UNITED STATES
                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C. 20549

                             FORM 12b-25

                     NOTIFICATION OF LATE FILING

(Check One):[ ]Form 10-K [ ]Form 20-F [ ]Form 11-K [X]Form 10-QSB [ ]Form N-SAR

                 For Period Ended: June 30, 2002

                 [   ] Transition Report on Form 10-K
                 [   ] Transition Report on Form 20-F
                 [   ] Transition Report on Form 11-K
                 [   ] Transition Report on Form 10-Q
                 [   ] Transition Report on Form N-SAR

                 For the Transition Period Ended: _________________

If the notification relates to a portion of the filing checked
above, identify the item(s) to which the notification relates:

(PART I   REGISTRANT INFORMATION)

    Group Management Corp

Full Name of Registrant

    N/A

Former Name if Applicable

    12503 Exchange Boulevard, Suite 554

Address of Principal Executive Officer (Street and Number)

    Stafford, TX 77477
City, State and Zip Code

PART II - RULES 12B-25(b) AND (c)

If  the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be  completed.  (Check  box  if  appropriate)

      | a)   The reasons described in reasonable detail in Part II
      |      of this form could not be eliminated without
      |      unreasonable effort or expense;
      | b)   The subject annual report, semi-annual report,
      |      transition report on Form 10-K, Form 20-F, 11-K, Form
      |      N-SAR, or portion thereof, will be filed on or before
[ X ] |      the fifteenth calendar day following the prescribed due
      |      date; or the subject quarterly report of transition
      |      report on Form 10-Q, or portion thereof will be filed on
      |      or before the fifth calendar day following the
      |      prescribed due date; and
      | c)   The accountant's statement or other exhibit required by
      |      Rule 12b-25(c) has been attached if applicable.

PART III   NARRATIVE

State  below  in  reasonable  detail  the reasons why the Form 10-K, 11-K, 10-Q,
N-SAR,  or  the  transition report or portion thereof, could not be filed within
the  prescribed  time  period.

Data  and other information regarding certain material operations of the Company
as  well  as  its financial statements required for the filing are not currently
available  and  could  not  be  made  available  without unreasonable effort and
expense.

PART IV   OTHER INFORMATION

(1)       Name  and  telephone  number  of  person  to contact in regard to this
          notification.


          Elorian Landers            (281)            242-4744
          ------------------       ----------    -----------------
                (Name)            (Area Code)    (Telephone Number)


(2)       Have  all  other periodic reports required under Section 13 or 15(d)of
          the  Securities  Exchange  Act of 1934 or Section 30 of the Investment
          Company  Act  of  1940  during  the  preceding  12 months (or for such
          shorter) period that the registrant was required to file such reports)
          been  filed?  If  answer  is  no,  identify  reports).

                                                        [ X ] Yes  [  ] No


(3)       Is it anticipated that any significant change in results of operations
          from  the  corresponding  period  for  the  last  fiscal  year will be
          reflected  by  the  earnings  statements to be included in the subject
          report  or  portion  thereof?


                                                        [   ] Yes  [ X ] No


                        Group Management Corp
_____________________________________________________________________
             (Name of Registrant as Specified in Charter)

has caused this notification to be signed on its behalf by the
undersigned hereunto duly authorized.


Date: August 15, 2002                          /s/ Elorian Landers
                                               ____________________________
                                               By:  Elorian Landers
                                               Its: President