SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

      (Mark One)

         /X/    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2001 OR

        / /     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

             FOR THE TRANSITION PERIOD FROM  __________TO___________

                        Commission file number 000-25306

                            EQUUS GAMING COMPANY L.P.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

               Virginia                                      54-1719877
     -----------------------------                         ---------------
    (State or other jurisdiction of                       (I.R.S. Employer
     incorporation or organization)                      Identification No.)

                            El Comandante Race Track
                            Main Building First Floor
                              65th  Infantry Avenue
                                Rd. 3   Km. 15.3
                              Canovanas,  PR  00729
              ------------------------------------------------------
              (Address of Principal Executive Offices and Zip Code)

                                 (787) 641-5844
              ------------------------------------------------------
              (Registrant's telephone number, including area code)

                             650 Munoz Rivera Avenue
                            Doral Building, 7th floor
                               Hato Rey, PR  00918
              ------------------------------------------------------
             (Former name, former address and former fiscal year, if
                           changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding  12  months  (or  for such shorter period that the registrant was
required  to  file  such  report(s),  and  (2)  has  been subject to such filing
requirements  for  the  past  90  days.
                              Yes  /X/     No / /

Indicate  the  number  of  shares outstanding of each of the issuer's classes of
common  stock,  as  of  the latest practicable date (March 31, 2001). 14,389,824
Class  A  Units


                                        1
<PAGE>
                            EQUUS GAMING COMPANY L.P.
                                    FORM 10 Q
                                      INDEX

                                                                           PAGE
                                                                          NUMBER

PART  I - FINANCIAL  INFORMATION


Item 1.   Consolidated  Financial  Statements

          Consolidated  Statements  of  Operations  for  the  Three
          Months  ended  March  31,  2001  and  2000  (Unaudited)              3

          Consolidated  Statements  of  Comprehensive  Loss  for  the
          Three  Months  Ended  March  31, 2001 and 2000 (Unaudited)           4

          Consolidated Balance Sheets at March 31, 2001 (Unaudited)
          and  December  31,  2000  (Audited)                                  5

          Consolidated Statement of Changes in Partners' Deficit for the
          Three  Months  Ended  March  31,  2001  (Unaudited)                  7

          Consolidated  Statements  of  Cash  Flows  for  the  Three
          Months  Ended  March  31,  2001  and  2000  (Unaudited)              8

          Notes  to  Consolidated  Financial  Statements                      10

Item 2.   Management's Discussion and Analysis of Financial Condition
             and  Results  of  Operations
          Results  of  Operations                                             22
          Liquidity  and  Capital  Resources                                  26


PART  II - OTHER  INFORMATION

Item 1.   Legal  Proceedings                                                  29
Item 2.   Material Modifications of Rights of Registrant's Securities         30
Item 3.   Default  upon  Senior  Securities                                   30
Item 4.   Submission  of  Matters  to  a  Vote  of  Security Holders          30
Item 5.   Other  Information                                                  30
Item 6.   Exhibits  and  Reports  on  Form  8-K                               30

Signatures                                                                    31


                                        2
<PAGE>
<TABLE>
<CAPTION>
                            EQUSS GAMING COMPANY L.P.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                    FOR THE THREE MONTHS ENDED MARCH 31, 2001

                                   (UNAUDITED)
                                                      2001          2000
                                                  ------------  ------------
<S>                                               <C>           <C>
REVENUES:
   Commissions on wagering                        $15,990,738   $16,516,211
   Net revenues from lottery services                       -       107,887
   Other revenues                                   1,023,219       998,647
                                                  ------------  ------------
                                                   17,013,957    17,622,745
                                                  ------------  ------------
EXPENSES:
   Payments to horseowners                          8,385,251     7,969,867
   Salaries, wages and employee benefits            2,750,476     2,448,527
   Operating expenses                               2,716,328     2,382,863
   General and administrative                       1,924,436     1,001,775
   Marketing, television and satellite costs        1,613,199     1,128,685
   Financial expenses                               2,937,064     2,445,834
   Depreciation and amortization                    1,051,204       955,083
                                                  ------------  ------------
                                                   21,377,958    18,332,634
                                                  ------------  ------------

LOSS  BEFORE INCOME TAXES AND MINORITY INTEREST    (4,364,001)     (709,889)
                                                  ------------  ------------

PROVISSION FOR INCOME TAXES
   Current                                             83,926       188,709
   Deferred                                            51,883             -
                                                  ------------  ------------
                                                      135,809       188,709
                                                  ------------  ------------


LOSS  BEFORE MINORITY INTEREST                     (4,499,810)     (898,598)


MINORITY INTEREST IN LOSSES                          (466,951)     (258,294)
                                                  ------------  ------------


NET LOSS                                          $(4,032,859)  $  (640,304)
                                                  ============  ============

ALLOCATION OF NET LOSS:
   General partners                               $   (40,329)  $    (6,403)
   Limited partners                                (3,992,530)     (633,901)
                                                  ------------  ------------
                                                  $(4,032,859)  $  (640,304)
                                                  ------------  ------------
BASIC AND DILUTED LOSS PER UNIT AMOUNTS:          $     (0.47)  $     (0.08)
WEIGHTED AVERAGE UNITS OUTSTANDING                  8,505,398     8,389,824
                                                  ============  ============
</TABLE>

  The accompanying notes are an integral part of these consolidated statements


                                        3
<PAGE>
<TABLE>
<CAPTION>
                            EQUUS GAMING COMPANY L.P.
                  CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
                    FOR THE THREE MONTHS ENDED MARCH 31, 2001

                                   (UNAUDITED)


                                              2001           2000
                                          -------------  ------------
<S>                                       <C>            <C>
NET LOSS                                  $ (4,032,859)  $  (640,304)

OTHER COMPREHENSIVE LOSS:

  Currency translation adjustments            (130,226)     (115,962)

                                          -------------  ------------
COMPREHENSIVE LOSS                        $ (4,163,085)  $  (756,266)
                                          =============  ============
</TABLE>

  The accompanying notes are an integral part of these consolidated statements


                                        4
<PAGE>
<TABLE>
<CAPTION>
                            EQUUS GAMING COMPANY L.P.
                           CONSOLIDATED BALANCE SHEETS

                                     ASSETS


                                MARCH 31      DECEMBER 31
                                  2001           2000
                              -------------  -------------
                               (UNAUDITED)     (AUDITED)
<S>                           <C>            <C>
CASH AND CASH EQUIVALENTS:
  Unrestricted                $    821,706   $  7,019,121
  Restricted                        73,497        418,180
                              -------------  -------------
                                   895,203      7,437,301
                              -------------  -------------

PROPERTY AND EQUIPMENT:
  Land                           8,817,740      8,879,113
  Building and improvements     55,787,377     55,404,357
  Equipment                     17,962,629     17,753,880
                              -------------  -------------
                                82,567,746     82,037,350
  Accumulated depreciation     (23,452,300)   (22,282,599)
                              -------------  -------------
                                59,115,446     59,754,751
                              -------------  -------------

DEFERRED COSTS, NET:
  Financing                      1,741,480      1,933,361
  Costs of Panama contract       1,842,500      1,870,000
  Other                            166,427        206,714
                              -------------  -------------
                                 3,750,407      4,010,075
                              -------------  -------------

OTHER ASSETS:
  Accounts receivable, net       4,799,075      4,492,311
  Notes receivable               2,745,672      2,960,074
  Other assets                   1,589,926      1,480,258
                              -------------  -------------
                                 9,134,673      8,932,643
                              -------------  -------------

                              $ 72,895,729   $ 80,134,770
                              =============  =============
</TABLE>

                                   (continues)


                                        5
<PAGE>
<TABLE>
<CAPTION>
                               EQUUS GAMING COMPANY L.P.
                              CONSOLIDATED BALANCE SHEETS

                                      (continued)

                           LIABILITIES AND PARTNERS' DEFICIT


                                                        MARCH 31      DECEMBER 31
                                                          2001           2000
                                                      -------------  -------------
                                                       (UNAUDITED)     (AUDITED)
<S>                                                   <C>            <C>
FIRST MORTGAGE NOTES:
    Principal, net of note discount of
      $689,890 and $786,261                           $ 53,764,110   $ 53,667,739
    Accrued interest                                     1,865,487      3,916,669
                                                      -------------  -------------
                                                        55,629,597     57,584,408
                                                      -------------  -------------

OTHER LIABILITIES:
    Accounts payable and accrued liabilities            23,671,570     23,741,039
    Outstanding winning tickets and refunds              1,354,165      1,552,128
    Notes payable                                        6,435,006      6,549,961
    Bonds payable                                        4,000,000      4,000,000
    Capital lease obligations                            1,968,908      2,232,559
                                                      -------------  -------------
                                                        37,429,649     38,075,687
                                                      -------------  -------------

DEFERRED INCOME TAXES                                    3,757,809      3,933,144
                                                      -------------  -------------

MINORITY INTEREST                                          453,516        753,288
                                                      -------------  -------------

COMMITMENTS AND CONTINGENCIES, SEE NOTE 2

PARTNERS' DEFICIT
    General Partner                                       (937,775)      (896,144)
    Limited Partners - 20,000,000 units authorized;
     14,389,824 units issued and outstanding.          (23,437,067)   (19,315,613)
                                                      -------------  -------------
                                                       (24,374,842)   (20,211,757)
                                                      -------------  -------------

                                                      $ 72,895,729   $ 80,134,770
                                                      =============  =============
</TABLE>

  The accompanying notes are an integral part of these consolidated statements


                                        6
<PAGE>
<TABLE>
<CAPTION>
                              EQUUS GAMING COMPANY L.P.
                CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT
                      FOR THE THREE MONTHS ENDED MARCH 31, 2001

                                   (UNAUDITED)


                                       GENERAL      LIMITED
                                       PARTNERS     PARTNERS         TOTAL
                                      ----------  -------------  -------------
<S>                                   <C>         <C>            <C>
BALANCE, DECEMBER 31, 2000            $(896,144)  $(19,315,613)  $(20,211,757)

  Net loss for the period               (40,329)    (3,992,530)    (4,032,859)

  Currency translation adjustments       (1,302)      (128,924)      (130,226)

                                      ----------  -------------  -------------
BALANCE, MARCH 31, 2001               $(937,775)  $(23,437,067)  $(24,374,842)
                                      ==========  =============  =============
</TABLE>

  The accompanying notes are an integral part of these consolidated statements


                                        7
<PAGE>
<TABLE>
<CAPTION>
                                   EQUUS GAMING COMPANY L.P.
                             CONSOLIDATED STATEMENTS OF CASH FLOWS
                           FOR THE THREE MONTHS ENDED MARCH 31, 2001
                                          (UNAUDITED)


                                                               2001         2000
                                                           ------------  -----------
<S>                                                        <C>           <C>

CASH FLOWS FROM OPERATING ACTIVITIES:

  Net loss                                                 $(4,032,859)  $ (640,304)
                                                           ------------  -----------
  Adjustments to reconcile net losses to
    net cash (used in) provided by operating activities-
      Depreciation and amortization                          1,307,636    1,080,853
      Deferred income tax provision                             43,841      157,200
      Currency translation adjustments                          36,953     (137,666)
      Minority interest                                       (466,951)    (258,294)
 Increase in assets-
      Accounts receivable                                     (306,763)    (561,825)
      Other assets                                            (109,670)    (251,692)
  (Decrease) increase in liabilities-
      Accounts payable and accrued liabilities              (2,339,826)     170,513
      Outstanding winning tickets and refunds                 (197,963)     691,476

       Total adjustments                                    (2,032,743)     890,565
                                                           ------------  -----------

Net cash (used in) provided by operating activities         (6,065,602)     250,261
                                                           ------------  -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures (net)                                  (333,547)    (690,819)
  Deferred costs                                               (10,565)     (29,189)
  (Increase) decrease  in notes receivable, net                214,402      (13,466)
                                                           ------------  -----------
Net cash used in investing activities                         (129,710)    (733,474)
                                                           ------------  -----------
</TABLE>

  The accompanying notes are an integral part of these consolidated statements


                                        8
<PAGE>
<TABLE>
<CAPTION>
                                 EQUUS GAMING COMPANY L.P.
                           CONSOLIDATED STATEMENTS OF CASH FLOWS
                         FOR THE THREE MONTHS ENDED MARCH 31, 2001
                                      (UNAUDITED)
                                      (continued)


                                                      2001          2000
                                                  ------------  ------------
<S>                                               <C>           <C>
  CASH FLOWS FROM FINANCING ACTIVITIES:
    Payments of financing costs                   $    31,820   $         -
    Loan proceeds from affiliates                     150,000
    Loan proceeds from financial institutions               -       570,000
    Payments on notes payable and capital
      lease obligations                              (528,606)   (1,100,185)
                                                  ------------  ------------
  Net cash used in  financing activities             (346,786)     (530,185)
                                                  ------------  ------------

  NET DECREASE IN CASH AND
   CASH EQUIVALENTS                                (6,542,098)   (1,013,398)

  CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD    7,437,301     2,307,933

  CASH AND CASH EQUIVALENTS, END OF PERIOD        $   895,203   $ 1,294,535
                                                  ============  ============

  SUPPLEMENTAL INFORMATION:
    Interest paid                                 $ 4,043,002   $   324,127
                                                  ============  ============

  NON-CASH TRANSACTIONS:
    Equipment acquired through capital leases               -        48,000
                                                  ============  ============
</TABLE>

  The accompanying notes are an integral part of these consolidated statements


                                        9
<PAGE>
                            EQUUS GAMING COMPANY L.P.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1.  BASIS  OF  PRESENTATION  AND  SIGNIFICANT  ACCOUNTING  POLICIES:

     Equus  Gaming Company L.P. (the "Company"), a Virginia limited partnership,
is  engaged in thoroughbred racing, wagering and other gaming related businesses
in  the  Caribbean,  Central  and  South  America. Through its subsidiaries, the
Company operates four racetracks and manages an off-track betting ("OTB") system
in  the  various  countries  where  the  Company  operates.

     The  Company  has  a  99%  interest  in Housing Development Associates S.E.
("HDA"),  the  owner  of  El  Comandante  Race Track ("El Comandante"), the only
licensed  thoroughbred  racing  facility  in Puerto Rico. El Comandante has been
operated  since  January  1,  1998  by  the  wholly  owned subsidiary of HDA, El
Comandante  Management  Company,  LLC  ("ECMC").  During 1998, HDA organized two
wholly  owned  subsidiaries:  Satellite Services International, Inc. ("SSI") and
Agency  Betting  Network,  Inc.  ("ABN")  are  wholly  owned subsidiaries of the
Company.  SSI  will  provide  uplink services, satellite time (contracted from a
third  party)  and  leasing  of  video  and  data telecommunication equipment to
transmit (or simulcast) live races from and to the Company's race tracks and OTB
agencies,  including  live  racing  from outside the Company's operations to the
Company's agency distribution network to increase wagering.  ABN is establishing
and  operating  an OTB agency system in Colombia for Los Comuneros Race Track in
Medellin,  Colombia  ("Los  Comuneros").

     In  2000,  the  Company  was  awarded exclusive rights by the Government of
Uruguay  to operate the Maronas racetrack in Montevideo and an off-track betting
agency  network together with the right to operate up to 5000 slot machines in 5
locations.   The necessary  restoration of the racetrack would , in management's
opinion,  require  an  initial investment of $12 million.   Efforts to raise the
$12  million  by  the  due date were unsuccessful.  Consequently, the concession
expired  on  March  31,  2001,  and  the  Company's  bid  bond  in the amount of
approximately  $500,000 was forfeited and thus, expensed during the period ended
March  31,  2001.

     The  Company  has  a  55%  interest  in  Galapagos, S.A. ("Galapagos"), the
operator  since  April  1995  of  the  V  Centenario Race Track in the Dominican
Republic  ("V  Centenario") and a 51% interest in Equus Entertainment de Panama,
S.A.  ("Equus-Panama"),  the  operator  since  January 1, 1998 of the Presidente
Remon  Race  Track  in  the  Republic  of  Panama  ("Presidente  Remon").  Both
racetracks are government-owned and operated by the Company's subsidiaries under
long-term  contracts.

     The  Company  has  since  1999  owned  a  controlling 50% interest in Equus
Comuneros  S.A.  ("Equus-Comuneros"), the owner and operator of Los Comuneros in
Colombia for approximately $2.1 million.   In 1999 Equus-Comuneros received as a
capital  contribution  from  the  minority  stockholder, Los Comuneros S.A., all
assets  and  liabilities  that  were  employed  by  the  prior  operator  of Los
Comuneros.  The  assets  mainly  consisted  of land, buildings and equipment for
approximately  $4.7  million and liabilities of approximately $2.6 million.  The
liabilities  included  mainly  accounts  payable  to vendors and horseowners and
certain  financial  obligations  with  various  maturities through 2004.  During
January  and  February 2001, Equus-Comuneros refinanced loan payment commitments
due  to  financial  institutions totaling approximately $269,000 at December 31,
2000,  which  had  not  been  previously  met.  As of March 31, 2001, the amount
outstanding  under  these  commitments  amounted to approximately $124,000.  Any
noncompliance  with the new terms could cause the lending entities to make their
guarantees  effective.


                                       10
<PAGE>
     As  of  March 31, 2001 the accumulated losses not allocated to the minority
partners  of  Galapagos amounts to $1,932,294 because the minority partners have
no  legal  obligation  to  find  such  losses  in  excess  of  their investment.
Equus-Panama  minority  partners  own  a 49% interest.  Equus-Comuneros minority
partners  own  a  50%  interest.

     As  noted in the accompanying consolidated financial statements the Company
has  incurred  recurring  losses  from  operations,  has  a partners' deficit of
$24,374,842  and  projects a negative cash flow for the remainder of 2001. These
factors,  among  others, raise substantial doubts as to the Company's ability to
continue  as a going concern and its capabilities to meet its obligations during
2001.  The  accompanying  financial  statements  do  not include any adjustments
relating  to  the recoverability and classification of asset carrying amounts or
the  amount  and  classification  of  liabilities  that  might result should the
Company  be  unable  to  continue  as  a  going  concern.  The Company's audited
consolidated  financial  statements  as  of December 31, 2000 had an explanatory
paragraph  in  its  Auditors'  Report related to the substantial doubt as to the
Company's  going  concern.

     Management's  plans  to  deal  on  its  Company's financial problems are as
follow:

     (i)   Contract  changes with  the  Puerto Rico Horseowners Confederation to
           allow  expanded simulcasting on live and dark days. These changes are
           subject  to  the  Racing  Board's  approval.

     (ii)  Implement  cost  reductions  at  El  Comandante.

     (iii) Request designation of the El Comandante facility as a tourist zone,
           which would allow the addition of slot machines and authorization for
           low  interest  bonds  or  notes.

     (iv) Obtain  new  bank  financing  or  financing  by  private  investors.


     GOVERNMENT  MATTERS

     El  Comandante  is  required  to  pay the Government of Puerto Rico various
taxes  on  wagering placed on thoroughbred horse races held at or simulcasted by
El Comandante (Puerto Rico).  The taxes on  wagering are required to be remitted
to the Department of the Treasury of Puerto Rico within two (2) days of the date
wagers  are  placed.   El  Comandante  failed  to  remit  tax  payments totaling
$9,949,182  from  October  16,  2000  to February 7, 2001.  Neither ECMC nor the
Company  has  the  financial  resources  currently  to  pay  the  overdue taxes.

     On  May 24, 2001, ECMC executed a "Closing Agreement"(the "Agreement") with
the Secretary of the Treasury of Puerto Rico (the "Secretary") whereby ECMC will
settle  its  assessed debt of unpaid excise taxes and commissions for the period
October,  2000  through  February, 2001, in the amount of $11,172,450 (including
interest  and late charges), plus an additional assessment of $60,141 (including
interest)  for  unpaid  commissions  for  the  period  February  2, 2001 through
February  7,  2001  as  follows:

     1.   Upon  execution  of  the  Agreement,  ECMC  delivered  a  check to the
          Secretary  for  $60,141  in  full  payment  of  the  February,  2001
          assessment.

     2.   For  a six-month period commencing June 1,2001 and ending November 30,
          2001, ECMC will pay $50,000 per week against the October, 2000 through
          February,  2001  assessment. After the six-month period, the Secretary
          will  reevaluate  the  financial  condition  of  ECMC,  and  may, upon
          reasonable  grounds,  continue,  modify  or  revoke  the  Agreement.

     3.   ECMC  will  continue to pay on a timely basis current excise taxes and
          commissions.

     4.   ECMC will provide and maintain a bond in favor of the Secretary in the
          amount  of  $500,000.


                                       11
<PAGE>
     5.   In  the  event  ECMC  defaults  during  the term of the Agreement, the
          Secretary  may  accelerate the balance due plus any additional amounts
          due  resulting  from  the  default,  including  waived  penalties  of
          $167,000.

     On  April  2,  2001,  the  House  of Representatives of the Commonwealth of
Puerto  Rico adopted a resolution ordering an investigation of the operations of
ECMC  with  emphasis on the physical and financial administration of the Company
and  its  debts  outstanding  with  the  Treasury  Department.

As  of  July  19,  2001,  Equus  Comuneros  owed  the  Tax  and National Customs
Administration  approximately  $462,000  for  tax  withholding  at  source  tax.
Management  has  agreed  on  a  payment  plan  which  has  not  been  finalized.


     CONSOLIDATION  AND  PRESENTATION

     The  consolidated  financial  statements  as  of March 31, 2001 and for the
three  months  ended  March  31,  2001  and  2000  are unaudited but include all
adjustments  (consisting  of  normal  recurring  adjustments)  which  management
considers  necessary  for  a  fair  presentation  of the consolidated results of
operations  for the interim periods.  The operating results for the three months
ended  March  31,  2001  are not necessarily indicative of results for the year.
Net  losses  per  unit  are calculated based on weighted average number of Units
outstanding.  Outstanding  warrants  to  purchase  Units  do not have a material
dilutive  effect  on  the  calculation  of  earnings  per  Unit.

     The  preparation  of  financial  statements  in  conformity with accounting
principles  generally accepted in the United States ("GAAP") requires management
to make estimates and assumptions that affect the reported amounts of assets and
liabilities  and disclosure of contingent assets and liabilities, if any, 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.

     These  unaudited  consolidated  financial  statements  have  been  prepared
pursuant to the rules and regulations of the Securities and Exchange Commission.
Certain  information  and  note  disclosures  normally  included  in  financial
statements  prepared  in  accordance  with  GAAP have been condensed or omitted.
While  management  believes  that the disclosures presented are adequate to make
the  information not misleading, it is suggested that these financial statements
be  read  in  conjunction  with  the  financial  statements and the notes of the
Company  included in the Company's Annual Report filed on Form 10-K for the year
ended  December  31,  2000.

     The  Company  consolidates  the  entities  in  which  it  has a controlling
interest.  The  accompanying  consolidated  financial  statements  include  the
accounts  of  the Company and its subsidiaries after eliminating all significant
inter-company  transactions.  All  of  the entities included in the consolidated
financial statements are hereinafter referred to collectively, when practicable,
as  the  "Company".

     The  Company  has  minority  partners  in  HDA, Galapagos, Equus-Panama and
Equus-Comuneros.  Therefore, the Company recorded minority interest based on the
earnings  (losses)  of  these consolidated subsidiaries that are attributable to
the  minority  partners,  as  follows:


                                       12
<PAGE>
                         FOR THE THREE MONTHS ENDED MARCH 31,
                         ------------------------------------
                            2001                      2000
                         ----------                ----------

SUBSIDIARY:
    HDA                  $ (17,150)                $   1,500
    Galapagos                    -                         -
    Equus-Panama           (65,651)                   25,741
    Equus-Comuneros       (384,150)                 (285,535)
                         ----------                ----------
                         $(466,951)                $(258,294)
                         ----------                ----------



     In  general,  the  minority  interest  is calculated based on the ownership
interest  of  the  minority  partners.  HDA  has  a minority partner owning a 1%
interest.   Galapagos'  minority  partners own a 45% interest.   However, during
the  three  months  ended  March 31, 2001 and 2000 the Company did not recognize
minority  interest  in  Galapagos'  losses  amounting  to $85,508, and $134,440,
respectively,  because  the  minority  partners have no legal obligation to fund
such losses in excess of their investment.  As of March 31, 2001 the accumulated
losses  not  allocated  to  the  minority  partners  amounts  to  $1,932,294.
Equus-Panama  minority  partners  own  49%  interest.  Equus-Comuneros  minority
partners  own  a  50%  interest.


     CURRENCIES

     The  Company  consolidates  its accounts with Galapagos and Equus-Comuneros
whose  functional  currencies  are the Dominican Republic peso and the Colombian
peso,  respectively.  The  United  States  dollars  ("US$") are also a recording
currency  in  these  countries.  US$ are exchanged into these foreign currencies
("FC$")  and vice versa through commercial banks and/or the central banks of the
respective  countries.  The  Company  remeasures  the  monetary  assets  and
liabilities  of  the foreign subsidiaries that were recorded in US$ into the FC$
using  the  exchange  rates  in  effect  at the balance sheet date (the "current
rate")  and  all  other  assets  and  liabilities  and  capital accounts, at the
historical  rates.  The  Company then translates the financial statements of the
foreign  subsidiaries  from FC$ into US$ using the current rates, for all assets
and  liabilities, and the average exchange rates prevailing during the year, for
revenues  and  expenses.

     For  the  three  months  ended March 31, 2001 and 2000, net exchange losses
resulting  from  re - measurement of accounts, together with losses from foreign
currency  transactions,  amounted  to  $104,904  and $75,879 respectively, which
amounts  are  included as operating expenses.  Accumulated net loss from changes
in  exchange  rates  due  to  the  translation  of assets and liabilities of the
foreign subsidiaries are included in partners' deficit and at March 31, 2001 and
2000  amounted  to  $130,226  and  $115,962,  respectively.

     The  current  exchange  rates in Dominican Republic as of March 31, 2001and
2000  were  US$1.00  to  FC$16.65  and  US$1.00  to FC$16.30, respectively.  The
average  exchange rates in Dominican Republic prevailing during the three months
ended  March  31,  2001  and 2000 were US$1.00 to FC$17.05, US$1.00 to FC$16.27,
respectively.  The  current  exchange  rate  in Colombia as of March 31, 2001and
2000  were  US$1.00  to  FC$2,310 and $US1.00 to FC$1.952.  The average exchange
rate  in  Colombia  prevailing  during the three months ended March 31, 2001 and
2000  were  US$1.00  to  FC$2,229  and  US$1.00  to  FC$1.950.  The Company also
consolidates  its accounts with Equus-Panama whose functional currencies are the
Panama  Balboas  and the US$.  Because these currencies are of equivalent value,
there  is no effect attributed to foreign currency transactions of Equus-Panama.


                                       13
<PAGE>
2.  COMMITMENTS  AND  CONTINGENCIES:

     HORSEOWNERS'  AGREEMENTS

     The  Company  has separate agreements with the horseowners confederation of
each  country.  The  agreements  establish  the amount payable to horseowners as
purses.  In  general,  payments  to  horseowners  are  based  on a percentage of
wagering.

     The  Panama  contract  expires  in December 2007.  Commencing with the year
2000,  and  each  year  thereafter,  there  is  no  longer a "minimum guaranteed
payment"  to  Horseowners,  as  was  previously the case.   However for the year
2000,  $4.1  million  was  paid  to  the  horseowners even though the calculated
payment  per  the contract was $2.7 million.  The excess payment of $1.4 million
was  recorded as an account receivable due from the Horseowner Association to be
liquidated  at  a future date.   For the year 2001, payments to horseowners will
be  13.25%  of  the  live  racing  handle  and  10% of the simulcast handle.  In
addition, for the years 2001 and 2002, the horseowners will receive the proceeds
from  wagering  taxes  at  the rate of 3.25% for live races and 2% for simulcast
races.

     The  Dominican  Republic  contract  expires in December 2005.  The Colombia
contract  expires  on  December  31,  2009.  It  provides  for  certain  minimum
guaranteed  payments to horseowners during the first three years $1.2 million in
2001,  increasing  in  2002  and  2003  in accordance with an inflation factor).

     The  Puerto  Rico  horseowners  contract  expires  in July 2010.  Under the
Puerto  Rico  contract,  the  horseowners  are  guaranteed  minimum  earnings of
$25,032,000.   ECMC  is  obligated  among  other  things  to pay the horseowners
$90,000  annually for administrative costs and 50% of the principal and interest
owed  on  an  outstanding  horseowners  loan  with  a  principal  balance due of
$526,000,  plus  accrued  interest.  ECMC  must  also  invest  $3,000,000  in
improvements  to  the racetrack during the 10-year term of the contract, as well
as  provide  up  to  $2,000,000  of  financing  for  the  purchase  of  horses.
Additional  costs  incurred for the three months ended March 31, 2001 related to
the  new  horseowners  contract  are  included  in  other  expenses.

     On  March  16,  2001,  an  "Addendum  to  Contract"  was  executed  by  the
Horseowners  Confederation  and  the  Company,  whereby  the  parties agreed to:

     (i)   Increase the  number of simulcast races each live race day from three
           (3)  to  six  (6).

     (ii)  Place three (3) of the simulcast races before the first live races
           and three  (3)  after  the  fifth  live  race.

     (iii) Include  simulcasting  of  nine (9) to twelve (12) races on Thursday,
           currently  a  dark  day.

     (iv)  In consideration of the above, ECMC will pay an additional $1,000,000
           to the  Horseowners  Confederation  if  the  additional  simulcasting
           (i,ii,iii)  is  approved  by  the  Racing  Board

     As  of  June  28,  2001,  The Puerto Rico Racing Board had granted ECMC the
right  to  increase  the number of simulcast races from three (3) to six (6) per
live  race  day.  The  order  allows  a  three  (3)  month  probationary  period
commencing  July  1,  2001,  during  which  ECMC  is  allowed to place three (3)
simulcast  races  before  the first live race and three (3) after the fifth live
race.   At the end of the probationary period the Racing Board will have 15 days
to  make  a  determination as to the future.  The probationary simulcasting will
continue  during  the  15  day  period.

     The  Racing  Board  declined the simulcasting of races on Thursday's, a day
that  currently  holds  no  live  races.


                                       14
<PAGE>
     The  additional  $1,000,000  to  be  paid  by  ECMC  to  the  Horseowners
Confederation  is  subject  to  the  final approval from the Racing Board of the
originally  requested  items.


     WAGERING  SERVICES  AGREEMENTS

     The  Company  has  separate  agreements  with  Autotote  Systems,  Inc.
("Autotote")  and  United  Tote  Company  ("United  Tote")  to  provide wagering
services,  software and equipment to each racetrack, necessary for the operation
of  the  off-track betting system. Payments under these contracts are summarized
as  follows:

<TABLE>
<CAPTION>
1.  Autotote
    --------

                                                           PRESIDENTE
                          EL COMANDANTE    V CENTENARIO       REMON       LOS COMUNEROS
                         ---------------  --------------  --------------  --------------
<S>                      <C>              <C>             <C>             <C>
Expiration date             March 2004      March 2004     January 2008          (c)
Cost of services, as a
 percentage of wagering            0.65%        0.65%(a)        1.00%             1.20%
Minimum amount per year  $      800,800   $   200,000     $   330,000(b)  $          -
<FN>


(a)  Galapagos  also  receives  services  for  the  distribution  system  of the
     electronic  lottery.  Fees  to  Autotote  are  2% of gross sales at lottery
     agencies  and  1%  of  gross  sales  at  OTB  agencies.


(b)  Based  on  a  minimum  monthly  payment of $29,500 for 2001, increased each
     subsequent  year,  up  to  $36,000  in  2007. For the year 2000 the minimum
     annual  payment  was  $330,000.

(c)  On  August  10, 2000, the Company terminated the contract with Autotote for
     failure  to  comply  under the terms of the contract. United Tote commenced
     operations  30  days  later.
</TABLE>

2.  United  Tote
    ------------

     In  August  2000  the  Company obtained a $2.5 million unsecured loan at 3%
over  prime  due  in December 29, 2004.    Principal and interest are to be paid
from  .25%  of  the  wagering handle for the first four (4) years of the service
contract  with  United  Tote.

<TABLE>
<CAPTION>
                                                               PRESIDENTE
                             EL COMANDANTE    V CENTENARIO       REMON       LOS COMUNEROS
                             --------------  --------------  --------------  --------------
<S>                          <C>             <C>             <C>             <C>
Commencement date (a)        March 2004      March 2004      January 2008    August 2000
Expiration date              December 2010   December 2010   December 2010   December 2010
Cost of services, as a
 percentage of wagering           (b)             (b)             (b)             (b)
Minimum amount per year (c)       n/a             n/a             n/a             n/a
Additional fees (d)               n/a             n/a             n/a             n/a
</TABLE>


                                       15
<PAGE>
     (a) The services agreement with United Tote specifies that the commencement
     date  shall  be  the  earlier  of the date that the agreement with Autotote
     expires or the date the agreement is properly terminated. See note 2. (1.c)
     above  for  the  termination  of the Autotote agreement with Los Comuneros.

<TABLE>
<CAPTION>
(b) Total Handle in a contract year  % of Total Handle received by United Tote
-----------------------------------  -----------------------------------------
<S>                                  <C>
$350,000,000                         0.95% in the first four (4) years and .7%
                                     thereafter, see note (e) below.

350,000,001 to $500,000,000          0.5% of Total Handle

500,000,001 and over                 0.4% of Total Handle
<FN>


     (c)  Pursuant  to the service contract, there are minimum annual guaranteed
     wagering  handles  for  the  twelve  months  from the date that totalizator
     service  is  first  initiated by United Tote at two or more existing or new
     racetracks,  and  continues  in  twelve months intervals subsequent to that
     date  for  the  remaining  term  of  the  contract.

     (d)  The  Company  will  also  pay  United Tote a weekly fee of $2,625 as a
     "central  hub  allocation fee" until service by United Tote is furnished to
     two  or  more  existing  or  new  racetracks.

     (e)  During  the first four (4) years, a fee of 0.25% of the handle will be
     applied to principal and interest on the unsecured note of $2.5 million due
     December  29,  2004.
</TABLE>

     OTHER  LONG-TERM  AGREEMENTS

     The  Company  has  also  entered  in  other  long-term  contracts  that are
essential  for  the  operation of its racetracks such as to guarantee television
coverage  in  Puerto  Rico.  ECMC has an agreement with S&E Network, Inc. (S&E")
that  requires the purchase of television time for a minimum of 910 hours at the
rate  of  $725  (effective  February  1997)  per  hour, adjusted annually by the
Consumer  Price  Index ("CPI"), or at the rate of $900 per hour, also subject to
CPI  adjustments  for  television  time  after  7:00  PM.  The  contract  is
non-cancelable  by  either  party  during  the  initial  term,  which expires in
December  2006.  The  term  is  automatically  extended  for  successive 5 years
periods  at the request of ECMC.  During this extended term, the contract can be
canceled by S&E, upon payment of liquidated damages of $2 million plus CPI after
January  1997.


3.  FIRST  MORTGAGE  NOTES:

     On  December  15,  1993,  pursuant to a private offering, (i) El Comandante
Capital  Corp. ("ECCC"), a single-purpose wholly owned subsidiary of HDA, issued
first  mortgage  notes  in  the  aggregate  principal amount of $68 million (the
"First  Mortgage  Notes") under an indenture (the "Indenture") between ECCC, HDA
and Banco Popular de Puerto Rico, as trustee  (the  "Trustee"), and (ii) Housing
Development  Associates Management Company ("HDAMC") issued Warrants to purchase
68,000  shares  of  Class  A Common Stock of HDAMC.  In March 1995, the Warrants
automatically  became exercisable to purchase an aggregate of 1,205,232 units of
the  Company  from  HDAMC.  Upon  issuance  of the Warrants, HDA recorded a note
discount  of  $2,040,000  equal  to  the  fair value of the Warrants.  Such note
discount is being amortized using the interest method over the term of the First
Mortgage  Notes.


                                       16
<PAGE>
     The  First  Mortgage Notes mature on December 15, 2003 and bear interest at
11.75%  payable  semiannually on June 15, and December 15.  Payment of the First
Mortgage  Notes is guaranteed by HDA.  The First Mortgage Notes are secured by a
first  mortgage  on El Comandante and by certain other collateral which together
encompass  a  lien  on  (i)  the  fee  interests of HDA in the land and fixtures
comprising  El Comandante, (ii) all related equipment, structures, machinery and
other property, including intangible property, ancillary to the operations of El
Comandante, and (iii) substantially all of the other assets and property of HDA,
including  the  capital  stock  of  ECCC  owned  by  HDA.

     During  the  past  several  years  HDA  has made early redemptions of First
Mortgage  Notes  in  connection with certain transactions.  The Company has also
purchased  in  the open market First Mortgage Notes which the Company intends to
hold  until maturity in cancellation of required partial redemptions in 2000 and
2001,  as  explained  below.  Following  is  a  summary  of  these transactions:


<TABLE>
<CAPTION>
                                                             HELD BY THE
                                                 FACE         COMPANY AT     (PREMIUM)
TYPE OF TRANSACTION                  DATE        VALUE      MARCH 31, 2001    DISCOUNT
--------------------------------  -----------  -----------  --------------  -----------
<S>                               <C>          <C>          <C>             <C>
  Redemption                      Mar-1997     $  737,000               -   $        -
  Redemption                      Sep-1997      2,500,000               -     (250,000)
  Purchase in open market         Dec-1998      7,500,000       7,500,000    1,000,000
  Redemption, reduced by amount
    of notes held by the Company  Jan-1999      2,620,000        (380,000)    (262,000)
  Purchase in open market         May-1999        189,000         189,000       22,680

  Redemption, reduced by amount
    of notes held by the Company  Jan-2001         563,000       (563,000)           -
                                               $14,109,000  $   6,746,000  $         -
================================  ===========  ===========  =============  ============
</TABLE>


     In  connection  with these transactions, the Company wrote-off a portion of
the  note  discount  and  deferred  financing  costs.

     ECCC  is  required  to  partially redeem First Mortgage Notes commencing on
December  15,  2000.  The stated maturities of the First Mortgage Notes, reduced
by  prior  redemptions,  are  as  follows  (in  thousands):




         DUE DURING THE TWELVE MONTHS   GROSS   PURCHASED IN    NET
         ENDING DECEMBER 31,            AMOUNT   OPEN MARKET   AMOUNT
         ----------------------------  -------  ------------  ---------

                   2001                10,200          6,746     3,454
                   2002                10,200             -     10,200
                   2003                40,800             -     40,800
                                      --------  ------------  ---------
                                       61,200          6,746    54,454
             Less - discount             (641)            49      (690)
                                      --------  ------------  ---------
                                      $60,559   $      6,795  $ 53,764
                                      ========  ============  =========



     The ability of the Company to make the interest payments of $7.2 million on
the  First Mortgage Notes is dependent on obtaining the required funds through a
private  placement  offering and/or bank financing. The Company will not be able
to  generate  all of the funds for the payment of interest on the First Mortgage
Notes  from  its  operations.


                                       17
<PAGE>
     HDA may also redeem First Mortgage Notes at the following redemption prices
(expressed  as  percentages  of  principal  amount),  in each case together with
accrued  and  unpaid  interest:


      DURING THE 12 MONTH PERIOD
      BEGINNING ON DECEMBER 15,
      --------------------------
                2000                      101.50%
                2001                      100.00%



     HDA  is  required  to  purchase First Mortgage Notes, at face value, to the
extent  that HDA has accumulated excess cash flow, asset sales with net proceeds
in  excess of $5 million (to the extent these proceeds are not invested in HDA's
racing  business  within a year), or a total taking or casualty, or in the event
of  a  change  of  control  of  HDA.

     The Indenture contains certain covenants, one of which restricts the amount
of  distributions  by  HDA  to  its  partners, including the Company.  Permitted
distributions  are  limited  to  approximately  48%  of  HDA's  consolidated net
earnings.  In  connection  with  certain approval required from noteholders, HDA
agreed  to  temporarily  reduce these distributions by 17%.  HDA is permitted to
make additional cash distributions to partners and other Restricted Payments, as
defined  under  the Indenture, equal to 44.25% of the excess of HDA's cumulative
consolidated  net  income  after December 31, 1993 over the cumulative amount of
the  48%  Distributions, provided that HDA meets a certain minimum debt coverage
ratio.  HDA  has not met this debt coverage ratio.  As of June 30, 2001, HDA has
advanced  to  the  Company approximately $4,018,000 against its allowable future
distributions  of  profits,  which,  technically,  is not in conformity with the
terms  of  the  Indenture.

     On July 13, 2001, the Company made the interest payment of $3.6 million due
on  June  15,  2001.  Funds  for  the  interest  payment were obtained through a
$7,000,000  Class  A  Preferred  Stock Placement Offering by Equus Entertainment
Corporation  to  KEMBT  Corporation,  a  related  party.


4.  BONDS  AND  NOTES  PAYABLE  AND  CAPITAL  LEASES:

     The  Company's  outstanding  notes  payable  consist  of  the  following:

<TABLE>
<CAPTION>
                                                                       BALANCE AT
                                           MATURITY   INTEREST    MARCH 31   DECEMBER 31,
BORROWER               DESCRIPTION           DATE       RATE        2001         2000
-------------------  ---------------       ---------  ---------  ----------  -------------
<S>                  <C>              <C>  <C>        <C>        <C>         <C>
HDA                  Note payable     (a)  15-DEC-01   P+1.00%   $3,000,000  $   3,000,000
HDA                  Line of credit   (b)  15-DEC-01   P+1.00%      500,000        500,000
Equus-Panama         Term loan        (c)  25-DEC-00    10.75%            -              -
Equus-Panama         Line of credit   (c)  various      10.75%      161,211        280,349
Equus-Comuneros      Term loans       (d)  various     variable     123,795        269,612
Equus Entertainment  Note payable     (e)  29-DEC-04   P+3.00%    2,500,000      2,500,000
Equus Entertainment  Promissory Note  (f)  On Demand   P+1.00%      100,000              -
Equus Entertainment  Promissory Note  (g)  On Demand   P+1.00%       50,000              -
                                                                 ----------  -------------
                                                                 $6,435,006  $   6,549,961
                                                                 ==========  =============
<FN>


                                       18
<PAGE>
     At  March  31, 2001 and December 31, 2000, the prime rate (P) was 8.00% and
9.50%,  respectively.


(a)  Considered  Refinancing  Indebtedness  under  the  terms  of the Indenture.
     Collateralized  by  First  Mortgage Notes purchased in the open market (see
     Note  3).  Payable  in quarterly installments commencing on March 31, 2000.

(b)  Revolving  line  of  credit  available  until  December  15,  2001, for its
     operational needs. Interest is calculated on balances outstanding at a rate
     equivalent  to one point over prime rate. Principal is due upon maturity on
     December  15,  2001.

(c)  Available  to  finance  loans  to Panama horseowners for the acquisition of
     horses. Payable in equal monthly installments, principal and interest, with
     various  maturity  dates  from  June,  2001  to  November,  2001.

(d)  Collateralized  by a certificate of deposit for $140,000, which is included
     in  the  accompanying  balance  sheet as of March 31, 2001 and December 31,
     2000  as restricted cash. Management is in the process of renegotiating the
     terms  of  these  financial  obligations.  Interest  rates range from 7% to
     14.01% over Colombia's Fixed Term Deposit (FTD) rate. FTD at March 31, 2001
     was  11.43%.

(e)  In  August  2000  the  Company obtained a $2.5 million unsecured loan at 3%
     over prime due December 29, 2004. Principal and interest payments are to be
     paid  from  .25% of the wagering handle for the first four (4) years of the
     service contract with United Tote as outlined in Note 2 of the consolidated
     financial  statements,  "Wagering  Service  Agreements".

(f)  On  March  21, 2001, the Company received $100,000 from El Monte Properties
     under an unsecured promissory note payable on demand with interest accruing
     at  1%  over  prime,  payable  on  demand.

(g)  On March 21, 2001, the Company received $50,000 from Santa Maria Associates
     under an unsecured promissory note payable on demand with interest accruing
     at  1%  over  prime,  payable  on  demand.
</TABLE>

     The  Company  also  guarantees  a  $250,000  loan  of  the  operator of the
restaurant  at  Presidente  Remon.  The  proceeds  of  this  loan  were  used by
Equus-Panama  to  finance  improvements  to  the  restaurant.


     In October 1998, Equus-Panama issued $4 million in unsecured bonds pursuant
to  a  public  offering.  Interest  is  payable  at  an  11% rate per annum on a
quarterly  basis.  The  bonds  may be redeemed by Equus-Panama prior to June 30,
2001  at  a  redemption  price of 102% of the principal amount and thereafter at
par.  Under  the  loan  documents  there are certain restrictions that limit the
capacity  of  Equus-Panama  to  incur  indebtedness  and  pay  dividends  to
shareholders.

     The  following  table summarizes future minimum payments on capital leases,
notes  payable  and  bonds  of  the  Company  and its consolidated subsidiaries:


                                       19
<PAGE>
DUE DURING THE TWELVE      CAPITAL       NOTES       BONDS
MONTHS ENDING MARCH 31,    LEASES       PAYABLE     PAYABLE
-----------------------  -----------  -----------  ----------

              2002       $  862,590   $6,687,917   $        -
              2003          675,138            -      600,000
              2004          514,521            -    1,000,000
              2005          223,188            -    1,200,000
              2006                -            -    1,200,000
                         -----------  -----------  ----------
                          2,275,437    6,687,917    4,000,000
  Imputed interest         (306,529)    (252,911)           -
                         -----------  -----------  ----------
                         $1,968,908   $6,435,006   $4,000,000
                         ===========  ===========  ==========



5.  RELATED  PARTY  TRANSACTIONS:

     The  following  is a summary of amounts accrued for services rendered by or
from  certain  related parties, namely, EMC, American Community Properties Trust
("ACPT")  and  Interstate  General  Company L.P. ("IGC") during the three months
ended  March  31,  2001  and  2000:

                                           FOR THE THREE MONTHS ENDED MARCH 31,
   ENTITY          NATURE OF SERVICE             2001              2000
------------  ---------------------------  -----------------  -----------------
Rendered by:
  ACPT        Support agreement            $             600  $           8,100
  ACPT        Rent office space                       10,500             10,500
  EMC         Directors' fees                         25,500             25,500
  IGC         Services of James J. Wilson             94,477             33,750
                                           -----------------  -----------------
                                           $         131,077  $          77,850
                                           =================  =================



          On  March  21,  2001,  the  Company  received  $100,000  from El Monte
Properties  under  an  unsecured promissory note payable on demand with interest
accruing at 1% over prime.  On that same date, the Company received $50,000 from
Santa Maria Associates under an unsecured promissory note payable on demand with
interest  accruing  at  1%  over  prime.


6.  FAIR  VALUE  OF  FINANCIAL  INSTRUMENTS:

     Based  on  quoted market prices, the fair value of the First Mortgage Notes
as  of March 31, 2001 was approximately $28,670,000 (as compared with a carrying
value  of $53,764,110 ). The carrying value of notes payable, capital leases and
notes receivable approximates fair value. These obligations provide for variable
rate  interest.  The  carrying value of accounts receivable and accounts payable
approximates  fair  value  due  to  their  short  maturities.


                                       20
<PAGE>
7.  SEGMENT  INFORMATION:

     The  Company has identified five reportable segments, based on geographical
considerations:  Puerto  Rico, Dominican Republic, Colombia, Panama and Uruguay.
The  accounting  policies of the segments are the same as those described in the
summary  of  accounting  policies.  The  Company  evaluates performance based on
profit  or loss before income taxes, not including nonrecurring gains and losses
and  foreign  exchange  gains  and  losses.  The  following presents the segment
information  for  the three months ended March 31, 2001 and 2000 (in thousands).

<TABLE>
<CAPTION>
                                 PUERTO   DOMINICAN
2001                              RICO     REPUBLIC    COLOMBIA    PANAMA   URUGUAY    TOTAL
                                --------  ----------  ----------  --------  --------  --------
<S>                             <C>       <C>         <C>         <C>       <C>       <C>
Commissions on wagering         $12,522   $     936   $     482   $ 2,051   $     -   $15,991
Total revenues                   13,386       1,087         435     2,099         6    17,013
Financial expenses                2,731           4          55       139         8     2,937
Depreciation and amortization       731          87          74       159         -     1,051
Loss before income                                                                          -
  taxes and minority interest    (2,748)       (190)       (759)     (134)     (532)   (4,363)
Capital improvements (net)            4         (67)       (240)      (31)        -      (334)
Total assets                     56,365       2,340       4,156    10,034         -    72,896

2000
Commissions on wagering         $13,130   $     785   $     365   $ 2,236   $     -   $16,516
Total revenues                   13,896         999         413     2,315         -    17,623
Financial expenses                2,205           8          81       152         -     2,446
Depreciation and amortization       660          79          62       154         -       955
Earnings (Loss) before income                                                               -
  taxes and minority interest       100        (299)       (564)       53         -      (710)
Capital improvements (net)          575          35          38        43         -       691
Total assets                     54,286       1,781       5,188     9,197         -    70,452
</TABLE>


8.  LEGAL  PROCEEDINGS:

     The Company currently has a case in arbitration at the American Arbitration
Association  in defense of and against Autotote, involving all the racetracks in
which  Equus  has  an ownership interest.  Autotote has filed a claim against El
Comandante  for  unpaid service fees of $186,415 plus interest.  ECMC has agreed
to  pay  this  amount  but  has  filed  a  counterclaim  against  Autotote.  The
arbitration  hearings concluded on April 9, 2001.  Currently, no ruling has been
issued  on  the  various  claims  and  counterclaims.

     The  Company  has  also  disputed  since  1991  the  Volume of Business Tax
assessed  by  the  Municipality of Canovanas, in which El Comandante is located.
The  Company  disputed  the  fact  that  the  local municipality of Canovanas is
assessing  tax  on  the  sales  commissions  earned by the OTB agencies, located
throughout  the  island of Puerto Rico.  The OTB agencies are also reporting and
paying  tax  in their local communities.  The Company claims double taxation and
that  the  Company  should  not  be  taxed  on the agencies business sales.  The
Appellate  Court  of Puerto Rico ruled in favor of the Municipality of Canovanas
and confirmed the deficiencies.  The Puerto Rico Supreme Court denied a petition
for  hearing the case and as result the Appellate Court's decision is now final.


                                       21
<PAGE>
     The following schedule lists the deficiencies that have not been paid since
1993  and  which are included within Accounts Payable and Accrued Liabilities as
of  March  31,  2001.

                FISCAL  TAX  YEAR            DEFICIENCY
                -----------------            ----------

                      93-94                  $   94,887
                      96-97                     159,526
                      97-98                     155,166
                      98-99                     138,783
                      99-00                     114,374
                      00-01                     131,326
                                             ----------

                Total deficiency             $  794,062
                                             ==========


     Certain  of the Company's subsidiaries are presently named as defendants in
various  lawsuits  and  might  be subject to certain other claims arising out of
their  normal  business  operations.  Management, based in part upon advice from
legal  counsel,  believes  that  the  results  of  such  actions will not have a
material  adverse  impact  on  the  Company's  financial  position or results of
operations.

9.  SUBSEQUENT  EVENT

     On  July 13, 2001, Equus Entertainment Corporation issued $7,000,000 of its
Class A $1 par value Preferred Stock to KEMBT Corporation, a related party.  The
funds  obtained through this transactions were used to make the interest payment
of  approximately  $3.6  million  due  on  the  First  Mortgage  Notes.

     The  funds  used  by  KEMBT  Corporation  to  purchase  Equus Entertainment
Corporation's  preferred  stock  were  obtained  through  a non-revolving credit
facility with a commercial bank.  As part of this agreement, these proceeds will
be  used  to  repay  loans  held  by  HDA  with  this  same institution and this
institution  will  retain its security interest in the First Mortgage Notes held
by  ECMC.  As  part  of the loan agreement, the institution will have a mortgage
lien  over  certain  real  estate owned by a related party of the Company.  Real
estate  collaterals  guaranteeing  obligations of another related party with the
same  institution  will  also  guarantee  this  facility.   The  Company,  Equus
Entertainment  Corporation,  ECMC,  Wilson Securities Corporation and Interstate
Business  Corporation  are  guarantors  for  this  facility.

10.  RECLASSIFICATIONS:

Certain  reclassifications  were  made  to  the  2000  consolidated  financial
statements  to  conform  these  to  the  2001  presentation.


                                       22
<PAGE>
ITEM  2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION  AND
          RESULTS  OF  OPERATIONS

     The  Company's  operations  consist  principally  of  its  interests  in
thoroughbred  horse race tracks in four countries, each of which is owned and/or
operated  by  a  subsidiary:  (i) El Comandante in Puerto Rico, owned by Housing
Development  Associates  S.E.  ("HDA")  and operated since January 1, 1998 by El
Comandante  Management Company, LLC ("ECMC"), (ii) V Centenario in the Dominican
Republic,  operated  since  April  1995  by Galapagos S.A., ("Galapagos"), (iii)
Presidente  Remon  in  Panama,  operated  since  January  1,  1998  by  Equus
Entertainment  de  Panama,  S.A.  ("Equus-Panama")  and  (iv)  Los  Comuneros in
Medellin, Colombia, owned and operated since early 1999 by Equus Comuneros, S.A.
("Equus-Comuneros").

     The  following discussion compares the results of operations of the Company
for the three months ended March 31, 2001, with the results for the three months
ended  March  31,  2000.


                              RESULTS OF OPERATIONS

          THREE MONTHS ENDED MARCH 31, 2001 COMPARED TO MARCH 31, 2000
          ------------------------------------------------------------


REVENUES

     Consolidated Revenues decreased in the first quarter of 2001 by $609,000 or
3.5%,  as  compared  to  the  same quarter in 2000.  This decrease was primarily
attributable  to  the  decrease in commissions at El Comandante, and the loss of
revenues  from  lottery  services  at  Galapagos,  as  explained  below.

     COMMISSIONS  ON  WAGERING

     Commissions  on  wagering  decreased  by  $525,000, (3.2%), to aproximately
$15,991,000 on the three months ended March 31, 2001 as compared to aproximately
$16,516,000  for  the  three  months  ended  March  31,  2000.  The  decrease in
commissions  was  attributable  to  the  following  operations:  El  Comandante
($608,000),  and Panama ($185,000). However, the Colombia and Dominican Republic
operations  reflect  an  increase  of  ($117,000)  and  ($151,000) respectively.

     During  contract  negotiations in January 2000, the Puerto Rico horseowners
cancelled  their  prior  approval of simulcast of live races from Puerto Rico to
the  Dominican  Republic.  In  February  this  action was reversed by the Racing
Board.  This  cancellation  had  an  adverse  economic  impact on commissions on
wagering  in  the  Dominican Republic and Puerto Rico for the three months ended
March  31,  2000.

     PUERTO  RICO.  Commissions on wagering at El Comandante decreased $608,000,
(4.6%)  from  $13,130,000  for  the  three  months  ended  March  31,  2000  to
$12,522,000,  for  the  three  months  ended  March  31,  2001.  The decrease in
commissions  was  attributable  to:

     (a)  Commissions  from  Live  Racing  declined  $1.4 million as a result of
          wagering decline from short fields, integrity of the races as reported
          by  the  media  and  a shift in wagering from the "Exotic" bets to the
          "Win/Place"  bets  (which  have  a  lower  commission  takeout).

     (b)  Commissions  from  Simulcasting -In from the United States resulted in
          an  added  $762  thousand.

     (c)  Commission  from  Simulcasting  Out  to  Galapagos  increased  $46,000
          because  Simulcast  to  Galapagos  was  for  the entire period in 2001
          whereas  in  2000  it  was  delayed  until  February  11,2000.


                                       23
<PAGE>
     PANAMA.  Commissions  on  wagering  at Presidente Remon decreased $185,000,
(8.3%)  from  $2,236,000 for the three months ended March 31, 2000 to $2,051,000
for  the  three  months  ended  March  31,  2001.  The  decrease  was  primarily
attributable to lower levels of betting due to continuing recessionary trends in
the  general  economy.

     DOMINICAN  REPUBLIC.  Commissions on wagering at V Centenario ("Galapagos")
increased  $151,000  (19.2%)  from $785,000 for the three months ended March 31,
2000  to  $936,000  for  the three months ended March 31, 2001. The increase was
primarily  attributable  to:

     (a)  The  fact  that  for  the  first  1  1/2  months  of 2000 there was no
          simulcasting  from  El  Comandante  race  track.

     (b)  During  the  first  six  (6)  months  of 2000, commissions earned were
          shared  equally  with  the horseowners. This practice was discontinued
          effective  July  1,  2000.


     COLOMBIA.  Commissions  on  wagering  at  Comuneros S.A. increased $117,000
(32.1%)  from $365,000 for the three months ended March 31, 2000 to $482,000 for
the three months ended March 31, 2001.  This increase was primarily attributable
to  seven  (7)  additional  race days for the three months ended March 31, 2001.


     NET  REVENUES  FROM  LOTTERY  SERVICES

     Net  revenues  from lottery services by Galapagos in the Dominican Republic
for  the  three  months  ended March 31, 2001 decreased by $108,000, (100.0%) as
compared  to  the  same  period  in  2000.

      Since  June  30,  2000,  Autotote  has  provided  services directly to the
Lottery  Operations  [Dominican International Electronic Lottery, Inc. (LEIDSA)]
and  refused  to  pay  Galapagos  service  fees under its service contract.  The
Company  has  filed suit in Federal Court in Puerto Rico against Autotote and is
also  pursuing  arbitration.

     OTHER  REVENUES

     Other  revenues  increased  by  $24,000  from $999,000 for the three months
ended  March  31,  2000 to $1,023,000 for the three months ended March 31, 2001.


EXPENSES

     For  the  reasons  set  forth below, total expenses during the three months
ended  March  31,  2001 increased by $3,042,000, (16.6%) as compared to the same
period  in  2000.


     PAYMENTS  TO  HORSEOWNERS

     Payments  of  purses to horseowners during the three months ended March 31,
2001 increased by $415,000, (5.2%) as compared to the same period in 2000.  This
was  essentially  due  to  the provisions of the respective horseowner contracts
and/or  Government  Racing  Board  orders  that  provided additional payments to
horseowners  from  sources  other  than  purses.


                                       24
<PAGE>
     Under  El  Comandante  contract  with  horseowners,  the  horseowners  are
guaranteed minimum earnings of $25,032,000 for 2000 and 2001.  ECMC is obligated
among  other  items  to  pay the horseowners $90,000 annually for administrative
costs  and  50% of the principal and interest owed on an outstanding horseowners
loan with a principal balance due of $526,000, plus accrued interest.  ECMC must
also  invest $3,000,000 in improvements to the racetrack during the 10-year term
of  the contract, as well as provide $2,000,000 of financing for the purchase of
horses.

     On March 16, 2001 an "Addendum to Contract" was executed by the Horseowners
Confederation  and  the  Company,  whereby  the  parties  jointly  agreed  to:

     (i)   Increase the  number of simulcast races each live race day from three
           (3)  to  six  (6).

     (ii)  Place three (3) of the simulcast races before the first live race and
           place three  (3)  intermingled  races  after  the  fifth  live race;.

     (iii) Include simulcasting of nine (9) to twelve (12) races on Thursdays of
           each  week,  a  day  that  currently  holds  no  live  races.

     (iv)  In  consideration  for  the above  items, ECMC will pay an additional
           $1,000,000 o  the  Horseowners Confederation, approved by the Racing
           Board.

     As  of  June  28,  2001,  The Puerto Rico Racing Board had granted ECMC the
right  to  increase  the number of simulcast races from three (3) to six (6) per
live  race  day.  The  order  allows  a  three  (3)  month  probationary  period
commencing  July  1,  2001,  during  which  ECMC  is  allowed to place three (3)
simulcast  races  before  the first live race and three (3) after the fifth live
race.   At the end of the probationary period the Racing Board will have 15 days
to  make  a  determination as to the future.  The probationary simulcasting will
continue  during  the  15  day  period.

     The  Racing  Board  declined the simulcasting of races on Thursday's, a day
that  currently  holds  no  live  races.

     The  additional  $1,000,000  to  be  paid  by  ECMC  to  the  Horseowners
Confederation  will be deferred until approval is received from the Racing Board
for  the  originally  requested  items.


FINANCIAL  EXPENSES

     Financial  expenses  for the three months ended March 31, 2001 increased by
$491,000,  (20.1%)  as  compared  to  the same period in 2000.  This increase is
primarily  attributable  to  interest  and  late  charges  owed  by  ECMC on the
delinquent  excise  taxes.  See  Part  II,  Item  I,  "Legal Proceedings" below.


                                       25
<PAGE>
     OTHER  EXPENSES

     Other  expenses  for  the  three  months  ended March 31, 2001 increased by
$2,042,000,  (29.3%)  as  compared to the same period in 2000.  This increase is
primarily  attributable  to:  new  operations,  including  additional  expenses
relating  to  the SSI and the VSAT system, satellite related expenses which have
not  yet been recovered in revenues, severance payments and horseowners contract
expenses  incurred by El Comandante and additional professional fees incurred by
Equus  Entertainment  Corporation  (see  tables  below).


<TABLE>
<CAPTION>
                                       OTHER EXPENSES BY COUNTRY
      INCREASE (DECREASE) FOR THREE MONTHS ENDED MARCH 31, 2001 WHEN COMPARED WITH MARCH 31, 2000

                    Salaries, wages    Operating     General and      Marketing , TV   Net (decrease)
Country              and benefits      expenses     administrative    and satellite       increase
-----------------  -----------------  -----------  ----------------  ----------------  ---------------
<S>                <C>                <C>          <C>               <C>               <C>
Puerto Rico        $        297,000   $  402,000   $       448,000   $       443,000   $    1,590,000
Total Puerto Rico           297,000      402,000           448,000           443,000        1,590,000
Dominican Rep.              (15,000)     (51,000)          (69,000)           (5,000)        (140,000)
Panama                      (20,000)     (36,000)          (42,000)          (26,000)        (124,000)
Colombia                     40,000       19,000            53,000            73,000          185,000
Uruguay                           -            -           531,000                 -          531,000
                   -----------------  -----------  ----------------  ----------------  ---------------
                   $        302,000   $  334,000   $       921,000   $       485,000   $    2,042,000
                   =================  ===========  ================  ================  ===============
</TABLE>



     SSI  AND  VSAT  EXPENSES

     The increase in operating expenses and marketing/satellite expenses for the
three  months  ended  March  31,  2001,  as compared to the same period in 2000,
primarily  relate  to  the additional expenses for the planning, engineering and
startup  expenses  on  the  wagering  system  (VSAT)  and leased satellite time.
Additionally,  the  Company  has  not  been  able  to  recover  these additional
operating  expenses  since the new equipment is not yet in service and the fixed
monthly  lease  cost  for the satellite time has not been recovered in revenues.


     DEPRECIATION  AND  AMORTIZATION

     Depreciation  and  Amortization  for  the three months ended March 31, 2001
increased  by  $96,000 (10.1%), as compared to the same period in 2000, which is
primarily  due  to additions of capital improvements at El Comandante as well as
an  increased  monthly provision in 2001 which more accurately reflects the true
expense.


PROVISION  FOR  INCOME  TAXES

     The  provision  for income tax is primarily related to deferred Puerto Rico
income  taxes  on  the  Company's  income and losses related to its interests in
Puerto  Rico,  without  taking  into account results of operations of Galapagos,
Equus-Panama.  Due  to  accumulated  losses,  none of these foreign subsidiaries
require  a  provision  for  income  taxes.


                                       26
<PAGE>
MINORITY  INTEREST

     The  Company's  minority  interest  is  attributed to the income and losses
allocable  to  the  minority  partners  of  HDA,  Galapagos,  Equus-Panama  and
Equus-Comuneros.  Since  the  accumulated  losses  of  Galapagos  allocable  to
minority  partners  had  exceeded  their  investment, for the three months ended
March  31,  2001,  the  Company did not recognize minority interest in losses of
Galapagos of $85,508 and $134,440, respectively.  During 2001:  (i) if and while
Galapagos  continues  generating  losses, no minority interest in Galapagos' net
losses  will  be  recognized  by  the  Company,  and (ii) if Galapagos generates
profits, no minority interest in Galapagos' net income will be recognized by the
Company  up  to  $1,932,294.


                                       27
<PAGE>
                         LIQUIDITY AND CAPITAL RESOURCES

     OVERVIEW

     The Company is the owner of Housing Development Associates S.E. ("HDA") and
its  consolidated  subsidiary, El Comandante Management Company LLC ("ECMC"), as
well  as  the owner of Agency Betting Network, Inc. ("ABN"), Satellites Services
International,  Inc.  ("SSI")  and  foreign  subsidiaries (Equus Comuneros S.A.,
Equus  Entertainment  de Panama, S.A. and Galapagos, S.A.). The principal source
of  cash  of  Equus Gaming Company L.P. (the "Company" or, when referring to the
individual  entity,  "Equus")  is  related to its ownership interest in HDA, the
owner  and  operator (through its wholly owned subsidiary ECMC) of El Comandante
Race  Track  in Puerto Rico.   Due to certain restrictions under HDA's indenture
for  the issuance of its 11.75% First Mortgage Notes due 2003 (the "Indenture"),
cash held by HDA or its consolidated subsidiaries (including ECMC) is restricted
to  ensure  payment  of  interest  and certain obligations on the First Mortgage
Notes.

     The following is a discussion of the liquidity and capital resources of the
Company,  including  HDA and its subsidiary ECMC, as well as the Company's other
subsidiaries  ABN  and  SSI.  Net  cash  flow  from  foreign subsidiaries of the
Company  (Equus  Comuneros,  S.A.,  Equus  Entertainment  de  Panama,  S.A.  and
Galapagos,  S.A)  did  not  materially  affect the consolidated cash flow of the
Company  for  the three months ended March 31, 2001 and these activities are not
discussed  herein.


LIQUIDITY  AND  CAPITAL  RESOURCES  OF  THE  COMPANY  (AND  ITS  CONSOLIDATED
SUBSIDIARIES)

     Cash  and cash equivalents of the Company and its consolidated subsidiaries
decreased  by approximately $7.3 million during the three months ended March 31,
2001.  The  Company  has historically met its liquidity requirements principally
from  cash  flow  generated by (i) the operations of El Comandante Race Track in
Puerto  Rico and (ii) short-term loans and capital leases for acquisition of new
equipment.

     For  the  three  months ended March 31, 2001, the principal uses of cash by
the  Company  and  its consolidated subsidiaries for its financing and investing
activities  were  as  follows:

(i)  Payment on January 2, 2001 of interest on First Mortgage Notes due December
     14,  2000  of  $3.7  million.

(ii) Payments  on capital leases for equipment used in the Company's operations.

(iii) Capital  improvements  and  acquisition  of  equipment.

(iv) Payments  of  financial  obligations.

For  the  remainder  of  the  year 2001 projected uses of cash for the Company's
activities  are:

(i)  Interest  payments  of  $7.2 million on the First Mortgage Notes due in two
     installments,  June  15,  2001 and December 15, 2001. On July 13, 2001, the
     Company  made  the  interest  payment of $3.6 million due on June 15, 2001.
     Funds  for  the interest payment were obtained through a $7,000,000 Class A
     Preferred  Stock  Placement  Offering by Equus Entertainment Corporation to
     KEMBT  corporation,  a  related  party.

(ii) Principal  payments  of  $3  million  on  First  Bank term loan, payable in
     quarterly  installments  of  $750,000.  As  of  July  19,  2001  the  first
     installment  has not been paid, although it is expected to be paid with the
     proceeds  of  the  private  placement  offering  explained  in  (i)  above.


                                       28
<PAGE>
(iii) Additional  investments  in  ABN  for  its  Colombian  operations.


(iv) Additional  investments  in  SSI,  principally for the payment of satellite
     time  contracted  from  a  third  party.

(v)  Redemption  of  First  Mortgage  Notes  of  $3,454,000.

(vi) Payment  of  First  Bank  line of credit, on or before December 15, 2001 of
     $500,000.

(vii) Weekly  payment of delinquent taxes pursuant to Agreement, $1.55 million,
     from  June  1,  2001  through  December  31,  2001.

     INVESTMENTS  IN  TELECOMMUNICATIONS  EQUIPMENT  AND  MARKET  EXPANSION

     The  Company  plans  to install over the next twelve (12) months 1,500 VSAT
(video  and  data  communication)  units for OTB agencies in all operations. The
communications  up-link  satellite  control  center  (the "Hub") installation is
largely  complete  and  operational.  SSI  will  be the service provider for all
telecommunications  and  satellite  usage  by  the  Company's  affiliates.  The
estimated  $12  million  capital  investment  in  the  VSAT  expansion for which
financing is sought is expected to be recovered over a five-year period from the
new  VSAT  units.

     There  can  be  no  assurance  that  the Company will be able to obtain the
financing  required  to  build  out  the  proposed  video and data communication
system.  The  failure  to  do  so could cause the Company not to have sufficient
funds  to  continue  to  operate.

     LONG-TERM  COMMITMENTS.  In  addition  to  capital  leases,  long-term cash
commitments  of  the Company (excluding foreign subsidiaries) are a $2.5 million
unsecured  note  and  the  First  Mortgage  Notes.

     In  August  2000  the  Company obtained a $2.5 million unsecured loan at 3%
over  prime  due  in December 29, 2004.    Principal and interest are to be paid
from  .25%  of  the  wagering handle for the first four (4) years of the service
contract  with  United  Tote as outlined in note 2 of the consolidated financial
statements,  "wagering  service  agreement".

     HDA's First Mortgage Notes bear interest at 11.75%, payable semiannually on
June 15th and December 15th, and are secured by El Comandante assets.  The First
Mortgage  Notes  are redeemable, at the option of HDA, in 2001 and thereafter at
100%  of  the  principal amount, together with accrued and unpaid interest.  The
maturity  dates of First Mortgage Notes, reduced by prior redemptions and by the
Notes  purchased  by  ECMC,  are  as  follows  (in  thousands):


                      YEAR ENDING           NET AMOUNT
                      DECEMBER 31,         (FACE VALUE)
                      ------------         ------------

                        2001                $  3,454
                        2002                  10,200
                        2003                  40,800
                                           ---------
                                            $ 54,454
                                           =========


     As  of  June  30,  2001, HDA had advanced to Equus approximately $4,018,000
against  its  allowable  future  distributions  of  profits,  which  is  not  in
conformity  with  the  terms of the Indenture.  Management expects to cure these
advances  with  the  proceeds  of  a  private  placement  offering made by Equus
Entertainment  Corporation  on  July  13,  2001.


                                       29
<PAGE>
     U.S.  VIRGIN  ISLANDS-  The  Company  was  recently  awarded  the rights to
operate the race track in St. Thomas and the off-track betting agency systems in
St. Thomas and St. John. The Company is  currently  negotiating a  contract with
the  Racing  Board  for the  exclusive rights to simulcast  unlimited live races
from  the  U.S.  to  the  Virgin  Islands.  The  total  investment in the Virgin
Islands  is  expected  to  be  approximately  $500,000.

     GOVERNMENT  MATTERS.  El Commandant's horse racing and pari-mutuel wagering
operations  are  subject  to substantial government regulation.  Pursuant to the
Puerto  Rico  Horse Racing Industry and Sport Act (the "Racing Act"), the Racing
Board  and  the  Puerto  Rico  Racing Administrator (the "Racing Administrator")
exercise regulatory control over El Commandant's racing and wagering operations.
For  example, the Racing Administrator determines the monthly racing program for
El  Comandante  and  approves  the  number  of annual race days in excess of the
statutory  minimum  of  180.  The  Racing Act also apportions payments of monies
wagered  that  would  be  available  as  commissions  to  ECMC. The Racing Board
consists  of  three  persons  appointed  for  four-year terms by the Governor of
Puerto  Rico.  The  Governor  also  appoints  the  Racing  Administrator  for  a
four-year  term.

     El  Comandante  is  required  to pay the Government of  Puerto Rico various
taxes  on  wagering placed on thoroughbred horse races held at or simulcasted by
El  Comandante.  The  taxes  on  the wagering are required to be remitted to the
Department of the Treasury of Puerto Rico within two (2) days of the date wagers
are placed.  El Comandante failed to remit tax payments totaling $9,949,182 from
October  16,  2000  to  February 7, 2001.   Neither ECMC nor the Company has the
financial  resources  to  pay  the  overdue  taxes.

     On  May 24, 2001, ECMC executed a "Closing Agreement" (the Agreement") with
the Secretary of the Treasury of Puerto Rico (the "Secretary") whereby ECMC will
settle  its  assessed debt of unpaid excise taxes and commissions for the period
October,  2000  through  February,  2001 in the amount of $11,172,450 (including
interest  and late charges), plus an additional assessment of $60,141 (including
interest)  for  unpaid  commissions  for  the  period  February  2, 2001 through
February  7,  2001,  as  follows:

     1.   Upon  execution  of  the  Agreement,  ECMC  to  deliver a check to the
          Secretary  for  $60,141  in  full  payment  of  the  February,  2001
          assessment.

     2.   For a six-month period commencing June 1, 2001 and ending November 30,
          2001,  ECMC  shall  pay  $50,000  per  week  against the October, 2000
          through  January,  2001  assessment.  After  the six month period, the
          Secretary  will  reevaluate  the  financial condition of ECMC and may,
          upon  reasonable  grounds,  continue,  modify or revoke the Agreement.

     3.   ECMC  is  obligated  to pay on a timely basis the current excise taxes
          and  commissions  due  under  Puerto  Rico  law.

     4.   ECMC  is  obligated  to  provide  and  maintain a bond in favor of the
          Secretary  in  the  amount  of  $500,000.

     5.   In  the  event  ECMC  defaults  during the term of this Agreement, the
          Secretary  may  accelerate the balance due plus any additional amounts
          due  resulting  from  the  default,  including  waived  penalties  of
          $167,000.

     As  of  June  28, 2001, all terms and conditions of the Agreement have been
met  by  ECMC.

     On  April  2,  2001,  the  House  of Representatives of the Commonwealth of
Puerto  Rico  passed a resolution ordering an investigation of the operations of
El  Comandante  (Puerto  Rico)  with  emphasis on the mechanisms of physical and
financial administration and the debts owed to the Department of the Treasury of
Puerto  Rico  and  the  members  of  the  Horseowners  Confederation.


                                       30
<PAGE>
     As  of  December 31, 2000, Equus Comuneros, S.A. owed the Colombian Tax and
National Customs Administration approximately $462,000 for withholding at source
tax.  Management  has  agreed  on  a  payment plan which has not been finalized.



FORWARD-LOOKING  STATEMENT

     Certain  matters  discussed  and  statements made within this Form 10-Q are
forward-looking  statements  within the meaning of the Private Litigation Reform
Act  of 1995 and as such may involve known and unknown risks, uncertainties, and
other  factors that may cause the actual results, performance or achievements of
the Company to be different from any future results, performance or achievements
expressed  or  implied by such forward-looking statements.  Although the Company
believes the expectations reflected in such forward-looking statements are based
on  reasonable  assumptions, it can give no assurance that its expectations will
be  attained. These risks are detailed from time to time in the Company's filing
within  the  Securities  and  Exchange  Commission  or  other public statements.


PART  II  -  OTHER  INFORMATION


ITEM  1.  LEGAL  PROCEEDINGS:

     The Company currently has a case in arbitration at the American Arbitration
Association  in defense of and against Autotote, involving all the racetracks in
which  Equus  has  an ownership interest.  Autotote has filed a claim against El
Comandante  for  unpaid service fees of $186,415 plus interest.  ECMC has agreed
to  pay  this  amount  but  has  filed  a  counterclaim  against  Autotote.  The
arbitration  hearings  concluded  on April 9, 2001.   No ruling has been issued.

     The  Company  has  also  disputed  since 1991 the Volume of Business Tax as
assessed  by the Municipality of Canovanas, in which El Comandante is located in
Puerto  Rico.  The  Company  disputed  the  fact  that the local municipality of
Canovanas  is  assessing  on  the  sales  commissions earned by the numerous OTB
agencies,  located  throughout  the island of Puerto Rico.  THE OTB agencies are
also  reporting  and  paying tax in their local communities.  The Company claims
double  taxation  and  that  the  Company  should  not  be taxed on the agencies
business.  The Appellate Court of Puerto Rico ruled in favor of the Municipality
of  Canovanas  and  confirmed  the  deficiencies.  The Puerto Rico Supreme Court
denied  a  petition  for  hearing  the  case and as result the Appellate Court's
decision  is  now  final.

     The following schedule lists the deficiencies that have not been paid since
1993  and  which are included within Accounts Payable and Accrued Liabilities as
of  March  31,  2001.

                FISCAL TAX YEAR            DEFICIENCY
                ---------------            ----------

                     93-94                 $   94,887
                     96-97                    159,526
                     97-98                    155,166
                     98-99                    138,783
                     99-00                    114,374
                     00-01                    131,326
                                           ----------

                Total deficiency           $  794,062
                                           ==========


                                       31
<PAGE>
     El  Comandante  is  required  to  pay the Government of Puerto Rico various
taxes  on the wagering placed on thoroughbred horse races held at or simulcasted
by  El  Comandante  (Puerto Rico).  The taxes on the wagering are required to be
remitted to the Department of the Treasury of Puerto Rico within two (2) days of
the  wagers  being  placed.  El Comandante failed to remit tax payments totaling
$9,949,182  from  October 16, 2000 to February 7, 2001, to the Department of the
Treasury  of  Puerto  Rico.  Neither  ECMC  nor  the  Company  has the financial
resources  to  currently  pay  the  overdue  taxes  in  full.


     On May 24, 2001, ECMC executed a "Closing Agreement" (the "Agreement") with
the  Secretary  of  the  Treasury of Puerto Rico (the "Secretary"), whereby ECMC
will  settle  its  assessed  debt of unpaid excise taxes and commissions for the
period  October,  2000  through  February,  2001,  in  the amount of $11,172,450
(including  interest  and late charge), plus an additional assessment of $60,141
(including  interest)  for  unpaid  commissions  for the period February 2, 2001
through  February  7,  2001,  as  follows:

     1.  Upon  execution  of  the  Agreement,  ECMC  delivered  a  check  to the
Secretary  for  $60,141  in  full  payment  of  the  February,  2001 assessment.

     2.   For a six-month period commencing June 1, 2001 and ending November 30,
2001,  ECMC  is  obligated  to  pay  $50,000  per week against the October, 2000
through January, 2001 assessment. After the six-month period, the Secretary will
reevaluate  the  financial  condition  of ECMC and may, upon reasonable grounds,
continue,  modify  or  revoke  the  Agreement.

     3.  ECMC  is  obligated  to  continue  to pay on a timely basis the current
excise  taxes  and  commissions  due  under  Puerto  Rico  law.

     4.  ECMC  is  obligated  to provide and maintain a bond to the Secretary in
the  amount  of  $500,000.

     5.   In  the  event  ECMC  defaults  during the term of this Agreement, the
Secretary  may  accelerate  the  balance  due  plus  any  additional amounts due
resulting  from  the  default,  including  waived  penalties  of  $167,000.

     As of July 19, 2001 all terms and conditions of the Agreement have been met
by  ECMC.

     Certain  of the Company's subsidiaries are presently named as defendants in
various  lawsuits  and  might  be  subject  to other claims arising out of their
normal  business  operations.  Management,  based in part upon advice from legal
counsel,  believes  that  the  results  of such actions will not have a material
adverse  impact  on  the  Company's financial position or results of operations.



ITEMS  2-6  NONE


                                       32
<PAGE>
                                   SIGNATURES

Pursuant  to  the  requirements  of  Section  13 or 15 (d) of the Securities and
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its  behalf  by  the  undersigned,  thereunto  duly  authorized.


                                             Equus  Gaming  Company  L.P.
                                             -----------------------------------
                                                     (Registrant)


                                             By:  Equus Management Company
                                                  Managing General Partner


July 24,  2001                               /s/  Thomas  B.  Wilson
--------------                               -----------------------------------
                                             President, Chief Executive Officer,
                                             Director  and  Acting  Chief
                                             Financial  Officer


July 24,  2001                               /s/  James  J.  Wilson
--------------                               -----------------------------------
                                             Co-Chairman


                                       33
<PAGE>