UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                  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 February 28, 2005

[_]   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
      OF 1934

         For the transition period from _____________ to _____________ .

                           Commission File No. 0-4465
                            eLEC COMMUNICATIONS CORP.
        (Exact Name of Small Business Issuer as Specified in Its Charter)


          New York                                              13-2511270
(State or Other Jurisdiction                                 (I.R.S Employer
of  Incorporation or Organization)                           Identification No.)


75 South Broadway, Suite 302, White Plains, New York              10601
    (Address of Principal Executive Offices)                    (Zip Code)


                                 (914) 682-0214
                (Issuer's Telephone Number, Including Area Code)

--------------------------------------------------------------------------------

      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     .
    ---             ---

      State the number of shares  outstanding of each of the issuer's classes of
common equity, as of the latest  practicable  date:  16,759,782 shares of Common
Stock, par value $.10 per share, as of April 1, 2005.

      Transitional Small Business Disclosure Format (check one): Yes     No X
                                                                     ---   ---

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                  EXPLANATORY NOTE FOR FILING OF FORM 10-QSB/A


      This  amendment  No. 1 to our  Quarterly  Report  on Form  10-QSB  for the
quarterly  period ended February 28, 2005,  which was originally  filed on April
19, 2005 (the "Original Filing"),  amends and restates in its entirety Item 3 of
Part I of the Original Filing to amend and supplement the information  regarding
disclosure  controls and  procedures  required by Item 307 of Regulation S-B and
the information  regarding internal control over financial reporting required by
Item 308 of  Regulation  S-B. Item 6 of Part II has also been amended to reflect
the inclusion of updated  certifications  of Paul H. Riss,  our Chief  Executive
Officer and Chief Financial Officer, filed herewith as Exhibits 31.1 and 32.1.

      The other  Items of the  Original  Filing are  unaffected  by the  changes
described  above  and have  not been  amended  in this  Amendment  No. 1 on Form
10-QSB/A to the Quarterly  Report.  All  information  in this Amendment No. 1 on
Form 10-QSB/A to the Quarterly  Report is as of the date of the Original  Filing
and does not reflect any subsequent  information or events  occurring  after the
date of the Original Filing. Accordingly,  this Amendment No. 1 on Form 10-QSB/A
to the Quarterly Report should be read in conjunction with our filings made with
the Securities and Exchange Commission  subsequent to the filing of the Original
Filing, including any amendments to those filings.

                                     PART I
                              FINANCIAL INFORMATION

Item 3. Controls and Procedures.

      (a) Disclosure  Controls and Procedures.  We maintain  disclosure controls
and procedures  designed to ensure that information  required to be disclosed in
our  reports  under  the  Securities  Exchange  Act of 1934,  as  amended  ( the
"Exchange Act") is recorded, processed,  summarized and reported within the time
periods  specified in the Exchange Act, and that such information is accumulated
and communicated to our management,  including our chief executive officer/chief
financial officer,  as appropriate to allow timely decisions  regarding required
disclosure.  In designing and evaluating the disclosure controls and procedures,
management  recognized  that any  controls  and  procedures,  no matter how well
designed and operated,  can provide only  reasonable  assurance of achieving the
desired control objectives, and management necessarily was required to apply its
judgment in evaluating the  cost-benefit  relationship of possible  controls and
procedures.

      In connection  with the completion of its audit of, and the issuance of an
unqualified report on, our consolidated financial statements for the fiscal year
ended November 30, 2004, our  independent  auditors,  Nussbaum Yates and Wolpow,
P.C.  ("NYW"),  communicated to our Audit  Committee that the following  matters
involving our internal controls and operations were considered to be "reportable
conditions", as defined under standards established by the American Institute of
Certified Public Accountants or AICPA:

      o     Lack of  quantity of staff,  which led to issues  related to lack of
            segregation  of  duties,   inadequate  supervision,   timeliness  of
            financial reporting and year end closing process;

      o     Lack of quantity of staff, which led to issues related to the timely
            preparation and filing of municipal  telecommunications tax returns;
            and


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      o     Lack  of  quantity  of  staff,  which  led  to  tax  payments  being
            classified   as   cost  of   services   and  an   overstatement   of
            telecommunications taxes payable

      Reportable   conditions  are  matters  coming  to  the  attention  of  our
independent auditor that, in its judgment, relate to significant deficiencies in
the design or operation  of internal  controls  and could  adversely  affect our
ability to record, process,  summarize and report financial data consistent with
the assertions of management in the financial statements.  In addition,  NYW has
advised us that it considers the first matter noted above,  which relates to the
lack of a segregation of duties,  to be a "material  weakness" that may increase
the possibility that a material  misstatement in our financial  statements might
not be prevented or detected by our employees in the normal course of performing
their assigned functions.

      As required by SEC Rule 13a-15(b),  we carried out an evaluation under the
supervision and with the  participation  of our management,  including our chief
executive  officer/chief  financial officer,  of the effectiveness of the design
and  operations  of  our  disclosure  controls  and  procedures.  Based  on  the
foregoing,  our chief executive officer/chief financial officer determined that,
as of the end of the quarter covered by this report, the deficiencies identified
by NYW  caused our  disclosure  controls  and  procedures  not to be  effective.
However,  we are actively seeking to remedy the deficiencies  identified herein,
including hiring  additional staff to assure  segregation of duties,  additional
review procedures and, timeliness of financial  reporting,  as well as preparing
and  filing  telecommunications  tax  returns  on a monthly  basis,  instead  of
quarterly or semi-annually.  Our chief executive officer/chief financial officer
did not note any other  material  weakness or  significant  deficiencies  in our
disclosure  controls  and  procedures  during  this  evaluation.  We continue to
improve and refine our internal controls. This process is ongoing.

      (b) Internal Control Over Financial Reporting.  Other than for the matters
discussed  above,  our  chief  executive  officer/chief  financial  officer  has
determined  that our internal  controls and procedures  were effective as of the
end of the period  covered by this report.  In the first quarter of fiscal 2005,
we made one  change  in our  internal  control  over  financial  reporting  that
materially affected,  or is reasonably likely to materially affect, our internal
controls over financial reporting.  During fiscal year 2004, we reported that we
had been overstating our  telecommunications  taxes payable for certain taxes we
had paid directly to our carrier. We have changed the way we analyze our carrier
bills and our tax liability accounts so that both our cost of services and taxes
payable  accounts  are not  overstated,  and we have  enhanced  the  training of
personnel  involved in the various  processes.  We believe  these  actions  have
remediated the reported deficiency.

                                     PART II
                                OTHER INFORMATION

Item 6. - Exhibits.

            (31.1)Certification  of  our  Chief  Executive   Officer  and  Chief
                  Financial  Officer,  Paul H. Riss,  pursuant to 18 U.S.C. 1350
                  (Section 302 of the Sarbanes-Oxley Act of 2002).


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<PAGE>

            (32.1)Certification  of  our  Chief  Executive   Officer  and  Chief
                  Financial  Officer,  Paul H. Riss,  pursuant to 18 U.S.C. 1350
                  (Section 906 of the Sarbanes-Oxley Act of 2002).









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                                   SIGNATURES

      Pursuant  to the  requirements  of Section  13 or 15(d) of the  Securities
Exchange Act of 1934, we have duly caused this Report to be signed on our behalf
by the undersigned, thereunto duly authorized on the 25th day of May 2005.

                                                     eLEC COMMUNICATIONS CORP.
                                                            (Company)



                                                     By: /s/ Paul H. Riss
                                                         -----------------------

                                                         Paul H. Riss
                                                         Chief Executive Officer


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