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

                                   FORM 10-QSB

(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

For the quarterly period ended March 31, 2002
                               --------------

[ ]   TRANSITION REPORT PURSUANT SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934

For the transition period from _________________ to _________________

Commission file number 0-5474

               NORTH AMERICAN GAMING AND ENTERTAINMENT CORPORATION
--------------------------------------------------------------------------------
       (Exact name of small business issuer as specified in its charter)

            Delaware                                    75-2571032
-------------------------------------     -------------------------------------
  (State or other jurisdiction of           (IRS Employer Identification No.)
   incorporation or organization)

                 13150 Coit Road, Suite 125, Dallas, Texas 75240
            --------------------------------------------------------
                    (Address of principal executive offices)

                                 (972) 671-1133
                          -----------------------------
                           (Issuer's telephone number)

Check whether the issuer (1) has filed all reports required to be filed by
Sections 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months, and (2) has been subject to such filing requirements for the past 90
days.

                                                         Yes   xxx    No
                                                             -------     ------

Number of shares of common stock, par value $.01 per share, outstanding as of
March 31, 2002: 24,705,458

Transitional Small Business Disclosure Format (Check One):    Yes      No   xx
                                                                  ----     ----

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NORTH AMERICAN GAMING AND ENTERTAINMENT
  CORPORATION AND SUBSIDIARIES
BALANCE SHEETS
================================================================================
<TABLE>
<CAPTION>
                                                                                      March 31,           December 31,
                                                                                        2002                 2001
                                                                                     (Unaudited)
-----------------------------------------------------------------------------------------------------------------------------------
ASSETS
Current assets:
<S>                                                                             <C>                      <C>
Cash                                                                                    $  3,276          $      5,631
Prepaid expenses and other                                                                 6,717                24,109
Note receivable - shareholder                                                            106,425               149,900
Notes receivable - current portion                                                       295,946               295,332
                                                                                    ------------          ------------
Total current assets                                                                     412,364               474,972
                                                                                    ------------          ------------
Other assets:
Deposits                                                                                   3,246                 3,246
Notes receivable - long-term                                                           1,134,108             1,209,415
                                                                                    ------------          ------------
Total other assets                                                                     1,137,354             1,212,661
                                                                                    ------------          ------------
Total assets                                                                          $1,549,718            $1,687,633
                                                                                    ============          ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of notes payable                                                     $   128,297            $  128,297
Accounts payable and accrued liabilities                                                 126,479               125,107
Preferred stock dividends payable                                                         15,003                15,003
                                                                                    ------------          ------------
Total current liabilities                                                                269,779               268,407

Subordinated debentures                                                                  385,000               385,000
Notes payable - long-term                                                                 82,500               110,000
                                                                                    ------------          ------------
Total liabilities                                                                        737,279               763,407
                                                                                    ------------          ------------
Commitments and contingencies

Stockholders' Equity:

Class A preferred stock, $3.00 par value, 10% annual cumulative dividend,
     1,600,000 shares authorized, no shares issued and outstanding                             -                     -
Preferred stock, $.01 par value, 10,000,000 shares authorized,
     8,000,000 shares designated Series B, no shares issued and outstanding                    -                     -
Common stock, $.01 par value, 100,000,000 shares authorized, 41,788,552
     shares issued                                                                       417,886               417,886
Additional paid-in capital                                                               489,214               489,214
Treasury stock, 16,683,094 shares, at cost                                              (489,258)             (489,258)
Retained earnings                                                                        394,597               506,384
                                                                                    ------------          ------------
Total stockholders equity                                                                812,439               924,226
                                                                                    ------------          ------------
Total liabilities and stockholders' equity                                            $1,549,718            $1,687,633
                                                                                    ============          ============
</TABLE>
                                       1
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The accompanying notes are an integral part of the financial statements.

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NORTH AMERICAN GAMING AND ENTERTAINMENT
  CORPORATION AND SUBSIDIARIES
STATEMENTS OF OPERATIONS (UNAUDITED)
================================================================================
                                                Three Months Ended March 31,
                                                ----------------------------
                                                  2002                2001
--------------------------------------------------------------------------------

Costs and expenses:

General and administrative expenses               $    108,658    $    123,438
Depreciation and amortization                                -           2,880
                                                  ------------    ------------

Operating loss                                        (108,658)       (126,318)

Interest expense                                       (15,413)        (15,638)
Income from equity investments                               -         100,927
Loss on sale of investments                                  -         (85,758)
Other income                                            12,283          50,000
                                                  ------------    ------------

Loss before provision
   for income taxes                                   (111,788)        (76,787)

Provision for income taxes                                   -               -
                                                  ------------    ------------

Net loss                                          $   (111,788)   $    (76,787)
                                                  ============    ============

Basic Loss Per Share                                         *               *
                                                  ============    ============

Basic weighted average shares outstanding           24,705,458      25,105,458
                                                  ============    ============

*Less than $.01 per share



                                        2
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The accompanying notes are an integral part of the financial statements.

<PAGE>

NORTH AMERICAN GAMING AND ENTERTAINMENT
  CORPORATION AND SUBSIDIARIES
STATEMENTS OF COMPREHENSIVE LOSS (UNAUDITED)
================================================================================
                                                  Three Months Ended March 31,
                                                 ------------------------------
                                                     2002               2001
--------------------------------------------------------------------------------

Net Loss                                          $(111,788)         $ (76,787)
                                                  ---------          ---------
Other Comprehensive Loss:
Unrealized losses on available-for-sale
  securities net of deferred income tax
  benefit of $8,249 in 2001                               -            (14,046)

Reclassifications                                         -             54,028
                                                  ---------          ---------
                                                          -             39,982
                                                  ---------          ---------
Total Comprehensive Loss                          $(111,788)         $ (36,805)
                                                  =========          =========

                                       3
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The accompanying notes are an integral part of the financial statements.

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NORTH AMERICAN GAMING AND ENTERTAINMENT
  CORPORATION AND SUBSIDIARIES
STATEMENTS OF CASH FLOWS (UNAUDITED)

<TABLE>
<CAPTION>
=========================================================================================
                                                           Three Months Ended March 31,
                                                           ----------------------------
                                                              2002          2001
-----------------------------------------------------------------------------------------
<S>                                                        <C>           <C>
Cash Flows From Operating Activities:
Net loss                                                   $ (111,788)   $ (76,787)
Adjustments to reconcile net loss to net cash
  provided by (used in) operating activities:
     Depreciation and amortization                                  -        2,880
     Income from equity investments                                 -     (100,927)
     Loss on sale of securities                                     -       85,758
     Forgiveness of note receivable in exchange for
       consulting services                                     37,475            -
Changes in operating assets and liabilities:
  (Increase) decrease in:
     Advances to related parties                                    -      150,000
     Prepaid expenses and other                                17,392        9,552
  Increase (decrease) in:
     Accounts payable and accrued liabilities                   1,372        5,806
     Due to related entities                                        -       31,000
                                                           ----------     --------
Net Cash Provided By (Used In) Operating Activities           (55,549)     107,282
                                                           ----------     --------

Cash Flows From Investing Activities:
  Proceeds from sale of securities                                  -       30,243
  Repayments of note receivable shareholder                     6,000            -
  Repayments of note receivable                                74,694            -
  Due to former stockholder                                         -     (150,000)
                                                           ----------     --------
Net Cash Provided By (Used In) Investing Activities            80,694     (119,757)
                                                           ----------     --------

Cash Flows From Financing Activities:
  Payments on notes payable                                   (27,500)           -
                                                           ----------     --------
Net Cash Used In Financing Activities                         (27,500)           -
                                                           ----------     --------
Net Decrease In Cash                                           (2,355)     (12,475)
Cash, beginning of period                                       5,631       17,225
                                                           ----------     --------

Cash, end of period                                        $    3,276     $  4,750
                                                           ==========     ========
Cash paid during the period for:

     Interest                                              $    4,986     $      -
                                                           ==========     ========

Non-Cash Investing and Financing Activities:

Change in unrealized gain (loss) on available for sale
  securities, net of deferred income taxes of $(24,230)    $        -     $(39,982)
                                                           ==========     ========
</TABLE>

                                       4
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The accompanying notes are an integral part of the financial statements.

<PAGE>

NORTH AMERICAN GAMING AND ENTERTAINMENT
  CORPORATION AND SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
THREE MONTHS ENDED MARCH 31, 2002 AND 2001
--------------------------------------------------------------------------------

1.  OPINION OF MANAGEMENT

The preceding financial information has been prepared by the Company pursuant to
the rules and regulations of the Securities and Exchange Commission ("SEC") and,
in the opinion of the Company, includes all normal and recurring adjustments
necessary for a fair statement of the results of each period shown. Certain
information and footnote disclosures normally included in the financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted pursuant to SEC rules and regulations. The
Company believes that the disclosures made are adequate to make the information
presented not misleading.

Results for the three months ended March 31, 2002 are not necessarily indicative
of the results to be realized during the full year. These financial statements
should be read in conjunction with the Company's Annual Report on Form 10-KSB
for the year ended December 31, 2001.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. However, the Company currently has no
sources of revenue except interest on notes receivable and its cash flow needs
are dependent on the collection of notes receivable resulting from the sale of
its investments in three operating companies. Management plans to continue
operating the business and pursue various business, investment and financing
opportunities.

2.  EARNINGS PER SHARE

The computation of earnings per share for the three months ended March 31, 2002
does not include the effect on common stock for convertible debentures for
125,000 shares of common stock or common stock options for 2,000,000 shares of
common stock due to the conversion price of $.05 and the exercise price of
$.03125 being greater than the average market price of common shares for the
period ended March 31, 2002.

                                       5

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
-----------------------------------------------------------------

LIQUIDITY AND CAPITAL RESOURCES

General: Until August 20, 2001, the Comapny was engaged in the video gaming
business through its partial ownership of three operating companies: O.M.
Operating, LLC ("Operator"), River Port Truck Stop, LLC ("River Port"), and
Ozdon Investments, Inc. ("Ozdon") that operate video poker machines located in
truck stops in Louisiana. Effective August 20, 2001, the Company entered into a
definitive Purchase, Release, Settlement and Indemnity Agreement (the
"Settlement Agreement") with the other parties to the lawsuits, together with
certain parties thereof (the "OMO Group") settling the three pending lawsuits.
In addition to mutual releases of all parties, the Settlement Agreement provided
for the sale by the Company of all of the Company's interest in the three
operating Companies; Operator, River Port and Ozdon. The Company does not intend
to liquidate as a result of the Settlement Agreement and sale of its assets. The
Company is reviewing other business and acquisition opportunities. However,
there can be no assurances that other opportunities will become available on
terms and conditions acceptable to the Company.

During 2001, the Board of Directors approved the sale of up to $1,000,000 of
subordinated convertible debentures. As of March 31, 2002, the Company sold
$385,000 of subordinated convertible debentures. The debentures require
quarterly interest only payments at a 10% rate. The debentures are due in full
on June 1, 2003, and include $125,000 that are convertible into common stock at
$.05 per share. The proceeds were used to fund the $250,000 option payment on
the potential purchase of Energy Transfer Group, LLC and an advance of $67,000
to the same entity.

General Condition: The Company ended the quarter with $3,276 in cash and other
current assets of $409,088. Other current assets include current portion of
notes receivable totaling $402,371, and prepaid expenses and other of $6,717.
Total liabilities were $737,279 at March 31, 2002. Current liabilities of
$269,779 consist of accounts payable and accrued liabilities of $126,479,
current portion of long-term notes payable of $128,297, and preferred stock
dividends payable of $15,003.

Plan of Operations

Effective August 20, 2001, the Company sold its interests in Operator, River
Port and Ozdon, leaving the Company with no sources of revenue. The Company's
cash flow needs are dependent on the collection of notes receivable resulting
from the sale of its interests in Operator, River Port and Ozdon.

Our independent accountants have expressed substantial doubt about the Company's
ability to continue as a going concern. Management plans to continue operating
the business and also to pursue various business, investment, and financing
opportunities.

                                       6

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Plan of Operations (Continued)

The Company will seek to meet its liquidity needs primarily through cash flow
from payments on the promissory notes, from the sale of assets and additional
borrowings from the Company's traditional lending sources. While the Company
believes it will be able to generate and obtain the necessary capital to meet
such needs, there can be no assurance that all of such capital will be available
on terms acceptable to the Company.

RESULTS OF OPERATIONS

Comparison of the three months ended March 31, 2002 to the three months ended
March 31, 2001.

Operating Income (Expense)

The Company recorded a loss from operations of $108,658 during the three months
ended March 31, 2002, compared to a loss from operations of $126,318 for the
three months ended March 31, 2001. The decrease in the loss from operations for
the three months ended March 31, 2002 as compared to the loss from operations
for the three months ended March 31, 2001 is due to the reduction in
administrative costs and overhead.

During the three months ended March 31, 2002, the Company incurred general and
administrative costs of $108,658 compared to $123,438 during the three months
ended March 31, 2001.

Interest Expense

The Company incurred interest expense of $15,413 for the three months ended
March 31, 2002, compared to $15,638 for the three months ended March 31, 2001.

Income from Equity Investments

The Company was an owner in Operator, River Port and Ozdon, who have gaming and
truck stop operations, for the three months ended March 31, 2001 and through
August 20, 2001. The Company's interest in these entities was sold August 20,
2001. The Company's share in the net income of these investments was
approximately $100,900 for the three months ended March 31, 2001.

                                       7

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Loss on Sale of Equity Assets

During the three months ended March 31, 2001, the Company sold Travelbyus.com
common stock resulting in a loss of $85,758.

Other Income

The Company recorded other income of $12,283 for the quarter ended March 31,
2002 related to interest income on the notes receivable compared to other income
of $50,000 for the quarter ended March 31, 2001, related to a non-refundable fee
received in connection with the settlement agreement.


PART II - OTHER INFORMATION

Items 1 through 5 not applicable.

ITEM 6.          EXHIBITS AND REPORTS ON FORM 8-K
-------          --------------------------------

(a)      Exhibits required to be filed by Item 601 of Regulation S-B:

3.1.1                          Certificate of Incorporation of the Company, as
                               amended, filed as Exhibit 3.1 to the Company's
                               Annual Report on Form 10-K for the fiscal year
                               ended December 31, 1986 (the "1986 Form 10-K"),
                               and incorporated herein by reference.

3.1.2                          Certificate of Amendment of Certificate of
                               Incorporation of the Company dated April 18,
                               1994, filed as Exhibit 3.1.8 to the Company's
                               Annual Report on Form 10-K for the fiscal year
                               ended December 31, 1993 (the "1993 Form 10-K"),
                               and incorporated herein by reference.

3.1.3                          Certificate of Amendment of Certificate of
                               Incorporation of the Company effecting
                               one-for-three reverse stock split filed as
                               Exhibit 3.1 to the Company's Current Report on
                               Form 8-K dated October 17, 1994, and incorporated
                               herein by reference.

                                       8

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<PAGE>

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ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K (CONTINUED)
------      --------------------------------------------

3.1.4               Certificate of Amendment of Certificate of
                    Incorporation of the Company effecting name
                    change, increase of authorized shares,
                    authorization of Class A preferred stock and
                    stock ownership limitations filed as Exhibit 3.2
                    to the Company's Current Report on Form 8-K dated
                    October 17, 1994, and incorporated herein by
                    reference.

3.1.5               Form of "Certificate of Designation, Preferences
                    and Rights of Series B Convertible Preferred
                    Stock" creating the Series B Preferred Stock
                    filed as Exhibit 10.1.4 to the Company's Current
                    Report on Form 8-K dated June 10, 1996, and
                    incorporated herein by reference.

3.1.6               Certificate of Amendment of Certificate of
                    Incorporation of the Company increasing the
                    number of authorized shares of Common Stock to
                    100,000,000 shares filed as Exhibit 3.1.6 to the
                    Quarterly Report on Form 10-QSB for the fiscal
                    quarter ended June 30, 1998 and incorporated
                    herein by reference.

3.2                 Amended and Restated Bylaws of the Company filed as Exhibit
                    3.2 to the Company's Quarterly Report on Form 10-QSB for the
                    fiscal quarter ended September 30, 1998, and incorporated
                    herein by reference.

10.26               Settlement Agreement dated April 1, 2000 between
                    the Company and various holders of subordinated
                    debentures and common stock filed as Exhibit
                    10.26 to the Company's Annual Report on Form 10
                    KSB for the fiscal year ended December 31, 2000,
                    and incorporated herein by reference.

10.27               Settlement Agreement dated January 1, 2001, but
                    to be effective as of December 1, 2000, between
                    the Company and various holders of subordinated
                    debentures and common stock filed as Exhibit
                    10.27 to the Company's Annual Report on Form 10
                    KSB for the fiscal year ended December 31, 2000,
                    and incorporated herein by reference.

                               9

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ITEM 6.          EXHIBITS AND REPORTS ON FORM 8-K (CONTINUED)
------           -------------------------------------------

10.28                     Promissory Note in the amount of $550,000 dated
                          as of December 1, 2000 and executed in connection
                          with the Settlement Agreement filed as Exhibit
                          10.27, and filed as Exhibit 10.28 to the
                          Company's Annual Report on Form 10 KSB for the
                          fiscal year ended December 31, 2000, and
                          incorporated herein by reference.

10.29                     Promissory Note in the amount of $175,000 dated
                          April 1, 2000 and executed in connection with the
                          Settlement Agreement filed as Exhibit 10.26, and
                          filed as Exhibit 10.29 to the Company's Annual
                          Report on Form 10 KSB for the fiscal year ended
                          December 31, 2000, and incorporated herein by
                          reference.

10.30                     Purchase, Release, Settlement and Indemnity
                          Agreement dated August 20, 2001, by and among the
                          parties referenced therein (exclusive of
                          Exhibits, and Schedules thereto) filed as Exhibit
                          10.1 to the Company's Current Report on Form 8K
                          dated November 7, 2001, and incorporated herein
                          by reference.

b)            Reports on Form 8-K

                               None.















                                       10

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<PAGE>
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                                   SIGNATURES

     In accordance with Section 13 or 15(d) of the Securities Exchange Act of
1934, the Company has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.


                            NORTH AMERICAN GAMING AND
                            ENTERTAINMENT CORPORATION

May 15, 2002                            By:  /s/ E. H. Hawes, II, President
                                             ------------------------------

                                             E. H. Hawes, II, President
                                             and Chief Executive Officer
                                             (Principal Executive Officer and
                                             Principal Financial and Accounting
                                             Officer)

























                                       11

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