UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
 Washington, DC 20549
 
 
 FORM 10-QSB
 
 [X]  Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
 For the quarterly period ended April 30, 2004 .
 
 [ ] Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
  
 For the transition period from __________ to __________
   Commission File Number 000-20685
 
 
 AMERICAN WAGERING, INC.
 (Exact name of Small Business Issuer as specified in its charter)
 
 Nevada       88-0344658
 (State or other jurisdiction of        (IRS Employer
 incorporation)          Identification No.)
 
 675 Grier Drive, Las Vegas, Nevada 89119
 (Address of principal executive offices)
 
 702-735-0101
 (Issuers telephone number)
 
 _________________________________________________________________
 (Former name, former address and former fiscal year if changed since last report)
 
 
 Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days:
 [X] Yes [ ] No
 
 State the number of shares outstanding of each of the issuers classes of common equity, as of the latest practicable date: 7,836,846 shares of Common Stock as of June 1, 2004.
 
 Transitional Small Business Disclosure Format (check one): Yes [ ] No [X]
 
  1 
 
 AMERICAN WAGERING, INC. AND SUBSIDIARIES
 TABLE OF CONTENTS
 
 PART I - FINANCIAL INFORMATION
                 PART II - OTHER INFORMATION
  2 
 
 PART I  FINANCIAL INFORMATION
 
 
 Item 1.  Financial Statements
 
 AMERICAN WAGERING, INC. (DEBTOR-IN-POSSESSION) AND SUBSIDIARIES
 CONSOLIDATED BALANCE SHEETS
 
 ASSETS

April 30,
2004
(Unaudited)


January 31,
2004CURRENT ASSETSCash and equivalents
$
2,780,857

$
4,113,196Restricted cash

1,136,086


1,060,869Accounts receivable, net of allowance for doubtful accounts of $31,390

313,998


294,538Inventories

1,004,786


957,174Deferred tax asset, net

440,481


440,481Note receivable

320,000Prepaid expenses and other current assets

361,442


336,4916,357,650


7,202,749PROPERTY AND EQUIPMENT, net

3,291,917


3,255,629GOODWILL

103,725


103,725OTHER ASSETS

282,152


337,816$
10,035,444

$
10,899,919LIABILITIES AND STOCKHOLDERS EQUITYCURRENT LIABILITIESCurrent portion of long-term debt
$
125,643

$
131,834Accounts payable

433,165


448,331Accrued expenses

540,601


504,306Unpaid winning tickets

550,289


687,073Customer deposits and other current liabilities

877,535


1,621,9562,527,233


3,393,500LIABILITIES AND REDEEMABLE PREFERRED STOCK OBLIGATION SUBJECT TO COMPROMISEAccounts payable

204,794


169,940Accrued expenses

397,419


382,331Litigation payable, including accrued interest

3,100,310


3,100,310Redeemable Series A preferred stock obligation - 3,238 shares

323,800


323,8004,026,323


3,976,381LONG-TERM DEBT, less current portion

1,531,175


1,567,226OTHER LONG-TERM LIABILITIES

25,000


25,0001,556,175


1,592,2268,109,731


8,962,107STOCKHOLDERS EQUITYSeries A preferred stock - 10% cumulative; $.01 par value; authorized:
25,000,000 shares; issued and outstanding: 10,924 shares

1,092,400


1,092,400Common stock - $.01 par value; authorized: 25,000,000 shares;
issued: 7,897,946 shares

78,979


78,979Additional paid-in capital

12,738,889


12,738,889Deficit

(11,657,062
)

(11,644,963)Less 61,100 common shares in treasury, at cost

(327,493
)

(327,493)1,925,714


1,937,812$
10,035,444

$
10,899,919  See notes to consolidated financial statements.
  3
  AMERICAN WAGERING, INC. (DEBTOR-IN-POSSESSION) AND SUBSIDIARIES
 CONSOLIDATED STATEMENTS OF OPERATIONS
 FOR THE THREE MONTHS ENDED APRIL 30,
 (UNAUDITED)
 
 2004


2003REVENUESWagering
$
1,615,507

$
1,414,338Systems

888,546


1,187,6072,504,053


2,601,945OPERATING COSTS AND EXPENSESDirect costs:Wagering

1,175,460


1,067,254Systems

444,653


552,3471,620,113


1,619,601Research and development

228,108


229,869Selling, general and administrative

525,650


484,159Depreciation and amortization

89,735


140,8182,463,606


2,474,447OPERATING INCOME

40,447


127,498OTHER INCOME (EXPENSE)Interest income

4,062


4,733Interest expense

(35,458
)

(38,707)Reorganization

(8,250
)Other, net

25,505


41,122(14,141
)

7,148INCOME BEFORE INCOME TAX

26,306


134,646INCOME TAX

3,000NET INCOME
$
23,306

$
134,646BASIC AND DILUTED INCOME PER SHARE
$
0.00

$
0.01  See notes to consolidated financial statements.
  4 
 AMERICAN WAGERING, INC. (DEBTOR-IN-POSSESSION) AND SUBSIDIARIES
 CONSOLIDATED STATEMENTS OF CASH FLOWS
 FOR THE THREE MONTHS ENDED APRIL 30,
 (UNAUDITED)
 
 
 **2004**


**2003**OPERATING ACTIVITIESNet cash used in operating activities
$
(757,649
)
$
(362,057)INVESTING ACTIVITIESInvestment in restricted cash

(75,217
)

(1,028,493)Withdrawals of restricted cash




102,256Note receivable

(320,000
)Purchase of property and equipment

(137,231
)

(48,108)Proceeds from disposition of other assets




7,439Net cash used in investing activities

(532,448
)

(966,906)FINANCING ACTIVITIESRepayment of borrowings

(67,063
)

(27,696)Proceeds from borrowings

24,821Dividends paid




(35,011)Net cash used in financing activities

(42,242
)

(62,707)NET DECREASE IN CASH

(1,332,339
)

(1,391,670)CASH AND CASH EQUIVALENTS
BEGINNING OF PERIOD

4,113,196


4,329,654END OF PERIOD

$ 2,780,857


$ 2,937,984 
 **See notes to consolidated financial statements.**
 
 5 
 
 AMERICAN WAGERING, INC. (DEBTOR-IN-POSSESSION) AND SUBSIDIARIES
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 (UNAUDITED)
  1.  Basis of Presentation
 
 The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and the instructions to Form 10-QSB and Item 310(b) of Regulation S-B. Accordingly, they do not include all of the information and disclosures required by generally accepted accounting principles for annual financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. The results of operations for an interim period are not necessarily indicative of results for the full year. For further information, please refer to the consolidated financial statements of American Wagering, Inc. and Subsidiaries (collectively the "Company"), and the related notes, included within the Companys Annual Report on Form 10-KSB for the fiscal year ended January 31, 2004, previously filed on April 30, 2004, with the Securities and Exchange Commission from which the consolidated balance sheet at January 31, 2004, was derived. All significant inter-company accounts and transactions have been eliminated in the consolidation.
 
 Certain amounts in the consolidated financial statements of prior periods have been reclassified to conform to the current period presentation.
 
 2.  Chapter 11 Filing
 
 On July 25, 2003 (the "Petition Date"), American Wagering, Inc. ("AWI") and its wholly-owned subsidiary, Leroys Horse and Sports Place, Inc. ("Leroys"), (collectively, the "Debtors") filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (the "Chapter 11 Cases") in the United States Bankruptcy Court for the District of Nevada, Northern Division in Reno, Nevada (the "Bankruptcy Court"). Pursuant to the Bankruptcy Code, AWI and Leroys continue to manage and operate the assets and business as debtor-in-possession and are subject to the supervision and orders of the Bankruptcy Court until emergence from Bankruptcy. On February 20, 2004, the Debtors filed a Plan of Reorganization (the "Plan") and related Disclosure Statement (the "Disclosure Statement") with the Bankruptcy Court. Bankruptcy Court approval of the applicable Disclosure Statement relating to the Plan was required in order for the Plan to be submitted to impaired creditors and stockholders for approval. On April 8, 2004, the Bankruptcy Court considered the Debtors motion to approve the Disclosure Statement and Plan, and to begin soliciting acceptances of the Plan; the Bankruptcy Court approved the Debtors motion but determined that a competing plan could also be filed. On April 14, 2004, the Debtors amended the Plan (the "Amended Plan") and Disclosure Statement (the "Amended Disclosure Statement") in order to mitigate the effects of any competing plan of reorganization that may be submitted in this matter. On April 22, 2004, the Bankruptcy Court denied a motion filed by the Debtors seeking to extend the Debtors exclusivity period to confirm the Plan through the confirmation hearing (then set for June 3, 2004) upon the representation of a party in interest that a competing plan of reorganization and accompanying disclosure statement would be filed. The decision of the Bankruptcy Court will continue to allow competing plans of reorganization to be filed; this decision has been appealed to the Ninth Circuit Bankruptcy Appellate Panel. In accordance with the Bankruptcy Code, the proponent of a competing plan of reorganization must file a disclosure statement to accompany the competing plan of reorganization and have the disclosure statement approved by the Bankruptcy Court
 
 6
 before the competing plan of reorganization may be submitted to impaired creditors and equity interest holders for approval. Also, on April 22, 2004, the Bankruptcy Court vacated the June 3, 2004 confirmation hearing regarding the Amended Plan and did not set a new date. A competing plan of reorganization and accompanying disclosure statement has not been filed as of this time.
 
 The Companys other subsidiaries, including CBS and AWIM, are not directly involved in the bankruptcy proceedings; however, the outcome of the Chapter 11 Cases could have a material adverse effect on these subsidiaries.
 
 Since the Petition Date, preferred stock dividends have not been paid, and the preferred stock is subject to possible compromise under the Amended Plan. The consolidated financial statements have been prepared assuming the Company will continue as a going concern and do not include any adjustments that might result if the Debtors are unable to successfully emerge from bankruptcy.
 
 For more information regarding the bankruptcy proceedings, please see the discussion contained in Part I, Item 2, of this report.
 
 3. Liabilities and Redeemable Preferred Stock Obligation subject to compromise as of April 30, 2004
 
 Description

AWI


Leroys


TotalAccounts payable
$
148,264

$
75,260

$
223,524Accrued expenses

321,872


75,547


397,419Judgment payable - Racusin

1,972,249





1,972,249Judgment payable - LVGI

1,128,061





1,128,061Redeemable series A preferred Stock obligation

323,800





323,800$
3,894,246

$
150,807

$
4,045,053 
 4.  Reorganization costs
 
 Reorganization costs include legal fees and Bankruptcy Court trustee fees and are charged to expense as incurred.
 
 5.  Supplemental unaudited condensed financial statements of debtor-in-possession
 
 ****
**Balance Sheets as of April 30, 2004**
****

**AWI**


**Leroys**AssetsCash
$
160,142

$
2,340,034Restricted cash and investments




1,126,687Deferred tax asset

440,481Prepaid expenses and other current assets

146,539


172,420747,162


3,639,141Property and equipment, net

27,330


323,748Due from affiliates*

3,711,526


3,203,571Investment in subsidiaries*

1,553,007Other assets

135,483


2,100$
6,174,508

$
7,168,560   7
   Liabilities and EquityAccounts payable
$
104,340

$
71,459Accrued expenses

156,584


163,849Unpaid winning tickets




550,289Customer deposits and other current liabilities




506,735260,924


1,292,333Due to affiliates, subject to compromise*

3,203,286


1,551,326Other liabilities subject to compromise

3,894,246


149,539Equity

(1,183,948
)

4,175,363$
6,174,508

$
7,168,560
 ****
**Statements of Operations**
**for the three months ended April 30, 2004**
****

****
**AWI**


****
**Leroys**Revenues
$
477,040

$
1,615,453Costs and expenses

470,540


1,534,134Income from operations

6,500


81,319Other income (expense)

(6,500
)

1,072Net income
$
--

$
82,391 
 The condensed balance sheets may not reflect, as liabilities, the total amount of the claims filed against AWI and Leroys in the Chapter 11 Cases as the date for the filing of pre-petition claims has not passed and the assertion of additional bankruptcy claims is possible.
 ____________
 *Eliminated in consolidation
 
 6.  Net income per share
 
 Basic net income per share is computed by dividing net income by the weighted average number of common shares outstanding during the year. Diluted earnings per share considers potentially dilutive securities (options) as outstanding and net income is adjusted for preferred stock dividends. Since the Petition Date, there have been no dividends paid on preferred stock. For the operating periods presented, the tables below reconcile net income and weighted average shares outstanding used to calculate basic income per share to those used to calculate diluted income per share:
 
 **Three months ended April 30,****2004**


**2003**Net Income
$
23,306

$
134,646Preferred stock dividends

(35,405
)

(35,011)Net income, as adjusted
$
(12,099
)
$
99,635Basic weighted average shares outstanding

7,836,846


7,836,846Diluted weighted average shares outstanding

7,836,846


8,151,304 
 7.  Business segments
 
 The Company conducts its operations with customers through its Wagering and Systems segments. The Wagering segment operated 51 race and sports books throughout Nevada as of April 30, 2004. The
 
 8
 Systems segment designs, markets, installs and maintains sports and race book wagering systems and self-service wagering kiosks for the Nevada sports betting industry.
 
 Amounts presented below for prior periods have been reclassified to conform to the current period presentation .
 
 **Three months ended April 30,****Continuing Operations**

**2004**


**2003**Operating incomeWagering
$
381,441

$
304,221Systems

93,840


236,986SG&A

(434,834
)

(413,709$
40,447

$
127,498 
 8.  Other litigation
 
 In accordance with Statement of Financial Accounting Standard No. 5, "Accounting for Contingencies," the Company has recorded allowances for probable losses equal to the lower end of the estimated probable loss range for the following matters and periodically revises these estimates as known facts and circumstances change and will be adjusted ultimately in accordance with any plans of reorganization confirmed in the Chapter 11 Cases. Also in accordance with Statement of Financial Accounting Standard No. 5, the Company has recorded the Racusin claim and LVGI claim (discussed in Part II) as probable losses to the extent of the lower end of the estimated probable loss range and has revised these estimates as known facts and circumstances change. The claim amounts are subject to compromise and could materially increase or decrease depending on the outcome of the Chapter 11 Cases.
 
 9.  Regulatory Matters
 
 The scope of the Companys licensed race and sports books operation in the State of Nevada is limited by regulation and statute (as well as certain federal, county and local laws and ordinances). The passage of legislation designed to limit or prohibit race and/or sports wagering, at any level of government, would likely have a material adverse affect upon the Companys wagering operations.
  All jurisdictions that have legalized gaming require various licenses, permits and approvals for manufacturers and distributors of gaming devices and equipment. In general, such requirements involve restrictions similar to those of Nevada.
  The Company does not believe the Chapter 11 Cases will have any material effect upon the Companys or Leroys various licenses, permits and approvals.
  
 9 
 Item 2.  Managements Discussion and Analysis of Financial Condition and Results of Operations
 
 Forward Looking Statements
 
 This report on Form 10-QSB contains certain forward-looking statements within the meaning of section 21(e) of the Securities Exchange Act of 1934, as amended, and other applicable securities laws. All statements other than statements of historical fact are "forward-looking statements" for purposes of these provisions, including any projections of earnings, revenues, or other financial items; any statements of the plans, strategies, and objectives of management for future operation; any statements concerning proposed new products, services, or developments, any statements regarding future economic conditions or performance, statements of belief, and any statement of assumptions underlying any of the foregoing. Such forward-looking statements are subject to inherent risks and uncertainties, and actual results could differ materially from those anticipated by the forward-looking statements.
 
 Overview
 
 The Companys primary operating strategy currently and upon emergence from Chapter 11 for its continuing operations over the next twelve months is to focus on its core businesses of operating race/sports books through Leroys, developing/selling/maintaining race/sports books systems through CBS, and leasing self-service wagering kiosks through AWIM. The self-service sports wagering kiosk allows the Company to operate profitably in smaller casinos where labor costs have been prohibitive and to achieve improved efficiency at larger casinos. The Company is also developing a non-gaming version of the kiosk that it anticipates will be ready in this fiscal year ending January 31, 2005.
 
 In preparation for the kiosk operations, AWI Keno, Inc., a subsidiary of the Company, was renamed AWI Manufacturing, Inc. ("AWIM") and Mega$ports, Inc., a subsidiary of CBS, was renamed Contest Sports Systems, Inc. ("CSS"). Kiosk operations will be accounted for under either AWIM or CSS depending on whether the particular kiosk is the gaming or non-gaming version.
 
 The Company will continue to explore possible new locations for sports and race book facilities, including foreign jurisdictions. We will also continue our review of existing locations in order to close those locations that are not operating efficiently. Based on our strategy, the number of sports and race books operated by Leroys may decrease in the future due to the closures of unprofitable locations, host properties, or other factors beyond our control or increase due to the opening of new locations with greater potential for profitability. There is no assurance that we will be able to add new locations and/or that any new locations added will be profitable.
 
 Management believes that the Company will be able to satisfy its operating cash requirements for at least the next 12 months from existing cash balances and anticipated cash flows assuming resolution of the Racusin claim and the LVGI claim through the Amended Plan. The Company plans to accumulate cash liquidity during this current year ended fiscal 2005 to fund the purchase of kiosks, possible effects of litigation, seasonality of sports betting, timing of system sales, and the possible effects of legislation to ban wagering on amateur athletic events. The Company has possible negative cash flow exposures due primarily to the Racusin and LVGI judgments; see "Legal Proceedings". A final claim in the Racusin matter significantly in excess of amount accrued could have a significant negative impact on the
 
 10
 Companys existing cash balances and anticipated cash flows. The final claim in the Racusin matter could be determined within the next twelve months and is material to the financial viability of the Company .
 
 Liquidity and Capital Resources
 
 The Company has minimum cash flow from operations and exposures due to the claims against the Company resulting from two lawsuits referred herein as the Racusin case and the LVGI case and the aforementioned Chapter 11 Cases.
 
 The ultimate disposition and payment of the Racusin claim and the LVGI claim will be determined in the Chapter 11 cases. Subject to the Company restructuring payment of the Racusin Claim and the LVGI claim through a confirmed plan of reorganization, management believes that the Company will be able to satisfy its operating cash requirements for at least the next twelve months from existing cash balances and anticipated cash flows. The Company plans to accumulate cash liquidity by increasing profitable and closing unprofitable Leroys locations and leasing self service kiosks, to fund possible effects of litigation, seasonality of sports betting, timing of system sales, and the possible effects of legislation to ban wagering on amateur athletic events. Payment of claims at accrued amounts and final claims significantly in excess of amounts accrued could have a significant negative impact on the Companys existing cash balances, anticipated cash flows and ability to continue as a going concern. For these reasons, our independent auditors, Piercy Bowler Taylor and Kern, have indicated in their report dated April 15, 2004, included in the 10-KSB for the fiscal year ended January 31, 2004, that they had substantial doubt as to the Companys ability to continue as a going concern.
 
 The Gaming Control Board Regulation 22.040, Reserve Requirement, requires the Company have cash reserves of $2,150,000 to cover any outstanding wagering liability such as unpaids, future tickets and telephone account deposits. To meet the Regulations requirements, the Company set aside $1,050,000 in certificate of deposits which are classified in its balance sheet as restricted cash. Additionally, the Companys President and Chief Executive Officer, Victor Salerno, has personally secured an additional $1,100,000 irrevocable standby letter of credit to meet the Gaming Control Boards total reserve requirement of $2,150,000. Mr. Salerno was paid $38,500 (3.5% of the $1,100,000) for his personal guarantee. An inability to increase the reserve as necessary would have an adverse impact upon the Company including, but not limited to, requiring a significant reduction in the number of locations operated by the Leroys subsidiary and/or requiring a significant reduction in the handle (total amount wagered).
 
 RESULTS OF OPERATIONS  Three Months ended April 30, 2004 and 2003
 
 Revenues
 
 Revenues for the three months ended April 30, 2004, decreased $97,892 (0.8%) to $2,504,053 from the three months ended April 30, 2003. An increase in Wagering revenues of $201,169 resulting from a 2.1% increase in net win and an increase in pari-mutuel race commission revenue of $27,362 was offset by a decrease in Systems revenues of $299,061 (6.2%) for the three months ended April 30, 2004 resulted in the decrease in revenues. These increases/decreases are attributable to events and conditions described below.
  12
   Wagering Operations
 Revenues from wagering increased $201,169 (3.0%) to $1,615,507 in the first three months of fiscal 2005 as compared with the same three-month period in fiscal 2004. The increase in revenue is attributable to an increase in the net win percentage to 7.1% compared to 7.0% for the three months ended April 30, 2003, a random occurrence. Additionally, pari-mutuel race commission revenue increased $27,362 (32.5%). Handle was $21,089,646 for the three months ended April 30, 2004, $2,050,488 more than the same three-month period ended April 30, 2003. The Company attributes the increase in handle to an increase in viable locations and increased customer loyalty. In the future, elimination of unprofitable locations, closure of host properties, changes in state and/or federal regulations, and other factors beyond our control could result in declines in handle. An increase or decrease in handle is not necessarily indicative of an increase or decrease in net win.
 
 Systems Operations
 Equipment and software license sales decreased $342,539 (61.8%) over the same period in fiscal 2004 while the gross profit margin decreased to 37.1% in the current period compared to 56% in the prior period. Maintenance revenues increased $43,478 (6.9%) to $676,720 associated with increased maintenance contracts on the newer product installations. CBS equipment sales typically are low volume, high dollar transactions. Equipment sales are not recurring like the maintenance fees; as the impetus for a sale is outdated or expired equipment at existing casinos or the opening of a new sports book, this is a limiting factor on the number of potential customers and potential sales.
 
 Operating Costs and Expenses
 
 Comparative operating costs and expenses for the three months ended April 30,2004 decreased slightly (0.1%) to $2,463,606 as compared to $2,474,447 for the previous period as discussed below.
 
 Direct Costs and Expenses
 The increase in the direct costs and expenses for the Wagering segment of $108,206 (2.3%) consists primarily of a $25,755 (4.0%) increase in employee expenses, a $28,613 (44.4%) increase in telephone expenses associated with new locations, a $42,621 (42.8%) increase in federal and state taxes due to increased Handle and net win, and an $8,025 (22.7%) increase in costs associated with the new pari-mutuel race locations. Direct costs and expenses for the Systems segment decreased $107,694 (19.5%), primarily due to decreased equipment sales.
 
 Other Income and Expense
 
 Other expense increased $21,289, consisting primarily of additional $8,250 reorganization expenses associated with the bankruptcy and a $12,000 gain on equipment recorded in the three months ended April 30, 2004.
  Item 3.  Controls and Procedures
 
 12
 The Company carried out an evaluation of the effectiveness of the design and operation of the Company's disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of April 30, 2004.  This evaluation was carried out under the supervision and with the participation of the Company's management, including the Company's Chief Executive Officer and Company's Chief Financial Officer. Based upon that evaluation, the Company's Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures are effective.
 
 Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in Company reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in Company reports filed under the Exchange Act is accumulated and communicated to management, including the Company's Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.
  13 
 PART II  OTHER INFORMATION
 
 
 Item 1.  Legal Proceedings
 
 There have been no material developments to the legal proceedings reported in the Companys Annual Report on Form 10-KSB for the fiscal year ended January 31, 2004, previously filed on April 30, 2004, with the Securities and Exchange Commission.
 
 Las Vegas Gaming, Inc. (successor-in-interest to Imagineering Systems, Inc.)
 
 On July 1, 2003, Las Vegas Gaming, Inc. ("LVGI") purchased 100% of the equity of Imagineering Systems, Inc. ("ISI") and, as such, LVGI became the successor-in-interest to the ISI claim. Accordingly, all references to Imagineering, Imagineering Systems, Inc. and/or ISI throughout this document have been changed to LVGI.
 
 Other
 
 The Company is involved in certain other legal matters arising in the ordinary course of business. In the opinion of management, based on the advice of counsel, the outcome of the other actions will not have a material effect on the financial position, results of operations or cash flows of the Company.
 
 Item 2.  Changes in securities and use of proceeds
 None
 
 Item 3.  Defaults upon senior securities
 None
 
 Item 4.  Submission of matters to a vote of security holders
 None
 
 Item 5.  Other information
 None
  
 14  
 Item 6.  Exhibits and reports on Form 8-K.
  a.) Exhibits.
 
 Exhibit Number
Description31.1
Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted
pursuant to Section 302 of the Sarbanes-Oxley Act of 200231.2
Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted
pursuant to Section 302 of the Sarbanes-Oxley Act of 200232.
Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 
 b.) Reports on Form 8-K
 
 On February 26, 2004, a Current Report on Form 8-K was filed to disclose that the Debtors filed a Plan of Reorganization and related Disclosure Statement with the Bankruptcy Court.
 
 On April 19, 2004, a Current Report on Form 8-K was filed to disclose that the Debtors amended the Plan of Reorganization and Disclosure Statement in order to mitigate the effects of any competing plan of reorganization that may be submitted.
 
 On April 26, 2004, a Current Report on Form 8-K was filed to disclose that the Bankruptcy Court denied the Debtors motion seeking to extend the Debtors exclusivity period to file a plan of reorganization and disclosure statement through the confirmation hearing.
  15 
 SIGNATURE
 
 Pursuant to the requirements 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.
 
 AMERICAN WAGERING, INC.
 
 Dated June 9, 2004
 
 
 
 
 By:     /s/ Timothy F. Lockinger
 Timothy F. Lockinger
 Chief Financial Officer, Secretary and Treasurer
 (Principal Accounting Officer)
 
 16