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 March 31, 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 May 20, 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]







                                  INDEX


                                                                   Page

PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

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

         Consolidated Statements of Operations, Three Months
         Ended March 31, 2005 and 2004 (Unaudited) .............    4

         Consolidated Statements of Cash Flows, Three Months
         Ended March 31, 2005 and 2004 (Unaudited)  ............    5

         Notes to the Consolidated Financial Statements  .......    6

Item 2.  Plan of Operation .....................................    7

Item 3.  Controls and Procedures ...............................    8

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings .....................................    9

Item 2.  Changes in Securities .................................    9

Item 3.  Defaults upon Senior Securities .......................    9

Item 4.  Submission of Matters to a Vote of Security Holders ...    9

Item 5.  Other Information .....................................    9

Item 6.  Exhibits and Reports on Form 8-K ......................    9

Signatures .....................................................   11






















                                     2


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

                                                 March 31,     December 31,
                                                   2005            2004
                                               ------------    ------------
                                                (Unaudited)    (See Note 1)
ASSETS
Current assets
  Cash                                         $      -        $      7,693
                                               ------------    ------------
Total current assets                                  -               7,693

Property and equipment, net of accumulated
 depreciation of $2,543 and $2,260 at March 31,
 2005 and December 31, 2004, respectively             3,108           3,390
Deposits and other                                    5,252           5,252
                                               ------------    ------------
TOTAL ASSETS                                   $      8,360    $     16,335
                                               ============    ============

LIABILITIES AND SHAREHOLDERS' (DEFICIT)
Current liabilities
 Checks written in excess of bank balance             3,002            -
 Accounts payable and accrued liabilities           828,220         844,831
 Accrued liabilities                              1,111,179       1,017,778
 Loans payable                                      212,500         193,000
                                               ------------    ------------
     Total current liabilities                    2,154,901       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 share
 issued and outstanding                                   1               1
Common stock, $0.0001 par value, 40,000,000
 shares authorized, 36,045,127 shares issued
 and outstanding                                      3,605           3,605
Additional paid-in capital                       16,083,278      16,083,279
Shares to be issued                                 124,100         124,100
Accumulated deficit                             (13,996,849)    (13,996,849)
Accumulated deficit during development stage     (4,360,676)     (4,253,410)
                                               ------------    ------------
     Total shareholders' (deficit)               (2,146,541)     (2,039,274)
                                               ------------    ------------

TOTAL LIABILITIES AND SHAREHOLDERS'
 (DEFICIT)                                     $      8,360    $     16,335
                                               ============    ============

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






                                     3



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

                                                       For the Period From
                                                     January 1, 2002 (date of
                              Three Months Ended      new development stage)
                                   March 31,             to March 31, 2005
                            ----------   ---------   ------------------------
                               2005         2004
                            ----------   ---------
EXPENSES
 Impairment of investments/
  property and equipment/
  intangible assets         $   11,400   $     -           $ 2,564,470
 Depreciation                      283          250             14,543
 Salaries and consulting fees   77,500       75,000          1,215,875
 General and administrative      4,919       24,059            208,415
 Legal and accounting            2,500        5,000            231,210
 Rent                            4,001        1,600             57,273
 Travel, promotion and
  entertainment                    100        2,000             27,354
                            ----------   ----------        -----------
     Total expenses            100,703      107,909          4,319,140

     Net operating (loss)     (100,703)    (107,909)        (4,319,140)

Other income (expense):
 Other                            -            -                11,656
 Interest income                  -            -                23,462
 Interest expense               (6,563)      (4,467)           (76,654)
                            ----------   ----------        -----------
     Total other income
      (expense)                 (6,563)      (4,467)           (41,536)

Net loss                    $ (107,266)  $ (112,376)       $(4,360,676)
                            ==========   ==========        ===========

Basic and diluted loss
 per share                  $      Nil   $    (0.02)       $     (0.42)
                            ==========   ==========        ===========

Weighted average common
  shares outstanding        36,045,127    4,608,674         10,426,738
                            ==========   ==========        ===========







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


                                    4






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

<TABLE>
<CAPTION>
                                                                    For the Period From
                                                                 January 1, 2002 (date of
                                          Three Months Ended      new development stage)
                                               March 31,             to March 31, 2005
                                        ----------   ---------   ------------------------
                                           2005         2004
                                        ----------   ---------
<S>                                     <C>          <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net loss for the period                $ (107,266)  $ (112,376)       $(4,360,676)
 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                   -           -                267,500
   Depreciation                                 282          250             14,542
   Accrued interest income on note
    receivable                                 -           -                (23,462)
  Changes in operating assets and
  liabilities:
   Prepaid expenses, deposits and
    other assets                               -          (2,752)               389
   Accounts payable and accrued
    liabilities                              79,791       90,878          1,207,888
                                         ----------   ----------        -----------
 Net cash (used in) operating
  activities                                (15,793)     (24,000)          (329,349)

CASH FLOWS FROM INVESTING ACTIVITIES:
 (Acquisition) of furniture and equipment      -            -                  (650)
 Investments                                (11,400)        -              (405,986)
                                         ----------   ----------        -----------
 Net cash (used in) investing activities    (11,400)        -              (406,636)

CASH FLOWS FROM FINANCING ACTIVITIES:
 Advances from related parties               19,500       26,753            230,646
 Issuance of stock for cash                    -            -               475,339
 Borrowing from unrelated parties              -            -                30,000
                                         ----------   ----------        -----------
 Net cash provided by financing
  activities                                 19,500       26,753            735,985

NET INCREASE (DECREASE) IN CASH
 DURING THE PERIOD                           (7,693)       2,753               -

CASH AT BEGINNING OF PERIOD                   7,693           89               -
                                         ----------   ----------        -----------
CASH AT END OF PERIOD                    $     -      $    2,842        $      -
                                         ==========   ==========        ===========
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.

                                    5


                      FORTUNE ENTERTAINMENT CORPORATION
               NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                  FOR THE THREE MONTHS ENDED MARCH 31, 2005
                                (Unaudited)

1.   UNAUDITED STATEMENTS

The balance sheet as of March 31, 2005, the statements of operations and the
statements of cash flows for the three month periods ended March 31, 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 March 31,
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 three months ended March 31, 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.

                                      6


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

                                     7




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.

     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.

     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 May 20, 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.






















                                     8



                         PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

     In the fourth quarter of 2004, William Hart, the former attorney
terminated by the Company in 2002, filed action in Colorado for back fees. The
Company disputes the filing, has filed for damages and has asked for an
Arbitration hearing which is scheduled for July, 2005. Additionally, Hart has
filed case number 915-N in Delaware seeking actions which the Company has
challenged on the basis of both fact and merit.

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 5.  Other Information.

     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.

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.)



                                     9




          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.)

         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.)


















                                    10




                                 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: May 20, 2005