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

                                   FORM 10-QSB

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

                For the quarterly period ended:     December 31, 1999
                                                  ----------------------
                                       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      0-27226
                         -------------

                        SPINTEK GAMING TECHNOLOGIES, INC.
   -------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

            Nevada                                        33-0134823
--------------------------------              ---------------------------------
(State or other  jurisdiction of              (IRS Employer Identification No.)
 incorporation or organization)

               1857 Helm Drive, Las Vegas, Nevada            89119
--------------------------------------------------------------------------------
            (Address of principal executive offices)       (Zip Code)


                          (702) 263-3660
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)


--------------------------------------------------------------------------------
(Former  name,  former  address and former  fiscal year,  if changed  since last
report)

     Indicate by check mark whether the issuer (1) filed all reports to be filed
by Section 13 or 15(d) of the Exchange Act of 1934 during the past 12 months (or
for such shorter  period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.

Yes _X_   No ___

     Indicate the number of shares  outstanding of each of the issuer's  classes
of common stock, as of the latest practicable date:

   146,087,055 shares of Common Stock, $0.002 par value as of February 5, 2000
   ---------------------------------------------------------------------------

<PAGE>


                        SPINTEK GAMING TECHNOLOGIES, INC.

                                   FORM 10-QSB
<TABLE>
<CAPTION>
                                TABLE OF CONTENTS

<S>                                                                                            <C>
Page No.
PART I.    FINANCIAL INFORMATION

   Item 1.     Financial Statements
                Consolidated Balance Sheets at December 31, 1999 and June 30, 1999               3
                Consolidated Statements of Operations for the Three Months and Six
                      Months Ended December 31, 1999 and 1998                                    4
                Consolidated Statements of Cash Flows for the Six Months Ended
                      December 31, 1999 and 1998                                                 5
                Notes to Consolidated Financial Statements                                       7

   Item 2.     Management's Discussion and Analysis of Financial Condition and
               Results of Operations
                                                                                                 7

PART II.   OTHER INFORMATION

   Item 1.     Legal Proceedings                                                                 12

   Item 2.     Changes in Securities                                                             12

   Item 3.     Defaults Upon Senior Securities                                                   12

   Item 4.     Submission of Matters to a Vote of Security Holders                               12

   Item 5.     Other Information                                                                 12

   Item 6.     Exhibits and Reports on Form 8-K                                                  12

  SIGNATURE PAGE                                                                                 13

   EXHIBIT INDEX                                                                                 14

</TABLE>

                                       2
<PAGE>
            SPINTEK GAMING TECHNOLOGIES, INC. AND SUBSIDIARIES
<TABLE>
<CAPTION>
                        CONSOLIDATED BALANCE SHEETS
                              (In thousands)

                                                               December 31,     June 30,
                                                                   1999           1999
                                                                ----------    ----------
                                                                (Unaudited)

<S>                                                               <C>         <C>
                                  ASSETS
Current assets:
  Cash ........................................................   $    341    $    981
  Accounts receivable, net ....................................      1,295         598
  Prepaid and other current assets ............................        667         389
  Inventories, net ............................................      2,055       1,996
                                                                  --------    --------
    Total current assets ......................................      4,358       3,964

Furniture, fixtures and equipment, net ........................        440         353
Licenses and patents, net .....................................        929         959
Other assets ..................................................        115         120
                                                                  --------    --------

Total assets ..................................................   $  5,842    $  5,396
                                                                  ========    ========

                   LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Accounts payable ............................................   $  1,330    $  1,590
  Accounts payable to stockholder .............................         90         490
  Current portion of capitalized leases and notes payable .....        191         593
  Accrued liabilities .........................................        622         693
  Accrued interest ............................................         95          14
  Customer deposits ...........................................        479         580
                                                                  --------    --------
    Total current liabilities .................................      2,807       3,960
                                                                  --------    --------

Long-term debt, net of current portion ........................      2,601         408
                                                                  --------    --------

Stockholders' equity:
  Convertible preferred stock, no par value, 100,000 shares
    authorized, no shares issued and outstanding ..............       --          --
  Common stock, $.002 par value, 500,000,000 shares authorized,
    146,087,505 and 143,560,448 shares issued and outstanding .        295         287
  Additional paid-in capital ..................................     24,535      23,758
  Accumulated deficit .........................................    (24,367)    (22,988)
  Treasury stock, 1,317,329 shares, at cost ...................        (29)        (29)
                                                                  --------    --------
    Total stockholders' equity ...............................        434       1,028
                                                                  --------    --------

Total liabilities and stockholders' equity ...................   $  5,842    $  5,396
                                                                  ========    ========
</TABLE>

        See accompanying Notes to Consolidated Financial Statements

                                     3
<PAGE>
               SPINTEK GAMING TECHNOLOGIES, INC. AND SUBSIDIARIES
<TABLE>
<CAPTION>
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                      (In thousands, except per share data)
                                   (Unaudited)

                                                            Three Months Ended        Six Months Ended
                                                              December 31,              December 31,
                                                          1999             1998       1999         1998
                                                          ----             ----       ----         ----
<S>                                                    <C>          <C>          <C>          <C>
Sales ..............................................   $   2,545    $   1,007    $   4,046    $   2,009
Cost of sales ......................................       1,219          578        2,029        1,121
                                                       ---------    ---------    ---------    ---------
  Gross profit .....................................       1,326          429        2,017          888

Selling, general and administrative expenses .......       1,414        1,055        2,834        2,035
Research and development expense ...................          27           79          150          164
Stock option compensation expense ..................         148         --            264         --
                                                       ---------    ---------    ---------    ---------

  Operating loss ...................................        (263)        (705)      (1,231)      (1,311)

Other income (expense):
  Interest and other income ........................          18           23           29           34
  Depreciation and amortization ....................         (49)         (27)         (90)         (38)
  Interest expense .................................         (59)         (72)         (87)        (135)
                                                       ---------    ---------    ---------    ---------

Net loss ...........................................        (353)        (781)      (1,379)      (1,450)
Conversion preference of convertible preferred stock        --            (83)        --           (166)
                                                       ---------    ---------    ---------    ---------

Net loss applicable to common shares ...............   $    (353)   $    (864)   $  (1,379)   $  (1,616)
                                                       =========    =========    =========    =========

Loss per common share information:
  Weighted average common shares:
    Basic ..........................................     145,355       18,793      143,982       18,733
                                                       =========    =========    =========    =========
    Diluted ........................................     145,355       18,793      143,982       18,733
                                                       =========    =========    =========    =========

  Net loss per common share:
    Basic ..........................................   $   (0.00)   $   (0.05)   $   (0.01)   $   (0.09)
                                                       =========    =========    =========    =========
    Diluted ........................................   $   (0.00)   $   (0.05)   $   (0.01)   $   (0.09)
                                                       =========    =========    =========    =========
</TABLE>


<PAGE>
               SPINTEK GAMING TECHNOLOGIES, INC. AND SUBSIDIARIES
<TABLE>
<CAPTION>
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (In thousands)
                                   (Unaudited)

                                                               Six Months Ended
                                                                 December 31,
                                                             ------------------
                                                                1999       1998
                                                                ----       ----
<S>                                                          <C>        <C>
Cash flows from operating activities:
  Net loss ...............................................   $(1,379)   $(1,450)
  Adjustments to reconcile net loss to net cash used
   in operating activities:
    Depreciation and amortization ........................        90         38
    Non-cash interest expense ............................        81        126
    Change in allowance for inventory obsolescence, net ..        (3)       (30)
    Non-cash operating expenses for common stock
     options vesting during period .......................       264         --
  (Increase) decrease in assets:
    Accounts receivable ..................................      (726)      (223)
    Inventory ............................................       (57)    (1,103)
    Prepaid expenses and other ...........................      (242)       (15)
  Increase (decrease) in liabilities:
    Accounts payable .....................................      (260)        36
    Accrued liabilities ..................................        23        119
    Customer deposits ....................................      (101)      (215)
                                                             -------    -------
Net cash used in operating activities ....................    (2,310)    (2,717)
                                                             -------    -------

Net cash used in investing activities:
  Purchase of furniture, fixtures and equipment ..........      (147)       (87)
                                                             -------    -------

Cash flows from financing activities:
  Proceeds from issuance of convertible debentures .......      --        2,650
  Proceeds from draws under credit agreement .............     1,800       --
  Proceeds from issuance of term debt ....................        55       --
  Payments on term debt ..................................       (65)      --
  Repayments of notes payable to affiliates and
    stockholders .........................................      --         (170)
  Proceeds from issuance of common stock .................        27       --
Net cash provided by financing activities ................     1,817      2,480
                                                             -------    -------

Net increase (decrease) in cash and cash equivalents .....      (640)      (324)
Cash and cash equivalents, beginning of period ...........       981        500
                                                             -------    -------

Cash and cash equivalents, end of period .................   $   341    $   176
                                                             =======    =======
</TABLE>

           See accompanying Notes to Consolidated Financial Statements

                                        5

<PAGE>
              SPINTEK GAMING TECHNOLOGIES, INC. AND SUBSIDIARIES
<TABLE>
<CAPTION>
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (In thousands)
                                   (Unaudited)

                                                                Six Months Ended
                                                                   December 31,
                                                               -----------------
                                                                 1999       1998
                                                                 ----       ----
<S>                                                            <C>        <C>
Supplemental schedule of non-cash investing and
 financing activities:
    Conversion preference of preferred stock .............     $  --      $(166)
                                                               ======     =====

     Issuance of common stock for debt ...................     $  --      $  26
                                                               ======     =====

     Issuance of common stock for accrued liability ......     $  494     $ --
                                                               ======     =====

Supplemental disclosure of cash flow information:
    Cash paid for interest ...............................     $    6     $   8
                                                               ======     =====

</TABLE>
           See accompanying Notes to Consolidated Financial Statements

                                        6
<PAGE>
               SPINTEK GAMING TECHNOLOGIES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

NOTE 1 - BASIS OF PRESENTATION

The  consolidated  financial  statements  include the accounts of Spintek Gaming
Technologies,  Inc. ("SGT") and its wholly owned subsidiary Spintek Gaming, Inc.
("Gaming"),   and  Gaming's  wholly  owned   subsidiary,   Spinteknology,   Inc.
("Spinteknology") (SGT, Gaming and Spinteknology are collectively referred to as
the "Company"). All significant intercompany transactions have been eliminated.

The  consolidated  balance  sheet  as of  December  31,  1999  and  the  related
consolidated  statements of operations for the three months and six months ended
December 31, 1999 and 1998 and consolidated statements of cash flows for the six
months  ended  December 31, 1999 and 1998 are  unaudited  but, in the opinion of
management, reflect all adjustments necessary for a fair presentation of results
for those  periods.  The  results of  operations  for an interim  period are not
necessarily  indicative  of the  results  for the full  year.  The  consolidated
financial statements should be read in conjunction with the audited consolidated
financial  statements and notes thereto contained in the Company's annual report
on Form 10-KSB for the year ended June 30, 1999.

The  accompanying   financial  statements  for  prior  periods  reflect  certain
reclassifications,  which  have no effect on net  losses or cash  flows in those
periods, to conform to classifications in the current period.

NOTE 2 - TERM DEBT

On August 31,  1999,  Malcolm C.  Davenport  V, a director  of the  Company  and
beneficial  holder of 46.5% of the  Company's  Common  Stock,  provided a letter
agreement to the Company whereby Mr.  Davenport agreed to loan the Company up to
$2.00  million  during the next  twelve  months.  During  the six  months  ended
December  31,  1999,  the  Company  borrowed  $1.80  million  under this  letter
agreement.  As of February 5, 2000,  the Company had borrowed the $2.00  million
available under this letter agreement,  plus an additional $200,000. The Company
is currently  in  negotiations  with Mr.  Davenport in an effort to increase the
amount of credit  available  under this letter  agreement.  No assurance  can be
given that the Company will be successful in increasing the amount of credit.


ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

Certain  information  included herein contains statements that may be considered
forward-looking  statements  within the meaning of Section 27A of the Securities
Act of 1933 and  Section 21E of the  Securities  Exchange  Act of 1934,  such as
terms expressing future  expectations,  enthusiasm about future  potential,  and
anticipated  growth  in  sales,  revenues  and  earnings.   All  forward-looking
statements,  although  made in good faith,  are subject to  important  risks and
uncertainties that could significantly  affect anticipated results in the future
and, accordingly, results may differ from those expressed in any forward-looking
statements made herein. Such statements are necessarily  speculative and factors
including,  but not limited to, unusual  production or supply problems,  unusual
risks  attending  foreign  transactions,  competitive  pressures,  unanticipated
problems in obtaining approvals and/or licenses from governmental authorities as
to  products  or the ability to sell  products  in any  jurisdiction,  a general
deterioration in domestic or global economic conditions,  and changes in federal
or state tax laws or laws permitting legalized gaming in any jurisdiction within
which gaming is currently  conducted or the  administration  of such laws, could
cause results to differ materially from those projected.

                                        7
<PAGE>
Year 2000 Comments

As reported in previous  Forms 10-QSB and 10-KSB,  the approach of the year 2000
("Y2K") was a potential  problem for  businesses  utilizing  computers  in their
operations  since  many  computer  programs  are date  sensitive  and would only
recognize the last two digits of the year (i.e.,  recognizing  the year "2000 as
the year "1900" if at all). As of February 1, 2000, the Company has not incurred
any problems with its internal accounting and financial reporting programs,  has
had no  Y2K  disruptions  in its  inventory  procurement  processes,  and no Y2K
problems have been  communicated  to the Company from  customers.  The Company's
costs,  which were expensed when  incurred in previous  periods,  were less than
$20,000.  The Company does not anticipate that additional costs will be incurred
in the future in relation to the Y2K issue.

Material Changes in Results of Operations

Background Information

The Company's  business plan has been to develop and market  proprietary  gaming
and   non-gaming    technology,    patent   such   technology   nationally   and
internationally, and obtain all necessary governmental approvals and/or licenses
to sell products  developed  with this  exclusive  technology  domestically  and
internationally.  The Company has  focused  its  efforts on  AccuSystem(TM)  and
AccuHopper(TM),  a slot machine hopper weighing  system,  and certain  ancillary
products  specifically  for the gaming  industry.  The Company began to actively
market and sell its  products in the second half of the  Company's  fiscal 1998,
and, as a result,  management determined that the Company would no longer report
as a development  stage enterprise  commencing with the Form 10-KSB for the year
ended June 30, 1998.

Although  the  AccuSystem  is capable of operating  on a  stand-alone  real-time
basis,  many casinos have  indicated that they would prefer to have it interface
with their existing slot  accounting  systems.  The Company has been  diligently
working with various  developers and vendors of slot machine  accounting systems
on interfaces of AccuSystem  with their  products.  At the World Gaming Congress
and Exposition  trade show in Las Vegas in September 1999,  three of the primary
vendors of slot machine  accounting systems presented  AccuSystem  interfaces in
their show booths. These interfaces,  which must be reviewed and approved by the
gaming authorities in most jurisdictions, are continuing to undergo field trials
in various jurisdictions.

In  addition  to the added  controls,  which can reduce  the amount of  employee
theft,  it is  management's  belief  that use of the  AccuHopper,  whether  as a
stand-alone system or interfaced with a slot accounting system, should result in
increased customer  satisfaction through more efficient use of slot personnel as
well as increased revenues for the casino operator.  Customer satisfaction would
be positively impacted by two operational efficiencies that AccuHopper provides:
(a) having the AccuHopper system function as the second verifying "signature" on
slot machine fills,  thereby  allowing for one person fills; and (b) the ability
to pre-fill machines that have notified slot personnel through visual and system
alerts that a hopper has  reached a level  indicating  that a fill is  imminent.
Increased  revenues  for the casino  should  result from the  decrease in active
machine  down  time  due to the  ability  to  pre-fill  slot  machines  and  the
capability of  performing  one person fills,  together with  increased  customer
satisfaction in not having to wait prolonged  periods of time for a slot machine
fill. One person fill capability has been approved by the Nevada and Mississippi
gaming authorities  subject to their review and approval of the internal control
systems of each casino implementing this procedure.

Six Months Ended December 31, 1999 and 1998

During the six month period ended  December 31, 1999,  sales were  approximately
$4.05  million,  net of sales returns and  allowances  of $164,000,  compared to
sales of $2.02 million for the six months ended December 31, 1998. As of January
31, 2000, the Company's sales backlog was approximately $2.00 million.

                                       8
<PAGE>
The gross  margin for the six months ended  December 31, 1999 was  approximately
50%  compared to a gross  margin of  approximately  44% in the prior year period
which had been  negatively  impacted by  discounts in sales prices as a means of
introducing the Company's product in targeted jurisdictions.

Selling,   general  and   administrative   expenses   increased   $799,000,   or
approximately  39%, to $2.83 million for the six months ended  December 31, 1999
from $2.03  million in the same  period in the prior  year.  Payroll and payroll
related expenses were approximately $1.46 million for the six month period ended
December 31, 1999,  reflecting  an increase of  approximately  $426,000 over the
prior year period.  This  increase in payroll and payroll  related  expenses was
primarily  due  to  increased   staffing  in  the  areas  of  customer  service,
engineering  costs  associated with product  adaptation to certain slot machines
physical configurations, and an increase in administrative payroll.

Other  selling,  general and  administrative  expenses  increased  approximately
$211,000,  or 18.1%,  during the six month  period ended  December 31, 1999,  to
$1.37  million,  from $1.16  million in the six months ended  December 31, 1998.
This was primarily due to increases of approximately $136,000 in the reserve for
inventory obsolescence,  $78,000 in utilities and facilities rent and $37,000 in
trade show  expense.  The  increase in the reserve  for  inventory  obsolescence
expense  was  primarily  due to  improvements  made to certain of the  Company's
weighing mechanisms which  significantly  impacted the carrying value of certain
inventory  items.  As of December 31,  1999,  the reserve for  obsolescence  was
$437,000,  reflecting a net decrease of $3,000 during the six month period ended
December 31, 1999 after the write off of $139,000 in  inventory  items that were
scrapped and which had been  reserved for in previous  periods.  The increase in
utilities and facilities  rent was due to the additional  costs  associated with
the larger facility the Company moved into in November 1998 and the leasing of a
second  warehouse/production  facility  in  September  1999.  Other  general and
administrative expenses in the current year period are generally higher than the
prior year period due to increased staffing and sales activities.

Research and development  expenses decreased  $14,000,  or 8.5%, to $150,000 for
the six month period ended December 31, 1999 when compared to the same period in
the prior year.  Management  anticipates the research and  development  expenses
will  increase in future  periods as the Company  continues  in its  endeavor to
adapt its proprietary coin weighing  technology into non-gaming markets, as well
as fulfilling its  commitment to develop new products,  including new games that
would  work with  existing  slot  machine  protocols,  for both the  gaming  and
non-gaming markets.  Research and development  expenses include those associated
with new  product  development.  Expenses  associated  with the  improvement  or
modification  of existing  products are classified as  engineering  expenses and
included in the selling, general and administrative expense category.

In the fourth quarter of fiscal 1999,  the Company  reported that the holders of
its  Convertible  Preferred  Stock and 6% Secured  Convertible  Notes elected to
convert such securities into the Company's Common Stock (the "Conversion"). As a
result, an anti-dilution  provision contained in the Company's 1996 Stock Option
Plan (the  "Plan")  was  activated  whereby the equity  position  held by option
holders  could not be diluted or enhanced by the issuance of or reduction in the
number of shares of common  stock  issued other than through the Plan subject to
certain  approvals by the Board of  Directors.  In addition,  the  anti-dilution
provision  required  the total  amount to be paid by a holder of a stock  option
previously  granted not be  increased  or decreased by a change in the number of
shares outstanding. As a result of these provisions,  outstanding options at the
time of the  Conversion  were  reissued at prices that were less than the market
price on the dates of the  Conversions.  Therefore,  the  Company is required to
report as a non-monetary  operating  expense the  difference  between the option
price and the market value of options to acquire the  Company's  Common Stock at
the time such options vest. During the six month period ended December 31, 1999,
options  vested to  acquire  1,814,752  shares  of the  Company's  Common  Stock
resulting  in a  non-monetary  operating  expense of $264,000  for the six month
period. As of December 31, 1999, there are potentially 4.81 million options that
were issued in the Conversion that will vest in future periods, the total number

                                       9
<PAGE>
of which may decrease as a result of employee  turnover.  As these options vest,
non-monetary expenses will be recorded in future periods based on the difference
between  the  option  price  and the  market  price  on the  vesting  date.  The
anti-dilution  provision has been deleted from the Plan with certain exceptions,
such as stock splits.

Interest  expense  decreased  $48,000,  or 35.5%,  to $87,000  for the six month
period  ended  December  31, 1999 from  $135,000 in the same period in the prior
year  as  a  result  of  the  conversion  of  the  6%  Notes.  Depreciation  and
amortization  increased $52,000,  or 136.8%, to $90,000 in the first half of the
current  year from  $38,000 in the six month  period  ended  December  31, 1998,
primarily due to depreciation on leasehold improvements, furniture, fixtures and
equipment purchases.

Three Months Ended December 31, 1999 and 1998

During the quarter  ended  December 31,  1999,  sales were  approximately  $2.55
million,  compared to sales of $1.01 million for the three months ended December
31, 1998, an increase of $1.54 million or 152.7%. The gross margin for the three
months ended December 31, 1999 was  approximately 52% compared to a gross margin
of  approximately  43% in the  prior  year  period,  which  had been  negatively
impacted by discounts in sales prices as a means of  introducing  the  Company's
product in targeted jurisdictions.

Selling,   general  and   administrative   expenses   increased   $359,000,   or
approximately 34%, to $1.41 million for the three months ended December 31, 1999
from $1.05  million in the same  period in the prior  year.  Payroll and payroll
related expenses were approximately  $714,000 for the quarter ended December 31,
1999, reflecting an increase of approximately $151,000, or 26.8%, over the prior
year period. This increase in payroll and payroll related expenses was primarily
due to increased  staffing in the areas of customer  service,  engineering labor
associated   with  product   adaptation   to  certain   slot  machine   physical
configurations, and an increase in administrative payroll.

Other  selling,  general and  administrative  expenses  increased  approximately
$156,000,  or 27.3%,  during the three month period ended  December 31, 1999, to
$726,000,  from  $570,000 in the quarter  ending  December  31,  1998.  This was
primarily due to increases of approximately $96,000 in the reserve for inventory
obsolescence  and $50,000 in utilities and facilities  rent. The increase in the
reserve  for  inventory  obsolescence  was the  result of  improvements  made to
certain of the Company's weighing  mechanisms which  significantly  impacted the
carrying  value of certain  inventory  items.  The  increase  in  utilities  and
facilities  rent was due to the  additional  costs  associated  with the  larger
facility  the Company  moved into in  November  1998 and the leasing of a second
warehouse/production   facility   in   September   1999.   Other   general   and
administrative expenses in the current year period are generally higher than the
prior year period due to increased staffing and sales activities.

Research and  development  expenses were $27,000 for the quarter ended  December
31, 1999 compared to $79,000 in the same period in the prior year, a decrease of
65.8%.  Management  anticipates  the  research  and  development  expenses  will
increase in future periods as the Company  endeavors to expand its product line.
Non-monetary  stock  option  compensation  expense,  as  described  above in the
comparison of operations  for the six month periods ended  December 31, 1999 and
1998, was $148,000 for the quarter ended December 31, 1999.

Interest  expense  decreased to $59,000 for the quarter ended  December 31, 1999
from $71,000 in the same period in the prior year as a result of the  conversion
of the 6% Notes. Depreciation and amortization increased to $49,000 in the three
month period ended  December 31, 1999 from $27,000 in the prior year's  quarter,
an increase of 81.4%,  primarily due to depreciation on leasehold  improvements,
furniture, fixtures and equipment purchases.

                                       10
<PAGE>
Liquidity and Capital Resources

Sales during the quarter ended December 31, 1999 were $2.55 million,  with a net
loss of $353,000 after deducting  non-monetary stock option compensation expense
of  $148,000  and  depreciation  and  amortization  expense of  $49,000.  In the
immediately preceding quarter ended September 30, 1999, sales were $1.50 million
with a net loss of $1.03  million  after  deducting  non-monetary  stock  option
compensation  expense of $116,000 and depreciation  and amortization  expense of
$41,000.

The  Company's  current  assets at December  31,  1999  totaled  $4.36  million,
including  $341,000  in cash and cash  equivalents,  $1.30  million in  accounts
receivable,  $531,000  in  deposits on pending  inventory  purchases,  and $2.01
million in inventory.  The Company's  current  liabilities  were $2.81  million,
including  $1.33 million in accounts  payable,  $95,000 in accrued  interest due
stockholder, $90,000 in accounts payable to stockholder, $191,000 in the current
portion of long-term debt, $120,000 of which was in loans from stockholder,  and
$479,000 in deposits from customers.  Net cash used in operating  activities was
approximately $2.31 million.  References to stockholder herein refers to Malcolm
C. Davenport V, a director of the Company and beneficial  holder of 46.5% of the
Company's Common Stock.

As  previously  noted,  the Company's  initial  sales and  marketing  activities
commenced  in the latter  stages of the fiscal year ended June  30,1998.  Absent
significant  revenues from  operations,  the Company has funded itself primarily
through  equity  and debt  financing,  including  through  the  issuance  of the
Preferred Stock and 6% Secured  Convertible  Notes, and through additional loans
from Mr. Davenport.

On August 31, 1999,  Mr.  Davenport  provided a letter  agreement to the Company
whereby Mr.  Davenport agreed to loan the Company up to $2.00 million during the
next twelve  months.  During the six months ended December 31, 1999, the Company
borrowed $1.80 million under this letter agreement.  As of February 5, 2000, the
Company had borrowed the $2.00 million  available  under this letter  agreement,
plus an additional  $200,000.  The Company is currently in negotiations with Mr.
Davenport  to  formalize  and  increase  the amount  available  under the letter
agreement.

Based on recent and projected  sales  activities,  and in  anticipation of being
able to increase the amount of credit available from Mr.  Davenport,  management
believes  that it will have  sufficient  capital to fund future  operations.  In
addition,  the Company is pursuing other potential debt and/or equity  financing
arrangements.  No assurance  can be given that the Company will be successful in
its  negotiations  with Mr.  Davenport  or in its  pursuit of raising  operating
capital through other debt or equity financing arrangements.


                                       11
<PAGE>
PART II.  OTHER INFORMATION

ITEM 1.  Legal Proceedings

         None

ITEM 2.  Changes in Securities

         None

ITEM 3.  Defaults upon Senior Securities

         None

ITEM 4.  Submission of Matters to a Vote of Security Holders

a)            On December 8, 1999,  the Company held its 1999 Annual  Meeting of
              Stockholders in Las Vegas, Nevada, to consider (i) the re-election
              of Malcolm C.  Davenport V to serve as a Class II  director  until
              the  2002  Annual  Meeting  and (ii) the  ratification  of  Joseph
              Decosimo  &  Company,  LLP as  the  Company's  independent  public
              accountants for fiscal year 2000.

         The following  reflects the votes electing Mr.  Davenport and ratifying
         Decosimo & Company at the 1999 Annual Meeting:

                                              Votes Withheld or
           Proposals              Voted For     Votes Against       Abstentions
           ---------              ---------     -------------       -----------

      Malcolm C. Davenport
      Class II Director           91,091,662       203,253

      Ratify the selection of
      Joseph Decosimo & Co., LLP  91,002,214       219,051             73,650


ITEM 5.  Other Information

         None

ITEM 6. Exhibits and Reports on Form 8-K

       (a) Exhibits

         27.1            Financial Data Schedule.

       (b) Reports on Form 8-K

          None

                                       12
<PAGE>


                                   SIGNATURES

Pursuant to the requirements of Section 13 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.

                                              SPINTEK GAMING TECHNOLOGIES, INC.


Date:  February 10, 2000                     By: /s/ GARY L. COULTER
                                                --------------------
                                                Gary L. Coulter
                                                Chairman of the Board,
                                                Chief Executive Officer

Date:  February 10, 2000                     By:/s/ GEORGE P. MILLER
                                               -----------------------------
                                               George P. Miller
                                               Chief Financial Officer
                                               (Principal Financial
                                                 and Accounting Officer)




                                       13
<PAGE>
                                  EXHIBIT INDEX

Exhibit Index       Description                             Page Number
-------------       -----------                             -----------


27.1                Financial Data Schedule                   E - 10












                                       14