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


                                   FORM 10-QSB


(Mark One)

[X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

     For the quarterly period ended June 30, 2005

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
     For the transition period from ________________ to ______________


                         Commission file number: 0-30292


                        FORTUNE ENTERTAINMENT CORPORATION
        (Exact name of small business issuer as specified in it charter)


             DELAWARE                                     88-0405437
(State or other jurisdiction of                (IRS Employer Identification No.)
 incorporation or organization)


           8687 West Sahara Avenue, Suite 150, Las Vegas, Nevada 89117
                    (Address of principal executive offices)


                                 (702) 614-6124
                           (Issuer's telephone number)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act  during  the past 12 months  (or such  shorter
period  that the issuer was  required  to file such  reports),  and (2) has been
subject to such filing requirements for the past 90 days. Yes [ ] No [ ]

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the issuer filed all documents and reports required to be filed by
Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities
under a plan confirmed by a court. Yes [X] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest  practicable date: As of August 17, 2005 the issuer had
36,045,127 shares of $.0001 par value common stock outstanding.

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

<PAGE>

                                      INDEX


                                                                        Page

PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

         Consolidated Balance Sheets as of June 30, 2005
         (Unaudited) and December 31, 2004 ...........................   3

         Consolidated Statements of Operations, Three Months
         Ended June 30, 2005 and 2004 (Unaudited) ...................    4

         Consolidated Statements of Operations, Six Months
         Ended June 30, 2005 and 2004 (Unaudited) ...................    5

         Consolidated Statements of Cash Flows, Three Months
         Ended June 30, 2005 and 2004 (Unaudited)  ..................    6

         Notes to the Consolidated Financial Statements  .............   7

Item 2.  Plan of Operation ...........................................   8

Item 3.  Controls and Procedures .....................................   9

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings ...........................................   10

Item 2.  Changes in Securities .......................................   10

Item 3.  Defaults upon Senior Securities .............................   10

Item 4.  Submission of Matters to a Vote of Security Holders .........   10

Item 5.  Other Information ...........................................   10

Item 6.  Exhibits and Reports on Form 8-K ............................   10

Signatures ...........................................................   12




                                        2
<PAGE>


                        FORTUNE ENTERTAINMENT CORPORATION
                          (A Development Stage Company)
                           CONSOLIDATED BALANCE SHEETS

                                                       June 30      December 31
                                                        2005           2004
                                                     (Unaudited)   (See Note 1)
                                                    ------------   ------------

                                     ASSETS
Current assets
   Cash                                             $      4,227   $      7,693
                                                    ------------   ------------
                                                           4,227          7,693

Property and equipment, net of accumulated
   Depreciation of $2825 and $2260                         2,825          3,390
Deposits and other                                         5,252          5,252
                                                    ------------   ------------
TOTAL ASSETS                                        $     12,304   $     16,335
                                                    ============   ============

                     LIABILITIES AND SHAREHOLDERS' (DEFICIT)
Current Liabilities
   Accounts Payable                                 $    848,183   $    844,831
   Accrued liabilities                                 1,195,932      1,017,778
   Lease guarantees                                       45,425           --
   Loans Payable                                         212,500        193,000
                                                    ------------   ------------
         Total current liabilities                     2,302,040      2,055,609

SHAREHOLDERS' (DEFICIT)
Preferred stock, $0.0001 par value, convertible
   Class A, B and C  Preferred stock; 5,000,000
   Shares authorized, 4,691; 4,691; 5,357; shares
   Issued and outstanding                                      1              1
Common stock, $.0001 par value, 40,000,000
   Shares authorized, 36,045,127 shares issued
   and outstanding                                         3,605          3,605
Additional paid-in-capital                            16,083,279     16,083,279
Shares to be issued                                      124,100        124,100
Accumulated (deficit)                                (13,996,849)   (13,996,849)
Accumulated (deficit) during development stage        (4,503,872)    (4,253,410)
                                                    ------------   ------------
         Total shareholders' (deficit)                (2,289,736)    (2,039,274)
                                                    ------------   ------------
TOTAL LIABILITIES AND SHAREHOLDERS'
   (DEFICIT)                                        $     12,304   $     16,335
                                                    ============   ============





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

                                        3
<PAGE>

                        FORTUNE ENTERTAINMENT CORPORATION
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)



                                                  Three Months Ended
                                                       June 30,
                                            ----------------------------
                                                2005            2004
                                            ------------    ------------
REVENUES                                    $       --      $       --

EXPENSES
   Depreciation                                      282             250
   Salaries and Consulting Fee                    72,500         330,000
   General and Administrative                     24,450          13,762
   Legal and Accounting                           35,016          36,211
   Rent                                            2,983             612
   Travel and Entertainment                          450           7,408
                                            ------------    ------------
         Total Expenses                          135,681         388,243
                                            ------------    ------------
         Net Operating (loss)                   (135,681)       (388,243)

Other Income (expenses):
   Interest Expense                              (10,047)         (3,000)
   Other                                           2,533           5,353
                                            ------------    ------------
Total other income (expense)                      (7,514)          2,353
                                            ------------    ------------

Net Loss                                        (143,195)       (385,890)
                                            ============    ============

Basic and diluted loss per share                     nil            (.03)
                                            ============    ============
Weighted average common
   Shares outstanding                         36,045,127      11,595,906
                                            ============    ============








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

                                        4
<PAGE>


                        FORTUNE ENTERTAINMENT CORPORATION
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

                                                                 For the period
                                                                from January 1,
                                                                 2002 (date of
                                                                new development
                                       Six Months Ended             stage) to
                                           June 30,                  June 30,
                                     2005           2004              2005
                                 ------------   ------------    ---------------
REVENUES                         $       --     $       --      $          --

EXPENSES
   Impairment                          11,400           --            2,564,470
   Depreciation                           565            500             14,825
   Salaries and Consulting Fee        150,000        405,000          1,288,375
   General and Administrative          29,369         37,821            232,866
   Legal and Accounting                37,516         41,211            266,226
   Rent                                 6,984          2,212             60,256
   Travel and Entertainment               550          9,408             27,804
                                 ------------   ------------    ---------------
Total Expenses                        236,384        496,152          4,454,822
                                 ------------   ------------    ---------------
Net Operating (loss)                 (236,384)      (496,152)        (4,454,822)

Other Income (expenses):
   Other                                2,533          5,353             14,189
   Interest Expense                   (16,610)        (7,467)           (86,701)
   Interest Income                       --             --               23,462
                                 ------------   ------------    ---------------
Total other income (expense)          (14,077)        (2,114)           (49,050)

Net (Loss)                           (250,461)      (498,266)        (4,503,872)
                                 ============   ============    ===============
Basic and diluted loss
   per share                             (.01)          (.06)              (.32)
                                 ============   ============    ===============
Weighted average common
   shares outstanding              36,045,127      8,801,013         14,086,508
                                 ============   ============    ===============








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

                                        5
<PAGE>
<TABLE>
<CAPTION>

                        FORTUNE ENTERTAINMENT CORPORATION
                          (A Development Stage Company)
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

                                                                               For the period
                                                                               from January 1,
                                                                                2002 (date of
                                                                               new development
                                                       Six Months Ended           stage) to
                                                          June 30,                 June 30,
                                                     2005           2004             2005
                                                 -----------    -----------    ---------------
<S>                                              <C>            <C>            <C>
CASH FLOES FROM OPERATING ACTIVITIES:
   Net loss for the period                       $  (250,461)   $  (498,266)   $    (4,503,872)
   Adjustments to reconcile net loss
     To net cash used in operating Activities:
         Impairment of investments/ property
          and equipment/ intangible assets            11,400           --            2,564,470
         Stock issued for services                      --          255,000            267,500
         Depreciation                                    565            500             14,825
         Accrued interest income on note
          Receivable                                    --             --              (23,462)
Changes in operating assets and
 Liabilities:
         Advance to affiliate                           --         (181,423)              --
         Deposits and prepaid expenses                  --           (1,577)               389
         Lease guarantees                             45,425           --               45,425
         Accounts Payable and accrued
          Liabilities                                181,505        163,342          1,309,603
                                                 -----------    -----------    ---------------
Net Cash (Used In) Operating activities              (11,566)      (262,424)          (325,122)
                                                 -----------    -----------    ---------------
CASH FLOWS FROM INVESTING ACTIVITES:
 (Acquisition) of property and equipment                --             (650)              (650)
 Investments                                         (11,400)        (2,500)          (405,986)
                                                 -----------    -----------    ---------------
 Net Cash (Used In) Investing Activities             (11,400)        (3,150)          (406,636)
                                                 -----------    -----------    ---------------
CASH FLOWS FROM FINANCING ACTIVITIES:
         Issuance of stock for cash                     --          280,150            475,339
         Advances from related parties                19,500         51,753            230,646
         Borrowing from unrelated parties               --             --               30,000
                                                 -----------    -----------    ---------------
Net Cash Provided by Financing Activities             19,500        331,903            735,985
                                                 -----------    -----------    ---------------
NET INCREASE (DECREASE) IN CASH
 DURING THE PERIOD                                    (3,466)        66,329              4,227
CASH AT BEGINNING OF PERIOD                            7,693             89               --
                                                 -----------    -----------    ---------------
CASH AT END OF PERIOD                                  4,227         66,418              4,227
                                                 ===========    ===========    ===============
Schedule of non-cash financing and
 Investing activities:
         Stock issued for liabilities                   --          474,645

Supplemental cash flow information:

Cash paid for interest                                  --             --
                                                 ===========    ===========
Cash paid for income taxes                              --             --
                                                 ===========    ===========

</TABLE>

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

                                        6
<PAGE>

                        FORTUNE ENTERTAINMENT CORPORATION
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                     FOR THE SIX MONTHS ENDED JUNE 30, 2005
                                   (Unaudited)

1.   UNAUDITED STATEMENTS

The balance sheet as of June 30, 2005,  the  statements  of  operations  for the
three  month  and  nine  month  periods  ended  June  30,  2005 and 2004 and the
statements of cash flows for the six month periods ended June 30, 2005 and 2004,
have been prepared by Fortune Entertainment Corporation (Company) without audit,
pursuant to the rules and regulations of the Securities and Exchange Commission.
Certain information and footnote disclosures, normally included in the financial
statements prepared in accordance with accounting  principles generally accepted
in the United  States of America,  have been  condensed or omitted as allowed by
such rules and  regulations,  and the Company  believes that the disclosures are
adequate to make the  information  presented not  misleading.  In the opinion of
management,  all adjustments  (which include only normal recurring  adjustments)
necessary to fairly  present the financial  position,  results of operations and
changes in  financial  position at June 30, 2005 and for all periods  presented,
have been made.

It is suggested that these  statements be read in conjunction  with the December
31, 2004 audited financial statements and the accompanying notes included in the
Company's  Annual Report on Form 10-KSB,  filed with the Securities and Exchange
Commission.

2.   PRINCIPLES OF CONSOLIDATION

The  condensed  consolidated  financial  statements  include the accounts of the
Company and its wholly-owned  subsidiaries,  Fortune  Entertainment  Corporation
(Bahamas),  Fortune  Entertainment  Corporation (British Columbia,  Canada), and
Fortune  Poker Inc.  (Delaware).  All  significant  inter-company  accounts  and
transactions have been eliminated.

3.   RELATED PARTY TRANSACTIONS

During the six months  ended June 30, 2005 the Company  borrowed  $19,500 from a
shareholder  of the Company.  The loans do not bear interest and are due in July
2005.

4.  BASIS OF PRESENTATION - GOING CONCERN

The accompanying financial statements have been prepared in conformity with U.S.
generally accepted accounting principles, which contemplates continuation of the
Company  as a going  concern.  However,  the  Company is in default on its notes
payable  and  various  accounts  payable,  has  suffered  recurring  losses from
operations and  discontinued  operations,  has a stockholders'  deficiency and a
negative  working  capital  that raise  substantial  doubts about its ability to
continue  as a going  concern.  Management  is  attempting  to raise  additional
capital.

In view of these  matters,  realization  of certain  assets in the  accompanying
balance sheet is dependent  upon continued  operations of the Company which,  in
turn,  is  dependent   upon  the   Company's   ability  to  meet  its  financial
requirements,  raise additional capital as needed, and the success of its future
operations.

Management  believes that its ability to raise  additional  capital  provides an
opportunity for the Company to continue as a going concern.

5.  LEASE GUARANTEES

During the second quarter ended June 30, 2005, the Company  incurred a liability
for two office equipment leases totaling approximately $45,425.


                                        7
<PAGE>


Item 2.  Plan of Operation.

     Statements   contained   herein   which  are  not   historical   facts  are
forward-looking  statements  as that term is defined by the  Private  Securities
Litigation  Reform  Act of 1995.  Although  the  Corporation  believes  that the
expectations  reflected  in  such  forward-looking  statements  are  reasonable,
forward-looking  statements  are subject to risks and  uncertainties  that could
cause actual results to differ from those  projected.  The Corporation  cautions
investors that any  forward-looking  statements  made by the Corporation are not
guarantees of future  performance and that actual results may differ  materially
from  those in the  forward-looking  statements.  Such  risks and  uncertainties
include,  without  limitation:  established  competitors who have  substantially
greater  financial  resources  and  operating  histories,  regulatory  delays or
denials,  ability  to compete  as a  start-up  company  in a highly  competitive
market, and access to sources of capital.

     The following  discussion and analysis  should be read in conjunction  with
our  financial  statements  and notes  thereto  included  elsewhere in this Form
10-QSB.  Except for the historical  information contained herein, the discussion
in this Form 10-QSB  contains  certain  forward-looking  statements that involve
risks  and  uncertainties,   such  as  statements  of  our  plans,   objectives,
expectations and intentions.  The cautionary statements made in this Form 10-QSB
should be read as being  applicable  to all related  forward-looking  statements
wherever they appear in this Form 10-QSB. The Corporation's actual results could
differ materially from those discussed here.

Company History and Recent Developments

     Fortune Entertainment Corporation (the "Company") is a Delaware corporation
which was  incorporated on August 25, 1997. The Company was initially  formed to
acquire,  develop, and sell casino games and capitalize on a patented technology
utilized in video poker machines.  The technology was promising but never gained
the accreditation needed to make it marketable.

     Effective  August 13, 2004,  the Company  acquired the  outstanding  equity
interest in two related companies,  Diabetes  Education  Sources,  LLC (DES) and
Freedom Medical Sources,  LLC (FMS),  pursuant to a Membership Interest Purchase
Agreement  between the  Company,  DES and FMS.  Pursuant to the  agreement,  the
Company  issued an aggregate of  10,000,000  shares of  restricted  stock to the
members  of DES and FMS in  exchange  for  100%  of the  outstanding  membership
interest in each  entity.  As a result of the  transactions,  DES and FMS became
wholly-owned subsidiaries of the Company. In a contemporaneous  transaction, the
Company acquired certain assets, and assumed certain  liabilities,  all of which
are  used in the  business  of DES and FMS,  from  Alpha & Omega  Marketing  and
Distribution  (Alpha),  an entity  affiliated  with DES and FMS.  Pursuant to an
agreement  for  Purchase of Assets  between  the Company and Alpha,  the Company
issued  4,670,000  shares of  restricted  common  stock to Alpha in exchange for
assets  consisting  of cash  accounts,  fixed  assets,  automobiles,  a security
deposit, and loan receivables (primarily loan receivables from DES and FMS). The
Company  canceled  the loan  receivables  due from DES and FMS. The Company also
assumed an office  lease,  agreed to repay an  outstanding  balance on a line of
credit, and assumed a capital lease on the phone equipment.

     By mutual  agreement  of the  parties,  an Agreement to rescind the DES/FMS
transactions consummated in August 2004 was voted on and passed by the Board. An
ongoing  need to  attract  the  additional  capital  necessary  to  sustain  the
infrastructure  necessary  for  growing  the  businesses  and a failure to reach
projected sales and revenue projections  precipitated these actions. The DES/FMS
LLCs  were   returned  to  selling   members   along  with  all   licensees  and
registrations.  Cash and  revenues  in process  will be used for  payables.  All
shares issued, assets and liabilities transferred, remain in place. Resignations
for Ms Dudley and Mrs. Peters,  officers of DES/FSM respectively,  resigned were
accepted by the Board of Directors in the meeting on April 25, 2005.

     Currently the Company has no material operations.  However,  management has
been actively seeking business  opportunities,  such as a potential merger with,
or acquisition of, one or more private companies.


                                        8
<PAGE>

     There can be no  assurance  that the Company  will be able to continue as a
going  concern,  or achieve  material  revenues and  profitable  operations.  It
requires  additional  financing,  and no assurances  can be given that financing
will be available in the amounts  required,  or that, if  available,  will be on
terms satisfactory to the Company.

     During the past two fiscal years, the Company has funded its operations and
capital  expenditures  primarily  through loans from officers,  shareholders and
third  parties.  As of August 17, 2005 the Company did not have any  commitments
from any source to provide capital and did not have any lines of credit or other
available  financing.  There is no  assurance  that the Company  will be able to
obtain the capital it will need or that the  Company's  estimates of its capital
requirements will prove to be accurate.

Item 3.  Controls and Procedures.

     Based on their most recent evaluation, which was completed as of the end of
the period covered by this periodic  report on Form 10-QSB,  the Company's Chief
Executive Officer and Chief Financial  Officer believe the Company's  disclosure
controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) are
effective to ensure that information  required to be disclosed by the Company in
this  report  is  accumulated  and  communicated  to the  Company's  management,
including its principal  executive officer and principal  financial officer,  as
appropriate, to allow timely decisions regarding required disclosure. During the
fiscal quarter to which this report relates,  there were no significant  changes
in the Company's  internal  controls or other  factors that could  significantly
affect these controls  subsequent to the date of their evaluation and there were
no  corrective  actions  with regard to  significant  deficiencies  and material
weaknesses.









                                        9
<PAGE>


                           PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

     Any outstanding are settled

Item 2.  Unregistered Sales of Equity 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 6.  Exhibits

     (a) Exhibits

       Exhibit No.    Description

          2.1         Membership  Interest  between the Corporation and Diabetes
                      Education  Sources,  LLC and Freedom Medical Sources,  LLC
                      dated  August 13,  2004.  (Incorporated  by  reference  to
                      Exhibit 2.1 of the current report on Form 8-K filed August
                      13, 2004.)

          3.2         Bylaws currently in effect.  (Incorporated by reference to
                      Exhibit 2.2 of the  Registration  Statement  on Form 10-SB
                      (File No. 0-23859) effective December 30, 1998.)

          3.3         Certificate  of  Designation,  Preferences  and  Rights of
                      Series A Preferred  Stock.  (Incorporated  by reference to
                      Exhibit 3.1 of the  Registration  Statement  on Form 10-SB
                      (File No. 0-23859) effective December 30, 1998.)

          3.4         Certificate  of  Designation,  Preferences  and  Rights of
                      Series B Preferred  Stock.  (Incorporated  by reference to
                      Exhibit 3.2 of the  Registration  Statement  on Form 10-SB
                      (File No. 0-23859) effective December 30, 1998.)

          3.5         Certificate  of  Designation,  Preferences  and  Rights of
                      Series C Preferred  Stock  (Incorporated  by  reference to
                      Exhibit 3.3 of the Registration Statement Form 10-SB (File
                      No. 0-23859) effective December 30, 1998.)

          3.6         Certificate of Amendment currently in effect. Incorporated
                      by reference to Exhibits of the  quarterly  report in form
                      10-QSB for period ended September 30, 2004.

         10.17        1998  Incentive  Stock  Option  Plan.   (Incorporated   by
                      reference  to Exhibit  10.17 of the Annual  Report on Form
                      10-KSB for the year ended December 31, 1998.)

         10.18        1998 Stock  Bonus  Plan.  (Incorporated  by  reference  to
                      Exhibit  10.18 of the Annual Report on Form 10-KSB for the
                      year ended December 31, 1998.)

         10.19        Agreement for Purchase of Assets  between the  Corporation
                      and Alpha & Omega Marketing and Distribution  dated August
                      13, 2004.  (Incorporated  by reference to Exhibit 10.19 of
                      the current report on Form 8-K filed August 13, 2004.)

                                            10
<PAGE>

         31.1         Section  302  Certification  by  the  Corporation's  Chief
                      Executive Officer. (Filed electronically herewith.)

         31.2         Section  302  Certification  by  the  Corporation's  Chief
                      Financial Officer. (Filed electronically herewith.)

         32.1         Section  906  Certification  by  the  Corporation's  Chief
                      Executive Officer. (Filed electronically herewith.)

         32.2         Section  906  Certification  by  the  Corporation's  Chief
                      Financial Officer. (Filed electronically herewith.)













                                       11

<PAGE>

                                   SIGNATURES

     In accordance with the requirements of the Exchange Act, the Company caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

                                Fortune Entertainment Corporation


                                By: /s/ Douglas R. Sanderson
                                    Douglas R. Sanderson
                                    Chairman, Chief Executive Officer,
                                    President and Director


                                By: /s/ Phillip Verrill
                                    Phillip Verrill
                                    Chief Financial Officer

Date: August 17, 2005












                                       12