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):    July 19, 1997

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

                                    Delaware
                    (State of incorporation or organization)

                                     0-18224
                            (Commission File Number)

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

                    2 Park Plaza, Suite 470, Irvine, CA 92614
                    (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:JPMRESIG.8K]

                                                         1

<PAGE>



Item 1.  Changes in Control of Registrant

                  N/A

Item 2.  Acquisition or Disposition of Assets

                  N/A

Item 3.  Bankruptcy or Receivership

                  N/A

Item 4.  Changes in Registrant's Certifying Accountant

                  N/A

Item 5.  Other Events

         On July 19,  1997,  Joseph  Monterosso  resigned  as a Director  and as
         President of Group V Corporation. He remains the President and Chairman
         of the Company's  wholly-owned  subsidiary,  National Pools Corporation
         ("NPC").  Mr.  Monterosso  resigned  his  position  as an  officer  and
         director of Group V in order to devote his full time and  attention  to
         the roll-out of the Hit-Lotto(TM) program developed by NPC.

Item 6.  Resignation of Registrant's Directors

                  N/A

Item 7.  Financial Statements and Exhibits

                  N/A

Item 8.  Change in Registrant's Fiscal Year

                  N/A

                                                         [GROUPV\8K:JPMRESIG.8K]

                                                         2

<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: July 22, 1997                    By:  /s/  Fred G. Luke
                                             ----------------------------------
                                                  Fred G. Luke, Director

                                                         [GROUPV\8K:JPMRESIG.8K]

                                                         3
[{"type": "8-K", "sequence": "1", "description": "OFFICER/DIRECTOR RESIGNATION - GROUP V CORPORATION", "secsgml_size_bytes": 3291}]
{"company-data": {"conformed-name": "GROUP V CORP", "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": "97646203"}, "business-address": {"street1": "2 CORPORATE PLZ", "street2": "STE 200", "city": "NEWPORT BEACH", "state": "CA", "zip": "92660", "phone": "7148335382"}, "mail-address": {"street1": "2 PARK PLAZA", "street2": "STE 470", "city": "IRVINE", "state": "CA", "zip": "92714"}, "former-company": [{"former-conformed-name": "NUOASIS GAMING INC", "date-changed": "19960524"}, {"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):    July 19, 1997

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

                                    Delaware
                    (State of incorporation or organization)

                                     0-18224
                            (Commission File Number)

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

                    2 Park Plaza, Suite 470, Irvine, CA 92614
                    (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:JPMRESIG.8K]

                                                         1
Item 1.  Changes in Control of Registrant

                  N/A

Item 2.  Acquisition or Disposition of Assets

                  N/A

Item 3.  Bankruptcy or Receivership

                  N/A

Item 4.  Changes in Registrant's Certifying Accountant

                  N/A

Item 5.  Other Events

         On July 19,  1997,  Joseph  Monterosso  resigned  as a Director  and as
         President of Group V Corporation. He remains the President and Chairman
         of the Company's  wholly-owned  subsidiary,  National Pools Corporation
         ("NPC").  Mr.  Monterosso  resigned  his  position  as an  officer  and
         director of Group V in order to devote his full time and  attention  to
         the roll-out of the Hit-Lotto(TM) program developed by NPC.

Item 6.  Resignation of Registrant's Directors

                  N/A

Item 7.  Financial Statements and Exhibits

                  N/A

Item 8.  Change in Registrant's Fiscal Year

                  N/A

                                                         [GROUPV\8K:JPMRESIG.8K]

                                                         2
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: July 22, 1997                    By:  /s/  Fred G. Luke
                                             ----------------------------------
                                                  Fred G. Luke, Director

                                                         [GROUPV\8K:JPMRESIG.8K]

                                                         3