<PAGE>


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549


                                   FORM 10-QSB
                                   -----------

[X]     Quarterly  Report  pursuant  to  Section  13  or 15(d) of the Securities
        Exchange  Act  of  1934

For  the  quarterly  period  ended  June  30,  2002

[ ]     Transition  Report  pursuant  to Section 13 or 15(d) of the Securities
        Exchange  Act  of  1934

        For  the  transition  period  from  __________  to  __________

        Commission  File  Number  0-30375

                             LAS VEGAS GAMING, INC.
                             ----------------------
        (Exact name of Small Business Issuer as specified in its charter)

Nevada                                              88-0392994
--------------------------------                    ----------
(State  or other jurisdiction of                    (IRS Employer
incorporation)                                      Identification No.)

          3120 SOUTH RAINBOW BLVD. SUITE 204   LAS VEGAS, NEVADA 89146
          ------------------------------------------------------------
                    (Address of principal executive offices)
                    ----------------------------------------

                                  702-733-9703
                                  ------------
                           (Issuer's telephone number)
                           ---------------------------

        _________________________________________________________________
     (Former name, former address and former fiscal year if changed since last
                                     report)


State the number of shares outstanding of each of the issuer's classes of common
equity,  as of the latest practicable date:  5,833,355 shares of Common Stock as
of  August  7,  2002.

Transitional  Small  Business  Disclosure Format (check one):  Yes [  ]   No [X]


<PAGE>

                         PART I.  FINANCIAL INFORMATION

Item  1.          Financial  Statements

GENERAL

The  Company's unaudited financial statements included with this Form 10-QSB are
as  follows:

(a)  Balance  Sheets  as  of  June  30,  2002,  and  December  31,  2001;

(b)  Statements of Operations - three months and six months ended June 30, 2002,
     and  three  months  and  six  months  ended  June  30,  2001;

(c)  Statement  of  Stockholders'  Equity  -  January 1, 2002, to June 30, 2002;

(d)  Statement  of  Cash  Flows  -  six  months  ended  June 30, 2002, and 2001;

(e)  Notes  to  Financial  Statements.




                                       2

<PAGE>

<TABLE>
<CAPTION>

LAS VEGAS GAMING, INC. AND SUBSIDIARY
BALANCE SHEETS

                                                        June 30,    December 31,
                                                          2002          2001
                                                      ------------  ------------
                                                      (Unaudited)
<S>                                                   <C>           <C>

ASSETS
Current assets:
Cash                                                  $ 2,402,853   $ 3,930,732
Accounts receivable, net of allowance                      70,929        50,803
Inventories                                                56,917       130,513
Prepaid expense                                            17,762        23,622
Jackpot reserve deposits                                3,800,994     3,602,920
                                                      ------------  ------------

                                                        6,349,455     7,738,590

Equipment and software, net of accumulated
 depreciation                                             773,930       508,423

Other assets:
Unamortized trademarks, copyrights, patents
 and other intangibles                                    126,500       162,500
Deposits and other                                        104,447        16,754
                                                      ------------  ------------

                                                      $ 7,354,332   $ 8,426,267
                                                      ============  ============

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable                                      $   161,120   $    53,039
Progressive jackpot liability                             290,461       171,619
                                                      ------------  ------------
                                                          451,581       224,658
                                                      ------------  ------------

Stockholders' equity:
Preferred stock, $.001 par, 5,000,000 shares
 authorized, 552,400 shares issued and outstanding            552           552
Common stock, $.001 par, 25,000,000 shares
 authorized, 5,833,355 and 5,789,268 shares issued,
 issuable and outstanding                                   5,833         5,789
Additional paid-in capital                             12,143,104    12,121,104
Notes receivable - officers                              (420,000)     (420,000)
Deficit                                                (4,826,738)   (3,505,836)
                                                      ------------  ------------

                                                        6,902,751     8,201,609
                                                      ------------  ------------

                                                      $ 7,354,332   $ 8,426,267
                                                      ============  ============
</TABLE>


See  notes  to  financial  statements


                                       3

<PAGE>

<TABLE>
<CAPTION>

LAS VEGAS GAMING, INC. AND SUBSIDIARY
STATEMENTS OF OPERATIONS
FOR THE THREE MONTH PERIODS ENDED JUNE 30, 2002 AND 2001 (Unaudited)


                                         Three        Three
                                         Months       Months
                                         Ended        Ended
                                         June 30,     June 30,
                                           2002         2001
                                       -----------  -----------
<S>                                    <C>          <C>

Sales                                  $  293,254   $        0
                                       -----------  -----------

Costs and expenses
Gaming operations                         566,585            0
Selling, general and administrative       356,040      391,683
Research and development                   45,278            0

Depreciation and amortization              71,011       46,494
                                       -----------  -----------
                                        1,038,914      438,177
                                       -----------  -----------

Loss before interest and other income    (745,660)    (438,177)

Interest and other income                  29,118       89,464
                                       -----------  -----------

Net loss                               $ (716,542)  $ (348,713)
                                       ===========  ===========

Basic and diluted net loss per share   $    (0.12)  $     (.10)
                                       ===========  ===========

Weighted average shares outstanding     5,833,355    3,491,743
                                       ===========  ===========

</TABLE>



See  notes  to  financial  statements.


                                       4

<PAGE>

<TABLE>
<CAPTION>

LAS VEGAS GAMING, INC. AND SUBSIDIARY
STATEMENTS OF OPERATIONS
FOR THE SIX MONTH PERIODS ENDED JUNE 30, 2002 AND 2001 (Unaudited)


                                           Six           Six
                                          Months        Months
                                          Ended         Ended
                                         June 30,      June 30,
                                           2002         2001
                                       ------------  -----------
<S>                                    <C>           <C>

Sales                                  $   472,478   $      764
                                       ------------  -----------

Costs and expenses
Gaming operations                          872,417            0
Selling, general and administrative        762,192      541,222
Research and development                    81,918            0

Depreciation and amortization              142,022      122,090
                                       ------------  -----------
                                         1,858,549      663,312
                                       ------------  -----------

Loss before interest and other income   (1,386,071)    (662,548)

Interest and other income                   65,169      161,283
                                       ------------  -----------

Net loss                               $(1,320,902)  $ (501,265)
                                       ============  ===========

Basic and diluted net loss per share   $     (0.23)  $    (0.15)
                                       ============  ===========

Weighted average shares outstanding      5,827,057    3,309,635
                                       ============  ===========


</TABLE>



See  notes  to  financial  statements.


                                       5

<PAGE>

<TABLE>
<CAPTION>

LAS VEGAS GAMING, INC. AND SUBSIDIARY
STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE PERIOD FROM JANUARY 1, 2002 TO JUNE 30, 2002 (Unaudited)


                                  Preferred     Common     Additional     Due From
                                    Stock        Stock       Paid-In      Officers/
                                  Par Value    Par Value     Capital     Shareholders     Deficit
                                 ------------  ----------  -----------  --------------  ------------
<S>                              <C>           <C>         <C>          <C>             <C>

Balances,
  December 31, 2001              $       552   $    5,789  $12,121,104  $    (420,000)  $(3,505,836)


Net loss                                                                                 (1,320,902)


Stock options
exercised                                              44       22,000
                                 ------------  ----------  -----------  --------------  ------------
Balances,
  June 30, 2002                  $       552   $    5,833  $12,143,104  $    (420,000)  $(4,826,738)
                                 ============  ==========  ===========  ==============  ============


</TABLE>



See  notes  to  financial  statements.


                                       6

<PAGE>

<TABLE>
<CAPTION>

LAS VEGAS GAMING, INC. AND SUBSIDIARY
STATEMENTS OF CASH FLOWS
FOR THE SIX MONTH PERIODS ENDED JUNE 30, 2002 AND 2001 (Unaudited)


                                            Six           Six
                                           Months        Months
                                           Ended         Ended
                                          June 30,      June 30,
                                           2002          2001
                                       ------------  ------------
<S>                                    <C>           <C>

Operating activities:
Net cash used in operating activities  $  (892,627)  $  (494,427)
                                       ------------  ------------


Investing activities:
Deposits                                   (87,693)            0
Jackpot reserves                          (198,074)   (3,980,828)
Purchase of equipment                     (371,529)     (281,687)
                                       ------------  ------------
Cash used in investing activities         (657,296)   (4,262,515)
                                       ------------  ------------

Financing activities:
Proceeds from sale of common stock          22,044             0
Proceeds from sale of preferred stock            0     4,890,535
Cash offering costs                              0       (14,399)
                                       ------------  ------------
Cash provided by financing activities       22,044     4,876,136
                                       ------------  ------------

Increase (decrease) in cash             (1,527,879)      119,194

Balance, beginning of period             3,930,732       682,227
                                       ------------  ------------


Balance, end of period                 $ 2,402,853   $   801,421
                                       ============  ============


</TABLE>


See  notes  to  financial  statements.


                                       7

<PAGE>

LAS VEGAS GAMING, INC.
NOTES TO FINANCIAL STATEMENTS

1.     Basis  of  Presentation:

The accompanying financial statements have been prepared by the Company pursuant
to  the rules and regulations of the Securities and Exchange Commission relating
to  interim financial statements.  Accordingly, certain information and footnote
disclosures  normally  included  in  the annual financial statements prepared in
accordance  with generally accepted accounting principles have been condensed or
omitted.  For  further  information,  please  refer  to  the  annual  financial
statements  of the Company, and the related notes, included within the Company's
Annual  Report  on  Form  10-KSB  for  the  fiscal year ended December 31, 2001,
previously  filed  with  the  Securities  &  Exchange Commission, from which the
information  as  of  December  31,  2001,  is  derived.

In  the  opinion  of  management,  all necessary adjustments (consisting only of
normal  recurring adjustments) considered necessary for a fair presentation have
been  included.  The  results  for  the  interim  period  are  not  necessarily
indicative  of  the  results  to  be  expected  for  the  full  year.

2.     Nature  of  Business:

The  Company is in the business of developing, marketing and distributing casino
games  and  related  supplies.  Prior  to  July  1, 2001, the Company was in the
development  stage.

3.     Commitments  and  contingencies:

Gaming  regulations  and  licensing.  The  Company is licensed to conduct gaming
operations  in  Nevada,  Arizona,  Nebraska,  Oregon and certain Native American
tribes.  The  Company  is  attempting  to  secure  licensure  in Mississippi and
Washington.  Failure  to  obtain and retain the necessary licenses would prevent
the Company from fully implementing its business plans and could have a material
adverse  effect  on  the  Company.

Progressive  jackpots.  The  Company  provides  cash  reserve  deposits  and may
directly  or  indirectly  purchase  insurance  to  fund  the progressive jackpot
liability.  The  Company's  progressive jackpot commitment at June 30, 2002, was
$3,308,345.  The  Company's  insurance  and  cash  reserves  exceed  its  total
commitment  by  approximately  $3,510,000.


                                       8

<PAGE>

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

This  report  on  Form 10-QSB contains certain forward-looking statements within
the meaning of section 21(e) of the Securities Exchange Act of 1934, as amended,
and  other  applicable securities laws.  All statements other than statements of
historical  fact  are  "forward-looking  statements"  for  purposes  of  these
provisions,  including any projections of earnings, revenues, or other financial
items; any statements of the plans, strategies, and objectives of management for
future  operation; any statements concerning proposed new products, services, or
developments,  any  statements  regarding  future  economic  conditions  or
performance,  statements  of belief, and any statement of assumptions underlying
any  of  the foregoing.  Such forward-looking statements are subject to inherent
risks  and  uncertainties, and actual results could differ materially from those
anticipated  by  the  forward-looking  statements.

Overview

The  Company  is  in  the  business  of marketing and distributing casino games.
Operating  revenues  in  the current quarter were $293,254.  This was the second
quarter  since  the  Company  began  to  earn meaningful revenue from its Nevada
Numbers keno game.  The Company entered the quarter with 17 casinos offering the
game  and  ended  the  quarter with 25 casinos offering the game.  Currently the
game  is  offered  in  25  casinos  with  seven more under contract.  Management
expects  to  be  operating  in  approximately 40 to 50 casinos by the end of the
year.

In  March of 2002, the Company contracted with GameTech International and Triple
Win  to  develop  Nevada Bingo, a linked and progressive bingo game.  Management
expects to begin the beta test for this game in the fourth quarter of this year,
subject  to  Nevada  gaming  approval  and  market  conditions.

Management  currently  intends to focus its primary efforts on the installation,
marketing  and  operation of its Nevada Numbers (NN) game and the launch of both
its  Nevada  Bingo game and its new linked, progressive, keno game, "The Million
Dollar  Ticket".

Management  expects  to consummate its acquisition of Imagineering Systems, Inc.
by  the  end  of  the  current  year.

Management  has  engaged  an investment-banking firm to raise equity capital for
the  Company  via  a  private  offering.  The  funds  from  the  offering,  if
consummated,  will  be  used  to provide jackpot security for new games, working
capital, and funds for equipment purchases, among other potential business uses.

There  is currently no public market for the Company's common stock.  Management
intends  to  apply  to  be  traded  on  an  exchange  as  soon as the Company is
generating sufficient revenues to support a trading price, or it is otherwise in
the  best  interests  of  the  Company  to  do  so.


                                       9

<PAGE>

RESULTS  OF  OPERATIONS

Net  revenue  for the six months ended June 30, 2002, increased to $472,478 from
$764  for  the  six  months  ended  June 30, 2001.  The Company was still in the
development  stage  during  the  earlier  period.  This  increase in revenue was
primarily  attributable  to  the  licensing  and  placement of Nevada Numbers in
casinos during the past year and within the period reported.  Interest and other
income  for  the  six month ended June 30, 2002, was $65,169 versus $161,283 for
the  six-months  period  ended  June  30,  2001.

The  Company's  operating  expenses  increased  to $1,858,549 for the six months
ended June 30, 2002, from $663,312 for the six months ended June 30, 2001.  This
increase  in  expenses  was largely due to the expansion of the Company's gaming
operations,  and  increase  in  the  Company's  administrative  requirements and
selling  efforts  including  the  hiring  of  a computer software engineer and a
salesperson.  The  Company incurred selling, general and administrative costs in
the  amount  of  $762,192  for the six months ended June 30, 2002, compared with
$541,222  for the six months ended June 30, 2001.  The Company incurred expenses
from  gaming  operations  of  $872,417  for  the six months ended June 30, 2002,
compared  with  $0  for  the  six  months  ended  June  30,  2001.

The Company had net losses of $1,320,902 for the six months ended June 30, 2002,
up  from  its  development  stage net loss of $501,265 for the same period ended
June  30,  2001.  Generally,  the  increase  in net losses was the result of the
increase  in  expenses  attributable  to its gaming operations, in excess of its
increased  revenues,  as  it marketed and continued to expand its Nevada Numbers
network.  The basic and diluted net loss per share for the six months ended June
30,  2002,  was  $0.23, up from a loss of $0.15 per share for the same period in
2001.

The  Company anticipates that losses will likely continue through the end of the
year,  after which gaming operations should produce sufficient revenues to cover
operating  expenditures.


Liquidity  and  Capital  Resources

As  of  June  30,  2002,  the  Company  maintained  $2,402,853  in cash and cash
equivalents  and  $3,800,994  in jackpot reserve deposits (collectively, "Liquid
Resources").  During  the  first  half  of 2002, the Company spent approximately
$370,000  on  capital  equipment  as  it  continued to supply its customers with
equipment  for  Nevada Numbers.  This represents a significant increase from the
nominal  expenditure  levels in the same period in 2001.  Management anticipates
that  the  Company will continue to operate at a cash flow deficit over the next
several  months  as  it  expends  cash  for, among other things, working capital
needs,  supporting  new  ventures  including  the  proposed  acquisition  of
Imagineering  Systems, Inc. and the purchase of equipment for, and the marketing
and  promotion  of, Nevada Numbers, Nevada Bingo, and The Million Dollar Ticket.
Management  intends  to  fund  the jackpot security requirements for The Million
Dollar  Ticket  from  the  proceeds  of  an  equity  offering.  Other  operating
requirements  are  expected  to  be  funded  from existing cash reserves and, if
necessary,  proceeds  from  a  future  equity  offering.


                                       10

<PAGE>

                           PART II - OTHER INFORMATION

Item 1.     Legal  Proceedings

None

Item 2.     Changes  in  Securities  and  Use  of  Proceeds

None

Item 3.     Defaults  Upon  Senior  Securities

None

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

None

Item 5.     Other  Information

None

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

None


                                       11

<PAGE>

                                   SIGNATURES

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

                                       LAS  VEGAS  GAMING,  INC.
                                       (Registrant)


Date:  August 14, 2002                 /s/ Russell R. Roth
                                      ------------------------------------
                                      Russell R. Roth
                                      Chairman of the Board and
                                      Chief Executive and
                                      Chief Financial Officer



                                       12

<PAGE>



                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In  connection  with  the  Quarterly  Report  of  Las  Vegas  Gaming,  Inc. (the
"Company")  on  Form 10-QSB for the period ended June 30, 2002 as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), I, Russell
R.  Roth,  Chairman of the Board and Chief Executive and Chief Financial Officer
of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant
to  Section  906  of  the  Sarbanes-Oxley  Act  of  2002,  that:

(1)  The  Report  fully complies with the requirements of Section 13(a) or 15(d)
     of  the  Securities  Exchange  Act  of  1934;  and

(2)  The  information  contained  in the Report fairly presents, in all material
     respects,  the financial condition and result of operations of the Company.


                                         /s/ Russell R. Roth
Date:  August 14, 2002                   -----------------------------
                                         Russell R. Roth
                                         Chairman of the Board,
                                         Chief Executive and
                                         Chief Financial Officer