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, 2000,  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.)

                             650 Munoz Rivera Avenue
                            Doral Building, 7th Floor
                               Hato Rey, PR  00918
              _____________________________________________________
              (Address of Principal Executive Offices and Zip Code)

                                 (787) 753-0676
              ____________________________________________________
              (Registrant's telephone number, including area code)

                                 Not Applicable
             _______________________________________________________
             (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. 8,389,824 Class A Units


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

<TABLE>
<CAPTION>
                                                                      PAGE
                                                                     NUMBER
<S>                                                                    <C>
PART I - FINANCIAL INFORMATION

Item 1.  Consolidated Financial Statements

     Consolidated Statements of Operations for the Three Months
     Ended March 31, 2000 and 1999 (Unaudited)                          3

     Consolidated Statements of Comprehensive Income (Loss) for the
     Three Months Ended March 31, 2000 and 1999 (Unaudited)             5

     Consolidated Balance Sheets at March 31, 2000 (Unaudited)
     and December 31, 1999 (Audited)                                    6

     Consolidated Statement of Changes in Partners' Deficit for the
     Three Months Ended March 31, 2000 (Unaudited)                      8

     Consolidated Statements of Cash Flows for the Three
     Months Ended March 31, 2000 and 1999 (Unaudited)                   9

     Notes to Consolidated Financial Statements                        11

Item 2. Management's Discussion and Analysis of Financial Condition
            and Results of Operations
     Results of Operations                                             21
     Liquidity and Capital Resources                                   23

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings                                             26
Item 2.  Material Modifications of Rights of Registrant's Securities   26
Item 3.  Default upon Senior Securities                                26
Item 4.  Submission of Matters to a Vote of Security Holders           26
Item 5.  Other Information                                             26
Item 6.  Exhibits and Reports on Form 8-K                              26

Signatures                                                             27
</TABLE>


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

                                  (UNAUDITED)

                                              2000          1999
                                           ------------  ------------
<S>                                        <C>           <C>
 REVENUES:
Commissions on wagering                    $16,516,211   $17,309,401
Net revenues from lottery services             107,887       142,493
Other revenues                                 998,647     1,533,792
                                           ------------  ------------
                                            17,622,745    18,985,686
                                           ------------  ------------
 EXPENSES:
Payments to horseowners                      7,969,867     8,393,069
Salaries, wages and employee benefits        2,448,527     2,912,790
Operating expenses                           2,382,863     2,163,432
General and administrative                   1,001,775       778,473
Marketing, television and satellite costs    1,128,685       930,040
Financial expenses                           2,445,834     2,073,955
Depreciation and amortization                  955,083       875,944
                                           ------------  ------------
                                            18,332,634    18,127,703
                                           ------------  ------------

 (LOSSES) EARNINGS BEFORE
   INCOME TAXES AND MINORITY                  (709,889)      857,983

 PROVISION FOR INCOME TAXES                    155,689       338,487
                                           ------------  ------------
 (LOSSES) EARNINGS
   BEFORE MINORITY INTEREST                   (865,578)      519,496

 MINORITY INTEREST IN (LOSSES) EARNINGS       (258,294)      (60,462)
                                           ------------  ------------

NET (LOSSES) EARNINGS                      $  (607,284)  $   579,958
                                           ============  ============
</TABLE>
                                   (continues)


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

                                   (UNAUDITED)
                                   (CONTINUED)

                                            2000         1999
                                      -----------  ----------
ALLOCATION OF NET (LOSSES) EARNINGS:
<S>                                   <C>          <C>
General partners                      $   (6,073)  $    5,800
Limited partners                        (601,212)     574,158
                                      -----------  ----------
                                      $ (607,285)  $  579,958
                                      -----------  ----------

 BASIC AND DILUTED PER UNIT AMOUNTS:  $    (0.07)  $     0.10
                                      ===========  ==========

 WEIGHTED AVERAGE UNITS OUTSTANDING    8,389,824    5,868,648
                                      ===========  ==========
</TABLE>

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


                                        4
<PAGE>
<TABLE>
<CAPTION>

                                   EQUUS GAMING COMPANY L.P.
                    CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
                             FOR THE THREE MONTHS ENDED MARCH 31,

                                         (UNAUDITED)

                                          2000       1999
                                       ----------  --------
<S>                                    <C>         <C>
 NET (LOSSES) EARNINGS                 $(607,285)  $579,958

 OTHER COMPREHENSIVE (LOSSES) INCOME:

Currency translation adjustments        (115,962)    65,522

COMPREHENSIVE (LOSSES) INCOME          $(723,247)  $645,480
                                       ----------  --------
</TABLE>

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


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

                                     ASSETS

                                  MARCH 31,    DECEMBER  31,
                                    2000          1999
                                    ----          ----
                                 (UNAUDITED)    (AUDITED)

CASH AND CASH EQUIVALENTS:
<S>                             <C>            <C>
  Unrestricted                  $    348,121   $  1,888,995
  Restricted                         946,415        418,938
                                -------------  -------------
                                   1,294,536      2,307,933
                                -------------  -------------

PROPERTY AND EQUIPMENT:
  Land                             7,760,682      7,786,980
  Building and improvements       56,784,429     56,512,072
  Equipment                       14,239,377     13,967,887
                                -------------  -------------
                                  78,784,488     78,266,939
  Accumulated depreciation       (19,297,783)   (18,409,886)
                                -------------  -------------
                                  59,486,705     59,857,053
                                -------------  -------------

DEFERRED COSTS, NET:
  Financing                        2,708,245      2,510,487
  Costs of Panama contract         1,952,500      1,980,000
  Other                              720,659        501,505
                                -------------  -------------
                                   5,381,404      4,991,992
                                -------------  -------------

OTHER ASSETS:
  Accounts receivable, net         1,584,394      1,577,634
  Notes receivable                 1,520,065      1,506,599
  Prepayments and other assets     1,184,998        701,362
                                -------------  -------------
                                   4,289,457      3,785,595
                                -------------  -------------

                                $ 70,452,102   $ 70,942,573
                                =============  =============
</TABLE>
                                   (continues)


                                        6
<PAGE>
<TABLE>
<CAPTION>
                              EQUUS GAMING COMPANY L.P.
                             CONSOLIDATED BALANCE SHEETS

                                     (continued)

                          LIABILITIES AND PARTNERS' DEFICIT

                                                     MARCH 31      DECEMBER 31
                                                       2000           1999
                                                   -------------  -------------
                                                    (UNAUDITED)     (AUDITED)
FIRST MORTGAGE NOTES:
Principal, net of note discount of
<S>                                                <C>            <C>
    $835,766 and $885,446                          $ 53,618,234   $ 53,568,554
  Accrued interest                                    1,865,486        265,900
                                                   -------------  -------------
                                                     55,483,720     53,834,454
                                                   -------------  -------------

OTHER LIABILITIES:
  Accounts payable and accrued liabilities           10,112,715     11,660,824
  Outstanding winning tickets and refunds             1,632,376      1,130,389
  Notes payable                                       6,035,513      6,226,082
  Bonds payable                                       4,000,000      4,000,000
  Capital lease obligations                           2,957,318      3,235,507
                                                   -------------  -------------
                                                     24,737,922     26,252,802
                                                   -------------  -------------

DEFERRED INCOME TAXES                                 3,522,483      3,165,800
                                                   -------------  -------------

MINORITY INTEREST                                     2,216,516      2,474,810
                                                   -------------  -------------

COMMITMENTS AND CONTINGENCIES, SEE NOTE 2

PARTNERS' DEFICIT
  General Partner                                      (789,112)      (781,879)
  Limited Partners - 10,383,617 units authorized:
    8,389,824 units issued and outstanding in
    2000 and 1999, respectively                     (14,719,427)   (14,003,414)
                                                   -------------  -------------
                                                    (15,508,539)   (14,785,293)
                                                   -------------  -------------

                                                   $ 70,452,102   $ 70,942,573
                                                   =============  =============
</TABLE>


                                        7
<PAGE>
<TABLE>
<CAPTION>
                                      EQUUS GAMING COMPANY L.P.
                        CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT
                              FOR THE THREE MONTHS ENDED MARCH 31, 2000

                                           (UNAUDITED)

                                                         GENERAL      LIMITED
                                                         PARTNERS     PARTNERS         TOTAL
                                                        ----------  -------------  -------------
<S>                                                     <C>         <C>            <C>
BALANCES, DECEMBER 31, 1999                             $(781,879)  $(14,003,414)  $(14,785,293)

  Net losses for the three months ended March 31, 2000     (6,073)      (601,212)      (607,285)

  Currency translation adjustments                         (1,160)      (114,801)      (115,961)


BALANCES, MARCH 31, 2000                                $(789,112)  $(14,719,427)  $(15,508,539)
                                                        ==========  =============  =============
</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,

                                   (UNAUDITED)
<S>                                                  <C>          <C>
                                                        2000          1999
                                                     -----------  ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net (losses) earnings                              $ (640,304)  $   579,958
                                                     -----------  ------------
  Adjustments to reconcile net (losses) earnings to
    net cash provided by operating activities-
      Depreciation and amortization                   1,080,853     1,056,821
      Deferred income tax provision                     157,200       338,487
      Minority interest                                (258,294)      (60,462)
      Currency translation adjustments                 (137,666)       65,522
  Decrease (increase) in assets-
      Accounts receivable                              (561,825)   (1,134,470)
      Prepayments and other assets                     (251,692)      204,944
  Increase (decrease) in liabilities-
      Accounts payable and accrued liabilities          170,513     1,111,681
      Outstanding winning tickets and refunds           691,476       870,856

       Total adjustments                                890,565     2,453,379
                                                     -----------  ------------

Net cash provided by operating activities               250,261     3,033,337
                                                     -----------  ------------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures                                 (690,819)   (2,459,331)
  Deferred costs                                        (29,189)      (44,504)
  (Increase) decrease  in notes receivable, net         (13,466)      570,767
                                                     -----------  ------------
Net cash used in investing activities                  (733,474)   (1,933,068)
                                                     -----------  ------------
</TABLE>


                                        9
<PAGE>
<TABLE>
<CAPTION>
                                EQUUS GAMING COMPANY L.P.
                          CONSOLIDATED STATEMENTS OF CASH FLOWS
                          FOR THE THREE MONTHS ENDED MARCH 31,

                                    (UNAUDITED)
                                    (continued)
                                                             2000          1999
                                                         ------------  ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
<S>                                                      <C>           <C>
  Redemption of First Mortgage Notes                     $         -   $(2,882,000)
  Payments to affiliates                                           -      (200,000)
  Loan proceeds from financial institutions                  570,000       775,000
  Payments on notes payable and capital
    lease obligations                                     (1,100,185)   (1,010,642)
  Contributions by minority partners                               -        40,158
  Issuance of units                                                -     2,970,000
  Cash distributions to minority partners of HDA                   -        (9,756)
                                                         ------------  ------------
Net cash used in  financing activities                      (530,185)     (317,240)
                                                         ------------  ------------
NET (DECREASE) INCREASE IN CASH AND
 CASH EQUIVALENTS                                         (1,013,397)      783,027

CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR               2,307,933     6,637,267

CASH AND CASH EQUIVALENTS, END OF YEAR                   $ 1,294,536   $ 7,420,294
                                                         ============  ============
SUPPLEMENTAL INFORMATION:
  Interest paid                                          $   324,127   $   299,631
  Income taxes paid                                                -             -

NON-CASH TRANSACTIONS:
  Equipment acquired through capital leases                   48,000        81,290
  Contribution of non-cash assets,  net of liabilities
    by Los Comuneros S.A. (see Note 1)                             -     1,959,842
</TABLE>

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


                                       10
<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 businesses in the
Caribbean,  Central  and  South  America.  Through its subsidiaries, the Company
operates  four  racetracks  and  manages  an extensive 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").  HDA has recently organized two
wholly-owned subsidiaries:   Satellites Services International, Inc. ("SSI") and
Agency  Betting  Network,  Inc.  ("ABN").     SSI will provide up-link 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 racetracks and OTB agencies, including live races from outside the
Company's  operational  territories to the Company's agency distribution network
in  order  to  increase  the level of wagering revenues through the OTB systems.
ABN  is  establishing  and  operating  an  OTB agency system in Colombia for Los
Comuneros  Race  Track  in  Medellin,  Colombia  ("Los  Comuneros").

     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  also  has  since  1999  a  controlling  50% interest in Equus
Comuneros  S.A. ("Equus-Comuneros"), the owner and operator of Los Comuneros 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.

     CONSOLIDATION  AND  PRESENTATION

     The  consolidated  financial  statements  as  of March 31, 2000 and for the
three  months  ended  March  31,  2000  and  1999  are unaudited but include all
adjustments  (consisting  of  normal  recurring  adjustments)  which  management
considers  necessary for a fair presentation of the results of operations of the
interim  periods.  The  operating  results  for the three months ended March 31,
2000  are  not  necessary indicative of the results that may be expected for the
year.  Net  earnings  (losses) per unit are calculated based on weighted average
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.


                                       11
<PAGE>
     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,  1999.

     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  and  (losses) of these consolidated subsidiaries that are attributable
to  the  minority  partners,  as  follows:

<TABLE>
<CAPTION>
              FOR THE THREE MONTHS ENDED MARCH 31,
              ------------------------------------
                        2000          1999
                        ----          ----
                     (UNAUDITED)   (UNAUDITED)
SUBSIDIARY:
<S>                  <C>           <C>
    HDA              $     1,500   $    10,350
    Galapagos                  -             -
    Equus-Panama          25,741        29,150
    Equus-Comuneros     (285,535)      (99,962)
                     ------------  ------------
                     $  (258,294)  $   (60,462)
                     ------------  ------------
</TABLE>

      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, 2000 and 1999 the Company did not recognize
minority  interest  in  Galapagos'  losses  amounting  to  $134,440  and $27,870
respectively,  because  the  minority  partners have no legal obligation to fund
such losses in excess of their investment.  As of March 31, 2000 the accumulated
losses  not  allocated  to  the  minority  partners  amounts  to  $1,221,507.
Equus-Panama  minority  partners  own  a 49% interest.  Equus-Comuneros minority
partners  own  a  50%  interest.

CURRENCIES

     The  Company  consolidates  its accounts with Galapagos and Equus-Comuneros
whose  functional  currency  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, 2000 and 1999, net exchange losses
resulting  from re -  measurement of accounts, together with losses from foreign
currency  transactions,  amounted  to  $75,879  and $37,597, respectively, which
amounts  are  included  as  operating  expenses.   Accumulated  net  losses 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, 2000
and  1999  amounted  to  $115,962  and  $52,242  respectively.


                                       12
<PAGE>
     The  current  exchange rates in Dominican Republic as of March 31, 2000 and
1999  were  US$1.00  to  FC$16.30  and  US$1.00  to FC$16.00, respectively.  The
average  exchange rates in Dominican Republic prevailing during the three months
ended  March  31, 2000 and 1999, were US$1.00 to FC$16.27, US$1.00 to FC$16.00 ,
respectively.  The  current  exchange  rate in Colombia as of March 31, 2000 and
1999  were  US$1.00  to  FC$1,952 and $US1.00 to FC$1,500.  The average exchange
rate  in Colombia prevailing during the three months ended in March 31, 2000 and
1999  were  US$1.00  to  FC$1,950  and  US$1.00  to  FC$1,500.  The Company also
consolidates  its accounts with Equus-Panama whose functional currencies are the
Panama  Balboas  and the US$.  Because these currencies are of equivalent value,
there  is no effect attributed to foreign currency transactions of Equus-Panama.

2.  COMMITMENTS  AND  CONTINGENCIES:

     HORSEOWNERS'  AGREEMENTS

     The  Company  has  separate  agreements with the horseowners association of
each  country  that  establishes  the amount payable to horseowners as purses in
exchange  for  the  availability of thoroughbred horses for races.   Payments to
horseowners  are,  in  general,  based  on  a  percentage  of  wagering.

     The  Panama  contract  expires  in  December 2007.  It provides for minimum
guaranteed  payments  to  horseowners  in 1999 and 1998 of $4.1 million and $3.8
million,  respectively  (including loans of $200,000 each year).   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 2000, increased in
2001  and  2002  in  accordance  with  an  inflation  factor).

     The  Puerto  Rico contract expired in April 1998.  However, the Puerto Rico
Racing  Board  has extended the contract as an interim measure until the Company
and the horseowners reach a new agreement.  The contract is under negotiation at
the  present  time.


                                       13
<PAGE>
     WAGERING  SERVICES  AGREEMENTS

     The  Company  has  separate  agreements  with  Autotote  Systems,  Inc.
("Autotote")  for  providing  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>
                                                             PRESIDENTE
                         EL COMANDANTE   V CENTENARIO          REMON        LOS COMUNEROS
                        ---------------  ----------------  ---------------  -------------
<S>                      <C>            <C>                <C>              <C>
Expiration date            March 2005    March 2005         January 2008           (d)
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   (b)  $  330,000   (c) $        -
</TABLE>

(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)     During  2000, management expects to renegotiate for a fixed fee over the
        handle  instead  of  a  guarantee  minimum  payment.

(c)     Based  on  a minimum monthly payment of $27,500 for 2000, increased each
        subsequent  year,  up  to  $36,000  in 2007.  For years 1999 the minimum
        annual  payment  was  $300,000.  During  2000,  management  expects  to
        renegotiate for a fixed fee  over  the  handle  instead  of a guaranteed
        minimum  payment.

(d)     This  contract  is  currently  being  renegotiated.

     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 CPI, or at
the  rate  of $900 per hour, also subject to CPI adjustments, if television time
after  7:00 PM is needed.  The contract is non-cancelable by either party during
the  initial  term,  which  expires on December 2006.  The term is automatically
extended  for  successive  5  years  periods  by  request  of ECMC.  During this
extended  term, the contract can be canceled by S&E, upon payment of liquidating
damages  of  $2  million  plus  CPI  after  January  1997.


                                       14
<PAGE>
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 note
discount  of  $2,040,000  equal  to  the  fair value of the Warrants.  Such note
discount  was  being  amortized  using  the interest method over the term of the
First  Mortgage  Notes.

     The  First  Mortgage Notes mature on December 15, 2003 and bear interest at
11.75%  payable semiannually.  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  three  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      31-MAR-2000    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   Jan-1999
  of notes held by the Company              2,620,000      (380,000)    (262,000)  (a)
Purchase in open market         May-1999      189,000       189,000       22,680
                                          -----------  -------------
                                          $13,546,000  $  7,309,000
                                          -----------  -------------
<FN>
     (a)  Recorded  as  an  expense  by  the  Company  in  1998
</TABLE>

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


                                       15
<PAGE>
     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):

<TABLE>
<CAPTION>
DUE DURING THE TWELVE     GROSS     PURCHASED IN     NET
MONTHS ENDING MARCH 31,   AMOUNT    OPEN MARKET     AMOUNT
-----------------------  --------  --------------  --------
<S>                      <C>       <C>             <C>
2001                     $   563   $         563   $     -
2002                      10,200           6,746     3,454
2003                      10,200               -    10,200
2004                      40,800               -    40,800
                          61,763           7,309    54,454
Less - discount             (877)            (41)     (836)
                         $60,886   $       7,268   $53,618
                         --------  --------------  --------
</TABLE>
      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 March 31, 2000 HDA
advanced  to the Company approximately $1.4 million against its allowable future
distributions  of  profits,  which,  technically,  is not in conformity with the
terms  of  the Indenture.  HDA intends to cure this default with the declaration
of  future  permitted  distributions.


                                       16
<PAGE>
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        2000        1999
---------------  --------------       ----------  ---------  ----------  ------------
<S>              <C>             <C>  <C>         <C>        <C>         <C>
HDA/ECMC         Note payable    (a)  15-Dec-01     P+1.00%  $4,875,000  $  5,500,000
HDA              Line of credit  (b)  15-Dec-01     P+1.00%     500,000             -
Equus-Panama     Term loan       (c)  25-Apr-00      10.75%      14,091        56,364
Equus-Panama     Line of credit  (d)  various        10.75%     217,136       204,955
Equus-Comuneros  Term loans      (e)  various     variable      429,286       464,763
                                                             ----------  ------------
                                                             $6,035,513  $  6,226,082
                                                             ----------  ------------
</TABLE>

     At  March  31, 2000 and December 31, 1999, the prime rate (P) was 9.00% and
8.50%,  respectively.

(a)  Considered  Refinancing  Indebtedness  under  the  terms  of the Indenture.
     Secured  by  the  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  secured  by the First Mortgage Notes purchased
     in  the  open  market ( See Note 3).  HDA  has a $500,000 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)  The  loan  was  paid  off  on  April  25,  2000.

(d)  Maximum  outstanding  balance  is  $250,000.  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
     April 25, 2000  to  December  26,  2000.

(e)  Secured  by  a  certificate  of  deposit for $140,000, which is included in
     the accompanying balance sheet as of  December 31, 1999 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,  2000  was  10.98%.

     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 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.  There
are  certain  restrictions  that  limit  the  capacity  of Equus-Panama to incur
indebtedness  and  pay  dividends  to  shareholders.


                                       17
<PAGE>
     The  following  table summarizes future minimum payments on capital leases,
notes  payable  and  bonds  of  the  Company  and its consolidated subsidiaries:

<TABLE>
<CAPTION>
DUE DURING THE TWELVE      CAPITAL       NOTES       BONDS
MONTHS ENDING MARCH 31,    LEASES       PAYABLE     PAYABLE
-----------------------  -----------  -----------  ----------
<S>                      <C>          <C>          <C>
2001                     $1,387,699   $2,547,718   $        -
2002                        821,070    3,612,109      600,000
2003                        640,187       44,741    1,000,000
2004                        497,845       38,852    1,200,000
2005                        194,106       21,140    1,200,000
                         -----------  -----------  ----------
                          3,540,907    6,264,560    4,000,000
  Imputed interest         (583,589)    (229,047)           -
                         -----------  -----------  ----------
                         $2,957,318   $6,035,513   $4,000,000
                         -----------  -----------  ----------
</TABLE>

5.  RELATED  PARTY  TRANSACTIONS:

     SERVICES  AMONG  RELATED  PARTIES

     The following represents 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,  2000  and  1999:
<TABLE>
<CAPTION>
                                            FOR THE THREE MONTHS ENDED MARCH 31,
ENTITY             NATURE OF SERVICE               2000             1999
------------  ---------------------------   -----------------  -----------------
Rendered by:
<S>           <C>                           <C>                <C>
  ACPT        Support agreement             $           8,100  $           8,100
  ACPT        Rent office space                        10,500             10,500
  EMC         Director fees                            25,500             22,750
  IGC         Services of James J. Wilson              33,750             33,750
                                            -----------------  -----------------
                                            $          77,850  $          75,100
                                            =================  =================
</TABLE>

6.  LEGAL  PROCEEDINGS:

     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 its
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.


                                       18
<PAGE>
7.  FAIR  VALUE  OF  FINANCIAL  INSTRUMENTS:

     As  of  March  31,  2000  the  fair  value  of the First Mortgage Notes was
approximately  $47,920,000  (as compared with its carrying value of $53,618,234)
based  on  the  market  price  quoted  by a brokerage firm that trades the First
Mortgage  Notes.  The  carrying value of notes payable, capital leases and notes
receivable  approximates  fair  value because these obligations bear interest at
variable rates.   The carrying value of accounts receivable and accounts payable
approximates  fair  value  due  to  the  short-term  maturity  thereof.

8.  SEGMENT  INFORMATION:

     The  Company has identified four reportable segments, based on geographical
considerations:  Puerto  Rico,  Dominican  Republic,  Colombia  and Panama.  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,  2000, 1999 and 1998 (in
thousands):

<TABLE>
<CAPTION>
                                                           PUERTO    DOMINICAN
2000:                                                        RICO     REPUBLIC    COLOMBIA   PANAMA    TOTAL
                                                            -------  ----------  ----------  -------  --------
<S>                                                       <C>      <C>         <C>         <C>      <C>
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                                            575         35          38        43      691
Total assets                                                 54,286      1,781       5,188     9,197   70,452

1999:
Commissions on wagering                                     $13,563  $   1,079   $     237   $ 2,430  $17,309
Total revenues                                               14,213      1,551         709     2,513   18,986
Financial expenses                                            1,857         16          63       138    2,074
Depreciation and amortization                                   572        101          66       137      876
Earnings (Loss) before income
   taxes and minority interest                                1,060        (62)       (200)       60      858
Capital improvements                                          1,695         10         623       131    2,459
Total assets                                                 53,766      2,020       5,916     8,726   70,428
</TABLE>

     Effective  January  1,  1998  EEC,  which is based in Puerto Rico, provides
management services to the foreign countries in connection with the operation of
the  racetracks  and  the  off-track  betting  system.  Fees  for these services
represent  an  intersegment  revenue.  For the three months ended March 31, 2000
Puerto Rico recognized revenue of $36,875 attributable to Dominican Republic and
$78,891  attributable  to  Panama.


                                       19
<PAGE>
ITEM  2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION  AND
          RESULTS  OF  OPERATIONS

     The  Company's  results  of  operations  are  principally attributed to 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.,  (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, 2000 with the results for the three
months  ended  March  31,  1999.

THE  COMPANY'S  RESULTS  OF  OPERATIONS

THREE  MONTHS  ENDED  MARCH  31,  2000  COMPARED  TO  MARCH  31,  1999
----------------------------------------------------------------------

REVENUES

     Consolidated  Revenues  decreased  in  the  first  quarter  of  2000  by
$1,363,000,  or  7.2%,  compared to the same quarter in 1999. This reduction was
primarily  attributed to temporary interruptions in simulcast of live races from
Puerto  Rico  to  Dominican  Republic  and  agency  operations.

     COMMISSIONS  ON  WAGERING

     Commissions  on wagering decreased by  $793,000 (4.6%) for the three months
ended  March  31,  2000 to $16,516,000 as compared to  $17,309,000 for the three
months  ended  March  31, 1999.  The decrease in commissions was attributable to
the  following  operations:  El  Comandante ($433,000), Galapagos ($294,000) and
Panama  ($194,000).  However,  the  Colombia  operations  reflect an increase of
$128,000.

     In January 2000, the Puerto Rico horseowners unilaterally decided to cancel
the  approval  of  simulcast  of  live  races  from Puerto Rico to the Dominican
Republic  in  order to put pressure on recent contract negotiations.  It was not
until  the middle of February that this action was reversed by the Racing Board.
This  suspension  had  an adverse economic impact in the commissions on wagering
for  the  Dominican  Republic  and Puerto Rico.  This resulted in a reduction in
commissions  on  wagering  of  approximately  $300,000.

     PUERTO  RICO.  Commissions  on wagering at El Comandante decreased $433,000
from  $13,563,000  for  the three months ended March 31, 1999 to $13,130,000 for
the  three  months  ended  March  31,  2000.   The  decrease  in commissions was
attributable  to  interruptions  in simulcast of races to Dominican Republic and
agency  operations.

     PANAMA.  Commissions on wagering at Presidente Remon decreased by $194, 000
from  $2,430,000 for the three months ended March 31, 1999 to $2,236,000 for the
three  months  ended  March 31, 2000.  An improved simulcast racing  program and
expansion  of  the  OTB agency  network will correct this temporary reduction in
future  quarters.


                                       20
<PAGE>
     DOMINICAN  REPUBLIC.  Commissions  on wagering at V Centenario decreased by
$294,000  from
$  1,  079,  000  for  the three months ended March 31, 1999 to $785,000 for the
three months ended March 31, 2000. This decrease was primarily attributable to a
temporary interruption of the simulcast races from Puerto Rico and its impact on
the  racing  program  in  the  Dominican  Republic.

     NET  REVENUES  FROM  LOTTERY  SERVICES

     For  the  three  months  ended  March  31,  2000  net revenues from lottery
services by Galapagos in the Dominican Republic decreased by $34,000 as compared
to  the same period in 1999.  The decrease in revenues was due to a reduction in
the  amount  billed  to the lottery operator as reimbursement for telephone line
costs,  pursuant  to  an  amendment  to  the  contract  effective  in late 1998.

     OTHER  REVENUES

     For  the  three  months  ended  March  31, 2000 other revenues decreased by
$535,000  as  compared  to  the  same  period in 1999.  This shortfall is net of
increases  from  Puerto  Rico  and  Panama of $94,000 and $19,000, respectively.
Colombia  experienced a reduction of $424,000 and Dominican Republic a reduction
of  $224,000.  The  decrease  for  Colombia  is  primarily  attributable  to  a
reclassification  of  Other  Revenues  -  Barn  Rental to a recovery against the
expense  reported  as  Payments  to  Horseowners.  The  decrease  for  Dominican
Republic  is  primarily  attributable  to  a  reduction in   tax relief revenues
derived  from  the  simulcast races, which were interrupted during the first two
months  of  the  quarter  ended  March  31,  2000.

EXPENSES

     Expenses  increased  in  the  first  quarter  of 2000 by $205,000 (1%) when
compared  to  the  same  period  for  1999.

     PAYMENTS  TO  HORSEOWNERS

     Payments  of  purses  to  horseowners decreased $423,000  (5%) in the first
quarter  of  2000  when  compared  to  the  same  period  in  1999.

     El  Comandante  contract  with horseowners expired in April 1998.  However,
the  Puerto  Rico  Racing  Board has extended the contract as an interim measure
until  the  Company  and  the horseowners reach a new agreement.  The Company is
currently  negotiating  a  new  contract  with  the  horseowners.

     FINANCIAL  EXPENSES

     Financial expenses increased by $372,000 (18%) in the first quarter of 2000
when  compared  to  the  same  period  in  1999.  This  increase  is  primarily
attributable  to  line  of  credit  facilities.

     DEPRECIATION  AND  AMORTIZATION

      Depreciation  and  Amortization  increase  in the first quarter of 2000 by
$79,000  (9%) as compared to the same period in 1999 due to additions in capital
improvements  to  the  facilities  during  1999.


                                       21
<PAGE>
     OTHER  EXPENSES

     Other expenses increased by  $177,000 on a consolidated basis for the first
quarter  of  2000  as  compared  to  the  same period in 1999.  This increase is
primarily  attributable  to  new  operations,  including  a  cost  reduction and
restructuring  plan  implemented by management during the first quarter of 2000.

<TABLE>
<CAPTION>
                                     OTHER EXPENSES BY COUNTRY
                     INCREASE (DECREASE) WHEN COMPARED TO FIRST QUARTER OF 1999

                 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     $       (342,000)  $  543,000   $       262,000   $       251,000   $      714,000
Dominican Rep.           (48,000)     (70,000)          (45,000)          (70,000)        (233,000)
Panama                   (38,000)    (161,000)           15,000           (30,000)        (214,000)
Colombia                 (36,000)     (92,000)           (9,000)           47,000          (90,000)

                $       (464,000)  $  220,000   $       223,000   $       198,000   $      177,000
                =================  ===========  ================  ================  ===============
</TABLE>

OPERATING  AND  SATELLITE  EXPENSES  -  The  increase  in operating expenses and
marketing/satellite  expenses  for  the first quarter of 2000 as compared to the
same  period  in  1999  primarily  relate  to  the  additional  expenses for the
planning,  engineering  and  startup  expenses on the wagering system and leased
satellite  time.  The Company was not 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 utilized and recovered in
revenues.


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 interest in El
Comandante,  without  taking  into  account  results of operations of Galapagos,
Equus-Panama  or  Equus-Comuneros.  Due  to  accumulated  losses,  none of these
foreign  subsidiaries  requires  a  provision  for  income  taxes.


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.  Because  accumulated losses of Galapagos allocable to minority
partners  had  exceeded  their investment, during 2000 and 1999, the Company did
not  recognize minority interest in losses of Galapagos of $134,437 and $27,870,
respectively.  During  2000:  (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 $1,221,504.


                                       22
<PAGE>
LIQUIDITY  AND  CAPITAL  RESOURCES

     OVERVIEW

     The  Company  is  the  owner of HDA and its consolidated subsidiaries.  The
principal  source  of  cash of Equus Gaming Company L.P. (the "Company" or, when
referred to the individual entity, "Equus") is related to its ownership interest
in  Housing Development Associates S.E. ("HDA"), the owner and operator (through
its wholly owned subsidiary, El Comandante Management Company LLC, "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 such
First  Mortgage  Notes.

     The following is a discussion of the liquidity and capital resources of the
Company,  including  HDA and its consolidated subsidiaries, ECMC, Agency Betting
Network,  Inc.  ("ABN"),  and  Satellites  Services International, Inc. ("SSI").
The  net  cash  flows  from the other 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  flows  of the Company for the three
months  ended  March  31,  2000.

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  $1  million during the first quarter of 2000.  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.

     During  the first quarter of 2000 the principal uses of cash of the Company
and  its  consolidated  subsidiaries  for its financing and investing activities
were  as  follows:

(i)   Capital  improvements  and  acquisition of equipment for El Comandante for
      approximately $574,000, for the Dominican Republic for $35,000, for Panama
      and  Colombia  for  $44,000  and  $38,000,  respectively.

(ii)  Payments on capital leases for equipment used in El Comandante operations.

(iii) The  Company  continues  to  invest  in Colombia through ABN, wholly-owned
      subsidiary  of HDA.  For the three months ended March 31, 2000 the Company
      has  invested  $781,583.

In  addition  to  cash available to the Company at the beginning of the year and
cash  flows  from  operations during 2000, the Company obtained additional funds
for  its  financing  and investing transactions (as described above) principally
from  the  following  sources:

(i)   $500,000  in  advances  taken  under  a  line  of  credit.

(ii)  Capital  leases  to  purchase  equipment  for El Comandante operations and
      certain  equipment  for  the  operations  of SSI, consisting of an up-link
      earth  station  located  in Panama, necessary to carry races via satellite
      in  simulcast  operations.


                                       23
<PAGE>
For  the  remainder of the year 2000 the projected principal uses of cash of the
Company's  activities,  other  than  operating activities of El Comandante, are:

(i)   Capital  improvements  to  El Comandante race track and principal payments
      on  existing  capital  leases.

(ii)  Principal  payments  amounting  to  $1,875,000 million on the $5.5 million
      term  loan.

(iii) Additional investments in ABN for its Colombian  operations  and reduction
      of  certain  financial  obligations  assumed  from  Equus-Comuneros  of
      approximately  $1.2  million.

(iv)  Additional investments in SSI, principally for the acquisition of the VSAT
      equipment  and system for the agencies within the Company's OTB system and
      the  payment  of  satellite  time  contracted  from  a  third  party.

     In  addition  to  cash flow from operating activities of El Comandante, the
Company  expects  to  obtain  funds  for  its  other  transactions  from  credit
facilities  with certain financial institutions.  Also, the Company is currently
negotiating  a  $2  million  credit  facility  with  a  financial institution in
Colombia  so  that HDA and the Company are able to properly fund the development
and  operations  of the off-track betting for ABN and meet the expected level of
increased  wagering  from  this  operation.

     INVESTMENTS  IN  TELECOMMUNICATIONS  EQUIPMENT  AND  MARKET  EXPANSION

     The  Company's  top  management  has  developed  and  recently  implemented
strategic  financial  plans designed to improve capital resources, liquidity and
capital  investments  in  the  Company's  distribution  network and core assets.

     As  a  result,  the Company is in the process of securing credit facilities
with a financial institution to (1) finance the acquisition and  installation of
high-technology  video and data transmission system (VSAT) with a communications
center  or  HUB  that  will  be  cheaper,  more  efficient  and  reliable  than
conventional  phone  lines  and  television  air  time,  and  (2) to finance the
purchase  of  outstanding notes (over $54 million) in order to allow the Company
to  make  the  necessary  capital  investments to increase the level of wagering
through  a  combination of increase in the number of  off-track betting agencies
and  improved  racing  program,  including  simulcast  of  live  races from many
jurisdictions  to  our  network.

     The  Company's operational plans call for the installation over the next 12
to  18  months  of more than 2,000 VSAT (video and data communication) units for
the  OTB  agencies  in  all  of its operations, including Puerto Rico, Dominican
Republic,  Panama  and  Colombia with a communications up-link satellite control
center  based in Puerto  Rico.  Satellite  Services International, Inc. (SSI), a
wholly-owned  subsidiary  of  HDA  (HUB)  and  the  Company, will be the service
provider for all telecommunications and satellite usage time,  and  will  charge
each of its affiliated companies a  fee  for  the  equipment  and satellite time
usage for transmissions  (simulcast)  of  races  from  several  countries.

     As a result of these capital  investments  in high-technology and extensive
high-tech  distribution  network,  improved cash flow from better financing, and
market  expansion  efforts, the Company plans to  increase consolidated wagering
commissions  during  2000  and  future  years.


                                       24
<PAGE>
     LONG-TERM  COMMITMENTS.  In  addition  to  capital  leases,  long-term cash
commitments  of  the Company (excluding foreign subsidiaries) are a $5.5 million
term  loan  and  the  First  Mortgage  Notes.

     In  December  1999  HDA  obtained  a  $5.5  million  term  loan, considered
Refinancing  Indebtedness under the terms of the indenture.  The loan is secured
by  the  First  Mortgage  Notes  purchased  by  the  Company in the open market.
Interest  is  payable monthly at a rate equivalent to one point over prime rate.
Principal  is  payable  in  quarterly  installments commencing on March 31, 2000
until  maturity  on December 15, 2001.   A principal payment of $625,000 on this
term loan was made on March 31, 2000.  The remaining maturity dates of this term
loan  are  as  follows  (in  thousands):

                        YEAR  ENDING
                        DECEMBER  31,        AMOUNT
                       --------------       -------
                            2000            $1,875
                            2001             3,000
                                         ---------
                                            $4,875
                                         =========

     HDA's First Mortgage Notes bear interest at 11.75%, payable semiannually on
June  15  and  December  15, and are secured by El Comandante assets.  The First
Mortgage  Notes  are  redeemable,  at  the  option  of HDA, at redemption prices
(expressed as percentages of principal amount):  if redeemed during the 12-month
period  beginning December 15 of years 1999 at 102.75%, 2000 at 101.5%, and 2001
and  thereafter  at 100% of principal amount, in each case together with accrued
and  unpaid  interest.  The  stated  maturity  dates of First Mortgage Notes, as
reduced  by  prior redemptions made by HDA and by the Notes purchased by ECMC in
the  open  market,  are  as  follows  (in  thousands):

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

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

     To  the  extent First Mortgage Notes are not acquired in the open market or
redeemed,  Management  expects  to  refinance  this  obligation  not  later than
December  2002.

     As  of March 31, 2000, HDA has advanced to Equus approximately $1.4 million
against  its allowable future distributions of profits, which technically is not
in  conformity  with  the  terms  of  the  Indenture.

     GOVERNMENT  MATTERS.  El Comandante'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")
exercises  regulatory  control  over  El  Comandante'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 to four-year terms by the Governor of Puerto
Rico.  The Governor also appoints the Racing Administrator for a four-year term.


                                       25
<PAGE>
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

ITEMS  1  -  6  NONE


                                       26
<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.


                                                 /b  Equus  Gaming  Cpmany  L.P.
                                                --------------------------------
                                                            (Registrant)


                                                By:  Equus  Management  Company
                                                Managing  General  Partner


May  11,  2000                                        b\  Thomas  Wilson
--------------                                        ------------------
                                                   Co-Chairman,  President,
                                        Chief  Executive  Officer  and  Director


May  11,  2000                                        b\  Hernan  G.  Welch
--------------                                        ----   --------------
                                               Executive  Vice  President  and
                                                   Chief  Financial
                                       27
<PAGE>