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  JUNE 30, 2002

OR

( ) TRANSITION REPORT  PURSUANT TO  SECTION 13 or 15 (d) OF THE  SECURITIES
    EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM _____________

Commission file number  0-22622

                             CREATOR CAPITAL LIMITED
              (Exact name of registrant as specified in its charter)

          BERMUDA                                           98-0170199
(State or other Jurisdiction of                         (I.R.S. Employer
Incorporation or Organization)                       Identification Number)

                         Cedar House, 41 Cedar Street
                           Hamilton HM 12, Bermuda
                    (Address of principal executive offices)

                             (604) 947-2555
            (Registrant's telephone number, including area code)

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  reports),  and  (2)  has  been  subject to such filing
requirements for the past 90 days.  Yes __X__  No _____

The registrant had  87,782,611 shares of common stock outstanding as of June 30,
2002.

Exhibit index is located on page 13.



CREATOR CAPITAL LIMITED

INDEX



PART I. FINANCIAL INFORMATION                                               PAGE

Item 1. Consolidated Financial Statements

Consolidated Balance Sheets - June 30, 2002 and December 31, 2001              3

Consolidated Statements of Operations - Three Months ended June 30, 2002
        and June 30, 2001                                                      4

Consolidated Statements of Operations - Six Months ended June 30, 2002
        and June 30, 2001                                                      4

Consolidated Statements of Cash Flows - Six Months ended June 30, 2002
        and June 30, 2001                                                      5

Consolidated Statement of Shareholders' Equity (Deficit)                       6

Notes to Consolidated Financial Statements                                     7


Item 2. Management's Discussion and Analysis of Financial Condition and       10
            Results of Operations


PART II. OTHER INFORMATION

Item 6.(a) Exhibits                                                           13




PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

                     CREATOR CAPITAL LIMITED AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
                                  (UNAUDITED)

                                     ASSETS

                                             June 30     June 30,   December 31,
                                               2001        2002         2001
                                                 $           $            $
Current Assets                              -----------------------------------
  Cash and cash equivalents                   111,887     152,948        90,890

Accounts and notes receivable                 177,450     107,707       143,380
  Prepaid expenses                            106,337      48,042        70,079
                                             -----------------------------------
    Total current assets                      395,674     308,697       304,329
                                           -------------------------------------

Furniture, fixtures and equipment, at cost    460,809     484,485       468,343
  Less:  accumulated depreciation            (331,865)   (424,834)     (378,932)
    Furniture, fixtures and equipment, net    128,944      59,651        89,411


Advance to China Investments                       -      115,030       108,030
    Total assets                              524,618     483,378       501,770

                      LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities
Accrued Dividends                             795,448     930,709       828,091
Accounts payable and accrued expenses         273,893     136,467       159,532
  Notes Payable, Current Liabilities           18,000      18,000        18,000
                                            ------------------------------------
    Total current liabilities               1,087,341   1,085,176     1,005,623

    Notes Payable, Long Term                   66,322      66,322        66,322
                                            ------------------------------------
                                            1,153,663   1,151,498     1,071,945

Shareholders' equity
  Class A preferred shares, $0.01 par value,
    Authorized - 3,000 shares,
    Outstanding - 2,237 shares                     22           22           22
  Class B preferred shares, $0.01 par value,
    Authorized - 5,000,000 shares,
    Outstanding - 2,075 and 2,662 shares            1            0            1
    Common shares, $0.01 par value
    Authorized - 100,000,000 shares;
    Outstanding 87,782,611 and
       24,367,414 shares                      990,251    1,065,314      873,026
   Additional paid-in-capital              65,296,772   65,213,731   65,405,998
   Accumulated deficit                    (66,916,091) (66,947,187) (66,849,222)
                                          --------------------------------------
                                             (629,045)    (668,120)    (570,175)
                                          --------------------------------------
  Total liabilities and
    shareholders' equity                      524,618      483,378      501,770
                                           =====================================



                        CREATOR CAPITAL LIMITED AND SUBSIDIARIES
                         CONSOLIDATED STATEMENTS OF OPERATIONS
                                       (UNAUDITED)

                                          Three Months           Six Months
                                         Ended June 30,        Ended June 30,
                                        2001       2002       2001       2002
                                           $        $           $        $
                                    --------------------------------------------

Revenue                               144,385     90,014     295,595    209,262
                                    --------------------------------------------
Operating Expenses
  Depreciation and amortization        70,212     22,950     201,222     45,901
  Consulting and contract labor        24,500     21,775      57,012     61,733
  General and administrative           40,778     38,206      84,756     64,500
  Legal                                    --      9,067       2,119     14,383
  Marketing                             5,068      2,475       5,068      8,058
  Sky Play Management                  44,000         --      80,000     12,067
                                    --------------------------------------------
                                      184,558     94,473     430,177    206,642
                                    --------------------------------------------
Other (Income) and Expense
  Interest income                      (1,116)      (266)     (1,581)      (397)
                                    --------------------------------------------
Net Income (loss)                     (39,057)    (4,193)   (133,001)     3,017
                                    ============================================

BASIC AND DILUTED LOSS PER SHARE
Numerator for basic and diluted
loss per share:
  Net Income (loss)                   (39,057)    (4,193)   (133,001)     3,017
  Preferred stock dividends           (86,740)   (49,294)    (86,740)  (100,982)
                                    --------------------------------------------
  Gain (loss) to common shareholders (125,797)   (53,487)   (219,741)   (97,965)
                                    ============================================

Denominator for basic and
diluted loss per share:
  Weighted average shares
    Outstanding                   50,583,529  90,424,191  50,583,529  90,424,191
                                  ==============================================

Net loss per share                     0.002      0.0006       0.004       0.011
                                  ==============================================




                        CREATOR CAPITAL LIMITED AND SUBSIDIARIES
                               STATEMENTS OF CASH FLOW
                                    (UNAUDITED)

                                                   Six Months       Six Months
                                                     Ended            Ended
                                                    June 30,         June 30,
                                                      2001             2002
                                                 ------------------------------
OPERATING ACTIVITIES
  Net Loss                                         (133,001)         (97,965)
Reconciliation of net loss to net cash used
in operating activities:
  Depreciation and amortization                     201,222           45,902
  Other
  Changes in assets/liabilities:
  (excluding effect of acquisition)
    Accounts receivable                             (15,550)          35,673
    Prepaid expenses                                (29,582)          22,037
    Accounts payable and accrued expenses           (53,281)         (23,065)
                                                 -----------------------------
      Net cash provided by (used in)
      operating activities                          (30,192)         (17,418)
                                                 -----------------------------
INVESTING ACTIVITIES
  Website                                           (11,825)          (7,000)
  (Purchases) sales of property and equipment        (2,860)         (16,142)
      Net cash provided by (used in)             -----------------------------
      investing activities                          (14,685)         (23,142)
                                                 -----------------------------
FINANCING ACTIVITIES
  Conversion of preferred shares to common shares   170,690               20
  Payment of preferred stock dividends              (86,740)         102,618
  Notes payable                                      (1,500)              --
      Net cash provided by (used in)             ----------------------------
      financing activities                           82,450          102,638
                                                 ----------------------------

Net increase (decrease) in cash                      37,573           62,078
Cash, beginning of period                            74,314           90,870
                                                 ----------------------------
Cash, end of period                                 111,887          152,948
                                                 ============================


                     CREATOR CAPITAL LIMITED AND SUBSIDIARIES
              Consolidated Statement of Shareholders' Equity (Deficit)
                      For the Six Months Ended June 30, 2002


                                        June 30        June 30       December 31
                                         2001           2002            2001
                                           $              $               $
                                      ------------------------------------------

Balance, December 31, 2000 (1999)     (66,696,350)   (66,849,222)   (66,696,350)

Current Period's Accruing                (133,001)         3,017         50,527

Preferred Stock Dividends                 (86,740)      (100,982)      (203,399)

Balance, end of Period                (66,916,091)   (66,947,187)   (66,849,222)






CREATOR CAPITAL LIMITED AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 1 - NATURE OF OPERATIONS

The  consolidated  financial  statements  of  Creator  Capital  Limited  and
Subsidiaries  ("CCL" or the  "Company")  included  herein  have  been  prepared
pursuant to the rules and regulations of the Securities and Exchange Commission
("SEC").  In  management's  opinion,  these  financial  statements  include all
adjustments,  consisting only  of normal recurring adjustments, necessary for a
fair  presentation  of  the  results  of  operations  for  the  interim periods
presented.  Pursuant  to  SEC  rules  and  regulations, certain information and
footnote  disclosures  normally  included  in  financial statements prepared in
accordance with generally accepted accounting principles have been condensed or
omitted from these statements unless significant changes have taken place since
the  end  of  the  most  recent fiscal year.  For this reason, the consolidated
financial  statements  and notes thereto should be read in conjunction with the
financial  statements and notes included in the Company's Annual Report on Form
10-K for the year ended December 31, 2001.

The Company is a Bermuda exempted company, which, on September 27, 2000  changed
its  name  to Creator  Capital  Limited,  and in June 1997, changed its  name to
Interactive  Entertainment Limited  ("IEL") from Sky  Games  International, Ltd.
("SGI").  The Company's activities had been focused on providing inflight gaming
software and services by developing, implementing and operating a computer-based
interactive  video  entertainment  system  of  gaming  and  other  entertainment
activities  on, but not limited to, the aircraft of international commercial air
carriers.  In  November  1998,  the  Company  ceased  operations of its inflight
gaming  business  and  currently,  the  Company is concentrating on its Sky Play
entertainment games business.

On January 13, 1998, the Company completed the acquisition of  all the outstand-
ing  capital  stock  of Inflight  Interactive  Limited ("IIL")  in exchange for
500,000  shares  of  the  Company's  $.01 par  value common stock  (the "Common
Stock").  IIL is  a United Kingdom developer and provider of amusement  games to
the airline industry.  The games are marketed under the name Sky Play and, as of
June 30,  2002,  currently  are  operating  on a number of airlines:  Air China,
Cathay Pacific,  Continental,  Emirates,  Japan Airlines  and Malaysia Airlines.
The  purchase  agreement  provides  for  the  Company  to  issue  up  to 250,000
additional shares of Common Stock to the previous owners of IIL upon achievement
of certain milestones regarding implementation of the Company's Sky Games gaming
software  with  an  international  airline to be designated by the parties.  The
acquisition was accounted for using the purchase method.

On  September  22,  2001,  the Company entered into an Investment agreement with
Asset  China  Investments  Ltd.  ("Asset China").  Asset  China holds 70% of the
Outstanding  shares  of  Beacon  Hill  Enterprises  Ltd.  Beacon  Hill holds the
License  for and  operates one of two major  Soccer Betting Lottery locations in
Guangzhou City, Guangdong Province, People's Republic of China.  In exchange for
1,500,000  shares  of the Company's  Common  Stock,  and  an investment of up to
HK$1,500.000  (US$ 180,050.00),  the Company receives 80% of the proceeds of the
business profits generated from Asset China's sports betting and lottery assets.
To date, the Company has forwarded HK$900,000.00 (US$108,030.00).  Subsequently,
Asset  China  has  informed  CCL  that  it  has  changed its name to Trade Watch
Consultants Ltd.

On  November  1, 2001, the Company entered into an Investment agreement with Lee
John Associates ("Lee John").  Lee John is engaged in the business of owning the
licenses  for  and  operating  several  lottery  locations  in  Guangzhou  City,
Guangdong Province,  Peoples' Republic of China.  In exchange for 500,000 shares
of the Company's common stock,  the Company shall receive 80% of the proceeds of
the business profits generated from Lee John's Lottery businesses.


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

The  consolidated  financial statements include the accounts of the Company and
Its  wholly  owned  subsidiaries:   Sky  Games  International  Corp.  (a Nevada
corporation), Creator Island Equities Inc. (a Yukon Territory corporation), and
Inflight  Interactive  Limited (a U.K. corporation).  All material intercompany
transactions have been eliminated in consolidation.

Goodwill

The goodwill, which arose from the acquisition of IIL, is being  amortized on a
straight-line basis over three years.  It is now amortized out.

Software Development

All  software  production  costs  have  been  capitalized until the software was
available for general release to customers in  accordance with the provisions of
Statement of Financial Accounting Standards No. 86, "Accounting for the Costs of
Computer  Software  to be Sold, Leased, or Otherwise Marketed."  Amortization of
the software costs over a three-year period started in June 1998.

Comprehensive Income

The  Company  adopted  Statement  of  Financial  Accounting  Standards  No. 130,
"Reporting  Comprehensive  Income,"  ("SFAS No. 130") effective January 1, 1998.
SFAS  No.  130   established   standards  for  the  reporting   and  display  of
comprehensive  income  and  its  components  in  a  full  set of general-purpose
financial statements.  The Company's comprehensive income (loss) is substantial-
ly equivalent to net  income (loss) for the three months ended June 30, 2002 and
2001, respectively.

Use of Estimates

The preparation  of financial statements in  conformity with  generally accepted
accounting principles requires management to make estimates and assumptions that
affect amounts reported in the financial  statements and  accompanying notes and
in determining the impairment of long-lived assets.  Actual results could differ
from those estimates.


NOTE 3 - ACQUISITION OF MINORITY INTEREST

Prior to June 17, 1997, the Company operated its principal  business  activities
under the name Sky Games International, Ltd. through  its  indirectly  80%-owned
subsidiary then  known as  Interactive  Entertainment Limited  ("Old IEL").  The
remaining  20% of Old IEL  was held by an  affiliate of Harrah's  Entertainment,
Inc. (which, together with its affiliates, is referred to herein as "Harrah's").
Harrah's  also  managed  the  operations  of  Old  IEL  pursuant to a management
agreement effective December 30, 1994, (the "Management Agreement").

Effective June 17, 1997, pursuant to a Plan and Agreement of Merger and  Amalga-
mation dated May 13, 1997; Old IEL was  merged into the Company  (the "Amalgama-
tions").   As  part  of   the  Amalgamations,  the  Management   Agreement  with
Harrah's  was  terminated.   Harrah's  received  a  total of 5,879,040 shares of
Common  Stock  in  exchange  for  its  20% ownership interest in Old IEL  and as
consideration for the termination of the Management Agreement.  The Amalgamation
has been accounted for under the purchase method.  The shares issued to Harrah's
were valued at  $26,255,793  based on the  average quoted market  price  of  the
Company's  Common  Stock  when  the  Amalgamations were announced, or $4.466 per
share.


NOTE 4 - SHAREHOLDERS' EQUITY

In December 1994, the Company discontinued an engineering and marketing arrange-
ment with B/E Aerospace, Inc. ("BEA").  As part of the termination, the  Company
issued to BEA a promissory note in the original principal amount of $2.5 million
at 12% per annum.  On February 28, 1997, an agreement  was reached  with  BEA to
exchange the note, in the  amount of  $2,737,000,  including  accrued and unpaid
interest, for Class A  Preference  Shares at $1,000 per share.  The exchange for
2,737 Class A  Preference Shares  was completed in  June 1997.  During 1998, the
Company and BEA  agreed  that  the  Company would  redeem the Class A Preference
Shares in installments beginning June 30, 1998.  The Company redeemed 500 shares
at their redemption price of $1,000  per share during  1998, but has been unable
to redeem additional shares.

The  Class A  Preference  Shares are  convertible at any  time into a  number of
Shares  of  Common  Stock  determined by  dividing $1,000  per share of  Class A
Preference Shares, plus any accrued and unpaid dividends thereon by:  (i)  prior
to August 31, 1999, a conversion price equal to 65% of the  average mean of  the
closing bid and ask prices of the Common Stock for the 20 trading days prior  to
the conversion (the "Market Price") and (ii) after August 31, 1999, a conversion
price  equal  to  60% of the Market Price.  Dividends  on the Class A Preference
Shares are  cumulative and  payable quarterly at an annual dividend  rate of 9%.
The Company, at its option, may redeem the Class A Preference  Shares,  in whole
or in part, at any time and from time  to time, at a  redemption price of $1,000
per  share  plus any accrued  and unpaid dividends thereon.   The Company is not
required to redeem the Class A Preference Shares.   Upon liquidation, holders of
the Class A Preference  Shares will  be entitled to repayment of an amount equal
to  $1,000  per share  plus accrued and unpaid  dividends, prior to anydistribu-
tions to holders of common Stock.  Unpaid dividends of $930,709 were  in arrears
as of June 30,  2002 and  are included on  the  Consolidated Balance  Sheets in
Accounts Payable and Accrued Expenses.  The Class A Preference  Shares  does not
have any voting rights.

As part of the  Amalgamation, Harrah's  entered into the  "Registration and Pre-
Emptive  Rights  Agreement"  under  which,  among other things, Harrah's has the
right to receive additional shares of Common Stock at $.01 per share in order to
maintain their ownership percentage in the Company in the event that the Class A
Preference Shares held by BEA are converted into Common Stock.  The value of any
such  shares  of  Common  Stock  issued  to Harrah's will be accounted for as an
adjustment  to  the purchase price incurred in the Amalgamation when and if such
shares are issued.

On December 17, 1997, the Company issued 1,000 shares of  Series  A  Convertible
Preference Shares of the Company's Class B Preferred Stock for a total consider-
ation  of $1,000.000.   The Class B  Series A Preference  Shares are convertible
into a number of shares of Common Stock, determined by dividing the stated value
of $1,000 per share by the lesser of: $3.2038 (the "Fixed Conversion Price") and
a price  (the "Floating  Conversion Price") calculated as 85% of  the average of
the  three  lowest  closing bid  prices for the Common  Stock during  the thirty
trading days  occurring  immediately prior to, but not including, the conversion
date.   Dividends  are  cumulative and may be paid, at the option of the Company
and with prior notice, in additional shares of Common Stock at an  annual divid-
end rate of 8%. Warrants for the purchase of 61,718 shares of Common Stock  were
issued  in  connection  with  the  issuance of the  Series A Class B Convertible
Preference  Shares.   The  warrants  expired on December 17, 1999.   The Company
exercised  an  option  of selling a  second tranche with 123,432 warrants for an
aggregate  purchase  price of  $2,000,000  on July 24, 1998.  As of December 31,
1999, 680 shares of  the Class B Series A  Preference Shares  had been submitted
for  conversion  into  25,600,012  shares of  Common Stock.   All  Common  Stock
issuable  upon  the conversions has been issued except for 3,492,426 shares.  In
January,  1999,  two holders of the Class B Series A Preference Shares agreed to
amend the  conversion terms so  that the Floating  Conversion  Price will not be
less than $0.25 per share.  As of December 31, 1999, a total of 1,720  shares of
the Class B Series A Preference Shares were outstanding.   As of March 31, 2000,
1,000 Class B Series  A Preference  Shares, convertible  at $0.25 per share, had
been  submitted for conversion  into 4,480,000 shares of  Common  Stock.   As of
March 31, 2000, 600 of the Class B Series A Preference Shares were submitted for
conversion into 22,588,233 shares of Common Stock.   The  remaining  120 Class B
Series A Preference Shares are convertible into 480,000 shares  of Common  Stock
at $0.25 per share.  Subsequent to the year end, these shares were submitted for
conversion, and 480,000 common shares were issued on January 8, 2001.

As of  February 20, 1998,  the Company  sold  300 shares of  Class  B  Series  B
Convertible Preferred Stock at $1,000 per share.   The Class B Series B Convert-
ible  Preferred  Shares  have  the same  dividend and conversion features as the
Class  B  Series  A Preferred  Shares.   The investor also received a warrant to
purchase 18,515 shares of Common Stock at a price of $3.2038 for 18 months.   As
of  September  30,  1999,  38  shares  of  the Series  B Class B shares had been
converted  into Common  Stock and 262 shares remained outstanding.   As of March
31, 2000, the 262 shares were submitted for conversion into 9,863,529  shares of
common stock.

The unpaid dividends were included in the March 31, 2000 conversion submission.


NOTE 6 - AGREEMENT REGARDING REDEMPTION OF PERFORMANCE SHARES

When the Company acquired the rights to the inflight  gaming  software from  Sky
Games International,  Inc.  ("SGII")  on  November 7, 1991,  a  portion  of  the
consideration was 3,000,000 shares  of  Common  Stock which,  according  to then
applicable requirements, were placed in escrow, to be released on  the basis  of
one share for each U.S. $1.78 of net cash flow generated from the assets  over a
ten-year period (the "Performance Shares").  2,000,000 of the Performance Shares
were issued to SGII (87% of the outstanding stock of which was owned by James P.
Grymyr, formerly a director of the Company,  and  his wife) and 1,000,000 shares
were issued to  Anthony  Clements,  a  director of  the Company.   An additional
525,000 shares, which were issued to Dr. Rex E. Fortescue, formerly  a  director
of the  Company,  are held in the escrow on the same terms and are also included
as Performance Shares.  Each of Messrs. Clements and Fortescue, as of April  30,
1997, agreed to allow the Company to  redeem  and cancel the  Performance Shares
when and  if they  are released  from  escrow  for any  reason  whatsoever  (the
"Redemption  Agreement").   As  consideration  for such  agreement to tender the
Performance Shares for cancellation by the  Company in the event  they  are ever
released from the escrow, the Company has issued 508,333 shares of Common Stock,
respectively.  SGII, as of April 30, 1997, also agreed that it would tender  the
2,000,000  Performance  Shares,  which it  holds for cancellation by the Company
when and if such  Performance  Shares are  released from  escrow  for any reason
whatsoever (the "Redemption and Cancellation Agreement").   As consideration  of
such agreement, in February 1997, the Company  expensed the  outstanding balance
of a note made by SGII to the Company in the approximate amount of $550,000  and
issued to SGII 80,590 shares of  Common Stock.   In the  event  the  Performance
Shares are  not released  prior to six  months after  the end  of the  Company's
financial year ending in the year 2002, the Performance  Shares will  automatic-
ally be canceled in accordance with the terms of the escrow agreement.

As part of the  agreements  to allow  the  redemption  and  cancellation  of the
Performance  Shares,  the holders  of  the Performance  Shares  have  issued  an
irrevocable proxy to a bank which has agreed not to vote the Performance  Shares
at any General Meeting of Shareholders or otherwise.  The irrevocable proxy  and
the agreement not to  vote  the  Performance  Shares  will  terminate  upon  the
cancellation  of  the  Performance Shares.   The escrow agent is prohibited from
canceling the Performance Shares under the escrow agreement.

Although  the  Performance  Shares have no rights they are still issued and out-
standing,  therefore  they are  included  in the  per share calculations for all
periods presented.  Effective December 31, 2000 they  are considered outstanding
for financial statement purposes


Item 2:   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
          AND RESULTS OF OPERATIONS

Overview

Creator Capital Limited ("CCL" or the "Company"), formerly known as  Interactive
Entertainment Limited ("IEL"), is a Bermuda exempted company, which  was incorp-
orated  on  January  28, 1981.   The Company's activities  had been  focused  on
providing inflight gaming software and services by developing, implementing  and
operating a computer-based interactive video entertainment system of gaming  and
other entertainment activities on, but not limited to,  the aircraft  of  inter-
national commercial air carriers.

On January 13, 1998,  the Company completed the acquisition of  all of  the out-
standing stock of Inflight Interactive Limited  ("IIL") in exchange for  500,000
shares of the Company's Common Stock.  IIL is a U.K. developer  and provider  of
amusement games to the airline industry.  CCL currently operates the "IIL" games
under  the name  SkyPlay.   As of June 30, 2002,  Sky Play games  are  currently
installed and operating on Air China, Cathay Pacific, Emirates Air and Japan Air
Lines.   During the  second  quarter of 2002,  the  number of  airline customers
decreased from six to four, and the number of  installed  aircraft  decreased to
116.

On November 12, 1998, the Company announced that it had been  unable to  attract
the additional capital  necessary  for  continued  development of its  Sky Games
inflight gaming business and that it had discontinued all  operations associated
with the Sky Games product line.  The Company stated  that it  would refocus its
business efforts to concentrate exclusively on its non-gaming  inflight Sky Play
PC games, customers and business.  All employees were terminated as of  November
13, 1998.   Those  former employees retained  on a part-time  contract basis  to
assist with the management of  Sky Play are no longer  so retained.  Two  former
employees, through their  corporate entity,  have  been  formally  contracted to
attend to the  Sky Play business.  The discontinuation of the Sky Games business
has not had an adverse impact on the Sky Play business.

As of December 31, 1998,  IEL had a  contract  to provide its gaming software to
Singapore Airlines, ("SIA"), which has various termination provisions.  On March
22, 1999, SIA notified the Company that it was exercising its termination rights
under the contract.  The contract with Singapore Airlines was the Company's only
contract to provide its gaming software to an airline.   Gaming is prohibited on
the aircraft of U.S. commercial air carriers and on all  flights to and from the
United States.  Other countries may introduce  similar prohibitions, which could
limit the prospects for additional contracts.

At  the Annual  General  Meeting of  shareholders  held  on  September 19, 2000,
shareholders voted in favour of the following resolutions:   (i) change the name
of  the  Company  to  "Creator  Capital  Limited"  ("CCL");   (ii) increase  the
Company's authorized shares  to 105,003,000 and its  authorized share capital to
US$1,050,030.00;   (iii) give the Board of Directors  the discretion to effect a
consolidation of the Company's authorized share capital and  outstanding  shares
by up to 10 to 1  (which would decrease the  authorized  shares  and  authorized
share capital and increase the par value of its shares by the  selected  ratio),
and, also in its discretion, subsequently  to  decrease  the  par  value of  the
Company's Common Stock to $.001 per share and increase the Company's  authorized
shares to 105,003,000;

On September 22, 2001,  the Company  entered into an Investment  agreement  with
Asset  China  Investments Ltd.  ("Asset China").   Asset China holds  70% of the
Outstanding  shares  of  Beacon Hill  Enterprises Ltd.   Beacon  Hill  holds the
license for and operates one of two  major Soccer  Betting Lottery  locations in
Guangzhou City, Guangdong Province, People's Republic of China.  In exchange for
1,500,000  shares of  the Company's  Common Stock, and an investment  of  up  to
HK$1,500.000 (US$ 180,050.00), the Company receives  80% of the proceeds  of the
business profits generated from Asset China's sports betting and lottery assets.
To date, the Company has forwarded HK$900,000.00 (US$108,030.00).

On November 1, 2001,  the  Company entered into an Investment agreement with Lee
John Associates ("Lee John").  Lee John is engaged in the business of owning the
licenses  for  and  operating  several  lottery  locations  in  Guangzhou  City,
Guangdong Province, Peoples' Republic of China.  In exchange for 500,000  shares
of the Company's common stock, the Company shall receive  80% of the proceeds of
the business profits generated from Lee John's Lottery businesses.

CCL's principal activities through December 31, 2000,  consisted of simplifying,
and  redesigning the  Sky Games  inflight  gaming  software  and  marketing  and
supporting the Sky Play PC amusement game software. CCL continues to provide its
amusement game software to Air China, American Airlines, Cathay Pacific Airways,
Continental,  EgyptAir,  Japan  Air  Lines,  Lauda Air  and  Malaysia  Airlines.
Emirates Air was added as a client in 2000, while Virgin Atlantic ceased to be a
client.   CCL's  Sky  Play  revenues  increased  from  US$507,000 during 1999 to
US$537,000 during 2000.

CCL's principal activities through December 31, 2001 consisted of:  1) assessing
and analyzing the status of the Sky Games  Inflight gaming software and  the Sky
Play business following the departure of eFlyte, LLC as the operational managers
and technical support of business:  2) the ongoing management and support of the
Sky Play business, and   3) the due diligence  for and  investment  in the China
Soccer  Betting  Lottery  Project.   CCL's  Sky  Play  revenues  increased  from
US$537,000 during 2000 to US$561,030.

As of December 31, 2001,  both Egypt Air  and Lauda Air ceased to be clients due
to budgetary constraints.  As of March 31, 2002, American Airlines suspended use
of the Sky Play games.  Those aircraft installed with  the  Matsushita  2000 IFE
systems were redeployed  to  short  haul  Caribbean  routes due  to a  budgetary
realignment  of  the fleet.   As of  June 30,  2002,  Continental  Airlines  and
Malaysia Air ceased to be clients.

CCL's principal  activities  through  June 30,  2002 continued to focus on those
activities  outlined  for  December 31, 2001.   CCL is continuing to develop the
www.china-lotteries.com website.  The completion of this site will enable CCL to
optimize the potential of its investment in China.

Subsequent to  June 30,  2002,  Steve Rosenberg resigned as a Director effective
July  12,  2002  due to  professional  commitments.   He  remains  active  as  a
consultant to the Company.   On August 1, 2002, J. B.  (Jack) Isles  passed away
suddenly.  His valuable advice and active interest in CCL will be sorely missed.

Results of Operations

Six Months Ended June 30, 2002 and 2001

Revenue from  operations for the six  months ended June 30,  2002  was $209,262
compared  to $295,595  during  the  six months  ended June  30, 2001.   Revenue
consisted of fees generated from the Sky Play amusement games acquired with the
purchase of IIL.  The decrease in revenue reflects the fact that the number  of
airlines and subsequently, the number of aircraft licensed to use the Company's
software has decreased.   This result is directly  attributable  to the current
budgetary  constraints  of  the  airline  industry  in  general  and  increased
competition.

General and administrative expense decreased from $84,756 in the 2001 period to
$64,500 in the 2002 period.

Consulting and contract labor expenses have increased from  $57,012 to $61,733.
Product marketing increased from $5,068 to $8,058  and legal expense I ncreased
from $2,119 to $14,383.

Depreciation  and  amortization  expenses decreased  from  $201,222 to $45,901.

Net gain of $3,017 for the six months ended June 30, 2002 compared to a loss of
$133,001 for the six months ended June 30, 2001 reflects the continuing efforts
of management  to contain expenses,  along with the significant decrease in the
depreciation and amortization expenses.

Liquidity and Capital Resources

At June 30, 2002,  the  Company had a working capital deficit of $776,479.   The
accruing preferred share dividends payable  substantially  contributed  to  this
deficit.   The  Company had positive cash  flow from  operations  during the six
months ended June 30, 2002.   It has been sufficient  to provide  the  necessary
funds for marketing, for continued development of the Company's products but not
adequate to fund payment of  the Company's  dividend obligations  on outstanding
preference shares. The Company has negotiated a r estructuring and  reduction of
certain amounts owed to  two of its largest creditors and to a deferred  payment
plan on these obligations. It is current with these agreements.


Forward-Looking Information

This Form 10-Q contains forward-looking statements that include  among  others,
statements concerning the Company's plans to implement  its software  products,
commence generating revenue from  certain of its products,  expectations  as to
funding its capital requirements,  the impact of competition,  future plans and
strategies,  statements  which  include  the  words  "believe,"  "expect,"  and
"anticipate"  and  other   statements  of  expectations,  beliefs,  anticipated
developments and other matters that are not historical facts.  These statements
reflect the Company's views with respect to such matters.   Management cautions
the reader that these  forward-looking  statements  are  subject  to risks  and
uncertainties that could cause actual events or  results to  materially  differ
from those expressed or implied by the statements.


PART II.  OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K

(a)  Exhibits
EXHIBIT
DESCRIPTION
  2.
Plan and Agreement of Merger and Amalgamation, dated as of May 13, 1997, among
the Company,  SGI Holding  Corporation Limited, IEL and  Harrah's  Interactive
Investment Company. (Incorporated by reference to the same numbered exhibit to
the Registrant's Form 8-K as filed with the SEC on June 27, 1997.)
  3.i(a)
Articles of  Incorporation  (Yukon Territory).  (Incorporated by reference to
Exhibit 1.1 to the Registrant's Annual Report on Form 20-F (File No. 0-22622)
As filed with the SEC on October 12, 1993.)
  3.i(b)
Certificate of Continuance (Bermuda). (Incorporated by reference to Exhibit 1.2
to the Registrant's Annual Report on Form 20-F (File No. 0-22622) as filed with
the SEC on September 16, 1996.)
  3.ii
Byelaws as amended. (Incorporated by reference to the same numbered exhibit to
the Registrant's  Annual Report on Form 10-K/A No. 2 as filed  with the SEC on
July 8, 1998.)
  4.1
Escrow  Agreement dated May 27, 1992, as amended, among  Montreal Trust Company
of Canada, the Company and certain shareholders.  (Incorporated by reference to
Exhibit 3.2 to the Registrant's Annual Report on Form 20-F (FileNo. 0-22622) as
filed with the SEC on October 12, 1993.)
  4.2
Redemption Agreement, dated as of February 25,  1997,  between the Company and
Anthony Clements and Rex Fortescue. (Incorporated by reference to  Exhibit 3.12
to the Registrant's Annual Report on Form 20-F (File No. 0-22622) as filed with
the SEC on September 12, 1997.)
  4.3
Redemption and Cancellation Agreement, dated as of April 30, 1997, between the
Company and Sky Games International, Inc. (Incorporated by reference to Exhibit
3.13 to the Registrant's Annual Report on Form 20-F (File No. 0-22622) as filed
with the SEC on September 12, 1997.)
  4.4
Shareholder  Rights  Agreement dated  June 17, 1997,  between the Company  and
Harrah's Interactive Investment Company.  (Incorporated by reference to Exhibit
3.15 to the Registrant's Annual Report on Form 20-F (File No. 0-22622) as filed
with the SEC on September 12, 1997.)
  4.5
Registration and Preemptive Rights Agreement  dated June 17, 1997,  between the
Company and Harrah's Interactive Investment Company. (Incorporated by reference
to Exhibit 4(a)  to the Registrant's Form 8-K as filed with the SEC on June 27,
1997.)
  4.6
Registration Rights Agreement, dated June 17, 1997, between the Company and B/E
Aerospace, Inc.  (Incorporated by reference to Exhibit 4(b) to the Registrant's
Form 8-K as filed with the SEC on June 27, 1997.)
  4.7
Subscription Agreement,  dated as of October 22, 1997, between  the Company and
Henderson  International  Investments Limited.   (Incorporated by reference  to
Exhibit 3.22 to the Registrant's Quarterly Report on Form 10-Q/A No. 1 as filed
with the SEC on July 8, 1998.)
  4.8
Subscription Agreement,  dated  as  of October 22, 1997, between the Company and
Michael A. Irwin. (Incorporated by reference to Exhibit 3.23 to the Registrant's
Quarterly Report on Form 10-Q/A as filed with the SEC on July 8, 1998.)
  4.9
First Amendment to Registration and Preemptive Rights Agreement dated March 18,
1998 between the Company and Harrah's Interactive Investment  Company. (Incorp-
orated by reference to  Exhibit 99.22 to the Registrant's  Amended Registration
Statement on Form S-3 as filed with the SEC on July 15, 1998.)
  4.10
First Amendment  to  Subscription Agreement between the Company and Henderson
International Investments Limited dated as of April 2, 1998. (Incorporated by
reference to Exhibit 99.23 to the Registrant's Amended Registration Statement
on Form S-3 as filed with the SEC on July 15, 1998.)
  4.11
Securities Purchase Agreement between the Company and each of Marshall Capital
Management, Inc. (formerly Proprietary Convertible Investment Group, Inc.) and
CC Investments, LDC dated as of December 17, 1997.  (Incorporated by reference
to Exhibit 99 to the Registrant's  Form 8-K as  filed with the SEC on December
24, 1997.)
  4.12
Registration Rights Agreement between the Company and  each of Marshall Capital
Management, Inc. (formerly Proprietary Convertible  Investment Group, Inc.) and
CC Investments, LDC dated as of December 17, 1997 (Incorporated by reference to
Exhibit 4(c) to the Registrant's Form 8-K as filed with the SEC on December 24,
1997.)
  4.13
Securities Purchase Agreement between the Company and Palisades Holding, Inc.
dated February 20, 1998.  (Incorporated by reference to Exhibit  99.6 to  the
Registrant's Amended Registration Statement on Form S-3 as filed with the SEC
on July 15, 1998.)
  4.14
Registration Rights Agreement between the Company and Palisades Holding, Inc.
dated February 20, 1998.  (Incorporated by reference to  Exhibit 99.5 to the
Registrant's Amended Registration Statement on Form S-3 as filed with the SEC
on July 15, 1998.)
  4.15
Securities Agreement between the Company and B/E Aerospace, Inc. dated June 25,
1998.  (Incorporated by reference to  Exhibit 99.1 to the Registrant's Form 8-K
filed with the SEC on July 2, 1998.)
 10.5*
Services Agreement, dated as of  November 7, 1995,  between IEL  and  Singapore
Airlines Limited. (Incorporated by reference to Exhibit 3.9 to the  Registrant's
Annual Report on Form 20-F (File No. 0-22622) as filed with the SEC on September
16, 1996.)
 10.6*
Software License and Software Services Agreement, dated as of November 7, 1995,
between IEL and Singapore Airlines Limited. (Incorporated by reference to
Exhibit
3.10 to the Registrant's Annual Report on Form 20-F (File No. 0-22622) as filed
with the SEC on September 16, 1996.)
 10.7
Sublease Agreement dated as of June 5, 1997,  between IEL and Harrah's Operating
Company, Inc. (Incorporated by  reference to  Exhibit 3.11 to the  Registrant's
Annual Report on Form 20-F (File No. 0-22622) as filed with the SEC on September
12, 1997.)
 10.8
Consulting Agreement, dated as of April 30, 1997, between the Company and James
P. Grymyr. (Incorporated by reference to Exhibit 3.14 to the Registrant's Annual
Report on Form 20-F (file No. 0-22622) as filed with the SEC on September 12,
1997.)
 10.9*
Software License Agreement dated June 17, 1997, between the Company and Harrah's
Interactive  Investment Company.  (Incorporated by reference to  Exhibit 3.16 to
the Registrant's Annual Report on Form 20-F (File No. 0-22622) as filed with the
SEC on September 12, 1997.)
 10.10
Continuing Services Agreement  dated  June 17, 1997,  between the Company and
Harrah's  Interactive  Entertainment  Company.  (Incorporated by reference to
Exhibit 3.17 to the Registrant's Annual Report on Form 20-F (File No. 0-22622)
as filed with the SEC on September 12, 1997.)
 10.11
Termination Agreement and Release, dated as of June 17, 1997, among the Company,
SGI Holding  Corporation  Limited, IEL, Harrah's Interactive Investment Company,
and  Harrah's  Interactive  Entertainment Company. (Incorporated by reference to
Exhibit 3.21 to the Registrant's Annual Report on Form 20-F (File No. 0-22622 as
filed with the SEC on September 12, 1997.)
11.11**
Investment Agreement dated September 22, 2001, between the Company and Asset
China Investments Ltd.
11.12**
Investment Agreement dated November 1, 2001, between the Company and Lee John
Associates.
27**
Financial Data Schedule
*Confidential treatment has been granted.
**Submitted herewith.

Signature

Pursuant to the requirements 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.


CREATOR CAPITAL LIMITED


BY:   "Deborah Fortescue-Merrin"
              President

August 12, 2002