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, 1998               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                R.S. Employer Identification Number)
 of 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, if                                            (Former Zip Code,
 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
of1934 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.

   
Preferred Stock $.01 par value; 170,000 shares outstanding as of
June 30, 1998

Preferred Stock Series B $2.00 par value;  150,000 shares outstanding as of June
30, 1998

Common Stock $.01 par value; 49,889, 880 shares as of Dec 31, 1998.
    


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


                                                              PAGE
                              PART I

Item 1. Financial Statements

   
        Consolidated Condensed Balance Sheet as of December 31,
           1998 (unaudited)....................................   1
    
        Consolidated Condensed Statements of Operations for the
           Three Months Ended
   
        December 31, 1998 and 1997 (unaudited).................   2
        Consolidated Condensed Statements of Cash Flows for the
           Three Months Ended December 31, 1998 and 1997
           (unaudited).........................................   3
    
        Notes to Consolidated Condensed Financial Statements...   4

Item 2. Management's Discussion and Analysis of Financial
        Condition and
        Results of Operations..................................   8

                              PART II

Item 1. Legal Proceedings......................................  10

Item 2. Changes in Securities..................................  10

Item 3. Defaults Upon Senior Securities........................  10

Item 4. Submission of Matters to a Vote of Security Holders....  10

Item 5. Other Information......................................  10

Item 6. Exhibits and Reports on Form 8-K.......................  10


Signatures.....................................................  11
        


<PAGE>


12

                               GROUP V CORPORATION
                        (formerly, NUOASIS GAMING, INC.)
                      Consolidated Condensed Balance Sheet
   
                       As of December 31, 1998 (Unaudited)

                                                            December
                                                                 31,
    
                                                                1998
                                                          (Unaudited)
Current Assets:
   
      Cash and cash equivalents .........................$   7,795
      Marketable securities .............................   72,372
      Accounts receivable................................   23,460
      Advances...........................................(305,799)
      Inventories........................................   44,640
      Prepaid expenses ..................................   25,538


           Current Assets ............................... (117,071)
Fixed assets:

      Furniture and equipment ...........................  808,206
      Less accumulated depreciation ..................... (124,330)

           Totalfixed assets, net ........................ 683,387
Other assets ............................................    7,200

TOTAL ASSETS.............................................$ 574,005
    

Current Liabilities:
   
      Current portion of capital lease obligations ......$ 114,188
      Notes Payable .....................................$ 432,000
      Accounts payable...................................1,307,039
      Due to affiliates .................................       --
      Deferred revenue...................................   41,637
      Accrued expenses and accrued interest..............  521,710
    

           Total Current Liabilities ....................2,416,574
Long Term Liabilities:
   
Long term capital lease obligations......................  494,994
Notes payable ...........................................1,200,000

      Total Long Term Liabilities........................1,694,994
      Total Liabilities .................................4,111,569
    
Commitments and Contingencies
Stockholders' Equity:
Preferred stock - par value $.01;  authorized  1,000,000 shares;  14% cumulative
   convertible; issued and outstanding 170,000 shares
   (aggregate liquidation of $170,000)...................    1,700
Preferred Stock Series B - par value $2.00;
   authorized, issued and outstanding
   150,000 shares (aggregate liquidation of $300,000)....  300,000
Common stock - par value $.01; authorized 333,000,000
   
   shares; 49,889,880 shares issued and outstanding......  498,797
Additional paid-in capital..............................16,635,791
Stockholders' receivables............... .........        (515,967)
Unrealized loss on marketable securities................. (429,738)
Accumulated deficit....................................(20,028,146)

    Total Stockholders' Equity..........................(3,537,564)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY...............$ 574,005
    

                  See accompanying notes to these consolidated
                         condensed financial statements.


<PAGE>


                               GROUP V CORPORATION
                        (formerly, NUOASIS GAMING, INC.)
   
                 Consolidated Condensed Statements of Operations
           For the Three Month Period Ended December 31, 1998 and 1997
    
                                   (Unaudited)


   
                        Three Months Ended
                           December 31,
    
                       ----------------------
                         1998        1997
                       ---------- -----------
                       (Unaudited)(Unaudited)


   
Revenues               $238,855   $     --
    
                       ---------- -----------
Costs and expenses:
   
Operating costs          88,543         --
General and             370,062    380,294
administrative
Professional services    28,574    595,351
Depreciation and         29,815      8,820
amortization
Interest expense, net    24,000     38,486
    
                       ---------- -----------
   
  Total costs and       540,994   1,022,951
expenses
    
                       ---------- -----------
                       ---------- -----------
Net (loss) from
   
  continuing           (302,139)  (1,022,951)
operations
    
                       ---------- -----------

   
Net (loss)             $(302,139)$(1,022,951)
    
                        ========= ===========
Net (loss) applicable
   
to common stock        $(302,139) $(1,034,851)
    

                       ========== ===========
Basic and diluted net
   
(loss)per common share $    (.01) $    (.02)
    
                         ========== ===========
Weighted average common
  shares outstanding   49,889,880 48,214,092
                       ========== ===========




                  See accompanying notes to these consolidated
                         condensed financial statements.


<PAGE>


                               GROUP V CORPORATION
                        (formerly, NUOASIS GAMING, INC.)
   
                 Consolidated Condensed Statements of Cash Flows
           For the Three Month Period Ended December 31, 1998 and 1997
                                   (Unaudited)

                                               Three Months Ended
                                                  December 31,
    
                                              ----------------------
                                                 1998       1997
                                              ----------- ----------
                                              (Unaudited) (Unaudited)
Operating activities:
   
Net Loss                                      $(316,551)  $(1,022,951)
Adjustments to reconcile
net loss to net cash used in
operating activities:
  Depreciation and amortization                  29,815         8,820
  Services for Stocks                                         453,802
Increase (decrease) from
changes in:
  Marketable Securities                              48
  Accounts receivable and advances              (84,684)     (248,598)
  Inventories                                    (3,311)
  Prepaid expenses                                  (55)
  Other Assets                                   (7,461)       17,641
  Accounts payable,                             
    accrued expenses and interest               400,048        77,376
  Deferred revenue                               (5,736)
  Due to affiliate                                  --         78,647
                                              ----------- ----------
Net cash used in                                
operating activities                              27,035    (635,263)
                                              ----------- ----------
                                              ----------- ----------
Investing activities:
  Purchase of equipment                        (52,969)    (10,401)
  Acquisitions of other                             --          --
     assets                                   ----------- ----------
                                              ----------- ----------
Net cash provided in
investing activities                           (52,969)    (10,401)
                                              ----------- ----------
                                              ----------- ----------
Financing activities:
  Proceeds from
   stockholders'                                    --      30,200
      receivables
  Payments from                                     --          --
stockholders' receivables
                                              ----------- ----------
                                              ----------- ----------
Net cash provided from
  financing activities                              --      30,200
                                              ----------- ----------
Net (decrease) increase                        (25,934)   (615,464)
in cash
Cash and cash equivalents,                      33,729     677,525
beginning of period
                                              =========== ==========
 Cash and cash equivalents, end               $  7,795     $62,061
 of period                                   
                                              =========== ==========
Supplemental  Disclosure  of Cash Flow  Information  Cash paid during the period
for:
  Income taxes                                $           $
  Interest                                    $           $
Non-cash investing and financing activities:
  Preferred Stock Series B converted to                  
    common stock                              $           $200,000
  Purchase of equipment via assumption of          
    capital leases                            $           $ 
  Purchase of NPC for Notes payable           $           $
  Purchase of NPC for Accrued liability       $           $
                                                   
             See accompanying notes to these consolidated condensed
                              financial statements.


<PAGE>


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

              Notes to Consolidated Condensed Financial Statements
                                December 31, 1998
                                          
                                   (Unaudited)


Note 1. General

PRINCIPLES OF CONSOLIDATION

     Group V Corporation  (formerly,  NuOasis Gaming,  Inc.) (the "Company") was
originally  incorporated  in the State of  Delaware  in 1987.  The  Company  has
historically operated as a holding company for leisure and entertainment related
businesses.  During the year ended June 30, 1998 ("Fiscal  1998"),  the Company,
through  its  wholly-owned  subsidiaries,  entered  the  one-plus  and  pre-paid
telecommunications  industry,  the network  marketing  industry  and the lottery
publications and lottery club play industries

     The accompanying  unaudited  consolidated  condensed  financial  statements
include the accounts of Group V Corporation (formerly, NuOasis Gaming, Inc.) and
its  wholly  owned  subsidiaries.   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, 1998,  and its results of operations  and cash flows
for  the  three  month  then  ended.  The  accompanying  unaudited  consolidated
condensed   financial   statements  should  be  read  in  conjunction  with  the
consolidated  financial statements and other information in the Company's Annual
Report on Form 10-KSB for the year ended June 30, 1998. The unaudited results of
operations  for the three month ended  December  31, 1998,  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  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, 1998 and  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,  which include accounts receivable,
notes payable, and capital lease obligations,  approximated their carrying value
as of December 31, 1998.     


MARKETABLE SECURITIES

     SFAS No.  115,  "Accounting  for  Certain  Investments  in Debt and  Equity
Securities",  requires that management classify investments in equity securities
that   have   readily    determinable    fair   values   as    held-to-maturity,
available-for-sale, or trading securities.

   
     As of December 31, 1998,  marketable securities consist of 1,577,708 shares
of common  stock of NuOasis  Resorts,  Inc.,  a  stockholder.  The  Company  has
classified these equity securities as available-for-sale and, accordingly,  they
are presented in the accompanying  consolidated balance sheet at their estimated
fair market value based on quoted market prices as of December 31, 1998.
    


 EQUIPMENT

     Equipment  is  recorded  at  cost.   Depreciation  is  provided  using  the
straight-line  method over the  estimated  useful  lives of the related  assets,
which are five to ten 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  ("APB")  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 SFAS No. 123 at the fair market value of the stock issued or the
fair market  value of the services  provided  whichever  value is more  reliably
measurable.  The values of the services are typically  stipulated by contractual
agreements.     

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 ($23,800 for each of Fiscal
1998  and  Fiscal  1997)  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.
    


NOTE 2. ACQUISITIONS

   
National Pools Corporation

     On June 13, 1996,  NuOasis  Resorts,  Inc.  (formerly,  Nona  Morelli's II,
Inc.), ("Nona"), ("NuOasis Resorts"), 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 NouOasis  Resorts.
The Option is exercisable at a price of $13.00 per share.

     On December 19, 1996,  Group V entered into Stock Purchase  Agreements with
each of the  shareholders  of National  Pools  Corporation  ("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 is 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 into 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 Group V debt in excess of $20,000 on December
24,  1996,  except  for  amounts  owed 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 $13.00  per  share,  by  payment  to  NuOasis  Resorts  of
approximately   $1,665,000.   The  128,041  Series  B  Shares  acquired  may  be
immediately  converted into 9,987,198 shares of restricted Group V common stock.
Additionally,  on June 13, 1997, Group V sold its wholly owned subsidiary,  CMA,
Inc.,  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, 1996, the Option was amended (the
"Amended  Option") to  increase  the  exercise  price for 21,959 of the Series B
Preferred  shares  from $13.00 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  Series B  Preferred  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 1,712,802  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  V,  in  exchange  for
approximately $1,585,000 of marketable securities.

     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 (the "Warrant Note").  Each New
Class D Warrant is exercisable at $1.00 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 New Class D Warrants have been  exercised.  The New Class D
Warrants expire on March 30, 2004, and to date, none of 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  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, Mr. Dennis Houston, is a
shareholder  and officer of UNSI.  The Net Profits  Interest would have provided
the  Company  with up to 50% of UNSI's  net  operating  profit and  granted  the
Company the option to convert its Net Profits  Interest into an equity  interest
of up to 100% of UNSI's issued and outstanding common stock.  During the quarter
ended March 31, 1998, the Company  abandoned its  acquisition of the Net Profits
Interest in UNSI and recorded  $22,500 in related  professional  service expense
and in June 1998 terminated its employment  agreement with Mr. Houston.  UNSI is
an  interexchange  carrier  that  provided  telecommunications  services to both
residential  and business  customers  throughout  the United  States and certain
foreign countries. In August 1998, UNSI filed for protection under Chapter 11 of
the U.S. Bankruptcy code and has subsequently been liquidated under Chapter 7 of
the U.S. Bankruptcy Code.

Lottery Publication Corporation

     During the quarter ended March 31, 1998,  the Company formed a wholly owned
subsidiary,  Lottery  Publication  Company (LPC) which publishes Lottery Insider
Magazine.  Lottery  Insider  magazine is a monthly digest of player  strategies,
human-interest  stories  and tips and  statistics  of  interest  to all  lottery
players.  A syndicated and award winning editorial team head the  groundbreaking
publication.

Ark-Tel, Inc.

     On May 15, 1998,  and  effective  March 1, 1998,  the Company,  through its
newly formed wholly owned subsidiary,  Academy Network  Services,  Inc. ("ANS"),
acquired  certain  capital  leases  related to telephone  switching and platform
assets and office  equipment (the "Ark-Tel  Assets") of Ark-Tel,  Inc., a wholly
owned subsidiary of UNSI. Pursuant to the related Asset Purchase Agreement,  the
Company  acquired  assets with an estimated fair market value that  approximated
related lease obligations in exchange for the forgiveness of amounts owed to the
Company of approximately  $300,000.  The excess of the total  consideration paid
over the estimated fair value of net assets acquired  approximated  $300,000 and
was charged to expense  during the year ended June 30, 1998.  As a long distance
carrier,  ANS  provides  the  full  telecommunications,   customer  service  and
fulfillment  support  of the  HitLoTTo(R)  program  as  well  as  servicing  the
telecommunications   and  support   service   needs  of  the   Company's   other
subsidiaries.


Premier Plus, Inc.

     On April 7, 1998 the Company  incorporated a new  wholly-owned  subsidiary,
Premier  Plus,  Inc.  (PPI),  as a network  marketing  company  which  sells and
distributes  the  Company's  various  telecommunication  products and  services,
including  custom  pre-paid  calling cards,  pre-paid  calling  cards,  One-Plus
residential and business long distance  services,  Lottery Insider  Magazine and
NPC's HitLoTTo(R)  program.  Premier Plus has marketing and distribution  rights
with a number of leading  sports and travel  services  providers.  Premier Plus,
Inc.  operates  through  approximately  200  independent  sales  representatives
nationwide  who  are  centrally  managed  by  the  Company's  operations  in San
Francisco, California     

ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
       CONDITION AND RESULTS OF OPERATIONSLIQUIDITY 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 $7,795 and $62,061 as of December 31, 1998 and
1997, respectively.

     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 no longer fund the Registrant. The Registrant's plan of operation is to
actively  search for  additional  sources of equity  financing and new operating
opportunities. Subsequent to June 30, 1998, the Company raised gross proceeds of
$575,900 in a private  placement of 14,120,019  shares of its common  stock.  In
addition,  the Company expects that cash provided from operating activities will
increase  as the  products  sold by the  Company's  newly  formed  wholly  owned
subsidiaries gain market acceptance. The Company intends to operate with minimal
fixed  overhead  expenses  and to use its common  stock to satisfy it  financial
obligations  when possible.  Ultimately,  the Company's  continued  existence is
dependent upon the Company's successful development of NPC's HitLoTTo(R) product
and the  ability of ANS to  increase  revenues  and cash flow  through  Pre-paid
calling  card sales and One Plus long  distance  services to achieve  profitable
operations.

     The Registrant is also pursuing other joint venture,  merger or acquisition
opportunities that may provide additional capital resources during fiscal 1999.
    

RESULTS OF OPERATIONS

   
COMPARISON OF THE THREE MONTHS ENDED December 31, 1998 AND 1997
    

     As a result of the  acquisition  of the Ark-Tel assets  effective  March 1,
1998, the Company reported  revenues of $ 238,855 compared to no revenues during
the same period last year.

   
     Total general and administrative expenses decreased by $10,232 or 3% during
the quarter ended  December 31, 1998,  compared to the same period last year, as
the  Company's  expense  reduction  program  was  implemented  at its  operating
subsidiaries.

     Professional  services  decreased  by  $566,777  or 95% during the  current
quarter  compared  to the same  period  during  last year due to the  decreasing
services of attorneys and other advisors  relating to the acquisitions (see Note
2 of the footnotes to accompanying  unaudited  consolidated  condensed financial
statements included elsewhere herein at Item 1).     


PART II: OTHER INFORMATION

Item 1. Legal Proceedings

   
     On  December  12,  1997,  the Company  received a lawsuit  filed by John D.
Desbrow,  former  Officer and  Director,  against the Company for past  services
allegedly  due in the amount of  approximately  $13,000.  This  lawsuit has been
settled with Mr. Desbrow for $7,500. Group V is seeking  reimbursement from Nona
in the amount of $7,500.

     On August  28,  1998,  the  Company  received a lawsuit  filed by  Worldcom
Network Services,  Inc. to recover the sum of $2,208,362 allegedly due and owing
as a result of a debt that the Company  allegedly  guaranteed on behalf of UNSI.
The Company denies liability on the guarantee.  A settlement conference has been
set for May 21, 1999.

     On October 2, 1998 NPC received a Complaint (Pickett Communications Inc. v.
National Pools  Corporation) in San Francisco  Superior Court,  Case No. 998281,
seeking  unspecified  monetary  damages and  challenging  NPC's right to use the
HitLoTTo(R)  logo. The Company was not served with this complaint until November
25, 1998. The Company filed an Answer to the Complaint on April 1, 1999.

     On November 10, 1998,  the Company  filed legal action  (Group V v. NuOasis
Resorts, Inc; Nona Morelli's II, Inc.; NuOasis  International,  Inc.; Fred Luke,
Jr.; Rocci Howe; Steven H. Dong; John D. Desbrow;  Archer & Weed;  Richard Weed)
in San Francisco  Superior  Court,  Case No. 999131.  The suit alleges fraud and
misrepresentation  in the sale of securities,  which were not qualified for sale
and professional  malpractice against legal counsel  representing the Defendants
in this  transaction.  All counsel have stipulated to a change in venue from San
Francisco to Orange County  Superior  Court.  As of this date, the San Francisco
Court has transferred the file to the Orange County Court.  However,  the Orange
County Court has not assigned a case number to the file as of yet.

     On January 6, 1999,  the Company filed a lawsuit  (Group V  Corporation  v.
Dennis Houston) in San Francisco Superior Court, Case No. 300348. This Complaint
alleges Breach of Fiduciary Duty by Mr. Houston for failing to disclose material
facts in the  Ark-Tel  Asset  Purchase  Agreement  which  have  resulted  in the
Company's being sued by Worldcom Network Services (see above).

     On February 19, 1999 the Company received a lawsuit filed  (Accountemps and
RHI Management Resources, Divisions of Robert Half International,  Inc. v. Group
V Corporation) in San Francisco Superior Court, Case No. 301366.  This Complaint
was filed for Breach of Contract to recover  approximately $26,000 allegedly due
and owing for temporary  employment  services.  The Company denies liability for
the amount claimed.

     On July 26,  1999,  the Company  filed a lawsuit  (Group V  Corporation  v.
Network Long Distance,  Inc.) in the District Court,  City and County of Denver,
Case No. 97 CV 4131,  Division 7. The complaint  was filed against  Network Long
Distance,  Inc. and their  transfer  agent to compel them to release the Network
Long Distance  shares  received in the NuOasis  Exchange  Agreement.  A five-day
trial has been set to commence on September 13, 1999 in Denver, Colorado.
    

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



<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.)

   
Date: April 30, 1999                              By:/s/ Joseph Monterosso
                                                     ---------------------
                                       Joseph Monterosso, President and Director

Date: April 30, 1999                              By:/s/ Russell F. McCann, Jr.
                                                     --------------------------
                                                Russell F. McCann, Jr., Director