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

                               AMENDMENT NO. 2 TO
                                  FORM 10-QSB/A

                                    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 SECURITIES  EXCHANGE
         ACT OF 1934

                         COMMISSION FILE NUMBER000-25843

                           ELECTRONIC GAME CARD, INC.
       (Exact name of small business issuer as specified in its charter)


            Nevada                                      87-0570975
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 Incorporation or organization)

                 19th Floor, 712 5th Avenue, New York, NY 10019
                    (Address of Principal Executive Offices)

                                 (646) 723-8946
                           (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 for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days. Yes [X] No [ ]

Indicate by check mark whether the  registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [ ] No [ X]

Traditional small business disclosure format    Yes [ ]    No [X]

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practical date: June 2, 2005 - 25,580,224


<PAGE>


                                     PART I


ITEM 1.  FINANCIAL STATEMENTS

                           ELECTRONIC GAME CARD, INC.
                          (A Development Stage Company)
                           CONSOLIDATED BALANCE SHEETS


                                                   March 31,        December 31,
                                                     2005              2004
                                                  -----------       -----------
                                                  (Unaudited)
ASSETS:

CURRENT ASSETS:


     Cash & Cash Equivalents ...............      $ 7,937,231       $ 1,082,558
     Accounts Receivable ...................          154,500            80,250
     Deposit on Inventory ..................           72,852           141,800
     Value Added Tax Receivable ............           35,162            46,235
     Related Party Receivable ..............          118,430            61,560
     Note Receivable .......................            1,425           143,468
                                                  -----------       -----------
          Total Current Assets .............        8,319,600         1,555,871

PROPERTY AND EQUIPMENT:
     Plant and Machinery Equipment .........            7,185             7,185
     Office Equipment ......................           62,806            58,987
     Furniture & Fixtures ..................              366               366
     Less: Accumulated Depreciation ........          (31,255)          (25,819)
                                                  -----------       -----------
          Net Fixed Assets .................           39,102            40,719

OTHER ASSETS
     Investment in Joint Venture ...........          994,063         1,000,000
                                                  -----------       -----------

TOTAL ASSETS ...............................      $ 9,352,765       $ 2,596,590
                                                  ===========       ===========


                                       2
<PAGE>


                           ELECTRONIC GAME CARD, INC.
                          (A Development Stage Company)
                           CONSOLIDATED BALANCE SHEETS
                                   (Continued)



                                                     March 31,     December 31,
                                                       2005            2004
                                                   ------------    ------------
                                                    (Unaudited)
LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)

CURRENT LIABILITIES:


     Accounts Payable ..........................   $    403,669    $    620,736
     Related Party Payable .....................         97,500            --
     Accrued Payroll Liabilities ...............           --            41,087
     Unearned Revenue ..........................           --            62,370
                                                   ------------    ------------
          Total Current Liabilities ............        501,169         724,193

NON-CURRENT LIABILITIES:
     Convertible Note Payable, net .............      7,774,095            --
     Interest Payable ..........................          9,686            --
          Total Non-Current Liabilities ........      7,783,781            --
                                                   ------------    ------------
     TOTAL LIABILITIES .........................      8,284,950         724,193

STOCKHOLDERS' EQUITY
Common Stock, Par Value $.001,
     Authorized 100,000,000 shares
     Issued 25,071,862 and 24,936,928
     shares at March 31, 2005 and
     December 31, 2004 .........................         25,072          24,937
Paid-In Capital ................................     12,323,304      12,207,471
Stock Subscription Receivable ..................           --          (139,189)
Currency Translation Adjustment ................       (646,576)       (513,178)
Retained Deficit ...............................       (157,495)       (157,495)
Deficit Accumulated During the
     Development Stage .........................    (10,476,490)     (9,550,149)
                                                   ------------    ------------

     TOTAL STOCKHOLDERS'S EQUITY ...............      1,067,815       1,872,397

TOTAL LIABILITIES AND STOCKHOLDERS'S EQUITY ....   $  9,352,765    $  2,596,590
                                                   ============    ============


The accompanying notes are an integral part of these financial statements.


                                       3
<PAGE>


<TABLE>
                           ELECTRONIC GAME CARD, INC.
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

<CAPTION>
                                                                                    Cumulative
                                                                                      Since
                                                                                  April 6, 2000
                                                    For the Three Months Ended     Inception of
                                                             March 31,             Development
                                                       2005            2004           Stage
                                                   ------------    ------------    ------------
<S>                                                <C>             <C>             <C>
Revenue: .......................................   $    136,635    $     80,250    $    225,202
Cost of Good Sold ..............................        114,060            --           181,215
                                                   ------------    ------------    ------------
Gross Profit (Loss) ............................         22,575          80,250          43,987
Expenses:
Selling and Marketing Expense ..................         53,436         180,361       1,177,480
General & Administrative .......................        611,200          80,805       1,846,569
Consulting Expenses ............................         92,682         349,780       2,053,651
Salaries and Wages .............................        214,142         166,722       1,370,470
Compensation from issuance of Options/Warrants .           --              --         4,099,852
                                                   ------------    ------------    ------------
     Total Operating Expenses ..................        971,460         777,668      10,548,022

     Loss from Operations ......................       (948,885)       (697,418)    (10,504,035)
                                                   ------------    ------------    ------------

Other Income (Expense)
Currency Translation ...........................        106,905            --           106,905
Interest, Net ..................................        (84,361)            479         (76,594)
Settlement of Litigation .......................           --              --            42,154
                                                   ------------    ------------    ------------
Net Loss from Continuing Operations before Taxes       (926,341)       (696,939)    (10,431,570)

Income Taxes ...................................           --              --              (455)

     Net Loss from Continuing Operations .......       (926,341)       (696,939)    (10,432,025)
                                                   ------------    ------------    ------------

Discontinued Operations:
     Net Loss from discontinued operations
        net of tax effects of $0 ...............           --            (4,309)         (8,138)
     Loss on disposal of discontinued operations
        net of tax effects of $0 ...............           --              --           (36,327)

     Total Loss from Discontinued Operations ...           --            (4,309)        (44,465)
                                                   ------------    ------------    ------------

     Net Loss ..................................   $   (926,341)   $   (701,248)   $(10,476,490)
                                                   ------------    ------------    ------------

Basic & Diluted Loss Per Share:
     Continuing Operations .....................   $      (0.04)                   $      (0.04)
     Discontinued Operations ...................           --                              --
                                                   $      (0.04)                   $      (0.04)
Weighted Average Shares ........................     24,955,613                      16,838,712
</TABLE>


The accompanying notes are an integral part of these financial statements.


                                       4
<PAGE>


<TABLE>
                           ELECTRONIC GAME CARD, INC.
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<CAPTION>
                                                                                     Cumulative
                                                                                        Since
                                                                                    April 6, 2000
                                                      For the Three Months Ended     Inception of
                                                               March 31,             Development
                                                         2005            2004           Stage
                                                     ------------    ------------    ------------
<S>                                                  <C>             <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss .........................................   $   (926,341)   $   (701,248)   $(10,476,490)
                                                     ------------    ------------    ------------

Adjustments to Reconcile Net Loss to Net
Cash Used in Operating Activities:
Depreciation .....................................          5,806          12,192          31,624
Stock Issued for Expenses ........................           --              --           114,959
Compensation for Options/Warrants ................           --              --         3,951,863
Cashless exercise of Warrants ....................           --              --           147,989
Foreign Currency Translation .....................           --          (115,457)       (513,178)
Net Loss from Discontinues Operations ............           --             4,309           8,138
Loss on Disposal of Operations ...................           --              --            36,327
Amortization of Interest Expense .................         74,924            --            74,924
Change in Operating Assets and Liabilities:
(Increase) Decrease in Accounts Receivable .......        (75,388)        (80,250)       (155,638)
(Increase) Decrease in Deposit on Inventory ......         66,937            --           (74,863)
(Increase) Decrease in Prepaid Expenses ..........           --              (186)           --
(Increase) Decrease in Value Added Tax Receivable          10,417         (12,273)        (35,818)
Increase (Decrease) in Accounts Payable ..........       (208,263)       (126,626)        342,881
Increase (Decrease) in Accrued Payroll Liabilities        (40,504)         42,375             583
Increase (Decrease) in Unearned Revenue ..........        (61,486)           --               884
Increase (Decrease) in Interest Payable ..........          9,686            --             9,686
                                                     ------------    ------------    ------------
  Net Cash Used in continuing activities .........     (1,144,212)       (977,164)     (6,536,129)
  Net Cash Used in discontinued activities .......           --              --            (1,250)
                                                     ------------    ------------    ------------
  Net Cash Used in operating activities ..........     (1,144,212)       (977,164)     (6,537,379)
                                                     ------------    ------------    ------------

CASH FLOWS FROM INVESTING ACTIVITIES:
Cash Acquired in Merger ..........................           --              --             3,834
Purchase of Plant and Machinery Equipment ........           --              --            (7,185)
Purchase of Office Equipment .....................         (4,656)        (35,889)        (63,643)
Purchase of Furniture & Fixture ..................           --              --              (366)
Investment in Joint Venture ......................          8,245            --          (991,755)
                                                     ------------    ------------    ------------
  Net cash provided by investing activities ......          3,589         (35,889)     (1,059,115)
                                                     ------------    ------------    ------------
</TABLE>


                                       5
<PAGE>


<TABLE>
                           ELECTRONIC GAME CARD, INC.
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Continued)
                                   (Unaudited)

<CAPTION>
                                                                                     Cumulative
                                                                                       since
                                                                                      April 6,
                                                                                        2000
                                                     For the Three Months Ended     Inception of
                                                              March 31,             Development
                                                        2005            2004           Stage
                                                    ------------    ------------    ------------
<S>                                                 <C>             <C>             <C>
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from Sale of Common Stock ..............        115,771       6,110,266       7,980,110
Amount Loaned on Related Party Receivable .......        (57,744)           --          (119,304)
Amount Loaned on Note Receivable ................           --           (16,316)       (143,468)
Payment on Notes Receivables ....................        140,009            --           140,009
Proceeds from Related Party Payable .............         97,500            --            97,500
Payment on Long-Term Note Payable ...............           --        (1,030,086)       (969,407)
Proceeds from Long-Term Note Payable ............           --            12,482         848,174
Proceeds from Convertible Note Payable ..........      7,699,219            --         7,699,219
                                                    ------------    ------------    ------------
  Net Cash Provided by Financing Activities .....      7,994,755       5,076,346      15,532,833
                                                    ------------    ------------    ------------

Net (Decrease) Increase in Cash .................   $  6,854,132    $  4,063,293    $  7,936,339
Foreign Exchange Effect on Cash .................            541             100          (2,697)
Cash at Beginning of Period .....................      1,082,558           6,732            --
                                                    ------------    ------------    ------------
Cash at End of Period ...........................   $  7,937,231    $  4,070,125    $  7,933,642
                                                    ============    ============    ============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the year for:
  Interest ......................................   $       --      $       --      $      1,470
  Income taxes ..................................   $       --      $       --      $        455
</TABLE>

SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:

On May 5, 2003, the Company acquired in a reverse acquisition of Electronic Game
Card Marketing $1,735 in cash,  accounts payable of $69,646 and a long-term note
payable of $121,233,  in exchange for all of the  Company's  outstanding  common
stock.

On December 5, 2003, the Company acquired in a reverse acquisition of Scientific
Energy, Inc. $2,099 in cash,  technology valued at $50,000,  accounts payable of
$5,595 and a note payable to a shareholder of $1,095.

During  2004,  the  Company  issued  114,800  shares  of stock in  exchange  for
services.

During  2004,  the Company  issued  75,892  shares of stock in exchange  for the
cashless  exercise of warrants.  In connection  with this cashless  exercise the
Company recorded compensation in the amount of $147,913.

During 2004,  the Company  issued  options and warrants  with an exercise  price
below fair market value as a result the Company has recorded Compensation in the
amount of $3,951,863.

The accompanying notes are an integral part of these financial statements.


                                       6
<PAGE>


<TABLE>
                           ELECTRONIC GAME CARD, INC.
                          (A Development Stage Company)
                        STATEMENT OF STOCKHOLDERS' EQUITY
             FOR THE PERIOD APRIL 6, 2000 (INCEPTION) MARCH 31, 2005

<CAPTION>
                                                                                       Share
                                                 Common Stock          Paid-In      Subscription    Currency
                                             Shares      Par Value     Capital       Receivable    Translation
                                           ----------   ----------   ------------   ------------   ----------
<S>                                        <C>          <C>          <C>            <C>            <C>
August 2, 2002, Shares Issued for
 Services ..............................   12,696,595   $   12,697   $       --     $       --     $     --

Currency Translation ...................         --           --             --             --        (25,927)
Net Loss ...............................         --           --             --             --           --
                                           ----------   ----------   ------------   ------------   ----------
Total Comprehensive Income .............         --           --             --             --        (25,927)
                                           ----------   ----------   ------------   ------------   ----------

Balance December 31, 2002 ..............   12,696,595       12,697           --             --        (25,927)

December 5, 2003, Shares Issued in
  connection with Reverse Acquisition of
  Scientific Energy, Inc. ..............    1,126,467        1,126           --             --           --

Currency Translation ...................         --           --             --             --        (92,514)
Net Loss ...............................         --           --             --             --           --
                                           ----------   ----------   ------------   ------------   ----------
Total Comprehensive Income .............         --           --             --             --        (92,514)
                                           ----------   ----------   ------------   ------------   ----------

Balance December 31, 2003 ..............   13,823,062       13,823           --             --       (118,441)

<CAPTION>
                                                            Deficit
                                                          Accumulated
                                                             Since
                                                         April 6, 2000      Total
                                                         Inception of    Stockholders'
                                             Retained     Development       Equity
                                             Deficit         Stage        (Deficit)
                                           -----------    -----------    -----------
<S>                                        <C>            <C>            <C>
August 2, 2002, Shares Issued for
 Services ..............................   $   (12,539)   $      --      $       158

Currency Translation ...................          --             --          (25,927)
Net Loss ...............................          --         (391,403)      (391,403)
                                           -----------    -----------    -----------
Total Comprehensive Income (loss) ......          --         (391,403)      (417,330)
                                           -----------    -----------    -----------

Balance December 31, 2002 ..............       (12,539)      (391,403)      (417,172)

December 5, 2003, Shares Issued in
  connection with Reverse Acquisition of
  Scientific Energy, Inc. ..............      (144,956)          --         (143,830)

Currency Translation ...................          --             --          (92,514)
Net Loss ...............................          --         (542,000)      (542,000)
                                           -----------    -----------    -----------
Total Comprehensive Income (loss) ......          --         (542,000)      (634,514)
                                           -----------    -----------    -----------

Balance December 31, 2003 ..............      (157,495)      (933,403)    (1,195,516)
</TABLE>


                                       7
<PAGE>


<TABLE>
                           ELECTRONIC GAME CARD, INC.
                          (A Development Stage Company)
                        STATEMENT OF STOCKHOLDERS' EQUITY
     FOR THE PERIOD APRIL 6, 2000 (INCEPTION) TO MARCH 31, 2005 (Continued)

<CAPTION>
                                                                                      Stock
                                            Common Stock              Paid-In      Subscription     Currency
                                       Shares        Par Value        Capital       Receivable     Translation
                                    ------------   ------------    ------------    ------------    ------------
<S>                                   <C>          <C>             <C>             <C>             <C>
Balance December 31, 2003             13,823,062   $     13,823    $         --    $         --    $   (118,441)

Stock issued in exchange for cash      6,853,750          6,854       6,846,896              --              --
Cost of private placement                    --             --        (743,483)             --               --
Stock issued in exchange for cash      2,171,594          2,172       1,083,625              --              --
Stock issued for Fundraising           1,174,000          1,174          (1,174)             --              --
Compensation for Options/Warrants             --             --       3,951,863              --              --
Warrants exercised for cash              343,666            344         343,322              --              --
Warrants exercised for stock              75,892             76         147,913              --              --
Options exercised for cash               100,000            100          99,900              --              --
Stock sold for cash                       50,000             50          24,950              --              --
Stock sold for cash                      215,250            215         338,974        (139,189)             --
Stock issued for services                114,800            115         114,685              --              --
Stock sold for cash                       14,914             14              --              --              --
Currency Translation                          --             --              --              --        (394,737)
Net Loss                                      --             --              --              --              --
                                    ------------   ------------    ------------    ------------    ------------
Total Comprehensive Income (loss)             --             --              --              --        (394,737)
                                    ------------   ------------    ------------    ------------    ------------

Balance December 31, 2004             24,936,928   $     24,937    $ 12,207,471    $   (139,189)   $   (513,178)
                                    ============   ============    ============    ============    ============

Currency translation                       --              --              --               --          106,905

Net Loss

Balance March 31, 2005              24,936,928           24,937     12,207,471         (139,189)      (406,273)
                                    ===========       ==========   ============     ============    ============

<CAPTION>
                                                      Deficit
                                                    Accumulated
                                                       Since
                                                   April 6, 2000       Total
                                                    Inception of    Stockholders'
                                      Retained      Development       Equity
                                      Deficit          Stage         (Deficit)
                                    ------------    ------------    ------------
<S>                                 <C>             <C>             <C>
Balance December 31, 2003           $   (157,495)   $   (933,403)   $ (1,195,516)

Stock issued in exchange for cash             --              --       6,853,750
Cost of private placement                     --        (743,483)
Stock issued in exchange for cash             --              --       1,085,797
Stock issued for Fundraising                  --              --              --
Compensation for Options/Warrants             --              --       3,951,863
Warrants exercised for cash                   --              --         343,666
Warrants exercised for stock                  --              --         147,989
Options exercised for cash                    --              --         100,000
Stock sold for cash                           --              --          25,000
Stock sold for cash                           --              --         200,000
Stock issued for services                     --              --         114,800
Stock sold for cash                           --              --              14
Currency Translation                          --              --        (394,737)
Net Loss                                      --      (8,616,746)     (8,616,746)
                                    ------------    ------------    ------------
Total Comprehensive Income (loss)             --      (8,616,746)     (9,011,483)
                                    ------------    ------------    ------------

Balance December 31, 2004           $   (157,495)   $ (9,550,149)   $  1,872,397
                                    ============    ============    ============

Currency Translation                       --              --           106,905

Net Loss                                   --        (819,436)         (819,436)

Balance March 31, 2005              $  (157,495)    (10,369,298)       1,169,866
                                    =============   =============    ============
</TABLE>


The accompanying notes are an integral part of these financial statements.


                                       8
<PAGE>


                           ELECTRONIC GAME CARD, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

This summary of accounting  policies for  Electronic  Game,  Inc.(a  development
stage company) is presented to assist in understanding  the Company's  financial
statements.  The accounting  policies conform to generally  accepted  accounting
principles  and  have  been  consistently  applied  in  the  preparation  of the
financial statements.

INTERIM REPORTING

The unaudited financial  statements as of March 31, 2004 and for the three month
period then ended reflect, in the opinion of management,  all adjustments (which
include  only  normal  recurring  adjustments)  necessary  to  fairly  state the
financial  position and results of operations  for the three  months.  Operating
results for interim periods are not necessarily  indicative of the results which
can be expected for full years.

NATURE OF OPERATIONS AND GOING CONCERN

The  accompanying  financial  statements  have  been  prepared  on the  basis of
accounting  principles  applicable to a "going  concern",  which assume that the
Company  will  continue in  operation  for at least one year and will be able to
realize  its assets  and  discharge  its  liabilities  in the  normal  course of
operations.

ORGANIZATION AND BASIS OF PRESENTATION

The Company was  incorporated  under the laws of the United  Kingdom on April 6,
2000,  under the name of  Electronic  Game Card,  Ltd.  Until 2002,  the Company
remained dormant and had no operations. On May 5, 2003, the Company entered into
an agreement  whereby it acquired  100% of the  outstanding  stock of Electronic
Game Card Marketing, a Delaware Company.

On December 5, 2003, the Company  acquired 100% of the outstanding  stock of the
Electronic Game Card, Inc.  (Nevada) in a reverse  acquisition.  At this time, a
new  reporting  entity was  created  and the name of the  Company was changed to
Electronic Game Card, Inc.

As of March 31, 2005, the Company is in the development  stage and has not begun
planned principal operations.

PRINCIPALS OF CONSOLIDATION

The  consolidated  financial  statements  include the accounts of the  following
companies:

        o        Electronic Game Card, Inc. ( Nevada Corporation)
        o        Electronic Game Card, Ltd. (United Kingdom Corporation)
        o        Electronic Game Card Marketing (A Delaware Corporation)

The results of subsidiaries acquired during the year are consolidated from their
effective  dates of  acquisition.  All  significant  intercompany  accounts  and
transactions have been eliminated.

NATURE OF BUSINESS

The Company plans to engage in the development, marketing, sale and distribution
of recreational electronic software which primarily targeted towards lottery and
sales promotion markets through its Great Britain subsidiary.


                                       9
<PAGE>


                           ELECTRONIC GAME CARD, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Continued)
                                   (Unaudited)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

CONCENTRATION OF CREDIT RISK

The Company has no significant  off-balance-sheet  concentrations of credit risk
such as foreign exchange  contracts,  options contracts or other foreign hedging
arrangements.

CASH AND CASH EQUIVALENTS

For purposes of the  statement of cash flows,  the Company  considers all highly
liquid debt instruments  purchased with a maturity of three months or less to be
cash  equivalents  to the  extent  the funds are not being  held for  investment
purposes.

DEPRECIATION

Fixed assets are stated at cost.  Depreciation  is calculated on a straight-line
basis over the estimated useful lives of the assets as follows:

         Asset                            Rate
        -----------------------------   -------
        Plant and Machinery Equipment   3 years
        Office Equipment                3 years

Maintenance and repairs are charged to operations;  betterments are capitalized.
The  cost  of  property  sold  or  otherwise  disposed  of and  the  accumulated
depreciation  thereon are eliminated  from the property and related  accumulated
depreciation  accounts, and any resulting gain or loss is credited or charged to
income.

Depreciation  Expense for the three  months  ending March 31, 2005 and 2004 were
$5,806 and $12,192.

ADVERTISING COSTS

Advertising costs are expensed as incurred. For the three months ended March 31,
2005 and 2004, advertising costs were $53,436 and $180,361, respectively.

REVENUE RECOGNITION

Revenue  is  recognized  from  sales  of  product  at the  time of  shipment  to
customers.

FOREIGN CURRENCY TRANSLATION

The  Company's  functional  currency  is the  British  Pound  and the  reporting
currency is the U.S. Dollar. All elements of financial statements are translated
using a current exchange rate. For assets and liabilities,  the exchange rate at
the balance sheet date is used.  Stockholders'  Equity is  translated  using the
historical rate. For revenues,  expenses,  gains and losses the weighted average
exchange rate for the period is used.  Translation gains and losses are included
as a separate component of stockholders'  equity. Gain and losses resulting from
foreign currency transactions are included in net income.

PERVASIVENESS OF ESTIMATES

The preparation of financial  statements in conformity  with generally  accepted
accounting principles required management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and


                                       10
<PAGE>


                           ELECTRONIC GAME CARD, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Continued)
                                   (Unaudited)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the  reported  amounts  of  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.

LOSS PER SHARE

Basic  loss  per  share  has been  computed  by  dividing  the loss for the year
applicable to the common  stockholders by the weighted  average number of common
shares  outstanding  during the years.  As of March 31,  2005,  the  Company had
13,101,143  option and warrants  outstanding to purchase up to 13,101,143 shares
of common stock.  However,  the effect of the Company's common stock equivalents
would be anti-dilutive for March 31, 2005 and 2004 and are thus not considered.

INCOME TAXES

The Company  accounts  for income  taxes under the  provisions  of SFAS No. 109,
"Accounting  for Income  Taxes." SFAS No.109  requires  recognition  of deferred
income  tax  assets  and   liabilities   for  the  expected  future  income  tax
consequences,  based on enacted tax laws, of temporary  differences  between the
financial reporting and tax bases of assets and liabilities.

STOCK COMPENSATION FOR NON-EMPLOYEES

The Company  accounts  for the fair value of its stock  compensation  grants for
non-employees  in  accordance  with FASB  Statement  123. The fair value of each
grant is equal to the market price of the  Company's  stock on the date of grant
if an  active  market  exists  or  at a  value  determined  in  an  arms  length
negotiation between the Company and the non-employee.

NOTE 2 - INCOME TAXES

The Company is subject to income taxes in the United  States of America,  United
Kingdom,  and the state of New York. As of December 31, 2004,  the Company had a
net  operating  loss   carryforward   for  income  tax  reporting   purposes  of
approximately  $6,308,687  in the  United  States and  $3,503,438  in the United
Kingdom that may be offset against  future taxable income through 2023.  Current
tax laws limit the amount of loss  available to be offset against future taxable
income when a  substantial  change in ownership  occurs.  Therefore,  the amount
available to offset  future  taxable  income may be limited.  No tax benefit has
been reported in the financial statements, because the Company believes there is
a 50% or greater chance the carry-forwards will expire unused. Accordingly,  the
potential  tax  benefits  of the loss  carry-forwards  are offset by a valuation
allowance of the same amount.

For the years  ending  December  31, 2004 and 2003 income tax expense was $0 and
$455.

NOTE 3 - DEVELOPMENT STAGE COMPANY

The  Company  has  not  begun  principal  operations  and  as is  common  with a
development  stage  company,  the Company has had  recurring  losses  during its
development  stage.  The  Company's  financial  statements  are  prepared  using
generally  accepted  accounting  principles  applicable to a going concern which
contemplates  the  realization  of assets and  liquidation of liabilities in the
normal course of business.  However,  as of March 31, 2005,  the Company did not
have significant  cash or other material assets,  nor did it have an established
source of revenues  sufficient to cover its  operating  costs and to allow it to
continue as a going concern.


                                       11
<PAGE>


                           ELECTRONIC GAME CARD, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Continued)
                                   (Unaudited)


NOTE 4 - NOTES RECEIVABLE

As of March 31, 2005 and December 31, 2004,  the following  amounts were owed to
the Company: Interest rate is the 1 month libor rate of 1.544

                                                 March 31,  December 31,
                                                    2005       2004
                                                  --------   -------

                                                  $  1,425   $143,468
                                                  --------   --------

        Total Note Receivable                     $  1,425   $143,468
                                                  ========   ========

NOTE 5 - RELATED PARTY TRANSACTIONS

During the three  months  ended March 31, 2005 and the year ended  December  31,
2004, the Company has certain  related party  receivables  due on demand and are
non-interest  bearing.  In previous years,  the Company and its subsidiaries had
borrowed  from the same  companies  in excess of $1  million  with  little or no
interest.  As of March 31, 2005 and December 31, 2004,  $118,430 and $61,560, is
still owed to the Company.

During the three  months  ended March 31, 2005 and the year ended  December  31,
2004,  the Company  has certain  related  party  payables  due on demand and are
non-interest  bearing.  In previous years,  the Company and its subsidiaries had
borrowed  from the same  companies  in excess of $1  million  with  little or no
interest.  As of March 31, 2005 and December 31, 2004,  $97,500 and $0, is still
owed by the Company.

NOTE 6- COMMON STOCK TRANSACTIONS

On August 2, 2002,  the Company  issued 99 shares at 1.00  British  Pound or the
equivalent of $1.60,  these shares were later forward split to 12,696,595 shares
in connection with the  acquisition of Scientific  Energy and it was recorded by
$12,539  credit to common stock of and a debit to retained  earnings of $12,539.
All references to stock reflect the stock split.

On December 5, 2003, an additional  1,126,467 shares were issued to the previous
owners of Scientific  Energy,  Inc. and for the  conversion of a note payable of
$31,344.

NOTE 6- COMMON STOCK TRANSACTIONS

On February 20, 2004, the Company issued  6,853,750  common shares and 3,426,875
warrants for $1.00 per share.

On October 12, 2004 the  Company  entered  into a  subscription  agreement  with
Scientific  Games  internantional,  Inc.  to  purchased  Two Million One Hundred
Seventy-One Thousand Five Hundred Ninety-Four (2,171,594) shares of newly-issued
common  stock,  par value  $0.001  per  share of the  Company  for an  aggregate
purchase price of $1,085,797.50.

During 2004 the Company  issued  419,558 shares of common stock from warrants in
exchange for $343,666 in cash.

During 2004 the Company issued 380,164 shares of common stock from the execution
of options in exchange for $463,974 in cash.


                                       12
<PAGE>


                           ELECTRONIC GAME CARD, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Continued)
                                   (Unaudited)

NOTE 6- COMMON STOCK TRANSACTIONS (Continued)

During  2004 the Company  issued  1,174,000  shares of common  stock for private
placement fundraising services.

During 2004 the Company  issued  114,880  shares of common stock in exchange for
services.

During 2005 the Company  issued  134,934 shares of common stock from warrants in
exchange for $115,833 in cash.

NOTE 7 - STOCK OPTIONS /WARRANTS

The Company  has  adopted a stock  compensation  plan  entitled  the 2002 Equity
Compensation  Plan.  Pursuant to this 2002 Equity  Compensation  Plan, grants of
shares can be made to(i) designated  employees of Electronic Game Card Inc. (the
"Company") and its subsidiaries including Electronic Game Card Ltd, (ii) certain
advisors  who perform  services  for the Company or its  subsidiaries  and (iii)
non-employee members of the Board of Directors of the Company (the "Board") with
the  opportunity  to receive  grants of incentive  stock  options,  nonqualified
options,  share  appreciation  rights,  restricted shares,  dividend  equivalent
rights and cash awards.  The Company  believes that the Plan will  encourage the
participants  to  contribute  materially  to the growth of the Company,  thereby
benefiting the Company's shareholders,  and will align the economic interests of
the participants with those of the shareholders.

The 2002 Equity  Compensation Plan provides for options  equivalent up to 10% of
the issued share  capital of the company to be offered.  The  original  exercise
price of the options  was equal to one half the price at which the Common  Stock
is issued at the first public offering,  however,  subsequent to the adoption of
the 2002 Equity  Compensation  Plan the board determined that the exercise price
would be issued  from a range of $0.50 to $2.00 per  option.  Those  eligible to
participate  in this plan are entitled to vest 25% of the stock  offered in this
option  for each six months of  service  with the  Company.  After  vesting  the
exercise of these  options must be done within ten years of the option date.  As
of December 31, 2004,  1,190,000 of a total  possible of 1,200,000  options have
been  distributed.  No further stock option plans have been  instituted.  During
2004 the Company  recorded  $110,700 in compensation  expense in connection with
options granted pursuant to this plan.

In connection with a private  placement on February 20, 2004, the Company issued
3,426,875 warrants.  Each warrant is exercisable for a period of five years at a
price of $1.00 for one share of common stock.  The warrants  were  determined to
have no value at the time of their issuance.

In addition,  on February 20, 2004,  the Company issued  additional  warrants as
consideration for assistance in placing the common stock pursuant to the private
placement.  The warrants  were issued as follows:  1) Warrants to purchase up to
353,750  shares of common  stock at an  exercise  price of $1.00 per share  were
granted to  Middlebury  Capital  LLC.  These were  granted as  compensation  for
placement  agents  for the  private  placement.  These are  exercisable  through
February 20, 2009.  2) Warrants to purchase up to 32,000  shares of common stock
at an exercise  price of $1.00 per share were  granted to  National  Securities,
Inc.  These were granted as  compensation  for  placement  agents for the common
stock. These are exercisable  through February 20, 2009. 3) Warrants to purchase
up to 200,000  shares of common  stock at an  exercise  price of $1.00 per share
were granted to First  Securities  USA, Inc. These were granted as  compensation
for  placement  agents  for the  common  stock.  These are  exercisable  through
February 20, 2009.  4) Warrants to purchase up to 86,250  shares of common stock
at an exercise price of $1.00 per share were granted to IQ Ventures.  These were
granted as  compensation  for placement  agents for the common stock.  These are
exercisable through February 20, 2009.

The  company  has agreed  that  warrant  holders  could  elect to convert  their
warrants by a cashless  exercise.  This provision  permits the warrant holder to
cancel one half of the warrants at the then  current  share price to receive the
balance of the warrants in Common Stock without payment to the company.  In 2004
the Company has


                                       13
<PAGE>


                           ELECTRONIC GAME CARD, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Continued)
                                   (Unaudited)

NOTE 7 - STOCK OPTIONS /WARRANTS (Continued)

recorded $3,961,072 in compensation  expense in connection with the granting and
cashless provision of the warrants detailed above.

NOTE 8 - DISCONTINUED OPERATIONS

On December 5, 2003,  the Company  entered  into an  agreement  with  Scientific
Energy,  Inc.  (Utah),  that upon completion,  100%  (20,000,000  shares) of the
Scientific Energy's shares would be returned,  and the Company would cease to be
a wholly owned  subsidiary of Electronic  Game Card,  Inc. On November 30, 2004,
the Company  completed the disposal of the discontinued  operations.  The assets
and liabilities of Scientific Energy, Inc. (Utah) to be disposed of consisted of
the following:

                                                              November 30,
                                                                  2004
                                                                -------
         Cash .........................................         $    40
         Intangibles ..................................          50,000
                                                                -------
         Total Assets .................................          50,040
                                                                -------

         Accounts Payable .............................          11,978
         Income Tax Payable ...........................             100
         Shareholder Loan .............................           1,635
                                                                -------
         Total Liabilities ............................          13,713
                                                                -------
         Net Assets to be Disposed of .................         $36,327
                                                                =======

Operating  results of this  discontinued  operation  for the three  months ended
March 31, 2004 are shown separately in the accompanying  consolidated  statement
of  operations.  The operating  results of the  discontinued  operations for the
three months ended March 31, 2004 consist of the following:

         General and Administrative Expenses ...........       $ 4,298
         Interest Expense ..............................            11
                                                               -------

         Net Loss ......................................       $(4,309)

NOTE 9 - SETTLEMENT OF LITIGATION INCOME

Electronic  Game Card,  Ltd.  was a party to a lawsuit  brought  in the  Central
London  County  Court by a former  consultant.  The  claim  was for  arrears  of
remuneration  totaling $49,117  (27,625UK),  remuneration for six months' notice
period of $57,341  (32,250UK) to be assessed in relation to the Senior Executive
Bonus Scheme,  interest,  costs and "further or other relief" arising from EGC's
alleged  breaches  of  a  written  agreement.   In  conjunction,   EGC  filed  a
counterclaim which seeks damages in excess of $26,670 but limited to $88,900 and
interest. The claims were settled on the basis of a Consent Order dated November
13, 2004.

As a result of the Consent Order the Company  provided  payment in the amount of
$51,734  (27,000UK).  In the accompanying  Consolidated  Statement of Operations
income  from  settlement  of  litigation  has been  recognized  in the amount of
$42,154,  which is the  accurals  that  were  previously  booked  less the final
judgement.


                                       14
<PAGE>


                           ELECTRONIC GAME CARD, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Continued)
                                   (Unaudited)

NOTE 10 - COMMITMENTS

On September 1, 2004, the Company  entered into a lease agreement with a related
party for office  space in London on a one year lease  agreement.  The terms for
the  agreement  required a monthly rent of $5,748  (3,000UK).  The total minimum
lease payments for the year ended December 31, 2005 is $45,984.

NOTE 11 - JOINT VENTURE

On October 12, 2004,  the Company  entered into a joint venture  agreement  with
Scientific Games  International,  Inc.  ("SciGames:),  to exclusively market and
promote the  Company's  Electronic  Game Card product  worldwide to national and
state lotteries. SciGames purchased Two Million One Hundred Seventy-One Thousand
Five Hundred  Ninety-Four  (2,171,594) shares of newly-issued  common stock, par
value  $0.001  per  share of the  Company  for an  aggregate  purchase  price of
$1,085,797.50  pursuant to a subscription  agreement  dated October 12, 2004. At
the closing,  the Company  contributed One Million  Dollars  ($1,000,000) to the
joint  venture.  The closing was  completed  on November 12, 2004 when the funds
cleared into the joint venture's account.  As of March 31, 2005 and December 31,
2004,   the  investment  in  the  joint  venture  was  $994,063  and  $1,000,000
respectively.

NOTE 12 - CONVERTIBLE PROMISSORY NOTE

On March 24, 2005, the Registrant sold $8,418,000  Convertible  Promissory Notes
to  accredited  investors  in a private  placement of  securities.  This note is
payable upon written demand which may be made on or after March 31, 2007, unless
this note has been  converted  into shares of the Company's  "Series A Preferred
Stock" or "Common Stock". The Interest rate of this note is 6%.

In connection with the  convertible  debt issuance on March 24, 2005 the company
incurred charges in the amount of $718,800. These costs are being amortized over
the two year life on the note and as of March 31, 2005 amortization  amount that
has been booked to interest expense is $74,875.

Each  $48,000   principal   amount  of  a  Convertible   Promissory   Note  will
automatically   convert  into  32,000  shares  of  the  Registrant's   Series  A
Convertible Preferred Stock, par value $0.001 per share (the "Series A Preferred
Stock"),  upon the effectiveness of actions by the Registrant's  shareholders to
authorize  the Series A  Preferred  Stock.  Each share of the Series A Preferred
Stock is initially  convertible  into one (1) share of the  Registrant's  common
stock,  par value $0.001 per share (the  "Common  Stock"),  which  equates to an
initial  conversion  price of $1.50 per share of Common Stock.  The  Convertible
Promissory Notes may be converted, at the purchaser's discretion,  directly into
Common Stock on an as-converted-into-Series-A-Preferred-Stock  basis, whether or
not the Series A Preferred  Stock is authorized and issued,  and are immediately
convertible for such purpose. Consequently,  each Convertible Promissory Note is
convertible ultimately into an aggregate of 32,000 shares of Common Stock. Also,
the Registrant  issued one (1) warrant (a "Warrant") to acquire one (1) share of
Series A Preferred  Stock for every two shares of Series A Preferred  into which
the Convertible Promissory Notes are initially  convertible.  The Warrants shall
be  exercisable  to  acquire  shares  of  Series  A  Preferred  Stock  upon  the
effectiveness  of actions by the  Registrant's  shareholders  to  authorize  the
Series A Preferred Stock.  The Warrants shall be exercisable  initially at $1.85
per share of Series A  Preferred  Stock,  subject  to  adjustment,  and shall be
exercisable for a period of 5 years.  In addition,  at the option of the holder,
each Warrant is also  immediately  exercisable  directly to acquire,  instead of
shares   of  Series  A   Preferred   Stock,   shares  of  Common   Stock  on  an
as-converted-from-Series-A-Preferred-Stock  basis,  whether  or not the Series A
Preferred Stock is ever authorized or issued.  Unexercised Warrants shall expire
earlier upon notice by the Company to the holders of the Warrants  following any
consecutive  30-day  trading  period during which the Common Stock trades on its
principal  market at a price at or above  three  (3)  times the then  applicable
exercise price with average daily volume of at least 100,000 shares  (subject to
adjustment  of such  trading  volume  threshold  in the  event of stock  splits,
reverse stock splits, stock dividends, recapitalizations or similar events).


                                       15
<PAGE>


                           ELECTRONIC GAME CARD, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Continued)
                                   (Unaudited)

NOTE 13 - SUBSEQUENT EVENTS

On April 6, 2005, the Registrant sold $248,000  Convertible  Promissory Notes to
accredited  investors  in  a  private  placement  of  securities.  Each  $48,000
principal  amount of a Convertible  Promissory Note will  automatically  convert
into 32,000 shares of the Registrant's Series A Convertible Preferred Stock, par
value $0.001 per share (the "Series A Preferred Stock"),  upon the effectiveness
of actions by the Registrant's  shareholders to authorize the Series A Preferred
Stock. Each share of the Series A Preferred Stock is initially  convertible into
one (1) share of the Registrant's  common stock, par value $0.001 per share (the
"Common Stock"), which equates to an initial conversion price of $1.50 per share
of Common Stock.  The  Convertible  Promissory  Notes may be  converted,  at the
purchaser's     discretion,     directly     into    Common    Stock    on    an
as-converted-into-Series-A-Preferred-Stock  basis,  whether  or not the Series A
Preferred Stock is authorized and issued,  and are  immediately  convertible for
such purpose.  Consequently,  each  Convertible  Promissory  Note is convertible
ultimately  into an  aggregate  of  32,000  shares of Common  Stock.  Also,  the
Registrant  issued one (1)  warrant (a  "Warrant")  to acquire  one (1) share of
Series A Preferred  Stock for every two shares of Series A Preferred  into which
the Convertible Promissory Notes are initially  convertible.  The Warrants shall
be  exercisable  to  acquire  shares  of  Series  A  Preferred  Stock  upon  the
effectiveness  of actions by the  Registrant's  shareholders  to  authorize  the
Series A Preferred Stock.  The Warrants shall be exercisable  initially at $1.85
per share of Series A  Preferred  Stock,  subject  to  adjustment,  and shall be
exercisable for a period of 5 years.  In addition,  at the option of the holder,
each Warrant is also  immediately  exercisable  directly to acquire,  instead of
shares   of  Series  A   Preferred   Stock,   shares  of  Common   Stock  on  an
as-converted-from-Series-A-Preferred-Stock  basis,  whether  or not the Series A
Preferred Stock is ever authorized or issued.  Unexercised Warrants shall expire
earlier upon notice by the Company to the holders of the Warrants  following any
consecutive  30-day  trading  period during which the Common Stock trades on its
principal  market at a price at or above  three  (3)  times the then  applicable
exercise price with average daily volume of at least 100,000 shares  (subject to
adjustment  of such  trading  volume  threshold  in the  event of stock  splits,
reverse stock splits, stock dividends, recapitalizations or similar events).


                                       16
<PAGE>


                           ELECTRONIC GAME CARD, INC.
                          (A Development Stage Company)


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

The following  information  should be read in conjunction  with the consolidated
financial statements and notes thereto appearing elsewhere in this Form 10-QSB.

GENERAL

Electronic  Game Card,  Inc., is a supplier of innovative  gaming devices to the
lottery  and  promotional  industry  worldwide.  Our  lead  product  is the  EGC
GameCard,  a revolutionary  credit card-sized pocket game combining  interactive
capability  with  "instant  win"  excitement.  We had revenues  $136,620 for the
period of this report and we incurred net losses of $622,612.

THE COMPANY

Electronic Game Card, Inc.  (referred to as "EGC", "us", "we" or "Company") is a
supplier of innovative  gaming devices to the lottery and  promotional  industry
worldwide.  Our  lead  product  is the  EGC  GameCard,  a  revolutionary  credit
card-sized  pocket game  combining  interactive  capability  with  "instant win"
excitement.

The EGC GameCard was designed by us to be rich in  functionality,  customizable,
extremely  portable,  and relatively  inexpensive.  Each EGC GameCard includes a
microprocessor,  LCD,  and long life power  source,  as well as state of the art
security  features  protecting  both  the  consumer  and the  promoter.  Our EGC
GameCard weighs in at just less than one half an ounce and is only 3mm thick. We
have two distinct markets for our GameCard  product:  the Lottery market and the
Sales Promotion market.

LOTTERY MARKET

Lottery  operators  currently make use of paper scratch cards to give players an
"instant" win or lose reward  experience.  Over the last several years,  scratch
cards have become increasingly large and complex to accommodate  consumer demand
for multiple plays and multiple chances to win. Consumers  currently pay as much
as $30.00 per scratch  card for this type of player  experience.  We believe our
EGC GameCard is the next evolution of the scratch card,  offering multiple plays
and  multiple  chances to win in a credit  card-sized  medium that is within the
pricing parameters of state lottery  operators.  Following the initial trial the
Iowa Stae lottery has placed repeat orders for Gamecards.

SALES PROMOTION MARKET

The sales promotion  market consists  broadly of "giveaways" by corporations for
use in loyalty programs, incentive programs, advertising, promotions, marketing,
competitions and the like. The market for promotional  items is extremely large,
newspapers,  magazines and direct mail solicitations  offer rewards,  frequently
using  scratchcards,  coupons  and other forms of entry to engage  consumers  in
promotional competitions. While our EGC GameCard can be applied to a broad range
of potential promotional opportunities, we have focused our efforts initially on
sales promotions and direct mail solicitations.

INDIAN GAMING MARKET

The  company  has now  received  approval  to from the  National  Indian  Gaming
Commission  (NIGC) under Class II  regulations  to sell our Gamecard  subject to
approval for sale by GLI (Gaming Laboratories Incorporated).The Indian Gaming on
the Native  American  Tribal Lands covers parts of 28 States within United State
of America and  represents a significant  portion of the total gaming  industry.
The company is keen to launch GameCards to the 249 Tribal-State  gaming compacts
as they offer a very substantial prospect for the Company's overall sales in the
year 2005. This market applies solely to the sale of GameCards as gaming devices
directly to the public in casinos and reservations  owned and operated by Indian
Tribes.


                                       17
<PAGE>


                           ELECTRONIC GAME CARD, INC.
                          (A Development Stage Company)


BUSINESS STRATEGY

The Company is now  marketing the EGC GameCard to buyers and has a joint venture
with  Scientific   Games   International,   Inc.,  for  the  exclusive,   global
distribution of EGC GameCard's to the lottery  industry.  We intend to establish
additional  distribution  agreements  in the future to  supplement  the  planned
growth of our own sales and marketing resources.  A further sales opportunity is
now open to the company following approval of our product to by the NIGC.


We believe that we have the opportunity to become a leading  business  providing
an innovative  gaming,  platform  technology  servicing the sales  promotion and
lottery  markets in the next five years if we  successfully  execute  our growth
strategy.

The XOGO  multi-play  GameCard is supported by the EGC Sales Marketing and Games
Design  teams in the US and in  Europe,  who work  with  brands or  agencies  to
customize the many XOGO GameCard  applications to each brand's individual goals.
The teams advise on the most appropriate  means of promotion from the XOGO games
portfolio.

In addition to our current and planned sales team,  we are also working  closely
with  strategic  partners to distribute  our products.  We typically  enter into
exclusive  contracts  with our  strategic  partners  for a  specific  market and
geography.

RESULTS OF OPERATIONS

The company  recorded  revenues of $136,620  which initial  orders from the Iowa
State lottery. Sales and Marketing costs were $292,048 compared with $180,361 in
the comparable  period for 2004 the increase was due to additional  activity and
resources  employed  in  developing  a  market  for the  Gamecard.  General  and
Administration  $84,636 compared with $247,527 this expense was reduced compared
with the  comparable  period  which  included  non  recurring  start  up  costs.
Consultancy  costs were $268,373  compared with $349,780.  Slightly lower use of
consultants  in  the  period  but  consultants  will  continue  to  be  used  in
development  of markets  and  product.  Operating  loss was  reduced to $622,612
compared with $697,418 for the comparable  period in 2004.  Operating losses are
expected to reduce as revenues from lottery and other sales increase.
Revenues are expected to increase as we have now received repeat orders from our
first State lottery customer and we do not anticipate  significant  increases in
operating costs relative to sales.

FINANCIAL RESOURCES

On April 5, 2005 the  company  sold  $8,666,000  gross,  $7,911,200  net, of its
convertible promissory notes (the "Convertible  Promissory Notes") to accredited
investors in a private placement of securities (the "Private  Placement").  Each
$48,000  principal  amount of a Convertible  Promissory Note will  automatically
convert into 32,000 shares of the  Registrant's  Series A Convertible  Preferred
Stock, par value $0.001 per share (the "Series A Preferred  Stock").  Each share
of the Series A Preferred Stock is initially  convertible  into one (1) share of
the Registrant's  common stock, par value $0.001 per share (the "Common Stock"),
which equates to an initial conversion price of $1.50 per share of Common Stock.
Also,  the Company issued one (1) warrant (a "Warrant") to acquire one (1) share
of Series A  Preferred  Stock for every two  shares of Series A  Preferred  into
which the Convertible Promissory Notes are initially  convertible.  The Warrants
shall be  exercisable  to acquire  shares of Series A  Preferred  Stock upon the
effectiveness  of actions by the  Registrant's  shareholders  to  authorize  the
Series A Preferred Stock.  The Warrants shall be exercisable  initially at $1.85
per share of Series A  Preferred  Stock,  subject  to  adjustment,  and shall be
exercisable for a period of 5 years.


<PAGE>


ITEM 3. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

As of the end of the period covered by this report,  the Company  carried out an
evaluation,  under the supervision and with the  participation  of the Company's
management,  including the Company's Chief  Executive  Officer and the Company's
Chief Financial Officer, of the effectiveness of the design and operation of the
Company's  disclosure controls and procedures (as defined in Rules 13a-15(e) and
15d-15(e) under the Securities Exchange Act of 1934, as amended).  Based on this
evaluation,  the Company's Chief Executive  Officer and Chief Financial  Officer
concluded that the Company's  disclosure  controls and procedures were effective
in timely ensuring that (i) information  required to be disclosed in the reports
that the Company files or submits under the Securities  Exchange Act of 1934, as
amended,  is  recorded,  processed,  summarized  and  reported,  within the time
periods  specified  in the  rules  and  forms  of the  Securities  and  Exchange
Commission and (ii) information required to be disclosed in the reports that the
Company files or submits under the Securities  Exchange Act of 1934, as amended,
is accumulated  and  communicated  to management,  including the Company's Chief
Executive Officer and Chief Financial  Officer,  or persons  performing  similar
functions,   as  appropriate  to  allow  timely  decisions   regarding  required
disclosure.  It should be noted that, in designing and evaluating the disclosure
controls and procedures, management recognizes that any controls and procedures,
no matter how well designed and operated,  can provide only reasonable assurance
of achieving the desired control  objectives,  and management  necessarily  will
apply its  judgment in  evaluating  the  cost-benefit  relationship  of possible
controls and procedures.

CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING

There have been no significant  changes in the Company's  internal controls over
financial  reporting that occurred during the quarter ended March 31, 2005, that
have  materially  affected,  or are reasonably  likely to materially  affect our
internal control over financial reporting.


                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None

ITEM 2. CHANGES IN SECURITIES

On April 6, 2005,  the  Registrant  completed a second and final  closing of its
offering of convertible promissory notes (the "Convertible Promissory Notes") to
accredited  investors  in  a  private  placement  of  securities  (the  "Private
Placement")  previously reported on the Registrant's  Current Report on Form 8-K
filed on March 31,  2005 (the  "March 31, 2005  8-K").  The  Registrant  sold an
additional $248,000  Convertible  Promissory Notes in the final closing on April
6, 2005, making a total of $8,666,000  Convertible Promissory Notes sold, in the
aggregate,  in the  Private  Placement.  The March 31, 2005 8-K,  including  the
Exhibits filed with it, is specifically incorporated herein by reference.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

On  March  22,  2005,  via  written  consent,  13,248,825  shares  of the  total
outstanding  shares of 25,468,439 or  approximately  52% of the Company's Common
Stock, as of March 15, 2005,  approved an amendment to the Company's Articles of
Incorporation to create and establish  10,000,000 shares of Series A Convertible
Preferred Stock, par value $.001.

The  authorization  of the 10,000,000  shares of Series A Convertible  Preferred
Stock will allow the  Company to fulfill the terms of a private  placement.  The
Company sold a total of $8,666,000 of  Convertible  Promissory  Notes,  and each
$48,000 of Notes automatically converts initially into 32,000 shares of Series A
Convertible  Preferred  Stock,  par  value  $.001  or if the  investor  chooses,
directly into shares of the Company's Common Stock.

The amendment has not become effective.

ITEM 5. OTHER INFORMATION

None

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a)      The following exhibits are included as part of this report:

Exhibit
Number      Title of Document
-------     ------------------------------------------------------------------

31.1        Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of
            2002.
31.2        Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of
            2002.
32.1        Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of
            2002.
32.2        Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of
            2002.


(b)      Reports on Form 8-K filed.

Form 8-K filed with the  Commission  on March 31, 2005  regarding  the Company's
sale of $8,418,000 of convertible  promissory notes to accredited investors in a
private placement.


                                       18
<PAGE>


                                   SIGNATURES

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

                              ELECTRONIC GAME CARD





DATE: NOVEMBER 22, 2005             BY: /S/ JOHN  R  BENTLEY
                                   --------------------------------
                                   JOHN R BENTLEY
                                   PRESIDENT AND CHIEF EXECUTIVE OFFICER
                                   (PRINCIPAL EXECUTIVE OFFICER)


DATE: NOVEMBER 22, 2005             BY: /S/ LINDEN BOYNE
                                   --------------------------------
                                   LINDEN BOYNE
                                   SECRETARY / TREASURER
                                   (PRINCIPAL FINANCIAL OFFICER)


                                       19