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

                               AMENDMENT NO. 2 TO
                                  FORM 10-QSB/A


  |X| QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
                                     OF 1934

                  FOR THE QUARTERLY PERIOD ENDED: June 30, 2005

 |_| TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
                                     OF 1934


                                    000-25853
        -----------------------------------------------------------------
                             Commission file number


                           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 [ ] No [X]

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


                                   25,555,269
         --------------------------------------------------------------
         State the number of shares outstanding of each of the issuer's
           classes of common equity, as of the latest practical date:
                                 August 3, 2005


                                       1
<PAGE>

                                     PART I

Item 1. Financial Statements

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


                                                  June 30,          December 31,
                                                    2005                2004
                                                -----------         -----------
ASSETS:                                         (Unaudited)

CURRENT ASSETS:
     Cash & Cash Equivalents                    $ 7,980,894         $ 1,082,558
     Accounts Receivable                            154,500              80,250
     Deposit on Inventory                           405,353             141,800
     Value Added Tax Receivable                      27,441              46,235
     Related Party Receivable                        38,407              61,560
     Note Receivable                                  1,352             143,468
                                                -----------         -----------
          Total Current Assets                    8,607,947           1,555,871
                                                -----------         -----------

PROPERTY AND EQUIPMENT:
     Plant and Machinery Equipment                    6,723               7,185
     Office Equipment                                61,374              58,987
     Furniture & Fixtures                               342                 366
     Less: Accumulated Depreciation                 (35,749)            (25,819)
                                                -----------         -----------
          Net Fixed Assets                           32,690              40,719
                                                -----------         -----------

OTHER ASSETS
     Investment in Joint Venture                    994,060           1,000,000
                                                -----------         -----------

TOTAL ASSETS                                    $ 9,634,697         $ 2,596,590
                                                ===========         ===========

                                       2
<PAGE>

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


                                                  June 30,         December 31,
                                                    2005                2004
                                                -----------         -----------
                                                (Unaudited)
LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)

CURRENT LIABILITIES:
     Accounts Payable                           $   423,252         $   620,736
     Related Party Payable                           97,500                  --
     Accrued Payroll Liabilities                         --              41,087
     Unearned Revenue                               255,645              62,370
                                                -----------         -----------
          Total Current Liabilities                 776,397             724,193
                                                -----------         -----------

NON-CURRENT LIABILITIES:
     Convertible Note Payable, net                8,065,625                  --
     Interest Payable                               139,220                  --
                                                -----------         -----------
          Total Non-Current Liabilities           8,204,845                  --
                                                -----------         -----------

     TOTAL LIABILITIES                            8,981,242             724,193
                                                -----------         -----------

STOCKHOLDERS' EQUITY
Common Stock, Par Value $.001,
      Authorized 100,000,000 shares
      Issued 25,312,000 and 24,936,928
      shares at June 30, 2005 and
      December 31, 2004                              25,312              24,937
Paid-In Capital                                  12,493,064          12,207,471
Stock Subscription Receivable                            --            (139,189)
Currency Translation Adjustment                    (513,178)           (513,178)
Retained Deficit                                   (157,495)           (157,495)
Deficit Accumulated During
  the Development Stage                         (11,194,248)         (9,550,149)
                                                -----------         -----------

     TOTAL STOCKHOLDERS'S EQUITY                    653,455           1,872,397
                                                -----------         -----------

TOTAL LIABILITIES AND STOCKHOLDERS'S EQUITY     $ 9,634,697         $ 2,596,590
                                                ===========         ===========

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


                                        3
<PAGE>

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



<TABLE>
                                                                                                  Cumulative
                                                                                                     Since
                               For the Three Months Ended         For the Six Months Ended      August 8, 2002
                                       June 30,                            June 30,              Inception of
                             -----------------------------     -----------------------------      Development
                                 2005             2004             2005             2004             Stage
                             ------------     ------------     ------------     ------------     ------------
<CAPTION>
<S>                          <C>              <C>              <C>              <C>              <C>
                Revenue:     $         --     $         --     $    136,620     $     80,250     $    225,187
                             ------------     ------------     ------------     ------------     ------------
       Cost of Good Sold               --               --          114,048               --          181,203
                             ------------     ------------     ------------     ------------     ------------
     Gross Profit (Loss)               --               --           22,572           80,250           43,984
                             ------------     ------------     ------------     ------------     ------------

               Expenses:
   Selling and Marketing
                 Expense           96,609          171,373          150,045          351,734        1,274,089
General & Administrative          258,578          160,310          646,782          241,115        1,882,151
     Consulting Expenses          208,000          571,012          300,682          920,792        2,261,651
      Salaries and Wages          155,264          193,542          369,406          360,264        1,525,734
       Compensation from
             issuance of
        Options/Warrants             --                 --               --               --        4,099,852
                             ------------     ------------     ------------     ------------     ------------
Total Operating Expenses          718,451        1,096,237        1,466,915        1,873,905       11,043,477
                             ------------     ------------     ------------     ------------     ------------

    Loss from Operations         (718,451)      (1,096,237)      (1,444,343)      (1,793,655)     (10,999,493)

  Other Income (Expense)
    Currency Translation            7,192               --           (2,596)              --           (2,596)
           Interest, Net         (112,799)           8,342         (197,160)           8,821         (189,393)
Settlement of Litigation               --               --               --               --           42,154
                             ------------     ------------     ------------     ------------     ------------

Net Loss from Continuing
 Operations before Taxes         (824,058)      (1,087,895)      (1,644,099)      (1,784,834)     (11,149,328)

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

Net Loss from Continuing
              Operations         (824,058)      (1,087,895)      (1,644,099)      (1,784,834)     (11,149,783)
                             ------------     ------------     ------------     ------------     ------------
</TABLE>

                                       4
<PAGE>

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

<TABLE>
                                                                                                     Cumulative
                                                                                                        Since
                                      For the Three Months Ended      For the Six Months Ended      August 8, 2002
                                              June 30,                         June 30,              Inception of
                                     ---------------------------     ---------------------------     Development
                                         2005            2004            2005           2004            Stage
                                     -----------     -----------     -----------     -----------     ------------
<CAPTION>
<S>                                  <C>             <C>             <C>             <C>             <C>
Discontinued Operations:
     Net Loss from discontinued
        operations net of tax
        effects of $0                $        --     $      (748)    $        --     $    (5,057)    $     (8,138)
     Loss on disposal of
        discontinued operations
        net of tax effects of $0              --              --              --              --          (36,327)
                                     -----------     -----------     -----------     -----------     ------------
     Total Loss from Discontinued
        Operations                            --            (748)             --          (5,057)         (44,465)

     Net Loss                        $  (824,058)    $(1,088,643)    $(1,644,099)    $(1,789,891)    $(11,194,248)
                                     ===========     ===========     ===========     ===========     ============

Basic & Diluted Loss Per Share:
     Continuing Operations           $     (0.03)    $     (0.05)    $     (0.07)    $     (0.10)
     Discontinued Operations                  --              --              --             --
                                     -----------     -----------     -----------     -----------
                                     $     (0.03)    $     (0.05)    $     (0.07)    $     (0.10)
                                     ===========     ===========     ===========     ===========

Weighted Average Shares               25,007,781      20,676,812      25,007,781      18,746,111
                                     ===========     ===========     ===========     ===========
</TABLE>

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


                                       5
<PAGE>


<TABLE>
                           ELECTRONIC GAME CARD, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (CONTINUED)
                                   (UNAUDITED)

<CAPTION>
                                                                                      Cumulative
                                                                                         Since
                                                                                    August 8, 2002
                                                       For the Six Months Ended      Inception of
                                                               June 30,               Development
                                                         2005            2004            Stage
                                                     ------------    ------------    ------------
<S>                                                  <C>             <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss .........................................   $ (1,644,099)   $ (1,789,891)   $(11,194,248)

Adjustments to Reconcile Net Loss to Net
Cash Used in Operating Activities:
Depreciation .....................................          9,930          12,192          35,748
Stock Issued for Expenses ........................           --              --           114,856
Compensation for Options/Warrants ................           --              --         3,953,778
Cashless exercise of Warrants ....................           --              --           148,060
Net Loss from Discontinues Operations ............           --             5,057           8,036
Loss on Disposal of Operations ...................           --              --            36,345
Amortization of Interest Expense .................        154,225            --           154,225
Change in Operating Assets and Liabilities:
(Increase) Decrease in Accounts Receivable .......        (74,250)        (80,698)       (151,160)
(Increase) Decrease in Deposit on Inventory ......       (260,553)        (12,759)       (396,184)
(Increase) Decrease in Prepaid Expenses ..........           --              --               765
(Increase) Decrease in Value Added Tax Receivable          18,794         (14,916)        (24,334)
Increase (Decrease) in Accounts Payable ..........       (197,484)       (162,794)        297,366
Increase (Decrease) in Accrued Payroll Liabilities        (41,087)        (14,090)        (13,130)
Increase (Decrease) in Unearned Revenue ..........        193,275            --           252,932
Increase (Decrease) in Interest Payable ..........        139,220            --           139,220
                                                     ------------    ------------    ------------
  Net Cash Used in continuing activities .........     (1,705,029)     (2,057,899)     (6,637,725)
  Net Cash Used in discontinued activities .......           --              --             7,124
                                                     ------------    ------------    ------------
  Net Cash Used in operating activities ..........     (1,705,029)     (2,057,899)     (6,630,601)
                                                     ------------    ------------    ------------

CASH FLOWS FROM INVESTING ACTIVITIES:
Cash Acquired in Merger ..........................           --              --             3,512
Purchase of Plant and Machinery Equipment ........            462            --            (5,553)
Purchase of Office Equipment .....................         (2,387)        (48,172)        (57,631)
Purchase of Furniture & Fixture ..................             24             348            (326)
Investment in Joint Venture ......................          5,940            --          (950,559)
                                                     ------------    ------------    ------------
  Net cash provided by investing activities ......          4,039         (47,824)     (1,010,557)
                                                     ------------    ------------    ------------
</TABLE>


                                       6
<PAGE>


<TABLE>
                           ELECTRONIC GAME CARD, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (CONTINUED)
                                   (UNAUDITED)

<CAPTION>
                                                                                    Cumulative
                                                                                       since
                                                                                     August 8,
                                                                                       2002
                                                     For the Six Months Ended      Inception of
                                                              June 30,              Development
                                                        2005           2004            Stage
                                                    ------------   ------------    ------------
<S>                                                 <C>            <C>             <C>
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from Sale of Common Stock ..............   $    424,616   $  5,711,564    $  7,814,105
Related Party Receivable ........................         23,153        (24,166)        (35,729)
Amount Loaned on Note Receivable ................           --         (185,765)       (132,522)
Payment on Notes Receivables ....................        142,116           --           142,116
Proceeds from Related Party Payable .............         97,500           --            97,500
Payment on Long-Term Note Payable ...............           --         (947,198)       (973,068)
Proceeds from Long-Term Note Payable ............           --           12,482         756,134
Proceeds from Convertible Note Payable ..........      7,911,400           --         7,911,400
                                                    ------------   ------------    ------------
  Net Cash Provided by Financing Activities .....      8,598,785      4,566,917      15,579,936
                                                    ------------   ------------    ------------

Net (Decrease) Increase in Cash .................   $  6,897,795   $  2,461,193    $  7,935,777
Foreign Exchange Effect on Cash .................            541        (14,374)         45,117
Cash at Beginning of Period .....................      1,082,558          6,732            --
                                                    ------------   ------------    ------------
Cash at End of Period ...........................   $  7,980,894   $  2,453,551    $  7,980,894
                                                    ============   ============    ============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the year for:
  Interest ......................................   $       --     $        258    $      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.


                                       7
<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 June 30,  2005 and for the
three and six 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 and
six 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.

         Several conditions and events cast doubt about the Company's ability to
continue  as  a  "going  concern".  The  Company  has  incurred  net  losses  of
approximately $11,194,248 for the period from August 8, 2002 (inception) to June
30, 2005.

         The  Company's  future  capital  requirements  will  depend on numerous
factors  including,  but not limited to,  continued  progress in developing  its
products,  market  penetration  and  profitable  operations  from  sale  of  its
electronic game cards.

         These  financial  statements do not reflect  adjustments  that would be
necessary  if the Company  were unable to continue as a "going  concern".  While
management believes that the actions already taken or planned, will mitigate the
adverse conditions and events which raise doubt about the validity of the "going
concern" assumption used in preparing these financial  statements,  there can be
no assurance that these actions will be successful.

         If the  Company  were unable to  continue  as a "going  concern",  then
substantial adjustments would be necessary to the carrying values of assets, the
reported  amounts of its  liabilities,  the reported  expenses,  and the balance
sheet classifications used.


                                       8
<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)

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 June 30, 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 six months  ending June 30, 2005 and 2004
were $11,464 and $14,454.

ADVERTISING COSTS

         Advertising  costs are expensed as  incurred.  For the six months ended
June  30,  2005  and  2004,   advertising  costs  were  $150,045  and  $351,734,
respectively.


                                       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)

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 U.S. Dollar 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
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 June 30, 2005, the Company had
12,782,053  option and warrants  outstanding to purchase up to 12,782,053 shares
of common stock.  However,  the effect of the Company's common stock equivalents
would be anti-dilutive for June 30, 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.


                                       11
<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)

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 June 30, 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.


                                       12
<PAGE>


                           ELECTRONIC GAME CARD, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                   (CONTINUED)
                                   (UNAUDITED)

NOTE 4 - NOTES RECEIVABLE

         As of June 30, 2005 and December 31, 2004,  the following  amounts were
owed to the Company:

                                                           June 30, December 31,
                                                             2005         2004
                                                           --------     --------

Note Receivable, no interest, due upon demand
   Interest imputed using the 12 month average
   of 1 month libor rate of 1.544 ....................     $  1,352     $143,468
                                                           --------     --------

Total Note Receivable ................................     $  1,352     $143,468
                                                           ========     ========

NOTE 5 - RELATED PARTY TRANSACTIONS

         During the six months  ended June 30, 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 June 30, 2005 and December 31,  2004,  $38,407 and $61,560,  is
still owed to the Company.

         During the six months  ended June 30, 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 June 30, 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.


                                       13
<PAGE>


                           ELECTRONIC GAME CARD, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Continued)
                                   (Unaudited)

NOTE 6- COMMON STOCK TRANSACTIONS (CONTINUED)

         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 purchase 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.

         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.

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

         From April 2005  through  June5 the Company  issued  240,795  shares of
common stock from warrants in exchange for $170,000 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.


                                       14
<PAGE>


                           ELECTRONIC GAME CARD, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                   (Continued)
                                   (Unaudited)

NOTE 7 - STOCK OPTIONS /WARRANTS (CONTINUED)

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


                                       15
<PAGE>


                           ELECTRONIC GAME CARD, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                   (CONTINUED)
                                   (UNAUDITED)

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 and six
months ended June 30, 2004 are shown separately in the accompanying consolidated
statement of operations.  The operating  results of the discontinued  operations
for the three six months ended June 30, 2004 consist of:

                                                     3 months     6 months
                                                    ----------   ----------

         General and Administrative Expenses ....   $      194   $    4,492
         Interest Expense .......................          554          565
                                                    ----------   ----------

         Net Loss ...............................   $     (748)  $   (5,057)
                                                    ==========   ==========


                                       16
<PAGE>


                           ELECTRONIC GAME CARD, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                   (CONTINUED)
                                   (UNAUDITED)

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.

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 June 30, 2005 and December 31,
2004,   the  investment  in  the  joint  venture  was  $994,060  and  $1,000,000
respectively.


                                       17
<PAGE>


                           ELECTRONIC GAME CARD, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                   (CONTINUED)
                                   (UNAUDITED)

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).


                                       18
<PAGE>


                           ELECTRONIC GAME CARD, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                   (CONTINUED)
                                   (UNAUDITED)

NOTE 12 - CONVERTIBLE PROMISSORY NOTE (CONTINUED)

         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).


                                       19
<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  games to the lottery,
casino,  and  promotional  industry  worldwide.  Our  lead  product  is the  EGC
GameCard,   a  unique  credit  card-sized  pocket  game  combining   interactive
capability with "instant win" excitement.  We have had revenues of $225,187 from
sales of the GameCard to one State  lottery and have orders for further  product
from this lottery and a second State lottery. The company has made losses in the
development stage since August 8, 2002 of $11,194,248.

THE COMPANY

Electronic Game Card, Inc.  (referred to as "EGC", "us", "we" or "Company") is a
supplier of innovative games to the lottery and promotional  industry worldwide.
Our lead product is the EGC GameCard,  a proprietary  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,
portable,   and  cost   efficient.   Each  EGC  GameCard  is  equipped   with  a
microprocessor,  random number  generator,  LCD, and power source,  and security
features protecting both the consumer and the promoter.  The EGC GameCard weighs
in at just less than one half an ounce and is approx.  3mm thick.  We have three
distinct markets for our GameCard product: the Lotteries; Casinos, and the Sales
Promotions.

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 ways to
increase the price point of lottery tickets have been sought by some promoters.
Consumers can currently pay as much as $20.00 per scratch card although the norm
is between $2-$5.  The EGC GameCard is a digital  evolution of the scratch card,
offering  multiple  plays and  multiple  chances  to win in a credit  card-sized
medium that is acceptable to enterprising US state Lottery operators.  Currently
sales of gamecards are taking place throughout Iowa following  successful trials
earlier in the year.  Sales to US  lotteries  have taken  longer to achieve than
expected by the management of the Company's Joint Venture with Scientific  Games
International, the principal reason for delay in ordering from interested States
appears to be the due process of law that needs be undertaken by each individual
State to  allow  the sale of EGC  GameCards  to the  public.  For  instance  the
GameCard  need be  classified  as not  offending  State  laws or as being a slot
machine,  and the price increase envisaged needs also be approved,  and can meet
resistance from lobby groups. For instance, the GameCard may need to be approved
within a distince  classification  of lotter product with the  appropriate  sate
authority.  Also, the retail price of the GameCard may be subject to approval by
State  Lottery  Commissions  or other  similar  State  regulators.  Thus,  as we
approach a State as a potential  market, we must both negotiate with that State,
work with lobby groups who are  interested in the matter,  regardless of whether
they oppose or support our business, and ensure compliance with applicable State
regulations,  which vary from  State to State.  This  process,  which can create
delays,  which we anticipate  would be inconsistent  from State to State,  would
have  some  impact  on  costs  and  price.  Security  matters  also  need  close
examination.  These issues often requiring changes in the law need be considered
by each  State.  Nevertheless  the  Company  has no reason to  believe  that the
initial  interest in the GameCard product has diminished as active dialogues are
continuing with a number of States in a satisfactory manner. On a national level
in the US, the most significant  regulatory structure with which we must work is
the National Indian Gaming Commission. This is described in further detail under
the "Indian Gaming Market" discussed below.


                                       20
<PAGE>

SALES PROMOTION MARKET

Much of the sales promotion  market consists of "giveaway" items by corporations
for  use in  loyalty  programs,  incentive  programs,  advertising,  promotions,
marketing, competitions and the like, for example a pen or squeeze ball. Another
major area is the prize and  competition  sector of sales  promotions  where the
consumer is given free entry to enter prize competitions. The EGC GameCard seeks
to  combine  these  two  attractions.  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.  This  market has proved  disappointing  to date for the  Company
despite very strong interest shown initially by brands and advertising  agencies
and trials showing consumer  response rates being ten times or more greater than
scratchcard  offerings.  The  principal  problems  have  been the time  taken to
fulfill orders of customized  games.  Customized  games, in particular new games
and ideas are met with some fear from marketers. New products in any market face
introduction concerns as being first to market with an unproven market is a walk
into the unknown.  Customized  GameCards  require a minimum  order value of over
$100,000. In our case, in addition to the cost, a customized GameCard requires a
26 week (approx.) lead  time.  This long lead time is another  obstacle  we must
overcome in order to secure large orders for customized games.  Recognizing this
issue,  the Company  adopted policy earlier in the year by which it can supply a
small range of generic games in much smaller quantities with far faster delivery
times.  These games which have needed to be  developed  and tested over the past
few  months  are now  ready  and will be  promoted  from  the Fall of 2005  with
particular  emphasis on casino  promotions where  substantial  interest has been
received.  We intend to use this small  range of generic  games as the basis for
both development and growth in this market segment.

INDIAN GAMING MARKET

The company has  recently  received a legal  Opinion  from the  National  Indian
Gaming  Commission  (NIGC) which classifies the EGC GameCard product under Class
II regulations which decision will effectively  remove any objection to the sale
to  GameCards  to consumers  on Tribal  lands.  The Company has also  received a
letter  from  Gaming  Laboratories  International  (GLI),  with  whom  the  NIGC
consults,  which  states  that in their  view  EGC is free to sell the  GameCard
product  without any  additional  testing  unless  requested by by an individual
Tribe.  In the view of the GLI that also is an  unlikely  event as the manner in
which the GameCard is produced invalidates any means to alter its play values in
the field.

As a result of these  opinions EGC consider  there is no barrier to  immediately
commencing sales of EGC GameCards to Indian Casino operators, from whom interest
has  previously  been  shown.  EGC  intend to  commence  such  sales as from the
beginning of September  2005 and are currently  putting in place a sales team to
do so. The Indian  gaming  market  spend on Tribal lands is now in excess of $19
billion a year and although it is too early to anticipate the level of sales the
management  Company is exercised by the potential of this market and the lack of
any further legal barriers to commence sales. The Company has developed specific
games for this  market  place in the form of pocket  slots and video poker which
will be in readiness to demonstrate  and sell as from the beginning of September
at the  Company's  product  launch at the G2E gaming show in Las Vegas on the 12
and 13th September -the world's premier gaming  show..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.

BUSINESS STRATEGY

The Company is now  marketing  the EGC  GameCard to lottery  promoters in the US
through its joint venture with Scientific Games  International,  Inc.. We intend
to establish additional  distribution agreements in the future to supplement our
own sales and  marketing  resources.  A further  opportunity  is now open to the
company following  approval of our product for sale to consumers on Tribal Lands
by the NIGC.(see above) which opens a substantial  market place. Sales to Indian
casino operators will commence in September 2005.

The XOGO  multi-play  GameCard is supported by the EGC Sales Marketing and Games
Design teams in the US and in Europe.  Previously they had worked with brands or
agencies to customize  XOGO  GameCard  applications  to each brand's  individual
goals but this has proved a costly and  time-consuming  business.  A revision of
this  previous  strategy was put in place  earlier this year to develop  generic
games which do not require specific customization and consequently avoid lengthy
software  processes.  This will  allow for the sale of EGC  product  in  smaller
quantities and at greatly improved delivery times, the lack of which the Company
believes was a previous impediment to sales.


                                       21
<PAGE>


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 strategic partners for a specific market and geography
and several such negotiations are currently in hand.

The games and gaming  market is currently  one of the fastest  growing  areas of
public  interest in the world today.  by virtue of the higher speeds achieved by
personal computers (PC's) on the Internet, and now forthcoming on mobile phones.
The success of American Idol being due to the realization of the interactive use
of SMS texting.  The spectacular global growth of peer to peer (P2P) poker games
online on the Internet in the past two years also being an example. Not only has
this interest recently opened up opportunity for sales of the Company's GameCard
for  promotional  use but it opens other digital  avenues in which the Company's
game design  skills may be used to similar  advantage  in prize and  competition
games.for   consumers,   which  can  both  complement   sales  of  Gamecards.and
potentially  offer other avenues.for sales of reward based games. The Company is
currently examining such opportunities in this growth market.

RESULTS OF OPERATIONS

The company has not recorded any revenues  this quarter as orders  placed by the
Iowa State lottery have not yet been  delivered.  Sales and Marketing costs were
$96,609  compared with $171,373 in the comparable  period for 2004 this reflects
the  concentration on lottery sales  development via the joint venture agreement
with  Scientific  Games.  General  and  Administration  $258,578  compared  with
$160,310  this  expense  was higher  than the  comparable  period as we replaced
consultant services with our in house work and Consultancy costs were reduced to
$208,000  compared  with  $571,012.  Salaries  and payroll  costs were  $155,264
compared with  $193,542.  Operating  loss was reduced to $718,451  compared with
$1,096,237 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 orders from a further State lottery in the current  quarter.  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.

ITEM 3.  CONTROLS AND PROCEDURES

We have restated our  accounts,  specifically  the Cash Flow  Statements to take
account of amendments to the Form 10-KSB/A for December 31, 2004, which affected
the  opening   balances.   The  foreign  currency   translation   adjustment  of
(pound)394,737 was mistakenly included in the net cash used in operations. After
discussion  with our  independent  accountants  we have  restated  our Cash Flow
statements. This restatement has caused us to review our disclosure controls and
procedures that are designed to ensure that information required to be disclosed
by us in the  reports  that we file or submit  to the  Securities  and  Exchange
Commission under the Securities Act of 1934, as amended, is recorded, processed,
summarized  and reported  within the time period  specified by the  Commission's
rules and forms,  and that  information is accumulated  and  communicated to our
management,  including our Chief  Executive  Officer (or Acting Chief  Executive
Officer,  as the case may be) and our Chief Financial Officer, as appropriate to
allow timely decisions regarding required disclosure.  Under the supervision and
with the participation of our Chief Executive Officer (or acting Chief Executive
Officer,  as the case may be) and our Chief Financial Officer,  we evaluated the
effectiveness  of the  design  and  operation  of our  disclosure  controls  and
procedures (as defined in Rule 13a-15(e)  under the Exchange Act) as of June 30,
2005, the end of the period. Following the review by our Chief Executive Officer
(or acting Chief Executive Officer,  as the case may be) and our Chief Financial
Officer, we believe that our controls and procedures are effective but that some
retraining  of our  accounting  staff  is  required.  As of  the  date  of  this
amendment, that retraining has been completed.


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<PAGE>


CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING

There  were  no  changes  in the  Company's  internal  controls  over  financial
reporting,  that  occurred  during the period  covered by this  report that have
materially  affected,  or  are  reasonably  likely  to  materially  effect,  the
Company's 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

None

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.


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<PAGE>


                                   SIGNATURES

In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report for the  quarter  ended June 30, 2005 to be signed on its behalf by
the undersigned, thereto duly authorized.

                                        ELECTRONIC GAME CARD

Date: March 7, 1006                  By: /s/ Lee Cole
                                            ---------------------------------
                                            Lee Cole
                                            Acting President and Acting Chief
                                            Executive Officer


Date: March 7, 2006                  By: /s/ Linden Boyne
                                            ---------------------------------
                                            Linden Boyne
                                            Secretary / Treasurer
                                            (Principal Financial Officer)


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