`
                     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, 2003

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 bySection 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  90,795,037 shares  of  common stock outstanding as of
March 31, 2003.

Exhibit index is located on page 11.









<PAGE>















                             CREATOR CAPITAL LIMITED

                        CONSOLIDATED FINANCIAL STATEMENTS

                                  MARCH 31, 2003

                                 (U.S. DOLLARS)








































<PAGE>



                              CREATOR CAPITAL LIMITED

                        CONSOLIDATED FINANCIAL STATEMENTS

                                 MARCH 31, 2003

                                 (U.S. DOLLARS)

                                     INDEX


REPORT OF INDEPENDENT AUDITORS                                      PAGE 3

CONSOLIDATED BALANCE SHEET                                               5

CONSOLIDATED STATEMENT OF OPERATIONS                                     7

CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT                  8

CONSOLIDATED STATEMENT OF CASH FLOWS                                     9

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS                       10-15
































<PAGE>






                          REPORT OF INDEPENDENT AUDITORS


To the Shareholders
Creator Capital Limited

We have audited the accompanying consolidated balance sheets of Creator
Capital Limited for the three months then ended March 31, 2003, and the
Related statements of operations, stockholders' equity (deficit), and
Cash flows for the three months ended March 31, 2003.  These consolidated
financial statements are the responsibility of the Company's management.
Our responsibility is to express an opinion on these consolidated financial
statements based on our audit.

We conducted our audits in accordance with auditing standards generally
accepted in the United States.  Those standards require that we plan and
perform the audit to obtain reasonable assurance whether the financial
statements are free of material misstatement.  An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statements
presentation.  We believe that our audit provided a reasonable basis for
our opinion.

In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the financial position of Company
as of March 31, 2003 and the results of operations and cash flows for the
three months ended March 31, 2003 in conformity with accounting principles
generally accepted in the United States.

The accompanying consolidated financial statements have been prepared
assuming that the Company will continue as a going concern.  As discussed
in Note 1 to the consolidated financial statements, the Company has limited
operations, products, or facilities, and requires significant resources to
implement its plan of operations that raises substantial doubt about its
ability to be a going concern.  Management's plans in regard to these matters
are also described in Note 1.  The consolidated financial statements do not
include any adjustments that might result from the outcome of this uncertainty.


Vancouver, BC                                           "BUCKLEYDODDS"
April 24, 2003                                      Chartered Accountants










<PAGE>                               3



                    CREATOR CAPITAL LIMITED AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                                   (UNAUDITED)

                                     ASSETS
--------------------------------------------------------------------------
                                    March 31,     March 31,   December 31,
                                      2003          2002          2002
--------------------------------------------------------------------------
Current Assets
  Cash and cash equivalents        $ 135,342     $ 135,767     $ 139,338
  Accounts receivable                 40,585       120,668        50,795
  Prepaid expenses                    46,167        59,292        46,167
                                   ---------     ---------      --------
    Total current assets             222,094       315,727       236,300
                                   ---------     ---------      --------
Furniture, fixtures and
  equipment, at cost                 496,391       471,561       495,561
  Less:  accumulated depreciation   (470,097)     (401,883)     (468,861)
    Furniture, fixtures and         ---------     ---------     --------
      equipment, net                  26,494        69,678        26,700
                                    ---------     ---------     --------

Investment - China Lotteries         115,030       108,030       115,030

(Note 3)                            --------      --------       -------

     Total assets                  $ 363,418     $ 493,435     $ 378,030
                                   ---------     ---------     ---------

                      LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities
  Accounts payable and
    accrued expenses                 159,786       143,975       164,541
  Accrued dividends payable        1,035,476       877,744       984,168
  Notes Payable,
    current liabilities               18,000        18,000        18,000
                                   ---------     ---------     ---------
Total current liabilities          1,213,262     1,039,719     1,166,709


Notes payable, long term
  And non-interest bearing             6,322        66,322        66,322
                                   ---------     ---------     ---------
                                   1,279,584     1,106,041     1,233,031
                                   ---------     ---------     ---------
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,

  Common shares, $0.01 par value
    authorized - 100,000,000
    shares; outstanding 90,795,037
    and 87,302,611 shares            873,027     1,065,294       873,027
Additional paid-in-capital        65,405,998    65,215,778    65,405,998
Accumulated deficit              (67,195,213)  (66,893,700)  (67,134,048)
                                  ----------   -----------    ----------
                                     916,166)     (612,606)     (855,001)
                                  ----------    ----------    ----------
  Total liabilities and
    shareholders' equity            363,418      $ 493,435     $ 378,030
                                  ----------    ----------    ----------



         SEE ACCOMPANYING NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS






<PAGE>                                       6




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


                                   Three Months   Three Months      Year
                                      Ended          Ended          Ended
                                     March 31,     March 31,     December 31,
                                       2003         2002             2002
                                   ---------      ---------      ---------
Revenue                            $  43,210      $ 119,248      $ 326,162
				            ---------      ---------      ---------

Operating Expenses
  General and administrative          38,639         50,519        211,115
  Bad debt expense                         -              -         20,250

  Consulting and contract labor       10,500         27,800         42,566
  Marketing                            1,144          5,583         11,455
  Legal                                1,628          5,316         33,371
  Depreciation and amortization        1,236         22,951         89,928
                                   ---------       --------       --------
                                      53,147        112,169        408,685
                                   ---------       --------       --------
                                      (9,937)         7,079        (82,523)
                                   ---------       --------       --------
Other Income and Expense
  Interest expense                         -            (55)             -
  Interest income                         80            186          1,273
                                   ---------       --------       --------
                                          80            131          1,273

                                   ----------      --------      ----------
Net gain (loss)                     $ (9,857)     $   7,210      $ (81,250)
                                   ==========     =========      ==========

BASIC AND DILUTED LOSS PER SHARE
Numerator for basic and diluted
loss per share:
  Net income (loss)                $  (9,857)     $  7,210       $ (81,250)
  Preferred stock dividends           51,308        51,688         203,577
                                   ----------     ---------      ----------
  Loss to common shareholders      $ (61,165)     $(44,478)      $(284,827)
                                   ==========     =========      ==========
Denominator for basic and
diluted loss per share:
  Weighted average shares
    outstanding                   90,795,000    90,424,191      90,795,000
                                  ==========    ==========      ==========

Net loss per share                $   (0.001)   $   0.0005      $   (0.003)


         SEE ACCOMPANYING NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

<PAGE>



                    CREATOR CAPITAL LIMITED AND SUBSIDIARIES

            CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)



  Class A     Class B
 Preferred   Preferred
   Stock       Stock        Common Stock     Additional
-------------------------------------------
  No.         No.           No.
  of          of            of                Paid-in     Accumulated
Shares Amt  Shares Amt    Shares      Amt     Capital        Deficit    Total
--------------------------------------------------------------------------------
Balance,
December 31, 2001
2,237  $22  2,075  $21  90,795,037 $501,035 $65,615,278  $(66,849,222) $579,344
=====  ===  =====  ===  ========== ======== ===========  ============= ========

Net loss                                                 $    (81,250) $(81,250)
Preferred stock dividends                                    (203,576) (203,576)
Issuance of common stock
 Cash received
 in prior year           3,492,426  $     -
-------------------------------------------------------------------------------
 Balance,
 December 31, 2002
2,237  $22  2,075  $21  90,795,037 $873,027 $65,405,998  $(67,132,048)$(855,001)
=====  ===  =====  ===  ========== ======== ===========  ============= ========

Net Income (loss)                                        $     (9,857)  $(8,357)
Preferred stock dividends                                     (51,308)  (51,308)
--------------------------------------------------------------------------------
 Balance,
 March 31, 2003
2,237  $22  2,075  $21  90,795,037 $873,027 $65,405,998  $(67,195,213)$(914,666)
=====  ===  =====  ===  ========== ======== ===========  ============= ========






<PAGE>


                    CREATOR CAPITAL LIMITED AND SUBSIDIARIES
                           STATEMENTS OF CASH FLOW


                                     Three Months   Three Months    Year
                                         Ended          Ended       Ended
                                       March 31,      March 31,  December 31,
                                         2003           2002        2002
                                    ----------------------------------------

OPERATING ACTIVITIES
Net income (loss)                      $ (9,857)     $  7,210     $ (81,250)
Reconciliation of net loss to
net cash used in operating
activities:
  Depreciation and amortization           1,236        22,951        89,928
  Changes in current assets/liabilities:
    Accounts receivable                  10,210        22,712        92,585
    Prepaid expenses                          -        10,787        23,912
    Accounts payable and
     accrued expenses                    (4,755)            -         5,009
  Accrued dividends payable              51,308       (34,096)      156,077
                                     ---------------------------------------

Net cash provided by (used in)

   operating activities                  48,142        97,756       286,261
                                     ---------------------------------------

INVESTING ACTIVITIES
  Purchases of furniture,
   fixtures & equipment                    (830)       (3,218)      (27,216)
    Net cash provided by (used in)
    Advances to China - Lotteries             -             -        (7,000)
                                     ---------------------------------------
                                           (830)       (3,218)      (34,216)
                                     ---------------------------------------
FINANCING ACTIVITIES
  Issuance of Common Stock                    -       192,268             -
  Payment on Notes payable                    -      (190,220)            -
  Redemption of Preferred Stock               -            (1)            -
  Payment of Preferred stock dividends  (51,308)      (51,688)     (203,577)
                                     ---------------------------------------
    Net cash provided by (used in)
    financing activities                (51,308)      (49,641)     (203,577)
                                     ---------------------------------------

  Net increase in cash                   (3,996)       44,897        48,468
  Cash and cash equivalents,
    Beginning of period                 139,338        90,870        90,870
                                     ---------------------------------------
  Cash and cash equivalents,
    End of period                     $ 135,342     $ 135,767      $139,338
                                     =======================================

         SEE ACCOMPANYING NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


<PAGE>

                             CREATOR CAPITAL LIMITED

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 1  NATURE AND CONTINUANCE 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, 2002.

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
outstanding 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 March 31, 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).

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

Cash and Cash Equivalents

The Company considers cash on hand, deposits in banks and short-term investments
with maturities of three months or less as cash and cash equivalents.

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, Software
development costs were written down in December, 1998 to a value representing
the value attributable to the Sky Play software.  The Amortization is completed.

Property and Equipment

The Company's property and equipment is recorded at cost and depreciated using
the straight-line and declining balance methods over its estimated economic life
which is generally three to five years.

Additions and improvements that materially extend the useful lives are
capitalized, while repairs and maintenance costs are expensed as incurred.

Goodwill

The Company adopted SFAS No. 142, Goodwill and Other Intangible Assets,
effective January 1, 2002.  Under SFAS No. 142, goodwill is no longer
amortized but is reviewed for impairment annually, or more frequently if
certain indicators arise.  The Company completes its annual goodwill
impairment tests as of December 31 of each year for all its reporting units.
Based on an analysis of economic characteristics and how the Company operates
its business, the Company has designated its business segments as its reporting
units.   As required by the statement, intangible assets that do not meet the
criteria for recognition apart from goodwill must be reclassified to goodwill.
With adoption of the statement, the Company ceased amortization of goodwill as
of January 1, 2002.

Impairment of Long-Lived Assets

In accordance with Statement of Financial Accounting Standard No. 144,
Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to
be disposed of, management continually evaluates whether events or changes in
circumstances indicate that the carrying amount of long-lived assets may not be
recoverable.

Loss Per Share

In 1997, the Financial Accounting Standards Board issued Statement No. 128,
Earnings per Share (SFAS No. 128).  SFAS No. 128 replaced the calculation of
primary and fully diluted earnings per share with basic and diluted earnings
per share.  Unlike primary earnings per share, basic earnings per share excludes
any dilutive effects of options, warrants and convertible securities.  Diluted
earnings per share is very similar to the previously reported fully diluted
earnings per share.  For the periods ended December 31, 2002, December 31, 2001
and December 31, 2000, there is no difference between basic and diluted loss per
share as all stock options, warrants, convertible debentures and convertible
preferred stock are anti-dilutive for the periods presented.  All loss per share
amounts for all periods have been presented, and where appropriate, restated to
conform to the SFAS No. 128 requirements.

Use of Estimates

The preparation of consolidated financial statements in conformity with

generally accepted accounting principles in the United States requires
management to make estimates and assumptions that affect amounts reported
in the financial statements and accompanying notes.  Actual results could
differ from those estimates. Significant estimates used in these financial
statements include fair values and impairment analysis of Property and
Equipment and Investment.

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).  The subsidiary
companies are all inactive and all material inter-company transactions have
been eliminated in consolidation.

Disclosure about Fair Value of Financial Instruments

The Company estimates that the fair value of all financial instruments as of
March 31, 2003 and December 31, 2002 as defined in FASB 107, does not differ
materially from the aggregate, carrying values of its financial instruments
recorded in the accompanying consolidated balance sheets.  The estimated fair

value amounts have been determined by the Company using available market
information and appropriate valuation methodologies.  Considerable judgment
is required in interpreting market data to develop the estimates of fair value,
and accordingly, the estimates are not necessarily indicative of the amounts the
Company could realize in a current market exchange.

Foreign Currency Translation

Foreign currency assets and liabilities are translated into United States
dollars at the exchange rate prevailing at the balance sheet date.  Revenue
and expenses are translated at the average exchange rate during the year.
Translation gains and losses are not material.

Website Development Costs

Emerging Issues Task Force Issue No.00-2, Accounting for Web Site Development
Costs (EITF 00-2).  Becomes effective for periods beginning after June 30, 2000,
and establishes accounting and reporting standards for costs incurred to develop
a web site based on the nature of each cost.  In general, the pronouncement
requires that costs incurred to develop a web site be capitalized and amortized
to expense over the expected useful life of the site.  The Company has not
incurred web site development costs.

Revenue Recognition

Revenue for Sky Games is recognized each month upon the invoicing of customer.
Revenue for Sky Games is recognized at the end of each month upon accumulation
of monthly gaming totals.

Recent Accounting Pronouncements

In November 2002, the EITF reached a consensus on Issue No. 00-21, "Revenue

Arrangements with Multiple Deliverables. " EITF Issue No. 00-21 provides
guidance on how to account for arrangements that involve the delivery or
performance of multiple products, services and/or rights to use assets.  The
provisions of EITF Issue No. 00-21 will apply to revenue arrangements entered
into fiscal periods beginning after June 15, 2003.  The adoption of EITF 00-21
is not anticipated to have a material effect on the Company's financial
position, results of operations, or cash flows.

In December 2002, the Financial Accounting Standards Board (FASB) Issued
Statement of Financial Accounting Standards No.148, "Accounting for Stock-Based
Compensation - Transition and Disclosure" (SFAS 148).  SFAS 148 amends SFAS 123
"Accounting for Stock-Based Compensation, "to provide alternative methods of
transition for a voluntary change to the fair value based method of accounting
for stock-based employee compensation.  In addition, SFAS 148 amends the
disclosure requirements of SFAS 123 to require prominent disclosures in both
annual and interim financial statements about the reported results.  The
transition guidance and annual disclosure requirements are effective for fiscal
years ending after December 15, 2002.  The Company will continue to account for
stock-based compensation under the provision of Accounting Principle Bond
Opinion No. 25 "Accounting for Stock Issued to Employees" using the "intrinsic
value" method.  Accordingly, the adoption of SFAS 148 is not anticipated to have
a material effect on the Company's financial position, results of operations, or
cash flows.

Statement of Financial Accounting Standards (SFAS) No.146,"Accounting for Costs
Associated with Exit or Disposal Activities " ( SFAS No.146), requires the
Company to recognize costs associated with exit or disposal activities when they
are incurred rather than at the date of commitment to an exit or disposal plan.
SFAS 146 replaces Emerging Issues Task Force (EITF) Issue No. 94-3, " Liability
Recognition for Certain Employee Termination Benefits and Other Costs to Exit an
Activity (including Certain Costs Incurred in a Restructuring)."   The
provisions of SFAS NO.146 are to be applied prospectively to exit or disposal
activities initiated after December 31, 2002.  The effect of adoption of SFAS
No.146 is dependent on the Company's related activities subsequent to the date
of adoption.

In November 2002, the Financial Accounting Standards Board (FASB) issued FASB
Interpretation No.45, "Guarantor's Accounting and Disclosure Requirements for
Guarantees, including Indirect Guarantees of Indebtedness of Others" (FIN 45).
FIN 45 requires that upon issuance of a guarantee, a guarantor must recognize a
liability for the fair value of an obligation assumed under a guarantee.  FIN 45
also requires additional disclosures by a guarantor in its interim and annual
financial statements about the obligations associated with guarantees issued.
The recognition provisions of FIN 45 are effective for any guarantees issued or
modified after December 31, 2002.  The disclosure  requirements are effective
for financial statements of interim or annual periods ending after December 15,
2002.  The adoption of FIN 45 is not anticipated to have a material effect on
the Company's financial position, results of operations, or cash flows.

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
Amalgamation dated May 13, 1997; Old IEL was merged into the Company (the
"Amalgamations").  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  INVESTMENT - CHINA LOTTERIES

On September 22, 2001, the Company entered into an investment agreement with
Trade Watch Consultants Limited, (formerly Asset China Investments Ltd.)
("Trade Watch").  Trade Watch 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), the Company
received 80% of the proceeds of the business profits that will be generated from
Trade Watch's sports betting and lottery assets.  To date, the Company has
forwarded HK$955,000 (US$115,030).   As at March 31, 2003 no earnings have been
recorded as this project is in its initial stages of operation and no business
profits have been earned to date.

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 that will be generated from Lee John's Lottery businesses.

As at March 31, 2003 no earnings have been recorded as this project is in its
initial stages of operation and no business profits have been earned to date.
NOTE 5 - SHAREHOLDERS' EQUITY

In December 1994, the Company discontinued an engineering and marketing
arrangement 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 any distributions
to holders of common Stock.  Unpaid dividends of $856,236 were in arrears
as of March 31, 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
Preemptive 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 consideration 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
dividend 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
Convertible 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 automatically 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 outstanding, therefore they are included in the per share calculations
for all periods presented.  Effective December 31, 2002 they are
considered outstanding for financial statement purposes.


NOTE 7  INCOME TAXES

As a Bermuda exempted company, the Company is not currently subject to income
tax filing requirements in Bermuda.  Prior to 1999 the Company operated in
the U.S. as a branch of a foreign corporation.  Tax carry-forward in taxable
jurisdictions have not been determined.  Deferred tax assets, if any, would be
fully reserved.  There are no income tax provisions, benefits, liabilities or
assets reflected in the accompanying consolidated financial statements.

NOTE 8  CONTINGENCIES

Mr. Laurence Geller was Chairman of the Board of Directors of the Company from
September 30, 1996 until February 23,1999.  The annual compensation of the
Chairman of the Board was set at $100,000 and is not payable until the Company
generates sufficient cash flows from operations.  The amount payable of $133,000
has been accrued as a liability in the accounts; however, management is
currently disputing the payment of this amount.


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 incorporated 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 international commercial air
carriers.

On January 13, 1998, the Company completed the acquisition of all of the
outstanding 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  March 31, 2002, Sky Play
games are currently installed and operating on Air China, , Cathay Pacific,
Continental Airlines, Emirates Air, Japan Air Lines, , and Malaysia
Airlines.  During the  first quarter of 200, the number of airline

customers decreased  from seven to six, and the number of installed
aircraft remained the same at 141.

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
Trade Watch Consultants Ltd. ("Trade Watch")(formerly Asset China Investments
Ltd.).  Trade Watch 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.  As at March 31, 2003, no earnings have been recorded as this
project remains in initial stages of operation and no profits yet earned.

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.

CCL's principal activities through December 31, 2002 consisted of the
development of the China Lotteries website.  Several challenging factors
were addressed:  the overall look and format of the site; the various ordering
processes and technicalities involved; the timely collection of games results,
and lottery winners for posting on the site; the written Chinese language
interpretations; the internet registrations, URL addresses and language
interpretations; the international payment processing providers; and the
marketing of the website internationally.

As at December 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.  Malaysia Airlines ceased to be a client as they terminated their
agreement with their contracted IFE Inflight content provider who was providing
them with CCL Sky Play games.  Continental Airlines also ceased to be a client
at the end of the second quarter of 2002,

CCL's  principal activities through March 31, 2003 continued to focus on
those activities outlined for December 31, 2001.  CCL is continuing to
develop the www.china-lotteries.com website.  CCL's principal activities
through December 31, 2003 consisted of : 1) the continued assessment of the
SkyGames Inflight gaming software;  2) the ongoing management and support of
the Sky Play business, despite the worldwide economic situation; and  3)
development and final testing of the Website to internationally retail the
tickets of the China Soccer Betting Lottery.  CCL's SkyPlay revenues decreased
from US$561,000 for 2001 to US$326,162 for 2002.  The website is now complete
and undergoing various usage tests.  Currently, CCL is exploring for an
international payment solution provider to process international credit card
and personal cheque receipts.


Results of Operations


Three Months Ended March 31, 2003 and 2002

Revenue consists of fees generated from the rental of the SkyPlay PC based
amusement games to the Airline Industry.  They are utilized by airline clients
to provide inflight entertainment on their airliners.  Operations revenue for
the three months ended March 31, 2003 was $43,210 compared to $119,248 during
the three months ended March 31, 2002.  This continued decrease in revenue
reflects the worldwide airline industry economic slump.  The number of
airlines and the number of aircraft using the SkyPlay passenger amusement
software has decreased due to the economic slump and to increased competition.

General and administrative expense decreased to $38,639 in the 2003 period
from $50,519 in the 2002 period.

Consulting and contract labor expenses have decreased to $10,500 from
$27,800.  Product marketing decreased to $1,144 from $5,583 and legal expense
decreased to $1,628 from $5,316.

Depreciation and amortization expenses decreased from $22,951 to $1,236.

Net loss of $9,937 for the three months ended March 31, 2003 compared to a
net gain of $7,210 for the three months ended March 31, 2002 reflects the
significant decrease in revenues along with the continuing efforts of
management to contain expenses, along with the significant decrease in the
depreciation and amortization expenses.


Liquidity and Capital Resources

At March 31, 2002, the Company had a working capital deficit of $991,168.
The accruing preferred share dividends payable  contributed substantially to
this deficit.  The Company had negative cash flow from operations during
the three months ended March 31, 2003.  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 restructuring 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.


Item 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Foreign Currency & Market Risk, as Referenced in the United States Securities &
Exchange Commission's Regulation 229.305:

The Company's cash assets are maintained in U.S. dollars.  Transactions in
foreign currencies resulting in the foreign exchange are recorded in the
equivalent U.S. dollars at the time of the exchange.  Foreign expenses U.S.
dollar value are subject to the changes in the International Currency Market.
All revenues are invoiced, received and maintained in U.S. dollars.  Any foreign
currency assets and liabilities are translated into their U.S. dollar equivalent
prevailing at each quarter end.  Revenues and expenses are translated at the
average of the exchange rate prevailing at the date of exchanges, on a monthly
basis.

The Company does not hold any long term money market instruments that are
subject to interest rate variations.


Item  4:  CONTROLS  AND  PROCEDURES

(a) Evaluation of disclosure controls and procedures.

Our principal executive officer and principal financial officer, based on their
evaluation of our disclosure controls and procedures (as defined in Exchange Act
Rules 13a-14(c)) as of a date within 90 days prior to the filing of this
Annual Report on Form 10-KSB, have concluded that our disclosure controls and
procedures are adequate and effective for the purposes set forth in the
definition in Exchange Act rules.

(b) Changes in internal controls.

There were no significant changes in our internal controls or in other factors
that could significantly affect our internal controls subsequent to the date of
their evaluation.



                                   SIGNATURES

PURSUANT TO THE REQUIREMENTS OF SECTION 13 OR 15(D) OF THE SECURITIES 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:   /s/  Deborah Fortescue-Merrin
Dated:  May 14, 2003                    Chairman and President


PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THIS REPORT
HAS BEEN SIGNED BELOW BY THE FOLLOWING PERSONS ON BEHALF OF THE REGISTRANT IN
THE CAPACITIES AND ON THE DATES INDICATED.

SIGNATURE                          TITLE                        DATE

/s/ Michael L Bartlett           Director                 May 14, 2003
Michael L. Bartlett

/s/ Anthony P. Clements          Director                 May 14, 2003
Anthony P. Clements

/s/ Deborah Fortescue-Merrin    Chairman,                 May 14, 2003
Deborah Fortescue-Merrin        President and Director

/s/ Anastasia Kostoff-Mann      Director,                 May 14,2003
Anastasia Kostoff-Mann          Vice President


<PAGE>

                                  CERTIFICATION
                                  -------------

I, Deborah Fortescue-Merrin, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Creator Capital
Limited;

2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this quarterly report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of
the registrant as of, and for, the periods presented in this quarterly report;

4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined
in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

   a) designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others within those entities, particularly during the
period in which this quarterly report is being prepared;

   b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and

   c) presented in this quarterly report our conclusions about the effectiveness

of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation, to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent
functions):

   a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and

   b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls;
and

6. The registrant's other certifying officers and I have indicated in this
quarterly report whether there were significant changes in internal controls or
in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions
with regard to significant deficiencies and material weaknesses.

Date:  May 14, 2003

/s/    Deborah Fortescue-Merrin        Deborah Fortescue-Merrin
                                       President & C.E.O.


<PAGE>