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


                                   FORM 10-QSB

(Mark One)
[X]  QUARTERLY  REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES  EXCHANGE ACT
     OF 1934.

For the quarterly period ended February 29, 2004.
                               -----------------

                                       OR

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

For the transition period from                       to
                               --------------------     -----------------------.



                          Commission file number 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)


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

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


     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:  16,259,782 shares of Common
                                                     ---------------------------
Stock, par value $.10 per share, as of April 1 2004.
----------------------------------------------------


<PAGE>

<TABLE>
<CAPTION>

                          PART 1. FINANCIAL INFORMATION
                          -----------------------------

Item 1. Financial Statements
------  --------------------

                   eLEC Communications Corp. and Subsidiaries
                      Condensed Consolidated Balance Sheet

                                                                      Feb. 29, 2004
                                                                      -------------
                                                                       (Unaudited)
<S>                                                                    <C>
Assets
Current assets:
  Cash and cash equivalents                                            $    608,710
  Accounts receivable, net                                                  779,663
  Tax refund receivable                                                     141,617
  Prepaid expenses and other current assets                                 162,140
  Due from related party                                                     84,223
                                                                       ------------
Total current assets                                                      1,776,353

Property, plant and equipment, net                                           21,533

Other assets                                                                 48,000
                                                                       ------------
Total assets                                                           $  1,845,886
                                                                       ============

Liabilities and stockholders' equity deficiency
Current liabilities:
  Short-term borrowings                                                $    150,000
  Current maturities of long-term debt and capital lease obligations         37,629
  Accounts payable and accrued expenses                                   3,062,834
  Due to related parties                                                    259,317
  Deferred revenue                                                          144,407
                                                                       ------------
Total current liabilities                                                 3,654,187
                                                                       ------------


Stockholders' equity deficiency:
  Common stock $.10 par value, 50,000,000 shares authorized,
    16,265,282 shares issued                                              1,626,528
  Capital in excess of par value                                         25,636,884
  Deficit                                                               (29,057,963)
  Treasury stock at cost, 5,500 shares                                      (13,750)
                                                                       ------------
    Total stockholders' equity deficiency                                (1,808,301)
                                                                       ------------
Total liabilities and stockholders' equity deficiency                  $  1,845,886
                                                                       ============
</TABLE>


See notes to the condensed consolidated financial statements.




<PAGE>



                   eLEC Communications Corp. and Subsidiaries
    Condensed Consolidated Statements of Operations and Comprehensive Income
                                   (Unaudited)
<TABLE>
<CAPTION>


                                                               For the Three Months Ended
                                                              Feb. 29, 2004  Feb. 28, 2003
                                                              -------------  -------------


<S>                                                           <C>             <C>
Revenues                                                      $  1,873,992    $  1,347,029
                                                              ------------    ------------

Costs and expenses:
  Costs of services                                                880,075         757,695
  Selling, general and administrative                            1,056,712       1,533,415
  Depreciation and amortization                                      3,858          30,816
                                                              ------------    ------------
               Total costs and expenses                          1,940,645       2,321,926
                                                              ------------    ------------

Loss from operations                                               (66,653)       (974,897)
                                                              ------------    ------------

Other income (expense):
Interest expense                                                    (2,762)        (35,087)
Interest and other income                                           29,081          85,058
Gain on debt modification                                           51,474            --
Gain on sale of assets                                                --         1,596,889
Gain on sale of investment securities and other investments           --            33,836
                                                              ------------    ------------
                                                                    77,793       1,680,696
                                                              ------------    ------------

Net income before income tax benefit                                11,140         705,799

Income tax benefit                                                  45,000            --
                                                              ------------    ------------

Net income                                                          56,140         705,799

Other comprehensive loss - unrealized
loss on marketable securities                                         --           (23,430)
                                                              ------------    ------------

Comprehensive income                                          $     56,140    $    682,369
                                                              ============    ============

Basic and diluted earnings per share                          $       0.00    $       0.05
                                                              ============    ============

Weighted average number of common shares outstanding
    Basic                                                       16,257,667      15,608,282
                                                              ============    ============
    Diluted                                                     16,568,565      15,626,377
                                                              ============    ============
</TABLE>

See notes to the condensed consolidated financial statements.



<PAGE>



                   eLEC Communications Corp. and Subsidiaries
                 Condensed Consolidated Statements of Cash Flows
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                          For the Three Months Ended
                                                                        Feb. 29,  2004    Feb. 28, 2003

<S>                                                                       <C>                <C>
Net cash used in operating activities:                                    ($ 58,581)         ($515,369)
                                                                          ----------         ----------

Cash flows from investing activities:
   Proceeds from sale of investment securities and other investments              -            100,000
   Proceeds from note                                                             -              4,549
                                                                           --------           --------
 Net cash privided by investing activities                                        -            114,549
                                                                           --------           --------
 Cash flows from financing activities:
    Repayment of long-term debt                                              (1,731)           (27,389)
                                                                           ---------          ---------
    Net cash used in financing activities                                    (1,731)           (27,389)
                                                                           ---------          ---------

 Decrease in cash and cash equivalents                                     (60,312)          (428,209)
 Cash and cash equivalents at beginning of period                          669,022            938,528
                                                                           --------           --------
 Cash and cash equivalents at the end of period                            $608,710           $510,319
                                                                           ========           ========


</TABLE>



See notes to the condensed consolidated financial statements.


<PAGE>


                            eLEC COMMUNICATIONS CORP.
                            -------------------------

        Notes To Condensed Consolidated Financial Statements (Unaudited)


Note 1-Basis of Presentation
----------------------------

The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial  information  and with the  instructions  to Form 10-QSB of Regulation
S-B.  Accordingly,  they do not include  all of the  information  and  footnotes
required by generally  accepted  accounting  principles  for complete  financial
statements. In the opinion of management,  all adjustments (consisting of normal
recurring  accruals)  considered  necessary  for a fair  presentation  have been
included.  Operating results for the three-month  period ended February 29, 2004
are not necessarily  indicative of the results that may be expected for the year
ended  November 30, 2004.  For further  information,  refer to the  consolidated
financial statements and footnotes thereto included in our Annual Report on Form
10-KSB for the year ended November 30, 2003.

Note 2-Principal Financing Arrangements
---------------------------------------

Short-term  borrowings consist of an unsecured line of credit of $150,000,  owed
by our wholly owned subsidiary, Telecarrier Services Inc. ("Telecarrier"),  from
a finance  company,  which is due on demand with interest payable monthly at the
prime lending rate plus 2% (6.0% at February 29,  2004).  Repayment of this line
of credit is  currently  stayed as a result  of the  bankruptcy  proceedings  of
Telecarrier (See Note 6).

Note 3-Major Customer
---------------------

During the three  months ended  February 29, 2004 and February 28, 2003,  no one
customer accounted for more than 10% of revenue.

Note 4-Income Taxes
-------------------

At November 30, 2003, we had net operating loss carryforwards for Federal income
tax  purposes of  approximately  $19,000,000  expiring in the years 2004 through
2022. There is an annual limitation of approximately $187,000 on the utilization
of approximately  $1,300,000 of such net operating loss carryforwards  under the
provisions of Internal Revenue Code Section 382.

Note 5- Earnings (Loss) Per Common Share
----------------------------------------

Basic  earnings  per common share are  calculated  by dividing net income by the
weighted average number of common shares outstanding during the period.  Diluted
earnings  per  share is  calculated  by  dividing  net  income by the sum of the
weighted average number of common shares  outstanding plus all additional common
shares that would have been outstanding if potentially  dilutive  securities had
been issued unless such inclusion  reduced the loss per share. A  reconciliation
of the shares  used in the  computation  of our basic and diluted  earnings  per
common share is as follows:



                                                            Three Months Ended
                                                           2/29/04      2/28/03
                                                           -------      -------

Weighted average common shares outstanding               16,257,667   15,608,282
Dilutive effect of securities                               310,898       18,095
                                                         ----------   ----------
                                                         16,568,565   15,626,377
                                                         ==========   ==========

For the three  months  ended  February  29,  2004 and  February  28,  2003,  the
computation  of diluted  earnings  per share  excluded the effect of the assumed
exercise of approximately  1,500,000 and 1,770,000 outstanding stock options and
warrants that were outstanding because the effect would be anti-dilutive.

Note 6-Subsidiary's Petition for Relief Under Chapter 11
--------------------------------------------------------

On July 29,  2002 (the  "Petition  Date"),  Telecarrier,  which had  licenses to
resell  local  and long  distance  telephone  service  in four  states,  filed a
voluntary petition for relief under Chapter 11 of the Federal Bankruptcy Code in
the United States  Bankruptcy Court for the Southern District of New York. Under
Chapter  11,  certain  claims   (liabilities   subject  to  compromise)  against
Telecarrier  in  existence  prior to the filing of the petition for relief under
the Federal  Bankruptcy Code, are stayed while  Telecarrier  continues  business
operations  as  a   debtor-in-possession.   Telecarrier  has  filed  a  plan  of
reorganization  pursuant to which the capital stock of a reorganized Telecarrier
would be sold either to us or to an unrelated third party, and the proceeds from
the  sale  of the  stock  of the  reorganized  entity  would  be  used  to  make
distributions  to  creditors  of  Telecarrier.  While we are  unable to  predict
whether  the plan of  reorganization  will be  consummated,  we expect to retain
control of  Telecarrier  following  its expected  emergence  from  bankruptcy in
fiscal 2004.  Additional  claims  (liabilities  subject to compromise) may arise
subsequent to the filing date,  resulting from rejection of executory contracts,
including  leases,  and from the  determination  of the Court (or  agreement  of
parties-in-interest)  of allowed  claims for  contingencies  and other  disputed
amounts.

For the  three-months  ended February 29, 2004,  Telecarrier  reported a gain of
approximately   $51,000  as  a  result  of  a   court-stipulated   reduction  in
post-petition liabilities.

As of February 29, 2004,  Telecarrier had total assets of approximately $469,000
and  total  liabilities  of  approximately  $1,358,000,  of which  approximately
$872,000  represented   pre-petition   liabilities  and  approximately  $486,000
represented  post-petition  liabilities.  Pre-petition  liabilities  subject  to
compromise are reflected below:

Line of credit                                               $150,000
Trade payables and due to related parties                     619,000
Other accrued expenses                                        103,000


<PAGE>



Note 7-Risks and Uncertainties
------------------------------

We buy  substantially all of our  telecommunication  services from Regional Bell
Operating Companies ("RBOCs"),  and are, therefore,  highly dependent upon them.
We believe our  relationship  with the RBOCs from which we purchase  services is
satisfactory.  We also believe  there are other  suppliers of  telecommunication
services  in the  geographical  locations  in  which  we  conduct  business.  In
addition,  we are at risk to regulatory  agreements that govern the rates we are
to be charged. In light of the foregoing, it is possible that the loss of one or
more of our relationships with the RBOCs or a significant  unfavorable change in
the regulatory  agreements structure would have a severe near-term impact on our
ability to conduct our telecommunications business.

Future  results  of  operations  involve a number  of risks  and  uncertainties.
Factors  that could  affect  future  operating  results and cash flows and cause
actual results to vary materially from historical  results include,  but are not
limited to:

     -    Our business  strategy with respect to bundled local and long distance
          services may not succeed.

     -    Failure to manage, or difficulties in managing, our growth, operations
          or  restructurings,   including  attracting  and  retaining  qualified
          personnel  and  opening  up  new  territories  for  its  service  with
          favorable gross margins.

     -    Dependence on the  availability  or  functionality  of incumbent local
          telephone companies' networks, as they relate to the unbundled network
          element platform or the resale of such services.

     -    Increased price competition in local or long distance service.

     -    Failure or interruption in our network or information systems.

     -    Changes in government policy, regulation or enforcement.

     -    Failure  of our  collection  management  system  and  credit  controls
          efforts for customers.

     -    Inability to adapt to technological change.

     -    Competition in the telecommunications industry.

     -    Inability to manage customer attrition or bad debt expense.

     -    Adverse change in our relationship with third party carriers.

     -    Failure or bankruptcy of other telecommunications companies upon which
          we rely for services and revenues.

     -    Our  operations  are  currently  using cash,  and our cash position is
          deteriorating.  We may  run  out of  cash  and be  unable  to  conduct
          business.





<PAGE>

Note 8-Asset Sale
-----------------

On September 3, 2002, we entered into an agreement with Essex  Acquisition Corp.
("EAC"), a wholly-owned  subsidiary of BiznessOnline.com,  Inc. ("Biz"), to sell
substantially  all the assets  (amounting to $1,102,103 at November 30, 2002) of
our formerly wholly-owned  subsidiary,  Essex Communications Inc. ("Essex"), for
five dollars plus the assumption of certain  liabilities of Essex  (amounting to
$10,081,382 at November 30, 2002),  including all obligations due and payable to
Essex's largest vendor, Verizon Services Corp. ("Verizon").  EAC entered into an
agreement  with Verizon  that  provided a payment  schedule for the  liabilities
assumed from Essex and Verizon granted EAC a discount on the assumed liabilities
provided  EAC  adheres  to the payout  schedule.  EAC also paid us  $270,000  to
reimburse us for amounts paid by us to Essex's former lender, Textron Financial,
formerly know as RFC Capital Corporation. The sale to EAC closed on December 31,
2002.  As the  creditors  of Essex did not  consent to the  assignment  of their
claims,  Essex had remained liable for substantially all the obligations assumed
in the sale  until  such time as they were  paid.  The June 30,  2002  unaudited
financial  statements  of Biz  indicated  that  Biz had a  stockholders'  equity
deficiency of  approximately  $20,500,000  and had negative  working  capital of
approximately  $3,500,000.  The most recent independent  auditor's report of Biz
(dated 2002)  expressed  significant  doubt about Biz's ability to continue as a
going concern.  These factors indicated there was significant  uncertainty as to
the  ability of Biz and its  subsidiaries'  to repay the  obligations  described
above. Accordingly, we did not record any gain until Essex was released from the
assumed  obligations.  During the period  December 1, 2002 through  February 28,
2003, EAC had settled  liabilities of approximately  $1,597,000 and accordingly,
gain was recorded during such period for such amount.

On September  11, 2003,  we sold all the  outstanding  capital stock of Essex to
Glad  Holdings,  LLC, a New Jersey limited  liability  company owned by a former
shareholder  ("Glad  Holdings"),  for an aggregate  purchase price of $100 and a
general  release from Glad Holdings with respect to any and all matters  arising
prior to September 11, 2003. Based on all available information and consultation
with counsel, we concluded that it was unlikely that any creditor of Essex would
be able to hold us  responsible  for any debts or  liabilities  of  Essex.  As a
result,  we  believe we have been  released  of all the  liabilities  related to
Essex, which amounted to approximately $7,314,000 on such date, and accordingly,
recorded such amount as gain in the fourth quarter of fiscal 2003.

The  following  unaudited  pro forma  summary  presents  consolidated  financial
information  of our operations  for the  three-month  periods ended February 29,
2004 and February 28, 2003, as if the sale of Essex's assets had occurred at the
beginning  of each  period  presented.  The pro forma  amounts  include  certain
adjustments  that  eliminate  all  the  operations  of  Essex  for  the  periods
presented.  The pro forma  information  does not necessarily  reflect the actual
results  that  would have  occurred  had the sale  taken  place for the  periods
presented,  nor is it necessarily indicative of the future results of operations
of the remaining company:

                                                      For the Three Months Ended
                                                        2/29/04         2/28/03

Revenues                                              $1,873,992     $  453,833
                                                      ----------     ----------

Net income (loss)                                     $   56,140     ($ 597,292)
                                                      ----------     ----------

Basic and diluted income (loss) per share             $     0.00     ($    0.04)
                                                      ----------     ----------
<PAGE>


Note 9- Stock-Based Compensation Plans
--------------------------------------

We issue  stock  options to our  employees  and  outside  directors  pursuant to
stockholder-approved  stock  option  programs.  We account  for our  stock-based
compensation plans under the intrinsic value method of accounting, as defined by
Accounting  Principles  Board  Opinion No. 25,  Accounting  for Stock  Issued to
Employees,  and related  interpretations.  No stock-based employee  compensation
cost was  reflected in net income for the three  months ended  February 29, 2004
and February 28, 2003, as all options  granted under these plans had an exercise
price equal to the fair market value of the underlying  common stock on the date
of the grant. For pro forma disclosures,  the estimated fair value of the option
was amortized over the vesting  periods,  which range from immediate  vesting to
three years. The following table illustrates the affect on net income (loss) per
share if we had  accounted for our stock option and stock  purchase  plans under
the fair value method of accounting under Statement 123, as amended by Statement
148:

                                                      For the Three Months Ended
                                                        2/29/04        2/28/03
                                                        -------        -------
Net income, as reported                               $   56,140    $   705,799
Deduct: Total stock-based employee
    compensation expense determined
    under fair value-based method
    for all awards, net of related
    tax effects                                          (58,986)       (77,547)
                                                      ----------    -----------
Pro forma net income (loss)                           ($   2,846)   $   628,252
                                                      ----------    -----------
Earnings (loss) per share
  Basic, as reported                                  $      .00    $       .05
  Basic, pro forma                                    $      .00    $       .04

  Diluted, as reported                                $      .00    $       .05
  Diluted, pro forma                                  $      .00    $       .04

Note 10 Related Party Transactions
----------------------------------

Telecarrier  had an agreement,  effective  January 2, 2002, with Telco Services,
Inc. ("Telco"),  a corporation owned by a former shareholder,  under which Telco
provided Telecarrier with collection, sales and other services. As a result of a
court-stipulated  agreement  between  Telecarrier  and  Telco,  entered  into on
February  6,  2004,  the  amount  owed Telco for such  services  was  reduced by
approximately  $51,000  and  such  reduction  was  reported  as a gain  for  the
three-month  period ended  February 29, 2004. As of February 29, 2004,  $259,317
was owed to Telco. The President of Telco is also the President of Glad Holdings
(See Note 8).

During the three months ended February 29, 2004 and February 28, 2003, we billed
Cordia  Corporation   ("Cordia"),   a  related  party,  $135,322  and  $144,397,
respectively,  for rent,  telemarketing services,  telecommunications  services,
commissions,  and  other  costs  and  Cordia  billed us  $51,099  and  $109,908,
respectively,  for  telecommunications  services and other costs. As of February
29, 2004, Cordia owed us $84,223.



<PAGE>


Item 2. Management's Analysis and Discussion of Financial Condition and Results
------- ------------------------------------------------------------------------
 of Operations
 -------------

     The statements  contained in this Report that are not historical  facts are
"forward-looking  statements"  within  the  meaning  of the  Private  Securities
Litigation Reform Act of 1995 with respect to the financial  condition,  results
of operations and business of the Company, which can be identified by the use of
forward-looking   terminology,   such  as  "estimates,"   "projects,"   "plans,"
"believes,"  "expects,"  "anticipates,"  "intends,"  or the negative  thereof or
other variations  thereon,  or by discussions of strategy that involve risks and
uncertainties.  Management  wishes to caution the reader of the  forward-looking
statements,  that such statements,  which are contained in this Report,  reflect
our current  beliefs with respect to future events and involve known and unknown
risks, uncertainties and other factors, including, but not limited to, economic,
competitive,  regulatory,  technological,  key  employee,  and general  business
factors affecting our operations,  markets, growth, services, products, licenses
and  other  factors  discussed  in our other  filings  with the  Securities  and
Exchange   Commission,   and  that  these   statements  are  only  estimates  or
predictions.  No assurances  can be given  regarding the  achievement  of future
results, as actual results may differ materially as a result of risks facing us,
and actual events may differ from the assumptions underlying the statements that
have been made regarding  anticipated events.  Factors that may cause our actual
results, performance or achievements,  or industry results, to differ materially
from those  contemplated by such  forward-looking  statements  include,  without
limitation:  (1) the availability of additional funds to successfully pursue our
business plan; (2) the impact of changes the Federal  Communications  Commission
or State Public Service Commissions may make to existing  telecommunication laws
and regulations;  (3) the cooperation of incumbent  carriers in implementing the
unbundled  network  elements  platform  required by the  Federal  Communications
Commission;  (4)  our  ability  to  maintain,  attract  and  integrate  internal
management,  technical  information and management  information systems; (5) our
ability to market  our  services  to  current  and new  customers  and  generate
customer demand for our product and services in the geographical  areas in which
we  operate;  (6) our  success  in  gaining  regulatory  approval  to access new
markets;  (7) our ability to  negotiate  and maintain  suitable  interconnection
agreements with the incumbent carriers;  (8) the availability and maintenance of
suitable vendor  relationships,  in a timely manner, at reasonable cost; (9) the
intensity of competition;  and (10) general economic conditions. All written and
oral forward  looking  statements  made in connection  with this Report that are
attributable  to us or persons  acting on our behalf are expressly  qualified in
their entirety by these  cautionary  statements.  Given the  uncertainties  that
surround such statements, prospective investors are cautioned not to place undue
reliance on such forward-looking statements.

Overview

eLEC  Communications  Corp. is a  full-service  telecommunications  company that
focuses on developing  integrated  telephone  service in the  competitive  local
exchange  carrier ("CLEC")  industry.  We offer small businesses and residential
consumers  an  integrated  set  of  telecommunications  products  and  services,
including local exchange, local access, domestic and international long distance
telephone,  and a full suite of local features and calling plans.  In the states
in which we operate,  we compete with the incumbent  local carrier and a variety
of other  competitive  carriers,  including  companies that were originally long
distance service providers or data service providers. We find that approximately
90% of the local  telephone  lines in the states in which we are  operating  are
served by Verizon,  AT&T Corp.  ("AT&T") or WorldCom Inc.,  which operates under
the brand  name of MCI  ("MCI").  Our  strategy  is to offer the same  telephone
products  and services  offered by Verizon,  AT&T and MCI at discounts of 10% to
25%


<PAGE>

off their rates. We also strive to provide friendly and helpful customer service
that exceeds the service provided by these large competitors.

We  believe  that the  Telecommunications  Act of 1996 (the  "Telecommunications
Act"),  which opened the local exchange  market to  competition,  has created an
attractive  opportunity for CLECs.  Like most CLECs,  our entry in this industry
was dependent upon the provisions of the Telecommunications Act that allow CLECs
to lease  various  elements of the  networks  of the  incumbent  local  exchange
carrier  ("ILEC")  that are necessary to provide  local  telephone  service in a
cost-effective  manner. This aspect of the Telecommunications Act is referred to
as  "unbundling"  the ILEC networks,  and allows us to lease  unbundled  network
elements on an as-needed  basis and provide such  elements to our customers at a
lower cost than that which the ILEC is charging.

Although  we  believe  the  opportunity  for  CLECs  is  attractive,  it is also
challenging.  We must  contend  with  federal and state  government  regulators,
rapidly changing  technologies,  incumbent  carriers that are better staffed and
capitalized  than  us and  real-time  business  partners  that  also  carry  our
customer's  telephone call, whether it is local, long distance or international.
At the same time that we are  managing  these  challenges,  we also must provide
connectivity, superior customer service and a culture of continuous improvement.
Because of the  complexity  of the  business,  we have  focused our  energies on
simplifying   our  working   environment  and  improving   performance   through
automation.

Other   CLECs   have   invested   a   substantial   amount  of  capital  to  buy
circuit-switched  equipment and rollout fiber, only to find that their equipment
is severely  underutilized  and that there is a  significant  shortfall in their
revenue  stream when  compared  to their  capital  investment.  We refer to this
strategy as a "facilities-first"  strategy, because the CLEC has invested in its
equipment  and placed the  equipment in service  before the CLEC has developed a
customer  base.  Our  strategy  is a  "customer-first,"  or  a  "deferred-build"
strategy.  We invested our capital in creating web based  "back-office"  support
systems so that we can mine data,  easily analyze our customer base, and provide
comprehensive  customer  service to handle repairs,  moves,  adds and changes to
lines.  After we have  obtained  a  substantial  geographical  concentration  of
customers, we will make decisions regarding the purchase and installation of our
own network  equipment.  This  strategy  allows us to be very  flexible with our
customer  base as we  grow  our  business.  We can  move  our  customer  base to
alternative  access,  if appropriate,  and we do not become a captive of our own
underutilized  equipment,  as can happen  with a  "facilities-first"  CLEC.  The
technological  advances in equipment  and the lowering of equipment  prices have
substantiated our deferred-build  strategy and have enabled us to better utilize
our limited capital.

When we lease lines from an ILEC, we use the unbundled network elements platform
("UNE-P")  service  offering.  UNE-P allows us to lease the network  elements we
need,  such as the  local  line and the port on a local  switch,  so that we can
provide local dial tone service to our customers.  We can provide  virtually all
of the same  additional  voice services  provided by any ILEC, such as three-way
calling,  call waiting, call forwarding and caller ID. We sell our services at a
fee that is at least  10% and as much as 25% less than the rate  charged  by the
ILEC. We also offer a bundled package of local and regional calling minutes with
popular voice service features.

We believe UNE-P is the preferable  platform under which any CLEC should operate
while it is growing and building a customer  base.  In March 2002,  UNE-P became
more  valuable  to us when the costs  charged to us for  providing  local  voice
services  on the UNE-P  service  offering  in New York  State were  lowered.  We
believe  current  rates are also very  attractive  in New Jersey,


<PAGE>


Michigan and Pennsylvania.  Our primary  operating CLEC, New Rochelle  Telephone
Corp. ("NRTC"),  is selling services in New York State and Pennsylvania,  and is
currently achieving gross margins of approximately 50%.

Regulatory Developments

Our  ability  to  continue  achieving  our  current  level of gross  margins  is
dependent upon the pricing structure of the network elements that we obtain from
the ILECs.  The  requirement  that the ILECs provide us with  unbundled  network
elements at the current rates is the subject of regulatory and judicial  actions
that may affect their  availability  and pricing.  Because of a legal  challenge
from the ILECs,  on March 2, 2004 the U.S.  Court of Appeals for the District of
Columbia  released a decision  that  reversed,  vacated and  remanded  the FCC's
Triennial  Review  Order that is the basis for  current  pricing  and  unbundled
network elements  availability,  and is critical to our business. The FCC, state
public service  commissions,  or individual CLECs could appeal this decision and
ask the Supreme Court to rule on the case.

On March 31, 2004, the FCC sent a letter to telecom companies urging negotiation
rather than litigation of the issues raised by the FCC's Triennial Review Order.
The letter  states that the FCC is seeking a 45-day  extension  of the stay that
the U.S. Court of Appeals imposed on its decision that  overturned  parts of the
Triennial  Review Order.  The FCC letter asked telecom  companies to indicate by
April 6, 2004 whether they will participate in  negotiations.  We have responded
to the FCC in writing by indicating that we will attempt to negotiate commercial
agreements with the ILECs.  Several of the ILECs have expressed a willingness to
negotiate.  Although  we and  other  CLECs  are  willing  to  negotiate  our own
agreements, the possibility of appeal to the Supreme Court has been preserved.

Plan of Operation

Our primary  methods of obtaining  new  customer  accounts  will  continue to be
through  telemarketing  and outside sales agents. We believe these are effective
low-cost  methods of building  new  accounts,  and our past  history  with these
customer acquisition methods is helpful in planning and budgeting our operations
on a going  forward  basis.  While we believe our cash balances are adequate for
continued  limited growth,  our cash balances are not sufficient to generate the
growth we desire or the growth that our internal  operating  systems are capable
of handling.  We are therefore  beginning to explore  opportunities  for raising
cash through asset-based borrowings or through a modest equity placement.

We do not expect to  purchase  any  significant  assets or make any  significant
capital  expenditures in the next 12 months. We believe our back-office  systems
are adequately  developed and  functioning  well,  and we anticipate  only minor
expenditures to further automate such systems during the next 12 months.  We are
continuing to pursue the  utilization of a packet-based  network,  such as Voice
over  Internet  Protocol  ("VoIP"),  to carry  our  local  voice  traffic.  This
technology is used to transmit voice conversations over a data network using the
Internet  Protocol.  Such data  network may be the  Internet or may be a managed
network.

While many carriers are providing VoIP for international calls and long distance
calls,  we believe very few carriers have  implemented  VoIP for local telephone
service.  We  believe  the  most  important  trend in the  industry  will be the
replacement of traditional  circuit-switched  voice technology with packet-based
networks.  Packet  switching has tremendous  advantages over circuit  switching.
Packets  can be  transmitted  over  copper  wire  or over  wireless  facilities,
packet-




<PAGE>

switched  equipment  is  substantially  less  expensive  than   circuit-switched
equipment and the price of  packet-switched  equipment is continually  dropping,
even as it becomes  technologically  more sophisticated.  We plan to move toward
this technology  over the next six to 12 months,  as this technology also allows
us to bypass the ILECs when we provide local telephone service to our customers.
Additionally,  VoIP allows for added and integrated new service offerings,  such
as integrated  messaging,  bandwidth on demand and voice  emails.  While we will
continue to seek and evaluate new technologies, our focus will continue to be on
building our customer  base, and not in developing  new  technology.  We plan to
continue our efforts on improving customer service and in maintaining  efficient
systems  that  allow  us to sell,  provision,  bill and  collect,  as our  first
priority is to develop and maintain a stable core UNE-P  business that generates
positive  cash flow from  operations.  As we move  towards  a VoIP  product,  we
anticipate that we will partner with a carrier's carrier or with another CLEC in
order to provide  VoIP local  service to our  customers.  We do not plan to have
substantial equipment purchases,  although we may consider sharing a switch with
another service provider.

Three Months Ended February 29, 2004 vs. Three Months Ended February 28, 2003
-----------------------------------------------------------------------------

Our revenue for the  three-month  period ended  February  29, 2004  increased by
approximately  $527,000, or approximately 39.1%, to approximately  $1,874,000 as
compared to approximately  $1,347,000  reported for the three-month period ended
February  28,  2003.  Included in our revenue for the  three-month  period ended
February  28, 2003 were  approximately  $412,000  in sales  reported by NRTC and
Telecarrier  and  approximately  $893,000  in  sales  reported  by our  formerly
wholly-owned  subsidiary,  Essex  (See  Note 8).  Revenue  reported  by NRTC and
Telecarrier  for the  three-month  period ended  February 29, 2004  increased by
approximately  $1,462,000, or approximately 354.9%, over the year-ago period. We
anticipate  revenues  for NRTC and  Telecarrier  to  continue to increase in the
second quarter of fiscal 2004, as we work to add new  customers.  Our line count
and  customer  base has  continued  to grow in the  second  quarter  of 2004 but
additional growth will be directly related to the cash we have available for new
line acquisition costs. See the discussion on liquidity below.

Our gross profit for the three-month period ended February 29, 2004 increased by
approximately  $405,000 to approximately  $994,000 from  approximately  $589,000
reported in the three-month period ended February 28, 2003, and our gross profit
percentage  increased to 53.0% from 43.8%  reported in the prior fiscal  period.
The increase in our gross profit and gross profit percentage  reflects our sales
strategy  to sell in only  those  states in which we  believe we will be able to
achieve a margin of over 40%.  The  increase  in gross  profit and gross  profit
percentage was  attributable  to lower buying prices from ILECs in the states in
which we  operated  during the first  fiscal  quarter of 2004,  compared  to the
states in which we were operating  during the first fiscal quarter of 2003. NRTC
and  Telecarrier  are  operating  in states in which we can  purchase  unbundled
network elements at prices that are significantly  lower than the prices charged
in some of the states in which our formerly wholly-owned subsidiary,  Essex, was
operating.  Our selling  strategy  in fiscal  2004 is to  continue to  penetrate
states that offer the opportunity to achieve higher margins.

Selling, general and administrative expenses ("SG&A") decreased by approximately
$476,000,   or  approximately   31.1%,  to  approximately   $1,057,000  for  the
three-month  period  ended  February  29,  2004  from  approximately  $1,533,000
reported in prior year fiscal period. Approximately $645,000 of this decrease in
expense  was  directly   related  to  the  sale  of  our  Essex  operations  and
approximately  $32,000 was related to lower  occupancy  costs as a result of the
sale of our  headquarters  building in the fourth quarter of fiscal 2003.  These
expense reductions were




<PAGE>

partially offset by an increase of approximately $31,000 in new line acquisition
costs and approximately $85,000 in legal fees related to bankruptcy  proceedings
for Telecarrier. Currently, our SG&A costs are approximately $350,000 per month,
approximately  $90,000  of which  represents  new  line  acquisition  costs.

Depreciation expense decreased by approximately $27,000, to approximately $4,000
for the three  months  ended  February  29, 2004 as  compared  to  approximately
$31,000  for  the  three  months  ended   February  28,  2003.  The  decline  in
depreciation is primarily  attributable the sale of our headquarters building in
the fourth  quarter of fiscal  2003 and to the sale of certain  assets to EAC on
December 31, 2002.

Interest expense decreased by approximately $32,000, to approximately $3,000 for
the three months ended  February 29, 2004 as compared to  approximately  $35,000
for the three months ended February 28, 2003.  The decrease in interest  expense
was partially  attributable  to the repayment of a mortgage note in  conjunction
with the sale of our headquarters building in the fourth quarter of fiscal 2003.

Interest and other income decreased by approximately  $56,000,  to approximately
$29,000  for  the  three  months   ended   February  29,  2004  as  compared  to
approximately $85,000 for the three months ended February 28, 2003. The decrease
resulted primarily from a reduction in commission and rental income.

For the  three-months  ended February 29, 2004,  Telecarrier  reported a gain of
approximately   $51,000  as  a  result  of  a   court-stipulated   reduction  in
post-petition  liabilities  (See  Note 6).  No such  gain was  reported  for the
three-month period ended February 28, 2003.

Gain on the sale of assets for the three  months  ended  February  28,  2003 was
approximately  $1,597,000  (See Note 8). We had no such sale for the three-month
period ended February 29, 2004.

Gain  on the  sale  of  investment  securities  and  other  investments  for the
three-month  period ended  February 28, 2003 was  approximately  $34,000,  which
resulted  from  the sale of  Cordia  shares.  No such  shares  were  sold in the
three-month period ended February 29, 2004.

For the three-month period ended February 29, 2004, we recorded a tax benefit of
$45,000,  which resulted from the reduction of an estimated accrual of corporate
tax expense for fiscal 2003.  No such  benefit was recorded for the  three-month
period ended February 28, 2003.

Liquidity and Capital Resources
-------------------------------

At February 29, 2004, we had cash and cash equivalents of approximately $609,000
and negative working capital of approximately  $1,878,000.  Our cash balances at
February 29, 2004 included  approximately  $160,000 that was in the  Telecarrier
bankruptcy  estate.   This  cash  was  only  available  for  the  operations  of
Telecarrier.

Net cash used in  operating  activities  aggregated  approximately  $59,000  and
$515,000 in the  three-month  periods  ended  February 29, 2004 and February 28,
2003, respectively.  The principal use of cash




<PAGE>

in fiscal 2004 was the net change in operating assets and liabilities, which was
partially  offset by the  income for the period of  approximately  $56,000.  The
principal  use  of  cash  in  fiscal  2003  was  the  loss  for  the  period  of
approximately $1,165,000,  which was offset by the increase in accounts payable,
principally  through the delaying of payments to vendors,  and the  reduction in
accounts receivable of approximately $899,000 and $264,000, respectively.

There were no investing  activities in the three-month period ended February 29,
2004.  Net  cash  provided  by  investing  activities  aggregated  approximately
$115,000 for the  three-month  period ended  February  28, 2003.  The  principal
source  of cash in  fiscal  2003 was the  proceeds  from the sale of  investment
securities and other investments of approximately $100,000 and the proceeds of a
note of approximately $15,000.

Net cash  used in  financing  activities  aggregated  approximately  $2,000  and
$27,000 in the  three-month  periods  ended  February  29, 2004 and February 28,
2003,  respectively.  In  fiscal  2004  and  2003,  net cash  used in  financing
activities resulted from the repayment of debt.

For the  three-month  period  ended  February  29,  2004,  there were no capital
expenditures. We do not expect to make any significant capital expenditures over
the next 12 months.

We have stock purchase warrants that entitle us to purchase approximately 95,000
shares of Talk America  Holdings Inc.  ("Talk").  The warrant  exercise price is
$6.30 per share and, at March 29, 2004, our warrants were in-the-money,  as Talk
common stock was trading at approximately  $8.56 per share at such date. We have
been in discussions with Talk management regarding our intention to exercise the
warrants  during  fiscal 2004, as we plan to use the proceeds of the warrants to
generate additional cash for line acquisition costs.

The  report  of the  independent  auditors  on  our  2003  financial  statements
indicates  there is  substantial  doubt about our ability to continue as a going
concern.  The auditors noted a deficit in working capital and continuing  losses
from operations.  We are continuously working to improve our financial condition
and we are now operating  our business  with fixed costs that are  substantially
lower than our fixed overhead  during the previous three years.  To maintain our
revenues at the current  level,  and to further  improve our balance  sheet,  we
anticipate  being able to purchase the  outstanding  capital stock of our wholly
owned subsidiary,  Telecarrier,  in a transaction that will allow Telecarrier to
emerge  from a Chapter 11  bankruptcy.  We were the high  bidder for the capital
stock of  Telecarrier  when the  bidding  period  ended on March  29,  2004.  We
anticipate  the  bankruptcy  court will approve our purchase of the  reorganized
business for a total amount of $325,000.  This  purchase and  reorganization  is
projected to eliminate  approximately $872,000 in pre-petition  liabilities that
are  carried  on  our  consolidated  balance  sheet.  If we  are  successful  in
maintaining  ownership of a  reorganized  Telecarrier,  we anticipate we will be
able to  achieve  profitable  operations  and  will be  able to  further  pursue
implementation of VoIP technology to establish an additional network on which to
carry the voice traffic of our customers.  The failure to retain our Telecarrier
subsidiary and to settle past due amounts  within our financial  means will have
an adverse  effect on our ability to carry out our business  plan. The inability
to carry out this plan may result in unprofitable  operations,  and the eventual
shut down of vendor credit facilities,  which would adversely affect our ability
to continue operating as a going concern.



<PAGE>


Item 3. Controls and Procedures
------  -----------------------

     Disclosure Controls and Procedures. Our management,  with the participation
of our chief  executive  officer/chief  financial  officer,  has  evaluated  the
effectiveness of our disclosure controls and procedures (as such term is defined
in Rules 13a-15(e) and 15d-15(e)  under the Securities  Exchange Act of 1934, as
amended  (the  "Exchange  Act"))  as of the end of the  period  covered  by this
report. Based on such evaluation,  our chief executive  officer/chief  financial
officer  has  concluded  that,  as of the end of  such  period,  our  disclosure
controls and procedures are effective in recording, processing,  summarizing and
reporting,  on a timely  basis,  information  required  to be  disclosed  by the
Company in the reports that it files or submits under the Exchange Act.

     Internal Control Over Financial Reporting.  There have not been any changes
in the  Company's  internal  control over  financial  reporting (as such term is
defined in Rules  13a-15(f)  and  15d-15(f)  under the Exchange  Act) during the
first quarter of 2004 that have materially affected, or are reasonably likely to
materially affect, the Company's internal control over financial reporting.


<PAGE>


                            eLEC COMMUNICATIONS CORP.
                            -------------------------
                            PART II-OTHER INFORMATION
                            -------------------------

Item 1.        Legal Proceedings
-------        -----------------

               None

Item 2.        Changes in Securities and Purchases of Equity Securities
-------        --------------------------------------------------------

               None

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)  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)

                    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)

               (b)  Reports on Form 8-K None


<PAGE>


Signatures
----------

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

                                                  eLEC Communications Corp.



        April 7, 2004                             By:    /s/ Paul H. Riss
---------------------                                    -----------------------
Date                                                    Paul H. Riss
                                                        Chief Executive Officer
                                                        (Principal Financial and
                                                         Accounting Officer)