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, 2001.

                                       OR

( )  TRANSITION  REPORT  PURSUANT  TO SECTION  13 OR 15(d) OF THE  SECURITIES
     EXCHANGE ACT OF 1934

      For the transition period from _______ to ________.

      Commission File Number 0-23859


                        FORTUNE ENTERTAINMENT CORPORATION

              Delaware                                      88-0405437
          ---------------                                   ----------
State or other jurisdiction of incorporation             (I.R.S.) Employer
                                                         Identification No.

                        Fortune Entertainment Corporation
                            333 Orville Wright Court
                               Las Vegas, NV 89119
                        ----------- --------------------
                     Address of principal executive offices

                                 (702) 614-6124
                   -------------------------- ---------------
               Registrant's telephone number, including area code

                                       N/A
                  Former address of principal executive offices

Indicate by 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) had been subject to such filing
requirements for the past 90 days.

            Yes             X                           No    ________
                  ------------------

      As of June 15, 2001 the Company had 27,302,043 outstanding shares of
common stock.


<PAGE>


                        FORTUNE ENTERTAINMENT CORPORATION
                              (A development stage enterprise)
                            CONDENSED BALANCE SHEETS
                                   (UNAUDITED)

                                         March 31, 2001       December 31, 2000
ASSETS
Current assets
   Cash                                   $   6,819                $  2,401
   Due from related party                   170,000                 170,000
   Prepaid expenses and other current
      assets                                  5,544                   5,544
                                            ---------             ---------
Total current assets                        182,363                 177,945

Deposits                                      5,642                   5,641
Investments - at cost                       600,000                 600,001
Note receivable - related party             497,136                 507,042
Property and equipment - net                 54,696                  57,696
Goodwill - net                              401,136                 416,436
Intellectual property - net               4,155,239               4,308,414
                                          ---------             -----------
TOTAL ASSETS                             $5,896,212              $6,073,175
                                         ==========              ==========

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities
Accounts payable and accrued liabilities    645,359           $     543,305
Due to related parties                      250,000                 916,025
Loans payable                               325,000                 300,000
                                         ----------             -----------
Total current liabilities                 1,220,359               1,759,330
                                          ---------               ---------

Total liabilities                         1,220,359               1,759,330

SHAREHOLDERS' EQUITY
Common stock, $ 0.0001 par value,
30,000,000 authorized, 27,302,043
and 25,969,993 shares issued and
outstanding, respectively                     2,730                   2,597

Preferred stock $0.0001 par value,
convertible Class A, B and C Preferred
stock; 5,000,000 shares authorized,
32,864; 32,864; 36,864 shares issued
and outstanding                                   9                       9

Additional paid in capital               12,809,823              12,143,931
Shares to be issued                         197,000                 197,000
Stock Based Compensation                    465,000                 465,000
Accumulated deficit                      (8,798,709)             (8,494,692)
                                         -----------             -----------

Total shareholders' equity                4,675,853               4,313,845
                                          ---------              ----------

TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY                     $5,896,212             $ 6,073,175
                                         ==========             ===========


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


<PAGE>


                        FORTUNE ENTERTAINMENT CORPORATION
                              (A development stage enterprise)
                  CONDENSED STATEMENTS OF OPERATIONS & DEFICIT
                       FOR THE THREE MONTHS ENDED MARCH 31
                                   (UNAUDITED)



EXPENSES                                         2001              2000
                                                -----              ----

   Amortization of intangible assets        $  168,475        $  168,800
   Depreciation                                  3,000             4,458
   Bank charges and interest                     7,226            25,997
   Salaries and consulting fees                 70,050            50,609
   General and administration                       --            49,934
   Legal and accounting                         25,500            40,492
   Management fees                              22,500            20,000
   Office and miscellaneous                     19,056            24,576
   Rent                                             --            13,527
   Travel promotion and entertainment              804             8,711
                                            ----------          --------
   Total expenses                              316,611           407,104

INTEREST INCOME                                 12,594                --
                                                ------       -----------

LOSS FOR THE PERIOD                            304,017           407,104

DEFICIT, BEGINNING OF PERIOD                 8,494,692         6,757,650
                                             ---------         ---------

DEFICIT, END OF PERIOD                      $8,798,709       $ 7,164,754
                                            ==========       ===========

BASIC AND DILUTED LOSS PER SHARE        $         0.01    $         0.02

WEIGHTED AVERAGE COMMON SHARES
OUTSTANDING                                 26,630,018        18,664,115








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




<PAGE>


                        FORTUNE ENTERTAINMENT CORPORATION
                        (A development stage enterprise)
                        CONDENSED STATEMENTS OF CASH FLOW
                       FOR THE THREE MONTHS ENDED MARCH 31
                                   (UNAUDITED)

                                                 2001             2000
                                                -----             ----
CASH FLOW FROM OPERATING ACTIVITIES:

Net loss for the period                     $ (304,017)        $ (407,104)
Adjustments to reconcile net loss
to net cash used in operating activities:

Amortization of intangible assets              168,475            168,800
Depreciation                                     3,000              4,458
Accrued interest on note receivable
- related party                                (12,594)                --

Changes in operating assets and liabilities:
   Accounts receivable                              --              2,635
   Accounts payable and accrued liabilities    102,054            (36,768)
                                             ---------          ----------

NET CASH USED IN OPERATING ACTIVITIES          (43,082)          (267,979)
                                               --------         ----------

INVESTING ACTIVITIES:                               --                 --

FINANCING ACTIVITIES:

Loans from (repayments to) unrelated parties    25,000           (100,000)
Advances from (payments to) related parties     22,500               (532)
Proceeds from capital contributions                 --            554,852
                                            ----------            -------

NET CASH PROVIDED BY FINANCING
   ACTIVITIES                                   47,500            454,320
                                                ------            -------

NET INCREASE (DECREASE) IN CASH
DURING PERIOD                                    4,418            186,341

CASH AT BEGINNING OF PERIOD                      2,401             22,397
                                                 -----           --------

CASH AT END OF PERIOD                           $6,819        $   208,738
                                                ======        ===========



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



<PAGE>


                        FORTUNE ENTERTAINMENT CORPORATION
            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                    FOR THE NINE MONTHS ENDED MARCH 31, 2001

1. INTERIM REPORTING

      The accompanying unaudited condensed financial statements have been
prepared in accordance with generally accepted accounting principles and Form
10-QSB requirements. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments considered
necessary for a fair presentation have been included. Operating results for the
three months ended March 31, 2001 are not necessarily indicative of the results
that may be expected for the year ended December 31, 2001. For further
information, refer to the financial statements and related footnotes included in
the Company's annual report on Form 10-KSB for the year ended December 31, 2000.

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.

                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                              AND PLAN OF OPERATION

      The following should be read in conjunction with Management's Discussion
and Analysis of Financial Condition and Results of Operations in the Company's
annual report on Form 10-KSB for the year ended December 31, 2000.

      This report contains forward-looking statements within the meaning of the
Securities Act of 1933 and of the Securities Exchange Act of 1934. Such
statements include, but are not limited to projected sales, market acceptance,
and the availability of capital. Forward-looking statements are inherently
subject to risks and uncertainties, many of which cannot be predicted with
accuracy and some of which may not even be anticipated. Future events and actual
results, financial and otherwise, could differ materially from those set forth
in or contemplated by the forward-looking statements.

      The Company has not, to date, generated any revenues from its operations.
Accordingly, the Company has, since inception, funded its operations and capital
expenditures primarily through private placements of debt and equity securities.

      During the period ending December 31, 2001 the Company plans to form joint
ventures with third parties for the purpose of owning and operating casino games
in Peru and the Philippines. As of May 31, 2001 the Company had not entered into

<PAGE>

any joint ventures or binding agreements with any third parties regarding owning
or operating casino games in these countries. No assurance can be given that the
Company will be successful in its plans to own and operate casino games in Peru
or the Philippines.

      During the period ending December 31, 2001 the Company plans to license
the right to its Fortune Poker and Rainbow 21 games to third parties who will
then attempt to market these games to casino operators. However the Company may
not be successful in licensing the rights to either of these games.

      During the twelve months ending December 31, 2001, the Company anticipates
that it will need capital for the following purposes:

      Fund operating losses:                        $550,000

      Capital required for joint ventures in Peru
          and Philippines                          3,000,000

      Payment of accounts payable                    400,000

      Other                                           50,000
                                                  ----------

                                                  $4,000,000

      As of May 31, 2001 the Company did not have any commitments from any
source to provide capital and the Company 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.

      Since inception the Company has funded its operations and capital
expenditures primarily through private placements of debt and equity securities.
The Company needs additional financing on an ongoing basis to remain in
operation. There can be no assurance that such financing will continue to be
available at all, or on terms acceptable to the Company.




<PAGE>


                                     PART II
                                OTHER INFORMATION


Item 2.  Changes in Securities and Use of Proceeds

      During the three months ended March 31, 2001 the Company issued 1,332,050
shares of its common stock to four persons who were formerly affiliated with the
Company in settlement of $666,025 owed to these persons as of December 31, 2000.
The Company relied upon the exemption provided by Section 4 (2) of the
Securities Act of 1933 in connection with the issuance of these shares of common
stock. The 1,332,050 shares described above are "Restricted Securities" as that
term is defined in Rule 144 of the Securities and Exchange Commission.

Item 6.  Exhibits and Reports on Form 8-K

      No exhibits are filed with this report

      During the quarter ending March 31, 2001 the Company did not file any
reports on Form 8-K.




<PAGE>


                                   SIGNATURES


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



                        Fortune Entertainment Corporation


Date:  June 20, 2001             By   /s/ Douglas Sanderson
                                      ------------------------------------
                                          Douglas R. Sanderson
                                          Chief Executive Officer and Principal
                                          Financial Officer