SCHEDULE 14A
                                 (Rule 14a-101)
                     INFORMATION REQUIRED IN PROXY STATEMENT
                            SCHEDULE 14A INFORMATION

                Proxy Statement Pursuant to Section 14(a) of the
                         Securities Exchange Act of 1934

Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]

Check the appropriate box:

[ ]  Preliminary Proxy Statement
[X]  Definitive Proxy Statement
[ ]  Definitive Additional Materials
[ ]  Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
[ ]  Confidential, for use of the Commission only as permitted by Rule 14a-6
     (e)(2)

                                DCAP GROUP, INC.
- -------------------------------------------------------------------------------
                (Name of Registrant as Specified in its Charter)

- --------------------------------------------------------------------------------
     (Name of Person(s) Filing Proxy Statement if Other Than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

     1)   Title of each class of securities to which transaction applies:

          not applicable

     2)   Aggregate number of securities to which transaction applies:

          not applicable

     3)   Per unit  price  or other  underlying  value of  transaction  computed
          pursuant to Exchange Act Rule 0-11: (Set forth the amount on which the
          filing fee is calculated and state how it was determined)

          not applicable

     4)   Proposed maximum aggregate value of transaction:

          not applicable

     5)   Total fee paid:

          not applicable

         [ ]      Fee paid previously with preliminary materials:

[  ] Check box if any part of the fee is offset as provided by Exchange Act Rule
     0-11(a)(2)  and identify the filing for which the  offsetting  fee was paid
     previously.  Identify the previous filing by registration statement number,
     or the form or schedule and the date of its filing.

     1)   Amount previously paid:

     2)   Form, Schedule or Registration Statement no.:

     3)   Filing Party:

     4)   Date Filed:

                                DCAP GROUP, INC.
                                  1158 Broadway
                             Hewlett, New York 11557

                --------------------------------------------------
                    NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
                         TO BE HELD ON DECEMBER 12, 2002
                --------------------------------------------------

To the Stockholders of DCAP Group, Inc.:

     NOTICE IS HEREBY  GIVEN that the Annual  Meeting  of  Stockholders  of DCAP
Group,  Inc., a Delaware  corporation,  will be held on December 12, 2002 at The
Financial  Center at Mitchel Field, 90 Merrick Avenue,  9th Floor,  East Meadow,
New York 11554, at the hour of 12:00 p.m., for the following purposes:

     1. To elect four directors for the coming year.

     2. To approve an increase in the number of common  shares  authorized to be
issued pursuant to our 1998 Stock Option Plan from 3,000,000 to 3,750,000.

     3. To transact such other business as may properly come before the meeting.

     Only  stockholders  of record at the close of business on November 12, 2002
are  entitled  to notice  of and to vote at the  meeting  or at any  adjournment
thereof.

                                                    Morton L. Certilman
                                                    Secretary

Hewlett, New York
November 15, 2002

================================================================================

WHETHER OR NOT YOU PLAN TO ATTEND THE MEETING,  PLEASE  VOTE,  DATE AND SIGN THE
ENCLOSED PROXY,  WHICH IS SOLICITED BY OUR BOARD OF DIRECTORS,  AND RETURN IT IN
THE PRE-ADDRESSED ENVELOPE PROVIDED FOR THAT PURPOSE. ANY STOCKHOLDER MAY REVOKE
HIS PROXY AT ANY TIME BEFORE THE MEETING BY WRITTEN  NOTICE TO SUCH  EFFECT,  BY
SUBMITTING A SUBSEQUENTLY  DATED PROXY OR BY ATTENDING THE MEETING AND VOTING IN
PERSON.
================================================================================

                                DCAP GROUP, INC.
                                  1158 Broadway
                             Hewlett, New York 11557

                          -----------------------------

                                 PROXY STATEMENT

                          -----------------------------

                                EXPLANATORY NOTE

     Throughout  this proxy  statement,  the words "DCAP  Group,"  "DCAP," "we,"
"our," and "us" refer to DCAP Group, Inc. and the operations of DCAP Group, Inc.
as a whole.  References  to "DCAP  Insurance" in this proxy  statement  mean our
wholly-owned   subsidiary,   Dealers  Choice  Automotive  Planning,   Inc.,  and
affiliated companies.

                  SOLICITING, VOTING AND REVOCABILITY OF PROXY

     This proxy  statement is being mailed to all  stockholders of record at the
close of business on November 12, 2002 in connection  with the  solicitation  by
the  Board  of  Directors  of  proxies  to be  voted at the  Annual  Meeting  of
Stockholders  to be held on December 12, 2002 at 12:00 p.m.,  local time, or any
adjournment  thereof.  The  proxy  and  this  proxy  statement  were  mailed  to
stockholders on or about November 15, 2002.

     All shares  represented by proxies duly executed and received will be voted
on the matters  presented  at the meeting in  accordance  with the  instructions
specified in such proxies.  Proxies so received without  specified  instructions
will be voted as follows:

     (1) FOR the nominees named in the proxy to our Board of Directors; and

     (2)  FOR the  approval  of an  increase  in the  number  of  common  shares
authorized to be issued pursuant to our 1998 Stock Option Plan from 3,000,000 to
3,750,000.

     Our Board does not know of any other matters that may be brought before the
meeting nor does it foresee or have reason to believe  that proxy  holders  will
have to vote for  substitute  or alternate  nominees to the Board.  In the event
that any other  matter  should  come  before the  meeting or any  nominee is not
available  for  election,  the  persons  named in the  enclosed  proxy will have
discretionary  authority  to vote all  proxies not marked to the  contrary  with
respect to such matters in accordance with their best judgment.

     The total number of common  shares  outstanding  and entitled to vote as of
November  12,  2002 was  12,353,402.  The  common  shares  are the only class of
securities entitled to vote on matters presented to our stockholders, each share
being entitled to one vote.

     Our Certificate of Incorporation  provides for cumulative  voting of shares
for the election of directors. This means that each stockholder has the right to
cumulate his votes and give to one or more  nominees as many votes as equals the
number of directors to be elected  (four)  multiplied by the number of shares he
is entitled to vote. A stockholder  may therefore cast his votes for one nominee
or distribute  them among two or more of the nominees.  A majority of the common
shares  outstanding  and entitled to vote as of November 12, 2002,  or 6,176,702
common shares,  must be present at the meeting in person or by proxy in order to
constitute a quorum for the transaction of business. Only stockholders of record
as of the close of business on November 12, 2002 will be entitled to vote.  With
regard to the election of directors, votes may be cast in favor or withheld. The
directors  shall  be  elected  by a  plurality  of  the  votes  cast  in  favor.
Accordingly,  based upon there being four nominees, each person who receives one
or more votes will be elected as a director.  Votes withheld in connection  with
the election of one or more of the nominees for director  will not be counted as
votes cast for such individuals.

     Stockholders  may  expressly  abstain  from  voting  on  Proposal  2 by  so
indicating on the proxy.  Abstentions  and broker  non-votes will be counted for
purposes of determining  the presence or absence of a quorum for the transaction
of business.  Abstentions  are counted as present in the  tabulation of votes on
Proposal 2.  Broker  non-votes  are not  counted for the purpose of  determining
whether Proposal 2 has been approved.  Since Proposal 2 requires the affirmative
approval of a majority of the common shares  present in person or represented by
proxy at the meeting and  entitled to vote  (assuming a quorum is present at the
meeting), abstentions will have a negative vote while broker non-votes will have
no effect.

     Any person giving a proxy in the form accompanying this proxy statement has
the power to revoke it at any time before its exercise. The proxy may be revoked
by filing with us written notice of revocation or a fully executed proxy bearing
a later date. The proxy may also be revoked by affirmatively electing to vote in
person while in attendance at the meeting.  However,  a stockholder  who attends
the  meeting  need  not  revoke a proxy  given  and vote in  person  unless  the
stockholder  wishes to do so. Written  revocations or amended  proxies should be
sent to us at 1158  Broadway,  Hewlett,  New York  11557,  Attention:  Corporate
Secretary.

     The proxy is being  solicited by our Board of  Directors.  We will bear the
cost of the  solicitation  of proxies,  including  the  charges and  expenses of
brokerage  firms and other  custodians,  nominees and fiduciaries for forwarding
proxy materials to beneficial owners of our shares.  Solicitations  will be made
primarily  by mail,  but certain of our  directors,  officers or  employees  may
solicit  proxies  in person or by  telephone,  telecopier  or  telegram  without
special compensation.

     A list of  stockholders  entitled to vote at the meeting  will be available
for  examination  by any  stockholder  for any purpose  germane to the  meeting,
during  ordinary  business  hours,  for ten days  prior to the  meeting,  at our
offices, 1158 Broadway,  Hewlett, New York 11557, and also during the whole time
of the meeting for inspection by any stockholder who is present.  To contact us,
stockholders should call (516) 374-7600.

                             EXECUTIVE COMPENSATION

     Summary Compensation Table

     The  following  table  sets  forth  certain   information   concerning  the
compensation  for the fiscal years ended  December  31, 2001,  2000 and 1999 for
each of our  executive  officers as of December  31, 2001 who had a total salary
and bonus for that year in excess of $100,000:

                                                       Long-Term Compensation
Name and                         Annual Compensation           Awards               All Other
Principal Position         Year       Salary          Shares Underlying Options   Compensation
- ------------------         ----       ------          -------------------------   ------------

Barry B. Goldstein         2001    $200,000(1)                1,000,000                  -
Chief Executive Officer    2000        -                           -                     -
                           1999        -                           -                     -

Morton L. Certilman       2001     $ 31,250(2)                     -                    -0-*
Chairman of the Board(2)  2000      125,000                        -                    -0-*
                          1999      129,167                     225,000                 -0-*

Kevin Lang                2001     $132,715(3)                     -                     -
President(3)              2000      250,000                        -                     -
                          1999      208,000                     200,000                  -

- ---------
*    Excludes fees payable during 1999,  2000 and 2001 by us to Certilman  Balin
     Adler & Hyman, LLP, a law firm of which Mr. Certilman is a member.

(1)  Includes amounts earned as a consultant prior to his employment.

(2)  Effective  March 28,  2001,  Mr.  Certilman  resigned  his  position as our
     Chairman of the Board.

(3)  Effective  March 28, 2001,  Mr. Lang resigned his position as our President
     and a director.  Effective  September 30, 2001,  his  employment  with DCAP
     Management Corp., one of our wholly-owned subsidiaries, ended.

     Option Tables

              Option Grants in Fiscal Year Ended December 31, 2001

                     Number of Common   Percentage of Total
                     Shares Underlying   Options Granted To
Name                 Options Granted    Employees in Fiscal Year  Exercise Price  Expiration Date
- ----                 ---------------    ------------------------  --------------  ---------------

Barry B. Goldstein     1,000,000                 100%                 $.25        March 31, 2006

Morton L. Certilman         -                      -                     -               -

Kevin Lang                  -                      -                     -               -

                   Aggregated Option Exercises in Fiscal Year
            Ended December 31, 2001 and Fiscal Year-End Option Values

                                                               Number of Shares

                               Number of                    Underlying Unexercised          Value of Unexercised
                                 Shares                           Options at                In-the-Money Options
                                Acquired       Value           December 31, 2001            at December 31, 2001
Name                          on Exercise     Realized     Exercisable/Unexercisable      Exercisable/Unexercisable
- ----                          -----------     --------     -------------------------      -------------------------

Barry B. Goldstein                 -            N/A               0/1,000,000                     0/$50,000

Morton L. Certilman                -            N/A                225,000/0                         0/0

Kevin Lang                         -            N/A                    -                              -

         Long-Term Incentive Plan Awards

     No awards were made to any of Messrs.  Goldstein,  Certilman or Lang during
the fiscal year ended December 31, 2001 under any long-term incentive plan.

         Compensation of Directors

     Our  directors  are not  entitled  to receive  any  compensation  for their
services as directors.

     Employment  Contracts,  Termination  of  Employment  and  Change-in-Control
Arrangements

     Effective April 1, 2001, we entered into a four year  employment  agreement
with Mr. Goldstein  pursuant to which he is employed as our President,  Chairman
of the Board and Chief Executive Officer. Mr. Goldstein is entitled to receive a
salary  of  $200,000  per  annum  plus such  additional  compensation  as may be
determined by the Board of Directors.

                    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
                              OWNERS AND MANAGEMENT

     The following  table sets forth certain  information as of October 31, 2002
regarding the  beneficial  ownership of our common shares by (i) each person who
we believe to be the beneficial owner of more than 5% of our outstanding  common
shares,  (ii) each  present  director,  (iii) each person  listed in the Summary
Compensation  Table under "Executive  Compensation," and (iv) all of our present
executive officers and directors as a group.

 Name and Address                Number of Shares             Approximate
of Beneficial Owner              Beneficially Owned         Percent of Class
- -------------------              ------------------         ----------------

Eagle Insurance Company           1,486,893(1)                    12.0%
c/o The Robert Plan
  Corporation
999 Stewart Avenue
Bethpage, New York

Robert M. Wallach                 1,486,893(2)                    12.0%
c/o The Robert Plan
  Corporation
999 Stewart Avenue
Bethpage, New York

Morton L. Certilman               1,461,005(3)(4)                 11.5%
The Financial Center at
  Mitchel Field
90 Merrick Avenue
East Meadow, New York

Barry B. Goldstein                1,425,000(3)(5)                 10.4%
1158 Broadway
Hewlett, New York

Jay M. Haft                       1,336,393(3)(6)                 10.5%
1001 Brickell Bay Drive
Miami, Florida

Jack Seibald                      1,000,000(7)                     8.1%
1336 Boxwood Drive West
Hewlett Harbor, New York

Abraham Weinzimer                   783,924(3)                     6.3%
418 South Broadway
Hicksville, New York

Kevin Lang                          651,460(3)                     5.3%
3789 Merrick Road
Seaford, New York

All executive officers
and directors as a group          5,709,291(3)(4)(5)              39.5%
(4 persons)                                (6)(8)

(1)  Eagle is a wholly-owned subsidiary of The Robert Plan Corporation.

(2)  Represents  shares  owned  by  Eagle,  of  which  Mr.  Wallach,  one of our
     directors,  is a Vice President.  Eagle is a wholly-owned subsidiary of The
     Robert  Plan,  of which  Mr.  Wallach  is  President,  Chairman  and  Chief
     Executive Officer.

(3)  Based upon Schedule 13D filed under the Securities Exchange Act of 1934.

(4)  Includes  (i)  350,000  shares  issuable  upon the  exercise  of  currently
     exercisable  options and (ii) 602,452 shares held in a retirement trust for
     the benefit of Mr. Certilman.

(5)  Represents  (i)  1,400,000  shares  issuable upon the exercise of currently
     exercisable options,  (ii) 5,000 shares held by Mr. Goldstein's minor child
     and (iii) 20,000  shares held in a retirement  trust for the benefit of Mr.
     Goldstein.  Mr. Goldstein disclaims beneficial ownership of the shares held
     by his child and retirement trust.

(6)  Includes  (i)  350,000  shares  issuable  upon the  exercise  of  currently
     exercisable  options and (ii) 15,380 shares held in a retirement  trust for
     the benefit of Mr. Haft.

(7)  Based upon  Schedule 13G filed under the  Securities  Exchange Act of 1934.
     Represents  (i) 500,000  shares held  jointly by Mr.  Seibald and his wife,
     Stephanie Seibald,  and (ii) 500,000 shares held by SDS Partners I, Ltd., a
     limited  partnership  that has granted to Mr. Seibald the power to vote and
     dispose of such shares.

(8)  Includes  shares owned by Eagle,  of which Mr. Wallach is a Vice President.
     Mr. Wallach is also President,  Chairman and Chief Executive Officer of The
     Robert Plan, Eagle's parent.

                 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     Sale of Interests in Stores

     Prior to May 31, 2000,  four of the DCAP stores were owned  one-half by the
daughter of Mr. Certilman and one-half by us. Effective May 31, 2000 we sold our
50% interest in each of the stores to Mr. Certilman upon the following  material
terms and conditions:

     -    The purchase  price for our  interest in the stores was  approximately
          $141,000, after certain credits.

     -    The purchase price was payable as follows:

          -    $66,000 was payable at the rate of $6,000 per month,  starting on
               the first anniversary of the closing, and

          -    the balance of the  purchase  price was payable  over five years,
               together  with  6%  interest,   in  equal  monthly   installments
               commencing on the second anniversary of the closing.

     -    We agreed to waive all  indebtedness  owing by the stores to us. As of
          the  closing,  the  approximate  amount  of such  indebtedness,  which
          related to advances  made by us on behalf of the stores for  operating
          expenses, was $210,000.

     -    As part of the transaction,  the stores became conversion franchisees,
          and the first annual franchise charge of $18,000 per store was paid in
          full at the  closing  in  consideration  for a  waiver  of the  annual
          franchise charges during the second year.

     -    The  stores  entered  into  franchise  agreements  with us,  which are
          similar  in  most  respects  to  our  standard  conversion   franchise
          agreement (including standard territorial rights), except that

          -    the stores have a right of first refusal with regard to franchise
               locations to be offered in zip codes adjoining those in which the
               stores are located, and

          -    in the  event we sell  another  franchise  to be  located  in the
               territory  with  respect to which a store  currently  has certain
               rights (which is more expansive than the rights granted  pursuant
               to the franchise  agreements),  the annual  franchise fee for the
               particular store will be waived for six months.

          These  rights were granted in  consideration  of the waiver of certain
          other geographic rights not granted to other franchisees.

          -    Certain license fees totaling $40,000  previously  prepaid by Mr.
               Certilman will be retained by us, to be applied generally against
               franchise fees for any new franchises granted to Mr. Certilman or
               his designee.

     The terms of sale were the result of arm's length negotiations  between Mr.
Certilman  and us.  No  independent  appraisal  or  valuation  was  received  in
connection with the sale.

     The  purchase  price for the 50%  interest  in the stores  acquired  by Mr.
Certilman (prior to the credits applied) was equal to approximately  one-half of
the aggregate  commissions  for the stores for the year ended December 31, 1999.
We believe that a purchase price for a 50% interest in a store equal to one-half
of the store's annual commissions represented fair market value at that time.

     See "March 2001  Transactions"  for a discussion of the cancellation of the
above amount due by Mr.  Certilman as well as of  agreements to sell DCAP stores
to Mr.  Certilman  as well as to  Messrs.  Kevin  Lang  and  Abraham  Weinzimer,
principal stockholders and former DCAP officers and directors.

     March 2001 Transactions

     In March 2001, the following transactions occurred:

     -    We entered into agreements with Messrs.  Lang, Weinzimer and Certilman
          that  provided  for our  sale to them of a total  of eight of our DCAP
          stores. Pursuant to the agreements, which were closed in November 2001
          following shareholder approval,  Mr. Lang acquired three of the stores
          for a total purchase price of  approximately  $257,000,  Mr. Weinzimer
          acquired  three of the stores for a total  purchase  price of $285,000
          and an entity owned by Mr.  Certilman  (we refer to the entity as "Mr.
          Certilman")  acquired two of the stores for a total  purchase price of
          approximately $225,000. The locations of the stores are as follows:

          -   Lang:       Amityville, New York
                          Medford, New York
                          Seaford, New York

          -   Weinzimer:  Hempstead, New York
                          Hicksville, New York
                          Jamaica, New York

          -   Certilman:  East Meadow, New York
                          Flushing, New York

          At the time of  execution  of the  agreements  with  Messrs.  Lang and
          Weinzimer,  each of them paid to us the total amount of his respective
          purchase  price.  At the time of execution of the  agreement  with Mr.
          Certilman,  we received  approximately $197,000 of the purchase price.
          The  balance of  $28,000  was paid at the  closing of the  acquisition
          through the  assumption  of our  obligation to an  unaffiliated  third
          party in that  amount.  The  obligation  was  incurred  in May 2000 in
          connection with our  acquisition of the third party's  interest in one
          of the stores  acquired by Mr.  Certilman.  Pending the closing of the
          sales,  each of Messrs.  Lang,  Weinzimer  and  Certilman  managed his
          respective  stores and was entitled to receive a management  fee equal
          to the net  profits of the stores.  Each of them was also  responsible
          for all losses incurred during the interim period.

     -    At the  closing,  we  entered  into  franchise  agreements  with Lang,
          Weinzimer  and Certilman on terms similar to those entered into by Mr.
          Certilman in May 2000 (as described  above under "Sale of Interests in
          Stores"),  except that, in general,  none of the  franchisees  will be
          allowed to terminate  their  respective  franchise  agreement prior to
          March 31,  2003.  Pending the closing,  Messrs.  Lang,  Weinzimer  and
          Certilman were responsible for charges as if the franchise  agreements
          had been executed.

     -    We reacquired a total of 3,714,616 of the shares owned by Messrs. Lang
          and Weinzimer in  consideration  of the  cancellation  of indebtedness
          owed to us by them in the aggregate amount of $928,654.

     -    We agreed with Mr. Lang to terminate his employment agreement that was
          scheduled  to  expire  in  February  2004,  and DCAP  Management,  our
          wholly-owned subsidiary that operates our franchise business,  entered
          into a new  employment  agreement  with him which expired on September
          30, 2001.  Based upon Mr. Lang's  agreement to forgo the  compensation
          otherwise  payable to him for the balance of the  original  employment
          term  ($667,000,  net of the amount payable to him pursuant to his new
          employment  agreement),  we granted to Mr. Lang a price  concession of
          approximately $85,000 in connection with his purchase of three stores.
          This price concession resulted in a purchase price of $257,000 for Mr.
          Lang.

     -    We agreed with Mr.  Weinzimer to terminate  his  employment  agreement
          that  was  scheduled  to  expire  in  February  2004.  Based  upon Mr.
          Weinzimer's  agreement to forgo the compensation  otherwise payable to
          him for the balance of the employment term  ($729,000),  we granted to
          Mr.  Weinzimer  a  price   concession  of  approximately   $85,000  in
          connection  with his purchase of three stores.  This price  concession
          resulted in a purchase price of $285,000 for Mr. Weinzimer.

     -    We agreed with Mr.  Certilman to terminate  his  employment  agreement
          that was  scheduled to expire in February  2004.  Concurrently,  based
          upon Mr. Certilman's agreement to forgo the compensation otherwise due
          him  for  the  balance  of  the  term  of  the  employment   agreement
          ($365,000), we agreed to cancel indebtedness of approximately $141,000
          that Mr. Certilman owed to us pursuant to his purchase of our interest
          in four DCAP stores as  discussed  above under "Sale of  Interests  in
          Stores."

     -    We agreed with Mr. Haft to terminate his employment agreement that was
          scheduled to expire in February 2004.

     -    Each of Messrs.  Lang,  Weinzimer,  Certilman  and Haft resigned as an
          officer of DCAP Group. Messrs. Lang and Weinzimer also resigned as our
          directors.

     The terms of the above  sales  agreements  were the result of arm's  length
negotiations  between us and each of Messrs.  Lang, Weinzimer and Certilman that
were based upon the terms of other recent sales of our stores to persons who are
not affiliated  with us, then current market  conditions and the  termination of
the employment  agreements with each of them, as discussed above. No independent
appraisal or valuation was received in connection  with the  agreements.  We did
not utilize a special independent committee of our Board of Directors to perform
an analysis of the fairness of the transactions or to negotiate the terms of the
sales on our behalf.

     Relationship

     Certilman Balin Adler & Hyman,  LLP, a law firm of which Mr. Certilman is a
member,  serves as our counsel. It is presently  anticipated that such firm will
continue to  represent us and will receive fees for its services at rates and in
amounts not greater than would be paid to unrelated law firms performing similar
services.  Certilman  Balin has also served as counsel to DCAP Insurance and The
Robert  Plan with  respect  to  certain  matters;  however,  it did not serve as
counsel to DCAP Insurance or Messrs.  Lang and Weinzimer in connection  with our
acquisition of DCAP Insurance,  to Messrs.  Lang or Weinzimer in connection with
the transactions with them discussed under "March 2001 Transactions" or to Eagle
in connection with the issuance of shares to Eagle. In addition, Certilman Balin
did not serve as counsel to either us or Mr.  Certilman in  connection  with the
transactions  with him discussed  under "Sale of Interests in Stores" and "March
2001 Transactions" above.

                        PROPOSAL 1: ELECTION OF DIRECTORS

     Four  directors  are to be elected at the  meeting to serve  until the next
annual meeting of stockholders and until their respective  successors shall have
been elected and have qualified.

     Our Certificate of Incorporation  provides for cumulative  voting of shares
for the election of directors. This means that each stockholder has the right to
cumulate his votes and give to one or more  nominees as many votes as equals the
number of directors to be elected  (four)  multiplied by the number of shares he
is entitled to vote. A stockholder  may therefore cast his votes for one nominee
or distribute them among two or more of the nominees.

     Nominees for Directors

     All  four of the  nominees  are  currently  directors  of DCAP  Group.  The
following  table sets forth each  nominee's  age as of November  12,  2002,  the
positions  and offices  presently  held by him with us, and the year in which he
became a director.  The Board  recommends  a vote FOR all  nominees.  The person
named as proxy intends to vote  cumulatively  all shares  represented by proxies
equally among all nominees for election as directors,  unless proxies are marked
to the contrary.

                                                                                         Director
       Name              Age                   Positions and Offices Held                 Since
       ----              ---                   --------------------------                 -----

Barry B. Goldstein        49        President, Chairman of the Board, Chief Executive       2001
                                    Officer, Chief Financial Officer, Treasurer and
                                    Director

Morton L. Certilman       70        Secretary and Director                                  1989

Jay M. Haft               67        Director                                                1989

Robert M. Wallach         50        Director                                                1999

     Barry B. Goldstein

     Mr.  Goldstein was elected our President,  Chief Executive  Officer,  Chief
Financial  Officer,  Chairman of the Board, and a director in March 2001 and our
Treasurer  in May 2001.  Since April  1997,  he has served as  President  of AIA
Acquisition  Corp.,  which operates  insurance  agencies in Pennsylvania.  Since
1982,  he has served as President of Stone  Equities,  a  consulting  firm.  Mr.
Goldstein  received his B.A.  and M.B.A.  from State  University  of New York at
Buffalo, and has been a certified public accountant since 1979.

     Morton L. Certilman

     Mr.  Certilman  served as our  Chairman  of the Board  from  February  1999
(concurrently  with our  acquisition of DCAP  Insurance)  until March 2001. From
October 1989 to February  1999, he served as our  President.  He was elected our
Secretary  in May 2001 and has served as one of our  directors  since 1989.  Mr.
Certilman  has been engaged in the practice of law since 1956 and is a member of
the law firm of Certilman Balin Adler & Hyman, LLP. Mr. Certilman is Chairman of
the  Long  Island   Regional   Planning   Board,   the  Nassau  County  Coliseum
Privatization  Commission,  and the Northrop/Grumman Master Planning Council. He
served as a director  of the Long  Island  Association  and the New Long  Island
Partnership for a period of ten years and currently  serves as a director of the
Long Island Sports Commission. Mr. Certilman has lectured extensively before bar
associations,  builders'  institutes,  title companies,  real estate institutes,
banking and law school seminars, The Practicing Law Institute,  The Institute of
Real Estate  Management and at annual  conventions of such  organizations as the
National Association of Home Builders,  the Community Associations Institute and
the National Association of Corporate Real Estate Executives. He was a member of
the faculty of the American Law Institute/American  Bar Association,  as well as
the Institute on Condominium and Cluster Developments of the University of Miami
Law Center. Mr. Certilman has written various articles in the condominium field,
and is the author of the New York State Bar Association Condominium Cassette and
the  Condominium  portion of the State Bar  Association  book on "Real  Property
Titles." Mr. Certilman  received an LL.B.  degree,  cum laude, from Brooklyn Law
School.

     Jay M. Haft

     Mr.  Haft  served as our Vice  Chairman  of the Board  from  February  1999
(concurrently  with our  acquisition of DCAP  Insurance)  until March 2001. From
October 1989 to February  1999,  he served as our Chairman of the Board.  He has
served as one of our  directors  since 1989.  Mr.  Haft has been  engaged in the
practice of law since 1959 and since 1994 has served as counsel to Parker Duryee
Rosoff & Haft (and since December 2001, its successor, Reed Smith). From 1989 to
1994, he was a senior  corporate  partner of that firm.  Mr. Haft is a strategic
and  financial   consultant  for  growth  stage  companies.   He  is  active  in
international  corporate  finance and mergers  and  acquisitions.  Mr. Haft also
represents emerging growth companies.  He has actively participated in strategic
planning and fund  raising for many  high-tech  companies,  leading edge medical
technology companies and technical product,  service and marketing companies. He
is a director of many public and private corporations,  including Robotic Vision
Systems, Inc., Encore Medical Corporation, DUSA Pharmaceuticals,  Inc., and Oryx
Technology Corp., all of whose securities are traded on the Nasdaq Stock Market.
Mr.  Haft  is  a  past  member  of  the  Florida   Commission   for   Government
Accountability to the People,  and a national trustee and Treasurer of the Miami
Ballet. He is also a trustee of Florida  International  University and serves on
the advisory board of the Wolfsonian Museum in Miami, Florida. Mr. Haft received
B.A. and LL.B. degrees from Yale University.

     Robert M. Wallach

     Mr.  Wallach  has  served  since  1993 as  President,  Chairman  and  Chief
Executive Officer of The Robert Plan  Corporation,  an insurance company holding
company that provides services to insurance  companies.  He has served as one of
our directors since 1999.

     There are no family  relationships  among any of our executive officers and
directors.

     Each  director   will  hold  office  until  the  next  annual   meeting  of
stockholders  and until his  successor  is elected  and  qualified  or until his
earlier  resignation or removal.  Each executive  officer will hold office until
the initial meeting of the Board of Directors  following the next annual meeting
of  stockholders  and until his  successor is elected and qualified or until his
earlier resignation or removal.

     Committees

     The  Audit  Committee  of the Board of  Directors  is  responsible  for (i)
recommending  independent accountants to the Board, (ii) reviewing our financial
statements  with  management and the  independent  accountants,  (iii) making an
appraisal of our audit effort and the  effectiveness  of our financial  policies
and  practices  and  (iv)   consulting   with  management  and  our  independent
accountants  with regard to the adequacy of internal  accounting  controls.  The
members of the Audit  Committee  currently are Messrs.  Certilman and Haft.  The
directors who serve on the Audit Committee are not "independent" directors based
on the  definition  of  independence  in the listing  standards  of the National
Association  of  Securities  Dealers.  To date,  our Board of Directors  has not
adopted a written charter for the Audit Committee.

     The Finance  Committee  of the Board of Directors  is  responsible  for (i)
developing and analyzing plans for corporate expansion,  examining and adjusting
our capital structure and determining long-range financial requirements and (ii)
other  matters  relating to our  financial  affairs.  The members of the Finance
Committee currently are Messrs. Certilman and Haft.

     We do not have any standing  nominating or  compensation  committees of the
Board of Directors or committees  performing similar functions.  These functions
are currently performed by our Board as a whole.

     Report of the Audit Committee

     In overseeing the preparation of DCAP's financial statements as of December
31, 2001 and for the years ended December 31, 2001 and 2000, the Audit Committee
met with  management  to review and discuss all  financial  statements  prior to
their issuance and to discuss significant accounting issues.  Management advised
the Committee  that all financial  statements  were prepared in accordance  with
generally  accepted  accounting  principles,  and the  Committee  discussed  the
statements with  management.  The Committee also discussed with Holtz Rubenstein
LLP, DCAP's outside auditors,  the matters required to be discussed by Statement
on Auditing  Standards No. 61, as amended by Statement on Auditing Standards No.
90 (Communication with Audit Committees).

     The  Committee  received  the  written  disclosures  and letter  from Holtz
Rubenstein  LLP  required  by  Independence   Standards  Board  Standard  No.  1
(Independence Discussions with Audit Committees) and the Committee discussed the
independence of Holtz Rubenstein LLP with that firm.

     On the basis of these reviews and discussions, the Committee recommended to
the Board of  Directors  that the audited  financial  statements  be included in
DCAP's Annual Report on Form 10-KSB for the fiscal year ended December 31, 2001,
for filing with the Securities and Exchange Commission.

                         Members of the Audit Committee

                               Morton L. Certilman
                                   Jay M. Haft

     Meetings

     Our Board of  Directors  held eight  meetings  during the fiscal year ended
December 31, 2001. All of our then directors attended all such meetings with the
exception of Mr. Wallach, who attended three of the meetings.  Neither the Audit
Committee nor the Finance  Committee of the Board of Directors held any meetings
during the fiscal year ended December 31, 2001.

     Section 16(a) Beneficial Ownership Reporting Compliance

     Section  16 of  the  Exchange  Act  requires  that  reports  of  beneficial
ownership  of common  shares  and  changes in such  ownership  be filed with the
Securities and Exchange Commission by Section 16 "reporting  persons," including
directors,  certain officers, holders of more than 10% of the outstanding common
shares and  certain  trusts of which  reporting  persons  are  trustees.  We are
required to disclose in this proxy statement each reporting  person whom we know
to have failed to file any required  reports  under Section 16 on a timely basis
during the fiscal year ended December 31, 2001. To our  knowledge,  based solely
on a review of written representations that no reports were required, during the
fiscal  year  ended  December  31,  2001,   our  officers,   directors  and  10%
stockholders  complied with all Section 16(a) filing requirements  applicable to
them,  except  that (i)  Kevin  Lang and  Abraham  Weinzimer,  former  officers,
directors and 10% stockholders,  filed their respective Form 4 late (which forms
reported one transaction) and (ii) Barry Goldstein filed his Form 3 late.

                 PROPOSAL 2: AMENDMENT TO 1998 STOCK OPTION PLAN
                     TO INCREASE NUMBER OF AUTHORIZED SHARES

     The Board of Directors recommends that stockholders approve an amendment to
our 1998 Stock Option Plan to increase the number of common shares authorized to
be issued  from  3,000,000  to  3,750,000.  As of October 31,  2002,  there were
2,900,000 common shares issuable pursuant to the exercise of outstanding options
granted  under the plan.  The plan  plays an  important  role in our  efforts to
attract and retain  employees of outstanding  ability and to align the interests
of employees with those of the stockholders  through  increased stock ownership.
In order to continue to provide  appropriate  equity  incentives to employees in
the future,  the Board has approved an increase in the number of reserved shares
subject to stockholder  approval.  As discussed below, the plan is also designed
to provide incentives to non-employee directors of, and consultants and advisors
to, us and our subsidiaries.

     The following  statements  include  summaries of certain  provisions of the
plan.  The  statements  do not purport to be complete and are qualified in their
entirety  by  reference  to the  provisions  of the  plan,  a copy of  which  is
available at our offices.

     Purpose

     The  purpose of the plan is to advance  the  interests  of DCAP by inducing
persons or entities of  outstanding  ability  and  potential  to join and remain
with, or provide  consulting or advisory services to, us and our subsidiaries by
encouraging and enabling eligible employees, non-employee directors, consultants
and advisors to acquire proprietary interests,  and by providing such employees,
non-employee directors, consultants and advisors with an additional incentive to
promote success of DCAP.

     Administration

     The plan  provides  for its  administration  by the Board or by a committee
consisting  of at  least  one  person  chosen  by the  Board.  The  Board or the
committee has  authority  (subject to certain  restrictions)  to select from the
group of eligible employees,  non-employee  directors,  consultants and advisors
the  individuals  or entities to whom options will be granted,  and to determine
the times at which and the exercise price for which options will be granted. The
Board  or  the   committee  is   authorized   to  interpret  the  plan  and  the
interpretation  and  construction by the Board or the committee of any provision
of the plan or of any option granted  thereunder  shall be final and conclusive.
The receipt of options by  directors or any members of the  committee  shall not
preclude  their vote on any matters in  connection  with the  administration  or
interpretation of the plan.

     Nature of Options

     The Board or committee  may grant options under the plan which are intended
to either qualify as "incentive stock options" within the meaning of Section 422
of the Internal Revenue Code (we refer to this as the "Code") or not so qualify.
We refer to options that do not so qualify as "nonstatutory  stock options." The
Federal income tax consequences  relating to the grant and exercise of incentive
stock options and nonstatutory  stock options are described below under "Federal
Income Tax Consequences."

     Eligibility

     Subject  to  certain  limitations  as set  forth in the  plan,  options  to
purchase  shares may be granted  thereunder  to persons or entities  who, in the
case of incentive  stock options,  are employees or, in the case of nonstatutory
stock  options,   are  employees  or  non-employee   directors  of,  or  certain
consultants  or  advisors  to, us or our  subsidiaries.  At  October  31,  2002,
approximately  73 employees and three  non-employee  directors  were eligible to
receive options under the plan.

     Option Price

     The option price of the shares subject to an incentive stock option may not
be less than the fair market  value (as such term is defined in the plan) of the
common shares on the date upon which such option is granted. In addition, in the
case of a recipient of an incentive  stock option who, at the time the option is
granted, owns more than 10% of the total combined voting power of all classes of
our stock or of a parent or of any of our subsidiaries,  the option price of the
shares  subject to such option must be at least 110% of the fair market value of
the common shares on the date upon which such option is granted.

     The option price of shares subject to a  nonstatutory  stock option will be
determined  by the Board of Directors or the  committee at the time of grant and
need not be equal to or greater than the fair market value of our common shares.

     On November  13,  2002,  the closing  bid price for our common  shares,  as
reported by the OTC Bulletin Board, was $.40 per share.

     Exercise of Options

     An option  granted under the plan shall be exercised by the delivery by the
holder to our  Secretary  at our  principal  office  of a written  notice of the
number of shares with respect to which the option is being exercised. The notice
must be accompanied,  or followed within ten days, by payment of the full option
price of such shares which must be made by the holder's  delivery of (i) a check
in such amount or (ii) previously  acquired common shares, the fair market value
of which shall be determined as of the date of exercise, or a combination of (i)
and (ii).

     Duration of Options

     No incentive stock option granted under the plan shall be exercisable after
the expiration of ten years from the date of its grant. However, if an incentive
stock  option  is  granted  to a  10%  stockholder,  the  option  shall  not  be
exercisable after the expiration of five years from the date of its grant.

     Nonstatutory  stock options  granted under the plan may be of such duration
as shall be determined by the Board or the committee.

     Non-Transferability

     Options granted under the plan are not transferable  otherwise than by will
or the laws of descent and distribution and such options are exercisable, during
a holder's lifetime, only by the optionee.

     Death, Disability or Termination of Employment

     Subject  to the  terms of the  stock  option  agreement  pursuant  to which
options are  granted,  if the  employment  of an  employee or the  services of a
non-employee  director,  consultant or advisor shall be terminated for cause, or
such employment or services shall be terminated voluntarily, any options held by
such  persons or  entities  shall  expire  immediately.  If such  employment  or
services  shall   terminate  other  than  by  reason  of  death  or  disability,
voluntarily by the employee, non-employee director, consultant or advisor or for
cause,  then,  subject to the terms of the stock  option  agreement  pursuant to
which options are granted, such option may be exercised at any time within three
months  after such  termination,  but in no event  after the  expiration  of the
option.  For  purposes  of the plan,  the  retirement  of an  individual  either
pursuant  to a  pension  or  retirement  plan  adopted  by us or at  the  normal
retirement  date  prescribed  from  time to time by us shall be  deemed  to be a
termination  of such  individual's  employment  other  than  voluntarily  by the
employee or for cause.

     Subject  to the  terms of the  stock  option  agreement  pursuant  to which
options are granted,  if an option holder under the plan (i) dies while employed
by us or any of our subsidiaries or while serving as a non-employee director of,
or consultant or advisor to, us or any of our subsidiaries,  or (ii) dies within
three months after the  termination  of his  employment  or services  other than
voluntarily or for cause, then such option may be exercised by the estate of the
employee,  non-employee  director,  consultant  or  advisor,  or by a person who
acquired such option by bequest or inheritance  from the deceased option holder,
at any time  within one year after his death.  Subject to the terms of the stock
option  agreement  pursuant to which  options are  granted,  if the holder of an
option under the plan ceases  employment  or services  because of permanent  and
total  disability  (within  the  meaning of Section  22(e)(3) of the Code) while
employed by, or while  serving as a  non-employee  director of, or consultant or
advisor to, us or any of our subsidiaries,  then such option may be exercised at
any time within one year after his  termination  of  employment,  termination of
directorship,  or termination of consulting or advisory arrangement or agreement
due to the disability.

     Amendment and Termination

     The plan (but not options previously granted thereunder) shall terminate on
November  2,  2008,  ten years  from the date that it was  adopted by the Board.
Subject to certain limitations, the plan may be amended or modified from time to
time or terminated at an earlier date by the Board or by the stockholders.

     Plan Benefits

     The  following  table  sets forth  certain  information  regarding  options
granted  under the plan to (i) each person  listed in the  Summary  Compensation
Table under "Executive  Compensation,"  (ii) all current executive officers as a
group,  (iii) all current  directors who are not executive  officers as a group,
(iv) each  nominee for  election as a director,  (v) each  associate of any such
directors,  executive officers or nominees,  (vi) each other person who received
5% of the options granted and (vii) all employees,  including  current  officers
who are not executive officers, as a group:

                                                                     Common Shares            Average Weighted
                                                                       Underlying              Exercise Price
         Name and Position                                           Options Granted              Per Share
         -----------------                                           ---------------              ---------

Barry Goldstein, President, Chairman of the                              2,000,000                   $.28
  Board, Chief Executive Officer, Chief
  Financial Officer and Treasurer

Morton L. Certilman, formerly Chairman of the                              350,000                  $1.84
  Board; currently Secretary

Jay M. Haft, formerly Vice Chairman of the                                 350,000                  $1.84
  Board

Kevin Lang, formerly President of DCAP Group                               200,000 (1)              $2.69
  and President of DCAP Management

Abraham Weinzimer, formerly Executive Vice                                 200,000 (1)              $2.69
  President

Robert Wallach, Director                                                      -0-                     -

All current executive officers as a group                                2,000,000                   $.28
(1 person)

All current directors who are not executive officers as a                  700,000                  $1.84
group (3 persons)

All employees, including all current officers who are not                  200,000                   $.30
executive officers, as a group

- -----------------
(1)  Expired.

     Federal Income Tax Consequences

     Nonstatutory Stock Options

     Under the Code and the  Treasury  Department  Regulations,  a  nonstatutory
stock  option  does not  ordinarily  have a "readily  ascertainable  fair market
value"  when it is  granted.  This rule will apply to our grant of  nonstatutory
stock  options.  Consequently,  the grant of a  nonstatutory  stock option to an
optionee  will result in neither  income to him nor a deduction to us.  Instead,
the optionee  will  recognize  compensation  income at the time he exercises the
nonstatutory  stock option in an amount equal to the excess, if any, of the then
fair  market  value of the  shares  transferred  to him over the  option  price.
Subject to the applicable  provisions of the Code and the Regulations  regarding
withholding  of tax, a deduction will be allowable to us in the year of exercise
in the same amount as is includable in the optionee's income.

     For  purposes of  determining  the  optionee's  gain or loss on the sale or
other  disposition  of  the  shares  transferred  to  him  upon  exercise  of  a
nonstatutory  stock option,  the optionee's basis in such shares will be the sum
of his option price plus the amount of compensation  income recognized by him on
exercise.  Such gain or loss will be capital  gain or loss and will be long-term
or short-term  depending upon whether the optionee held the shares for more than
one year or one year or less.  No part of any such  gain will be an "item of tax
preference" for purposes of the "alternative minimum tax."

     Incentive Stock Options

     Options  granted  under the plan which  qualify as incentive  stock options
under Section 422 of the Code will be treated as follows:

     Except to the extent that the alternative  minimum tax rule described below
applies, no tax consequences will result to the optionee or us from the grant of
an incentive  stock option to, or the exercise of an incentive  stock option by,
the optionee. Instead, the optionee will recognize gain or loss when he sells or
disposes of the shares  transferred to him upon exercise of the incentive  stock
option.  For purposes of determining  such gain or loss, the optionee's basis in
such shares will be his option price. If the date of sale or disposition of such
shares is at least two years after the date of the grant of the incentive  stock
option,  and at least one year  after  the  transfer  of the  shares to him upon
exercise of the  incentive  stock option,  the optionee  will realize  long-term
capital gain treatment upon their sale or disposition.

     Generally,  we will not be allowed a deduction with respect to an incentive
stock option. However, if an optionee fails to meet the foregoing holding period
requirements (a so-called disqualifying disposition), any gain recognized by the
optionee  upon the sale or  disposition  of the shares  transferred  to him upon
exercise of an  incentive  stock option will be treated in the year of such sale
or  disposition as ordinary  income,  rather than capital gain, to the extent of
the  excess,  if any,  of the fair  market  value of the  shares  at the time of
exercise  (or,  if less,  in certain  cases the amount  realized on such sale or
disposition)  over  their  option  price,  and in that case we will be allowed a
corresponding deduction.

     For purposes of the alternative  minimum tax, the amount,  if any, by which
the fair  market  value of the  shares  transferred  to the  optionee  upon such
exercise exceeds the option price will be included in determining the optionee's
alternative  minimum taxable income. In addition,  for purposes of such tax, the
basis of such shares will include such excess.

     To the extent that the aggregate fair market value  (determined at the time
the option is  granted)  of the stock  with  respect  to which  incentive  stock
options are  exercisable  for the first time by the optionee during any calendar
year exceeds $100,000, such options will not be incentive stock options. In this
regard, upon the exercise of an option which is deemed, under the rule described
in the preceding sentence, to be in part an incentive stock option and in part a
nonstatutory stock option,  under existing Internal Revenue Service  guidelines,
we may designate which shares issued upon exercise of such options are incentive
stock options and which shares are nonstatutory stock options. In the absence of
such  designation,  a pro rata  portion of each share issued is to be treated as
issued  pursuant to the exercise of an incentive stock option and the balance of
each share treated as issued  pursuant to the exercise of a  nonstatutory  stock
option.

     Recommendation and Required Vote

     The affirmative vote of the holders of a majority of our outstanding common
shares present at the meeting,  in person or by proxy,  is required for approval
of this  proposal.  Our Board of Directors  recommends a vote FOR this  proposed
amendment to the 1998 Stock Option Plan.

                         INDEPENDENT PUBLIC ACCOUNTANTS

     Holtz  Rubenstein & Co., LLP has served as our auditors  since 1990 and was
selected as our independent  public  accountants with respect to the fiscal year
ended December 31, 2001.

     It is not expected that a  representative  of Holtz  Rubenstein will attend
the meeting.

     Audit Fees

     The aggregate  fees billed by Holtz  Rubenstein for  professional  services
rendered for the audit of our annual  financial  statements  for the 2001 fiscal
year and the review of the financial statements included in our Forms 10-QSB for
that fiscal year were approximately $60,000.

     Financial Information Systems Design and Implementation Fees

     During  fiscal  2001,  Holtz  Rubenstein  did not  render  to us any of the
professional  services with regard to financial  information  systems design and
implementation described in paragraph (c)(4)(ii) of Rule 2-01 of Regulation S-X.

     All Other Fees

     The aggregate  fees billed for services  rendered by Holtz  Rubenstein  for
fiscal 2001,  other than the services  described  above under "Audit Fees," were
approximately $15,000.

     The Audit  Committee  has  determined  that the  provision  of the services
covered in "All Other Fees" is compatible with  maintaining  Holtz  Rubenstein's
independence.

                              STOCKHOLDER PROPOSALS

     Stockholder  proposals  intended to be presented at our next annual meeting
of  stockholders  pursuant to the provisions of Rule 14a-8 of the Securities and
Exchange Commission, promulgated under the Exchange Act, must be received at our
offices  in  Hewlett,  New York by July  18,  2003 for  inclusion  in our  proxy
statement and form of proxy  relating to such meeting.  We,  however,  intend to
hold our next  annual  meeting  earlier  in 2003 than in 2002.  Accordingly,  we
suggest that stockholder  proposals  intended to be presented at the next annual
meeting be submitted  well in advance of April 15, 2003,  the earliest date upon
which we  anticipate  the proxy  statement  and form of proxy  relating  to such
meeting will be released to stockholders.

     The  following  requirements  with  respect to  stockholder  proposals  and
stockholder nominees to our Board of Directors are included in our By-Laws.

     1. Stockholder Proposals.  In order for a stockholder to make a proposal at
an annual  meeting of  stockholders,  under our By-Laws,  timely  notice must be
received by us in advance of the meeting.  To be timely,  the  proposal  must be
received by our Secretary at our principal executive offices (as provided below)
on a date which is not less than 60 days nor more than 90 days prior to the date
which is one year from the date of the  mailing of the proxy  statement  for the
prior year's annual meeting of stockholders. If during the prior year we did not
hold an annual  meeting,  or if the date of the meeting for which a  stockholder
intends to submit a proposal  has changed more than 30 days from the date of the
meeting in the prior year,  then the notice must be received a  reasonable  time
before we mail the proxy statement for the current year. A stockholder's  notice
must set forth as to each matter the  stockholder  proposes to bring  before the
annual  meeting  certain  information  regarding  the  proposal,  including  the
following:

- -    a brief  description  of the  business  desired  to be  brought  before the
     meeting and the reasons for conducting such business at such meeting;

- -    the name and address of the stockholder proposing such business;

- -    the class and number of our  shares  which are  beneficially  owned by such
     stockholder; and

- -    any material interest of such stockholder in such business.

     2. Stockholder Nominees. In order for a stockholder to nominate a candidate
for  director,  under  our  By-Laws,  timely  notice of the  nomination  must be
received  by us in advance of the  meeting.  To be  timely,  the notice  must be
received at our principal executive offices (as provided below) not less than 60
days nor more than 90 days prior to the meeting;  however, if less than 70 days'
notice of the date of the meeting is given to stockholders and public disclosure
of the meeting date,  pursuant to a press release,  is either not made at all or
is made less than 70 days prior to the meeting date,  notice by a stockholder to
be timely  made must be so  received  no later than the close of business on the
tenth day following the earlier of the following:

- -    the day on which  the  notice  of the date of the  meeting  was  mailed  to
     stockholders, or

- -    the day on which such public disclosure of the meeting date was made.

     The  stockholder  sending the notice of nomination  must  describe  various
matters, including such information as:

- -    the name, age, business and residence  addresses,  occupation or employment
     and shares held by the nominee;

- -    any other information  relating to such nominee required to be disclosed in
     a proxy statement; and

- -    the name, address and number of shares held by the stockholder.

     These  requirements are separate from and in addition to the requirements a
stockholder must meet to have a proposal included in our proxy statement.

     Any notice given pursuant to the foregoing requirements must be sent to our
Secretary at 1158  Broadway,  Hewlett,  New York 11557.  The foregoing is only a
summary of the  provisions of our By-Laws that relate to  stockholder  proposals
and stockholder nominations for director. Any stockholder desiring a copy of our
By-Laws will be furnished one without  charge upon receipt of a written  request
therefor.

                                 OTHER BUSINESS

     While the  accompanying  Notice of Annual Meeting of Stockholders  provides
for the  transaction  of such other  business  as may  properly  come before the
meeting,  we have no  knowledge  of any matters to be  presented  at the meeting
other  than  those  listed as  Proposals  1 and 2 in the  notice.  However,  the
enclosed proxy gives discretionary authority in the event that any other matters
should be presented.

                                   FORM 10-KSB

     This proxy  statement is accompanied by a copy of our Annual Report on Form
10-KSB for the year ended December 31, 2001.

                                                Barry Goldstein
                                                Chief Executive Officer
Hewlett, New York
November 15, 2002

                                DCAP GROUP, INC.

           This Proxy is Solicited on Behalf of the Board of Directors

     The undersigned hereby appoints Barry Goldstein as proxy, with the power to
appoint his  substitute,  and hereby  authorizes  him to represent  and vote, as
designated below, all the common shares of DCAP Group, Inc. (the "Company") held
of record by the  undersigned  at the close of business on November  12, 2002 at
the Annual  Meeting  of  Stockholders  to be held on  December  12,  2002 or any
adjournment thereof.

1    Election of Directors:

FOR all nominees listed below                 WITHHOLD AUTHORITY to vote
(except as marked to the contrary)            for all nominees listed below

(Instruction:  To withhold authority to vote for any individual nominee,  strike
such nominee's name from the list below.)

Barry Goldstein      Morton L. Certilman      Jay M. Haft      Robert M. Wallach

2    Proposal to approve an increase in the number of common  shares  authorized
to be issued  pursuant to the Company's 1998 Stock Option Plan from 3,000,000 to
3,750,000.

     FOR                    AGAINST                        ABSTAIN
         -----                      ------                         -----

3    In his discretion, the proxy is authorized to vote upon such other business
as may properly come before the meeting.

     This proxy, when properly executed, will be voted in the manner directed by
the undersigned  stockholder.  If no direction is made, this proxy will be voted
FOR the election of the named nominees as directors and FOR Proposal 2.

     PLEASE  MARK,  SIGN,  DATE AND  RETURN THE PROXY  CARD  PROMPTLY  USING THE
ENCLOSED ENVELOPE.

                    Please sign exactly as name appears  below.  When shares are
                    held by joint  tenants,  both should  sign.  When signing as
                    attorney,  executor,  administrator,  trustee  or  guardian,
                    please  give full title as such.  If a  corporation,  please
                    sign  in  full  corporate  name by the  President  or  other
                    authorized  officer.  If a partnership or limited  liability
                    company,  please sign in  partnership  or limited  liability
                    company name by authorized person.

                    Dated:----------, 2002

                    ----------------------------
                    Signature

                    ----------------------------
                    Signature if held jointly