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

FORM 10-QSB



|[X]   | QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES     
|----- | -----------------------------------------------------------------
|      | EXCHANGE ACT OF 1934 For the quarterly period ended JUNE 30, 2004
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|OR    |                                                                  
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|[   ] | TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT  
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Commission File Number: 000-31289

FIRSTBINGO.COM
(Exact name of small business issuer as specified in its charter)



|NEVADA                                           | 88-0256854                       
|------------------------------------------------ | ---------------------------------
|(State or other jurisdiction of incorporation or | (IRS Employer Identification No.)
|organization)                                    |                                  

488 Huron Street
Toronto, Ontario
Canada M5R 2R3
(Address of principal executive offices)

(416) 281-3335
(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 [   ]

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PART I.

ITEM 1.   FINANCIAL STATEMENTS



|FIRSTBINGO.COM                                      
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|(A DEVELOPMENT STAGE ENTERPRISE)                    
|BALANCE SHEETS                                      
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|LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)      
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|TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)









See accompanying condensed notes to interim financial statements.
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|FIRSTBINGO.COM                  
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|(A DEVELOPMENT STAGE ENTERPRISE)
|STATEMENTS OF OPERATIONS        
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|REVENUES                        
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|COST OF REVENUES                
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|GROSS PROFIT                    
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|EXPENSES                        
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|LOSS FROM OPERATIONS            
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|OTHER INCOME  (EXPENSES)        
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|LOSS BEFORE INCOME TAXES        
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|INCOME TAXES                    
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|NET LOSS                        
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|WEIGHTED AVERAGE NUMBER OF      
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See accompanying condensed notes to interim financial statements.
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|FIRSTBINGO.COM                              
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|(A DEVELOPMENT STAGE ENTERPRISE)            
|STATEMENTS OF CASH FLOWS                    
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|CASH FLOWS FROM OPERATING ACTIVITIES:       
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|CASH FLOWS FROM INVESTING ACTIVITIES:       
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|CASH FLOWS FROM FINANCING ACTIVITIES:       
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|Net increase (decrease)  in cash            
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|Cash, beginning of period                   
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|Cash, end of period                         
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|SUPPLEMENTAL CASH FLOW DISCLOSURES:         
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|NON-CASH INVESTING AND FINANCING ACTIVITIES:
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See accompanying condensed interim financial statements.
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|FIRSTBINGO.COM                             
|-------------------------------------------
|(A DEVELOPMENT STAGE ENTERPRISE)           
|CONDENSED NOTES TO THE FINANCIAL STATEMENTS
|JUNE 30, 2004                              

NOTE 1 - BASIS OF PRESENTATION

The foregoing unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and Regulation S-B as promulgated by the Securities and Exchange Commission ("SEC").  Accordingly, these financial statements do not include all of the disclosures required by generally accepted accounting principles in the United States of America for complete financial statements.  These unaudited interim financial statements should be read in conjunction with the Company's audited financial statements for the year ended December 31, 2003.  In the opinion of management, the unaudited interim financial statements furnished herein include all adjustments, all of which are of a normal recurring nature, necessary for a fair statement of the results for the interim period presented.  Operating results for the six month period ended June 30, 2004 are not necessarily indicative of the results that may be expected for the year ending December 31, 2004.

The preparation of financial statements in accordance with generally accepted accounting principles in the United States of America requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities known to exist as of the date the financial statements are published, and the reported amounts of revenues and expenses during the reporting period.  Uncertainties with respect to such estimates and assumptions are inherent in the preparation of the Company's financial statements; accordingly, it is possible that the actual results could differ from these estimates and assumptions and could have a material effect on the reported amounts of the Company's financial position and results of operations.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Going Concern
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern.

As shown in the accompanying financial statements, the Company incurred a net loss of $263,881 for the six months ended June 30, 2004.  In addition, the Company has limited resources, negative working capital, and a large accumulated deficit.  The future of the Company is dependent upon future profitable operations from the commercial success or licensing of its trivia bingo in the form of the final production of an internet game, television game show and/or stand alone video game.  The Company is currently putting technology in place which will, if successful, mitigate these factors that raise substantial doubt about the Company's ability to continue as a going concern.  For the twelve-month period subsequent to June 30, 2004, the Company anticipates that its minimum cash requirements to continue as a going concern will be less than $600,000.  The anticipated source of funds is the issuance for cash of additional equity instruments.  In addition, management is actively seeking outside parties for the licensing of its trivia bingo game.  The financial statements do not





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|FIRSTBINGO.COM                             
|-------------------------------------------
|(A DEVELOPMENT STAGE ENTERPRISE)           
|CONDENSED NOTES TO THE FINANCIAL STATEMENTS
|JUNE 30, 2004                              

include any recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue in existence.  Management plans to seek additional capital from new equity securities issuances that will provide funds needed to increase liquidity, fund internal growth and fully implement its business plan.

NOTE 3 - INTANGIBLE ASSETS

In past years, the Company capitalized $205,841, which was the contractual cost of the website and software license purchased from an independent supplier, and $1,500,000, which was the value of software acquired in exchange for stock.  No portion of this software--acquired during the year ended December 31, 2000--was internally developed and, accordingly, there were no internal costs associated with this software which were charged to research and development.  Consistent with SOP 98-1, the costs of the website and related software license--which was purchased solely for internal use and will not be marketed externally--were capitalized and amortized over the estimated useful life of five years.

During the year ended December 31, 2002, the Company determined that the majority of its software was substantially impaired due to the fact that it would no longer be used in any aspect of the Company's operations.  The impairment was charged to operations, resulting in a loss on impaired assets of $1,275,000.

During the year ended December 31, 2003, the Company issued 24,000,000 shares of common stock to a related party to purchase software technology that is integral to the operations of the Company.  The software and patents were originally purchased by the related party for 600,000 shares of stock in FirstBingo.com that it had acquired in 2000 as payment for services.  These shares, after a 1 for 25 stock split and then a 3 for 1 stock dividend, ultimately became a total of 96,000 shares with a final adjusted price of $1.44 per share for a total cost of $138,000.  SAB No. 48 interprets that the historical cost of the common stock will be the cost of the non-monetary assets acquired by the Company.  Accordingly, the aforementioned value of the stock issued to the related party is considered FirstBingo.com's basis in the software, which is being amortized over its estimated useful life of three years.

During the six months ended June 30, 2004 and 2003, the Company's amortization expense attributable to the remaining unimpaired website and software license was $43,584 and $64,168, respectively.

NOTE 4 - RELATED PARTY TRANSACTIONS

The Company has received a total of $713,617 from 1999 to December 2001 in cash funds from a related party in the form of an unsecured loan.  This credit facility is a drawdown loan, with a maximum loan limit of $750,000.  Interest is payable at 12% per annum, based upon the principal outstanding, and is due when the loan is called.  In January 2002, the balance of the note was converted into 2,876,376 shares of stock, which approximated the value of the note and accrued



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|FIRSTBINGO.COM                             
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|(A DEVELOPMENT STAGE ENTERPRISE)           
|CONDENSED NOTES TO THE FINANCIAL STATEMENTS
|JUNE 30, 2004                              

interest at December 31, 2001.  The shares were issued at a price of $1.00 per share, the fair market value of the shares on the date the shares were granted.  As of June 30, 2004, the Company has received an additional $99,250 from this related party, and interest of $28,312 has been accrued and expensed.

During the year ended December 31, 2003, the Company's president loaned $78,950 to the Company in the form of an unsecured loan.  Interest is payable at 12% per annum, based upon the principal outstanding, and is due when the loan is called.  During the six months ended June 30, 2004, the president loaned an additional $9,788 with the same terms to the Company.  As of June 30, 2004, interest of $9,572 has been accrued and expensed.  The totals of the above two loans comprise the majority of related party notes payable in the financial statements.

The Company's president has from time to time paid various Company expenses which the Company plans to reimburse at such time as it is able.  These expenses total approximately $95,300, of which approximately $21,500 has been repaid, with the balance of approximately $73,800 included in "accounts payable - related party" in the accompanying financial statements.

Also included on the balance sheet in accounts payable - related party are amounts owing to another officer of the Company for legal and rental fees accrued by the Company.

NOTE 5 - COMMITMENTS AND CONTINGENCIES

Officer Salaries
The Company has agreed to pay two of its officers annual salaries of $250,000 and $100,000 for their services to the Company.  At June 30, 2004 the Company has accrued $875,000 in salaries payable to the officers. This amount is included in accrued salaries in the financial statements.

License Agreement
On April 3, 2001, the Company entered into a licensing agreement with Tesauro S.A. ("Tesauro"), a corporation located in Spain, for use in producing and distributing the Trivia Bingo Game in a television game show format.

Upon execution of the agreement, Tesauro agreed to pay to the Company a non-refundable fee of $10,000, plus any taxes eligible.  A payment of $1,200 was due upon execution of the agreement, and thereafter eleven monthly payments of $800 are payable on the first day of each month.  As of December 31, 2003, the Company has received the entire fee.  Tesauro overpaid its license by $2,400 which is included in the accompanying financial statements under "Commitments and Contingencies."

Additional terms of the agreement include provisions for royalties to be paid to the Company in the event of the aforementioned television show being broadcast.  The underlying royalty payment schedule includes a 20% increase in each of the four years that are included under this agreement.  No royalties have been earned or received under this agreement.



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ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

This section includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance and may contain forward-looking statements that involve risks and uncertainties. A number of important factors could cause our actual results to differ materially from those expressed in any forward-looking statements made by us. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements. These forward-looking statements are subject to certain risks and uncertainties that may cause actual results to differ materially from historical results or our predictions.

We are a start-up stage company and have not yet generated or realized any revenues from our business operations. We have, however, licensed Weststar TV Ltd. of the Grand Caymans, for the territories of Grand Cayman, Bermuda, and the remainder of the Caribbean to produce and distribute the Trivia BingoTM game show format.

Our auditors have issued a going concern opinion. This means that our auditors believe there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have not generated any revenues and no revenues are anticipated until we begin operating and selling advertising space on our web site. Accordingly, we must raise funding from sources other than our operations.

Our only other source for cash at this time is investments by others in FirstBingo.com. We must raise cash to implement our project and stay in business. Even if we raise the maximum amount of money in this offering, we do not know how long the money will last.  However, we do believe that $2,000,000 will last 24 months.

In an effort to raise capital the Company filed a Post Effective Amendment to our Form SB-2 Registration Statement pursuant to Section 8(a) of the Securities Act of 1933 and it was declared effective December 18, 2003. The said Registration Statement permits the Company to issue a maximum of 12,000,000 treasury shares at an issue price of $0.6625. To date the Company has not sold any of these shares though efforts continue to be made in this regard. We cannot guaranty that we will be able to raise enough money through this offering to stay in business. Whatever money we do raise, will be applied to the development of our web site, marketing and working capital. If we need additional money, we will attempt to raise additional money through a subsequent private placement, public offering or through loans. If we do not raise all of the money we need from this offering, we will have to find alternative sources, such as a second public offering, a private placement of securities, or loans from our officers or others.





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We have discussed this matter with our officers and directors; however, our officers and directors are unwilling to make any commitment to loan us any money at this time, other than to pay fees connected with our filings with the SEC. Accordingly, they are under no legal obligation to make additional capital contributions to us in the future. At the present time, we have not made any arrangements to raise additional cash, other than through this offering. If we need additional cash and can't raise it we will either have to suspend operations until we do raise the cash, or cease operations entirely. If we raise the maximum amount of money from this offering, it will last 24 months. If we raise less than the maximum amount, we do not believe the money will last 24 months. If we raise less than the maximum amount and we need more money we will have to revert obtaining additional money as described in the above paragraph. Other than as described in the above paragraph, we have no other financing plans.

If we are unable to complete the development of our game because we don't have the required funds, we will cease operations until we raise additional financing. If we can't or don't raise additional financing, we will cease operations.

We do not intend to hire additional employees at this time.

ITEM 3.   CONTROLS AND PROCEDURES

(a)     Evaluation of Disclosure Controls and Procedures:   Disclosure controls and procedures are designed to ensure that information required to be disclosed in the reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time period specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in the reports filed under the Exchange Act is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. 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 Chief Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based upon and as of the date of that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures are effective to ensure that information required to be disclosed in the reports the Company files and submits under the Exchange Act is recorded, processed, summarized and reported as and when required.

(b)     Changes in Internal Control over Financial Reporting:   There were no changes in the Company's internal control over financial reporting identified in connection with the Company evaluation of these controls as of the end of the period covered by this report that could have significantly affected those controls subsequent to the date of the evaluation referred to in the previous paragraph, including any correction action with regard to significant deficiencies and material weakness.





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PART II.     OTHER INFORMATION

ITEM 2.   CHANGES IN SECURITIES AND USE OF PROCEEDS

(d)     On December 18, 2003, our Post Effective Amendment to our Form SB-2 registration statement was declared effective by the Securities and Exchange Commission, file no. 333-108188.  We are offering up to 3,000,000 shares of common stock, with no minimum at an offering price of $0.006625 per share.  The offering period is 270 days from the effective date of our Post Effective Amendment.  We began our offering on December 18, 2003.  There are no underwriters involved in our offering.  All offers and sales are made by our officers and directors.  As of May 14, 2004, we have not sold any shares.

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K



|(a) | Exhibits | Item Description                                                                                                                                               
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|    |          |                                                                                                                                                                
|    | 31.1     | Certification of Principal Financial Officer pursuant to Rule 13a-14 and Rule 15d-15(a), promulgated under the Securities and Exchange Act of 1934, as amended.
|    |          |                                                                                                                                                                
|    | 31.2     | Certification of Principal Executive Officer pursuant to Rule 13a-14 and Rule 15d-15(a), promulgated under the Securities and Exchange Act of 1934, as amended.
|    |          |                                                                                                                                                                
|    | 32.1     | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Financial Officer).              
|    |          |                                                                                                                                                                
|    | 32.2     | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer).              













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SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on this 12th day of August, 2004.



| | FIRSTBINGO.COM
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| | (Registrant)  
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| | BY:           
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| | BY:           
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