  period,   General  and
Administrative  expenses  comprised mostly of corporate and other office related
overhead.  Additionally,  the  acquisition of NPC contributed to the increase of
General and Administrative  expenses since the acquisition  occurred on December
24, 1996, and there was no NPC related expenses in the same period last year.

Depreciation and Amortization expense increased by $8820 during the period which
was a direct  result of  acquiring  depreciable  assets in the NPC  acquisition,
whereas there were no depreciable assets during the same quarter last year.

Interest  expense  increase by $38,486 during the period which was a result from
issuing and acquiring  interest  bearing debt associated with the acquisition of
NPC.

Professional  services  increase by  $231,311 or 66% during the current  quarter
compared  to  the  same  period  last  year  due to the  increased  services  of
attorneys,  accountants and other advisors  relating to the continued  potential
acquisitions (see Note 2 of the footnotes to accompanying unaudited consolidated
condensed financial statements included elsewhere herein at Item 1).

Cash used in operating activities increased to $635,263 for the six months ended
December  31,  1997,  from  $121,343  for the same period  last year,  which was
primarily attributable to the acquisition of NPC (discussed above).

Cash  provided  by  financing  activities  of $30,200  for the six months  ended
December 31, 1997,  decreased from $121,259 for the same period last year, which
was attributable to fewer  collections of stockholder  receivables when compared
to the same period last year. The remaining stockholder  receivables are not due
until later this fiscal year.


PART II:  OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS:

On December 12, 1997, the Company  received  notice of a law suite filed by John
D. Desbrow,  former Officer and Director,  against the Company for past services
allegedly due in the amount of approximately $13,000.

ITEM 2.   CHANGES IN SECURITIES: None

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

              EXHIBIT NO.           DESCRIPTION
              -----------           -----------
                   27         Financial Data Schedule

                                                      [GROUP\10QSB\123197.QSB]-4

                                        9

<PAGE>



                                   SIGNATURES



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


                                   GROUP V CORPORATION
                                   (formerly, NUOASIS GAMING, INC.)



Dated: February 10, 1998          By:/S/ JOSEPH MONTEROSSO
                                     ---------------------------
                                      Joseph Monterosso, President and Chairman



Dated: February 10, 1998        By:/S/ DENNIS D. HOUSTON
                                      ---------------------------
                                       Dennis D. Houston,
                                       Director








                                                      [GROUP\10QSB\123197.QSB]-4

                                       10