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, 1999
                                       --------------

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

         For the transition period from                       to
                                        ----------------------

Commission File Number 33-55254-37
                      ------------

                      NORAM GAMING AND ENTERTAINMENT, INC.
                      ------------------------------------
             (Exact name of Registrant as specified in its charter)

           Nevada                                             87-0485316
-------------------------------                           ------------------
(State or other jurisdiction of                              (IRS Employer
       incorporation )                                   Identification No.)

         FIVE CANTON SQUARE
           TOLEDO, OHIO                                            43624
----------------------------------------                     ----------------
(Address of principal executive offices)                         (Zip Code)

Registrant's telephone number, including area code: (419) 255-1515
                                                   ---------------

Indicate  by a check  mark  whether  the  registrant  (1) has filed all  reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days [] Yes [X] No

Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date.

            Class                            Outstanding as of December 31, 1999
------------------------------------         -----------------------------------
$.001 par value Class A Common Stock               16,379,200 shares

                                        1

<PAGE>



                         PART I - FINANCIAL INFORMATION

Item 1.       Financial Statements.

BASIS OF PRESENTATION

General

     The accompanying unaudited financial statements (F-1 through F-3) have been
prepared in accordance with the instructions to Form 10-QSB and,  therefore,  do
not include all information and footnotes necessary for a complete  presentation
of financial  position,  results of operations,  cash flows,  and  stockholders'
deficit in conformity  with generally  accepted  accounting  principles.  In the
opinion  of  management,   all  adjustments  considered  necessary  for  a  fair
presentation  of the results of  operations  and  financial  position  have been
included and all such  adjustments are of a normal recurring  nature.  Operating
results for the six months ended June 30, 1999, are not  necessarily  indicative
of the results that can be expected for the year ending December 31, 1999.

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

LIQUIDITY AND CAPITAL RESOURCES

     As of June 30, 1999, the Company had $35,001 cash in the bank.  There is no
certainty that the Company can meet its current financial commitments.

     The  Company is a  development  stage  company  engaged  in the  leasing of
facilities  to  charities  that  conduct  bingo  operations  and  selling  bingo
equipment.

     Net income was $31,152 for the three  months  ended June 30, 1999  compared
with $23,177 for the same period in 1998.

     Net revenue was $49,804 for the three months  ended June 30, 1999  compared
with  $139,324 for the same period in 1998,  for a decrease of 64%. The decrease
in revenues is attributed to the decision of the Company to dispose of the bingo
operations  and  concentrate on selling bingo  equipment.  Cost of sales for the
three  months  ended June 30, 1999 was $24,166  compared to $39,254 for the same
period in 1998, for a decrease of 38%.

     General and  administrative  expenses  were  $150,686  for the three months
ended June 30, 1999  compared  to $61,954  for the same  period in 1998,  for an
increase of 143%. Depreciation and amortization expense was $2,564 for the three
months ended June 30, 1999 compared to $6,348 for the same period in 1998, for a
decrease of 60%.  Interest  expense for the three months ended June 30, 1999 was
$4,442 compared to $8,591 for the same period in 1998, for a decrease of 48%.


                                        2

<PAGE>



     For the three  months  ended June 30,  1999 the  Company  had a net loss of
$17,325,  and its subsidiary had income of $48,477,  for consolidated  income of
$31,152.  For the three months ended June 30, 1998 the  consolidated  net income
was $23,177 ($57,117 from the Company and $33,940 loss from the subsidiary).

     At June 30, 1999 the Company's assets were $0, and the subsidiary's  assets
were $259,674,  for total consolidated  assets of $259,674.  Liabilities at June
30, 1999 were  $499,216  for the Company and $372,777  for the  subsidiary,  for
total consolidated liabilities of $871,993.

     Net income was $9,748 for the six months ended June 30, 1999  compared with
a loss of $115,949  for the same period in 1998.  Included in the net income for
the three and six months ended June 30, 1999 is income of $163,206 realized from
the sale of one facility and abandonment of two facilities.

     Net revenue was $209,654  for the six months  ended June 30, 1999  compared
with  $335,997 for the same period in 1998, a decrease of 38%. Cost of sales for
the six months  ended June 30, 1999 were $37,792  compared  with $84,112 for the
same period in 1998, a decrease of 55%.

     General and administrative  expenses were $311,569 for the six months ended
June 30, 1999  compared with $339,368 for the same period in 1998, a decrease of
8%.  Depreciation and  amortization  expense was $7,752 for the six months ended
June 30, 1999  compared  with $12,695 for the same period in 1998, a decrease of
39%. Interest expense for the six months ended June 30, 1999 was $5,999 compared
with $15,771 for the same period in 1998, a decrease of 62%.

     For the six  months  ended  June  30,  1999 the  Company  had a net loss of
$17,325 and its subsidiary had income of $27,073, for consolidated net income of
$9,748.  For the six months  ended June 30, 1998 the  consolidated  net loss was
$115,949 ($66,360 from the Company and $49,589 from the subsidiary).


                                        3

<PAGE>



                           PART II - OTHER INFORMATION

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

     (a) Exhibits
                                                                 Page
         99-1 Financial Statements as of June 30, 1999            F-1
         27 Financial Data Schedule

     (b) Reports on Form 8-K
         None


                                   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.

                                 NORAM GAMING AND ENTERTAINMENT, INC.



DATED: February 21, 2000         s/ George C. Zilba
                                 George C. Zilba, President and Director


                                        4

<PAGE>



               NORAM GAMING AND ENTERTAINMENT, INC. AND SUBSIDIARY
                          (A Development Stage Company)
                           CONSOLIDATED BALANCE SHEETS


<TABLE>
<CAPTION>
                                                                                June 30,          December 31,
                                                                                  1999                1998
                                                                           ------------------  -----------------
ASSETS                                                                         (Unaudited)          (Audited)
   CURRENT ASSETS
<S>                                                                        <C>                 <C>
     Cash                                                                  $           35,001  $          15,721
     Receivable from employees                                                          5,000              5,000
     Note receivable                                                                   43,346                  0
     Prepaid expenses                                                                       0             12,845
     Inventory                                                                        141,207            155,139
                                                                           ------------------  -----------------
                                                     TOTAL CURRENT ASSETS             224,554            188,705

   PROPERTY AND EQUIPMENT                                                              17,783             68,037

   OTHER ASSETS
     Security deposits                                                                  2,066             11,952
     Accounts receivable                                                               15,271             15,271
                                                                           ------------------  -----------------

                                                                           $          259,674  $         283,965
                                                                           ==================  =================

LIABILITIES & (DEFICIT)
   CURRENT LIABILITIES
     Accounts payable                                                      $           22,172  $          81,266
     Bridge loans                                                                     259,000            259,000
     Current portion of long-term debt                                                 14,304             13,509
     Demand loans payable - related parties                                           298,910            309,858
     Accrued expenses                                                                  73,630             75,311
     Accrued expenses - related parties                                               140,750            119,750
                                                                           ------------------  -----------------
                                                TOTAL CURRENT LIABILITIES             808,766            858,694

   LONG-TERM DEBT                                                                      63,227             70,163
                                                                           ------------------  -----------------
                                                        TOTAL LIABILITIES             871,993            928,857

   STOCKHOLDERS' (DEFICIT)
     Common Stock $.001 par value:
       Authorized - 25,000,000 shares
       Issued and outstanding 16,337,200 shares (16,129,700
         in 1998)                                                                      16,337             16,130
     Additional paid-in capital                                                     1,629,391          1,606,773
     Deficit accumulated during the development stage                              (2,258,047)        (2,267,795)
                                                                           ------------------  -----------------
                                              TOTAL STOCKHOLDERS' DEFICIT            (612,319)          (644,892)
                                                                           ------------------  -----------------

                                                                           $          259,674  $         283,965
                                                                           ==================  =================
</TABLE>



                                       F-1

<PAGE>



               NORAM GAMING AND ENTERTAINMENT, INC. AND SUBSIDIARY
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                                             3/14/90
                                               Three months ended              Six months ended             (Date of
                                                    June 30,                       June 30,                inception)
                                               1999           1998            1999           1998          to 6/30/99
                                          -------------   -------------  -------------  -------------   -----------------
<S>                                       <C>             <C>            <C>            <C>             <C>
Net Sales                                 $      49,804   $     139,324  $     209,654  $     335,997   $       3,399,012
Cost of sales                                    24,166          39,254         37,792         84,112             930,512
                                          -------------   -------------  -------------  -------------   -----------------
                            GROSS PROFIT         25,638         100,070        171,862        251,885           2,468,500

General and Administrative expenses             150,686          61,954        311,569        339,368           4,302,603
Depreciation and amortization                     2,564           6,348          7,752         12,695             128,156
Interest expense                                  4,442           8,591          5,999         15,771             111,737
                                          -------------   -------------  -------------  -------------   -----------------
                                                157,692          76,893        325,320        367,834           4,542,496
                                          -------------   -------------  -------------  -------------   -----------------

                              NET INCOME
                     (LOSS) BEFORE OTHER       (132,054)         23,177       (153,458)      (115,949)         (2,073,996)

   Joint venture loss                                 0               0              0              0            (152,515)
   Loss on equipment disposal                   (19,216)              0        (19,216)             0             (59,354)
   Gain on facility sale                        182,422               0        182,422              0             182,422
   Terminations of facility lease                     0               0              0              0            (154,604)
                                          -------------   -------------  -------------  -------------   -----------------
                                                163,206               0        163,206              0            (184,051)

                       NET INCOME (LOSS)
                     BEFORE INCOME TAXES         31,152          23,177          9,748       (115,949)         (2,258,047)

INCOME TAX                                            0               0              0              0                   0
                                          -------------   -------------  -------------  -------------   -----------------

                       NET INCOME (LOSS)  $      31,152   $      23,177  $       9,748  $    (115,949)  $      (2,258,047)
                                          =============   =============  =============  =============   =================

Net income (loss) per weighted
   average share                          $         .00   $         .00  $         .00  $        (.01)
                                          =============   =============  =============  =============

Weighted average number of common
   shares used to compute net income
   (loss) per weighted average share         16,260,949      15,225,768     16,195,326     14,751,116
                                          =============   =============  =============  =============
</TABLE>



                                       F-2

<PAGE>



               NORAM GAMING AND ENTERTAINMENT, INC. AND SUBSIDIARY
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                                                           3/14/90
                                                                     Six months ended                     (Date of
                                                                         June 30,                        inception)
                                                                1999                  1998               to 6/30/99
                                                          -----------------     -----------------    ----------------
OPERATING ACTIVITIES
<S>                                                       <C>                   <C>                  <C>
   Net income (loss)                                      $           9,748     $        (115,949)   $     (2,258,047)
   Adjustments to reconcile net income (loss) to
     cash provided (used) by operating activities:
       Net book value of terminated lease                                 0                     0             154,604
       Book value of disposed assets                                 42,502                     0              82,640
       Joint venture loss non-cash                                        0                     0             152,515
       Stock issued for expenses                                     17,325                56,000           1,206,865
       Depreciation & amortization                                    7,752                12,695             141,392
   Changes in assets and liabilities:
       Accounts receivable                                                0                     0             (20,271)
       Inventory                                                     13,932                (1,199)           (141,207)
       Prepaid expenses                                              12,845                (7,847)                  0
       Accounts payable                                             (59,094)              (18,462)             22,172
       Accrued expenses                                              19,319                11,455             209,381
                                                          -----------------     -----------------    ----------------

                            NET CASH PROVIDED (USED) BY
                                   OPERATING ACTIVITIES              64,329               (63,307)           (449,956)

INVESTING ACTIVITIES
   Purchase of property and equipment                                     0                     0            (275,467)
   Note receivable                                                  (43,346)                    0             (43,346)
   Security deposits                                                  9,886                     0              (2,066)
   Investment in joint venture                                            0                     0            (152,515)
                                                          -----------------     -----------------    ----------------

                                NET CASH USED BY
                                   INVESTING ACTIVITIES             (33,460)                    0            (473,394)

FINANCING ACTIVITIES
   Proceeds from sale of common stock                                 5,500                96,200             329,763
   Loan proceeds                                                     48,000                30,460             727,185
   Loan repayments                                                  (65,089)               (2,251)            (98,597)
                                                          -----------------     -----------------    ----------------

                            NET CASH PROVIDED (USED) BY
                                   FINANCING ACTIVITIES             (11,589)              124,409             958,351
                                                          -----------------     -----------------    ----------------

                            INCREASE (DECREASE) IN CASH
                                   AND CASH EQUIVALENTS              19,280                61,102              35,001

Cash and cash equivalents at beginning of year                       15,721                 8,985                   0
                                                          -----------------     -----------------    ----------------

                           CASH AND CASH EQUIVALENTS AT
                                          END OF PERIOD   $          35,001     $          70,087    $         35,001
                                                          =================     =================    ================

SUPPLEMENTAL INFORMATION Cash paid for:
     Interest                                             $           5,999     $             431    $         42,005
                                                          =================     =================    ================

</TABLE>



                                       F-3