FORM 8-K


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


                                 CURRENT REPORT


                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                             SECURITIES ACT OF 1934

Date of Report (Date of earliest event reported):     June 13, 1997

              Group V Corporation (formerly, NuOasis Gaming, Inc.)
             (Exact name of registrant as specified in its charter.)

                                    Delaware
                    (State of incorporation or organization)

                                    33-73240
                            (Commission File Number)

                                   95-4176781
                      (I.R.S. Employee Identification No.)

                   2 Park Plaza, Suite 470, Irvine, California
                    (Address of principal executive offices)

                                      92614
                                   (Zip Code)

Registrant's telephone number, including area code:     (714) 833-5382

          (Former name or former address, if changed since last report)

                                                            [GROUPV\8K\8K_697]-3

<PAGE>



Item 1.  Changes in Control of Registrant

                  N/A


Item 2.  Acquisition or Disposition of Assets

                  On June 13, 1996,  Nona  Morelli's II, Inc.  ("Nona"),  as the
controlling  parent  of Group V  Corporation  (formerly  NuOasis  Gaming,  Inc.)
("Group  V"),  granted  an  option to Joseph  Monterosso  ("Monterosso")  as the
President and Chief Executive Officer of National Pools Corporation  ("NPC"), to
acquire  250,000  Series B Preferred  Shares of Group V (the  "Series B Shares")
owned by Nona . Such 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 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 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  up to  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
into  1,511,875  shares  of  restricted  Group V common  stock.  The  Notes  are
non-recourse  to Group V and 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,
Nona 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 Nona.

                  The Stock Purchase  Agreement  closed on December 24, 1996. On
June 13, 1997 Group V issued one million (1,000,000) shares of common stock.

                  Also,  on June 13, 1997,  Monterosso  exercised  the Option to
purchase  128,041  Series B Shares,  at $13.00 per share,  by payment to Nona of
$1,677,000. The 128,041 Series B Shares acquired may be immediately converted by
the holders into 9,987,198 shares of restricted Group V common stock.

                  Subsequent  to the  exercise  of the Option as to the  128,041
Series B Shares, Group V sold its wholly-owned subsidiary,  Casino Management of
America Inc. ("CMA"), to Nona for $1,140,000.

                  Following  the initial  exercise  of 128,041  Series B Shares,
there are  remaining  121,959  Series B Shares  available  under the Option.  If
exercised,  the 121,959  Series B Shares could  immediately  be  converted  into
9,512,802  shares of  restricted  Group V common  stock.  As of the date of this
Report,  the Option to purchase the  remaining  121,959  Series B Shares has not
been exercised.


Item 3.           Bankruptcy or Receivership

                  N/A

                                                            [GROUPV\8K\8K_697]-3

                                                         2

<PAGE>



Item 4.           Changes in Registrant's Certifying Accountant

                  N/A


Item 5.           Other Events

                  N/A


Item 6.           Change in Registrant's Directors

                  N/A

Item 7.           Financial Statements and Exhibits

                  (a)
                           Financial  Statements required pursuant to Article 11
                           of Regulation S-X are  incorporated  by reference and
                           included  in Form 8-K\A  filed on or about  March 12,
                           1997.

                  (b)      Proforma Financial  Information  required pursuant to
                           Article 11 of  Regulation  S- X are  incorporated  by
                           reference  and  included  in Form  8-K\A  filed on or
                           about March 12, 1997.

                  (c)      Exhibits

                           1.       Stock Purchase Agreement dated December  19,
                                    1996 (incorporated by reference to Exhibit 1
                                    to Form 8-K filed on January 15, 1997 (SEC
                                    File No. 000-18224).


Item 8.           Change in Registrant's Fiscal Year

                  N/A

                                                            [GROUPV\8K\8K_697]-3

                                                         3

<PAGE>



                                                     SIGNATURE

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

                              Group V Corporation (formerly NuOasis Gaming,Inc.)
                              (Registrant)



Dated: June 25, 1997          By:  /s/  Joseph Monterosso
                                   --------------------------------------------
                                   Joseph Monterosso, President and Director

                                                            [GROUPV\8K\8K_697]-3

                                                         4
[{"type": "8-K", "sequence": "1", "description": "CURRENT REPORT DATED 6/13/97", "secsgml_size_bytes": 6723}]
{"company-data": {"conformed-name": "NUOASIS GAMING INC", "cik": "0000828956", "assigned-sic": "7990", "irs-number": "954176781", "state-of-incorporation": "DE", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-18224", "film-number": "97633095"}, "business-address": {"street1": "2 PARK PLAZA", "street2": "STE 470", "city": "IRVINE", "state": "CA", "zip": "92714", "phone": "7145533270"}, "mail-address": {"street1": "2 PARK PLAZA", "street2": "STE 470", "city": "IRVINE", "state": "CA", "zip": "92714"}, "former-company": [{"former-conformed-name": "PHILLIPS E N COMPANY", "date-changed": "19920703"}, {"former-conformed-name": "ROYAL CAPITAL CORP", "date-changed": "19891023"}]}
FORM 8-K

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

                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                             SECURITIES ACT OF 1934

Date of Report (Date of earliest event reported):     June 13, 1997

              Group V Corporation (formerly, NuOasis Gaming, Inc.)
             (Exact name of registrant as specified in its charter.)

                                    Delaware
                    (State of incorporation or organization)

                                    33-73240
                            (Commission File Number)

                                   95-4176781
                      (I.R.S. Employee Identification No.)

                   2 Park Plaza, Suite 470, Irvine, California
                    (Address of principal executive offices)

                                      92614
                                   (Zip Code)

Registrant's telephone number, including area code:     (714) 833-5382

          (Former name or former address, if changed since last report)

                                                            [GROUPV\8K\8K_697]-3
Item 1.  Changes in Control of Registrant

                  N/A

Item 2.  Acquisition or Disposition of Assets

                  On June 13, 1996,  Nona  Morelli's II, Inc.  ("Nona"),  as the
controlling  parent  of Group V  Corporation  (formerly  NuOasis  Gaming,  Inc.)
("Group  V"),  granted  an  option to Joseph  Monterosso  ("Monterosso")  as the
President and Chief Executive Officer of National Pools Corporation  ("NPC"), to
acquire  250,000  Series B Preferred  Shares of Group V (the  "Series B Shares")
owned by Nona . Such 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 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 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  up to  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
into  1,511,875  shares  of  restricted  Group V common  stock.  The  Notes  are
non-recourse  to Group V and 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,
Nona 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 Nona.

                  The Stock Purchase  Agreement  closed on December 24, 1996. On
June 13, 1997 Group V issued one million (1,000,000) shares of common stock.

                  Also,  on June 13, 1997,  Monterosso  exercised  the Option to
purchase  128,041  Series B Shares,  at $13.00 per share,  by payment to Nona of
$1,677,000. The 128,041 Series B Shares acquired may be immediately converted by
the holders into 9,987,198 shares of restricted Group V common stock.

                  Subsequent  to the  exercise  of the Option as to the  128,041
Series B Shares, Group V sold its wholly-owned subsidiary,  Casino Management of
America Inc. ("CMA"), to Nona for $1,140,000.

                  Following  the initial  exercise  of 128,041  Series B Shares,
there are  remaining  121,959  Series B Shares  available  under the Option.  If
exercised,  the 121,959  Series B Shares could  immediately  be  converted  into
9,512,802  shares of  restricted  Group V common  stock.  As of the date of this
Report,  the Option to purchase the  remaining  121,959  Series B Shares has not
been exercised.

Item 3.           Bankruptcy or Receivership

                  N/A

                                                            [GROUPV\8K\8K_697]-3

                                                         2
Item 4.           Changes in Registrant's Certifying Accountant

                  N/A

Item 5.           Other Events

                  N/A

Item 6.           Change in Registrant's Directors

                  N/A

Item 7.           Financial Statements and Exhibits

                  (a)
                           Financial  Statements required pursuant to Article 11
                           of Regulation S-X are  incorporated  by reference and
                           included  in Form 8-K\A  filed on or about  March 12,
                           1997.

                  (b)      Proforma Financial  Information  required pursuant to
                           Article 11 of  Regulation  S- X are  incorporated  by
                           reference  and  included  in Form  8-K\A  filed on or
                           about March 12, 1997.

                  (c)      Exhibits

                           1.       Stock Purchase Agreement dated December  19,
                                    1996 (incorporated by reference to Exhibit 1
                                    to Form 8-K filed on January 15, 1997 (SEC
                                    File No. 000-18224).

Item 8.           Change in Registrant's Fiscal Year

                  N/A

                                                            [GROUPV\8K\8K_697]-3

                                                         3
SIGNATURE

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

                              Group V Corporation (formerly NuOasis Gaming,Inc.)
                              (Registrant)

Dated: June 25, 1997          By:  /s/  Joseph Monterosso
                                   --------------------------------------------
                                   Joseph Monterosso, President and Director

                                                            [GROUPV\8K\8K_697]-3

                                                         4