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 SEPTEMBER 30, 2001

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
(FORMERLY INTERACTIVE ENTERTAINMENT 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 50,000,000 shares of common stock outstanding
as of September 30, 2001.

Exhibit index is located on page 11.



CREATOR CAPITAL LIMITED
(formerly Interactive Entertainment Limited)

INDEX



PART I. FINANCIAL INFORMATION	PAGE

Item 1.  Consolidated Financial Statements

Consolidated Balance Sheets - September 30, 2001
and December 31, 2000	3

Consolidated Statements of Operations - Nine Months ended
September 30, 2001 and September 30, 2000 	4

Consolidated Statements of Cash Flows - Nine Months
ended September 30, 2001 and September 30, 2000 	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 Results of Operations	8



PART II. OTHER INFORMATION
	11





PART I - FINANCIAL INFORMATION

Item 1. Financial Statements
CREATOR CAPITAL LIMITED
CONSOLIDATED BALANCE SHEETS
For the Nine Months Ended September 30, 2001
(with comparative figures to September 30, 2000
and December 31, 2000)
(UNAUDITED)

ASSETS

                                   September   September   December
                                     30           30          30
                                     2001        2000        2000
Current Assets
  Cash and cash equivalents          28,214       68,403     74,314
  Accounts and notes receivable,    192,450      152,980    161,900
  Prepaid expenses
    Total current assets             77,587      100,254     76,755
                                    298,251      321,637    312,969

Furniture, fixtures and equipment    95,855      174,862    157,953
Game software (net of amortization)  14,364      210,637    140,425
Website investment                  108,030         --         --
Goodwill (net of amortization)         --        145,376     17,103
    Total assets                    516,500      852,512    628,450

LIABILITIES
Current liabilities
Accrued Dividends                   887,410        --       878,454
Accounts payable and
 accrued expenses                   111,930      963,749    244,168
   Total current liabilities        999,340      963,749  1,122,622

   Notes Payable, Long Term         102,322      114,117     85,822
                                  1,101,662    1,077,866  1,208,444

SHAREHOLDERS' EQUITY

Class A preferred shares,
    $0.01 par value,                    22           22          22
  Authorized: 3,000 shares;
  Issued: 2,237 shares
Class B preferred shares,
    $0.01 par value,
  Authorized: 5,000,000 shares;
  Issued: 100 and 2,075 shares           1           21          21
Common shares, $0.01 par value,
   Authorized: 100,000,000 shares;
   Issued:  87,782,611
     and 50,000,000 shares         972,526      500,000     500,000
Additional paid-in-capital      65,306,498   65,616,313  65,616,313
Accumulated deficit            (66,864,209) (66,341,710)(66,696,350)
                                  (585,162)    (225,354)   (579,994)
Total liabilities and
   shareholders' equity            516,500      852,512     628,450

APPROVED ON BEHALF OF THE BOARD:

"Deborah Forterscue-Merrin"                  "Stephen Rosenberg"

DEBORAH FORTESCUE-MERRIN                     STEPHEN ROSENBERG



CREATOR CAPITAL LIMITED
CONSOLIDATED STATEMENTS OF OPERATIONS
For the Nine Months Ended September 30, 2001
(with comparative figures to September 30, 2000)
(UNAUDITED)


                                 Three Months Ended    Nine Months Ended
                                    September 30,        September 30,
                                 2001         2000        2001        2000

Revenue                         155,460     140,420     451,055    407,895

Operating Expenses
  Amortization and depreciation  21,264     221,198     222,486    663,595
  Consulting and contract labor  28,196      15,000      86,268     51,793
  General and administrative     30,897      34,256     114,773    126,711
  Legal                            --         7,074       2,119     16,995
  Marketing                      11,022       3,885      17,426      4,285
  Sky Play technical support     13,848      44,000     109,177     92,000
                                105,227     325,413     552,249    955,379

                                 50,233    (184,993)    101,194   (547,484)

Other:
  Expense recoveries                --         --         9,600      9,855
   Interest income               1,094          647       2,675      2,574
                                 1,094          647      12,275     12,429

Net (gain) loss                 51,327     (184,346)    (88,919)  (535,055)

BASIC AND DILUTED LOSS PER SHARE
Numerator for basic and diluted loss per share:
  Net income (loss)             51,327     (184,346)    (88,919)  (535,055)
  Preferred stock dividends       --        (90,722)    (78,940)  (269,642)
     Gain (loss) to common
       Shareholders             51,327     (275,068)   (167,859)  (804,697)

Denominator for basic and
diluted loss per share:
  Weighted average
    shares outstanding      87,782,611   50,000,000  87,782,611  50,000,000


Net loss per share             0.0006      ($0.0055)   ($ 0.019)   ($0.0161)



CREATOR CAPITAL LIMITED
STATEMENT OF CHANGES IN FINANCIAL POSITION
For the Nine Months Ended September 30, 2001
(with comparative figures to September 30, 2000)
(UNAUDITED)



                                               Nine Months  Nine Months
                                                  Ended        Ended
                                              September 30,  September 30,
                                                   2001           2000

CASH PROVIDED (USED) BY:

OPERATING ACTIVITIES
Activity for the period:                        ($ 88,919)    ($ 804,697)
Changes in non-cash working capital balances:
   Depreciation and amortization                  222,486        663,597
   Accounts receivable                            (30,550)       (60,499)
   Prepaid expenses                                  (832)       (11,148)
   Accounts payable and accrued expenses         (123,282)       208,576
    Net cash provided by (used in)
       operating activities                     ($ 21,097)      ($ 4,171)

INVESTING ACTIVITIES
   Investment                                    (108,030)          --
   Website                                        (14,364)          --
  (Purchases) sales of property and equipment      (2,860)           994
    Net cash provided by (used in)
       financing activities                      (125,254)           994

FINANCING ACTIVITIES
   Equity                                         162,691          --
   Issuance of Notes Payable                       16,500         14,795
   Payment of Preferred Stock Dividends           (78,940)         --
    Net cash provided by (used in)
      investing activities                        100,251         14,795

   Net increase (decrease) in cash                (46,100)        11,618
   Cash, beginning of period                       74,314         56,785
   Cash, end of period                             28,214         68,403




CREATOR CAPITAL LIMITED
CONSOLIDATED STATEMENT OF ACCUMULATED DEFICIT
For the Nine Months Ended September 30, 2001
(with comparative figures to September 30, 2000)
(UNAUDITED)



                                        September 30,  September 30,
                                            2001          2000

Balance, beginning of Period            (66,696,350)  (65,537,013)

Current Period's activities                 (88,919)     (535,055)

Preferred stock dividends                   (78,940)     (269,642)

Balance, end of Period                  (66,864,209)  (66,341,710)





SCHEDULE "A"

CREATOR CAPITAL LIMITED
CONSOLIDATED STATEMENT OF GENERAL
AND ADMINISTRATIVE EXPENSES
For the Nine Months Ended September 30, 2001
(with comparative figures to September 30, 2000)
(UNAUDITED)


                                      September 30,    September 30,
                                          2001              2000

Accounting and Audit                      12,619            6,456
Annual General Meeting                    2,222             2,113
Bank Charges                                901             1,518
Collection Fees                             --              2,059
Courier & Postage                         1,106             3,937
Foreign Exchange                            104               525
Foreign Tax                                 --              1,247
Insurance                                44,167            85,626
Interest                                    730               973
Investor Relations                        4,279                79
Licenses & Filing Fees                    6,739             8,102
Office                                    5,795             3,513
Rent                                      2,493             2,606
Software                                  2,622               --
Telecommunications                        2,896             2,228
Trademark                                   650              --
Transfer Agent                            3,609             2,022
Travel                                    3,841             3,707

                                      $ 114,773         $ 126,711





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, 2000.

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 June 30, 2001, currently are
operating on a number of airlines:  Air China, American
Airlines, Cathay Pacific, Continental, Egyptair, Emirates,
Japan Airlines, Lauda Air 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.

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
inter-company 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 gaming 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.  It is now amortized out.

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 substantially equivalent to
net income (loss) for the nine months ended September 30,
2001 and 2000, 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 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 - 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 1999. $1,000 per
share during 1998.

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.  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 $503,149 were in arrears as of
June 30, 2001 and are included on the Consolidated Balance
Sheets in Accounts Payable and Accrued Dividends.  The Class
A Preference Shares does not have any voting rights.  No
further dividends have been accrued since April 1, 2001.
The Company has not received audit confirmations for the
past two year-ends.

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 to two investors for a total
consideration of $1,000,000.  The Class B Series A Preferred
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 by (i) determining 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, and (ii) multiplying such
average by 85%.  On July 24, 1998, the Company issued 2,000
shares of the Class B Series A Preferred shares to the same
investors for an aggregate purchase price of $2,000,000.
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 185,152 shares of Common Stock were issued
in connection with the issuance of the Class B Series A
Preferred Shares.  The warrants, which have an exercise
price of $3.2038, are exercisable beginning June 17, 1998
and expired on December 17, 1999.  The original purchasers
of the Company's Class B Series A Preferred Shares converted
600 of the shares into Common Stock, retained 120 shares,
and sold the remaining 2,280 shares in private sales.  As of
December 31, 1999, 680 shares were converted into common
stock.  On January 8, 2001, 1,200 shares were converted into
common stock.  On June 26, 2001, 1,600 shares were converted
into common stock.

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.  On
June 26, 2001, the 262 shares were converted into common
shares.

The Class B Preference Shares do not have any voting rights.

NOTE 5 - 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, 2000 they are considered outstanding
for financial statement purposes.


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

Recent Developments

On September 18, 2000, the Company held its Annual General
Meeting.  There was unanimous approval for the corporate
name change.  The new name of the Company is now "Creator
Capital Limited", effective September 27, 2000.

On January 5, 1999, the Company's Common Stock was delisted
from the Nasdaq SmallCap Market for failing to maintain a
bid price greater than or equal to $1.00 per share for the
prior thirty consecutive trading days.  Maintenance of a
$1.00 stock price is required for continued listing of the
Company's Common Stock on the Nasdaq SmallCap Market.  The
Common Stock currently trades through the OTC Bulletin
Board, which is a regulated quotation service of the NASDAQ
Stock Market, Inc.

Delisting of the Company's Common Stock from the Nasdaq
SmallCap Market placed the Company in default of certain
agreements related to the sale of the Class B Preference
Shares.  A default requires the Company to redeem the
remaining outstanding Class B Preference Shares at 130% of
the stated value of the shares.  The Company does not
currently have the resources to redeem such shares.  The
Company is currently in default under its Registration
Rights Agreement with the holders of the Class B Preference
Shares.

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 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.

On January 13, 1998, the Company completed the acquisition
of all 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 marketed under the
name Sky Play.  Currently, Sky Play's games are operating on
164 aircraft of a number of airlines, being Air China,
American Airlines, Cathay Pacific, Continental, Egyptair,
Emirates, Japan Airlines, Lauda Air and Malaysia Airlines.

On September 25, 2001, the Company announced an agreement
with Asset China Investments Ltd. of Hong Kong.  In exchange
for 1,500,000 common shares of the Company and $U.S. 200,000
of capital investment, Creator shall acquire 80% of any and
all revenues generated by Asset China's investments and
businesses in the People's Republic of China and other Asian
countries.  The Company shall provide its expertise in PC
based gaming venues.  To date, the Company has forwarded
$U.S. 108,000.


Results of Operations

Nine Months Ended September 30, 2001 and 2000

Revenue from operations for the nine months ended September
30, 2001 was $451,055 compared to $407,895 during the nine
months ended September 30, 2000. Revenue consisted of fees
generated from the Sky Play amusement games acquired with
the purchase of IIL.  The increase in revenue reflects the
increase in number of aircrafts licensed to use the
Company's software.

General and administrative expense decreased from $126,711
in the 2000 period to $114,773 in the 2001 period.

Consulting and outsourced labor costs have increased from
$51,793 to $86,268.

Depreciation and amortization expenses have decreased by
$222,486 from $663,595.  The amortization out of the
goodwill, gaming and computer software contributed to this
drop.


Liquidity and Capital Resources

At September 30, 2001, the Company had a working capital
deficit of $701,089.  The accruing preferred share dividends
payable substantially contributed to this deficit.  The
Company had positive cash flow from operations during the
three months ended September 30, 2001. 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 5.  	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	Bye-Laws 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 (File No.
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. (Incorporated 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.)
 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

November 15, 2001




Creator Capital Limited
September 30, 2001 10-Q	Page 4