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

                                    FORM 10-Q

[Mark one]
[ X ]         QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
                EXCHANGE ACT OF 1934

                  For the quarterly period ended September 30, 2004

                                      OR

[   ]         TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______________ to ________________

                        Commission File Number:  0-21071

                    NEVSTAR GAMING AND ENTERTAINMENT CORPORATION
               (Exact name of registrant as specified in its charter)

          Nevada                                88-0309578
(State or other jurisdiction        (IRS Employer Identification No.)
of incorporation or organization)

            1900 Avenue of the Stars, Suite 2410 Los Angeles CA 90067
                 (Address of principal executive offices) (Zip Code)

                                 (310) 553-7176
               (Registrant's telephone number, including area code)

                                 Not Applicable
                (Former name, former address and former fiscal year,
                          if changed since last report)

Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports); and (2) has been subject to
such filing requirements for the past 90 days.    Yes   X      No

Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of October 31, 2004.

Common Stock $.01 par value                           50,715,008
        (Class)                                    (Number of shares)

<PAGE> 2
                        NEVSTAR GAMING AND ENTERTAINMENT CORPORATION
                                       CONTENTS
<TABLE>
<CAPTION>
                                                                      Page
                                                                     Number

         <c>                                                         <c>
PART I        FINANCIAL INFORMATION:

   Item 1.    Financial Statements:

              Balance Sheets at September 30, 2004 and
                June 30, 2004                                              3

              Statements of Operations for the Three Months
                ended September 30, 2004 and 2003 and for the
                period from November 22, 2002(Inception of the
                Development Stage) through September 30, 2004              4

              Statements of Cash Flows for the Three Months
                ended September 30, 2003 and 2004 and for the
                period from November 22, 2002 (Inception of the
                Development Stage) through September 30, 2004              5

              Notes to Unaudited Financial Statements                      6

   Item 2.    Management's Discussion and Analysis of Financial
                Condition and Results of Operations                        9

   Item 3.    Quantitative and Qualitative Disclosures About
              Market Risk

   Item 4.    Controls and Procedures

PART II.      OTHER INFORMATION                                           10

Item 1.    Litigation                                                     11

Item 3.    Defaults on Senior Securities                                  11

Item 4.    Exhibits and Reports on Form 8-K                               11

Signature Page                                                            11

Exhibit 31     Certification Pursuant to Section 302 of the
               Sarbanes-Oxley Act of 2002


Exhibit 32     Certification Pursuant to Section 906 of the
               Sarbanes-Oxley Act of 2002

</TABLE>
<PAGE> 3

          NEVSTAR GAMING AND ENTERTAINMENT CORPORATION
                         BALANCE SHEETS

<TABLE>
<CAPTION>
                                                SEPTEMBER 30,      JUNE 30,
                                                    2004             2004
                                                (Unaudited)       (audited)
                             ASSETS


                                               <c>         <c>

      Current Assets                               $  -           $  -
                                                   --------       --------

                 Total Assets                      $   -          $  -
                                                   ========       ========

                LIABILITIES AND SHAREHOLDERS' EQUITY


     Current Liabilities

        Accounts payable and accrued liabilities   $ 62,311       $ 57,086
        Accrued interest                             33,924         28,184
        Current portion of long-term debt - Note 3   32,000         32,000
                                                   --------       --------

             Total Current Liabilities             $128,235       $117,270

     Long Term Liabilities

        Pre-petition tax liabilities - Note 3      $153,858       $161,858
        Long-term credit facility, related
         party - Note 4                             345,412        330,020
                                                   --------       --------
             Total Liabilities                     $627,505       $609,148

     Shareholders' Equity (Deficit)
	  Common Stock $.01 par value,
          126,396,450 shares authorized,
          50,715,008 issued and outstanding        $507,150       $507,150
        Accumulated deficit, prior to development
          state - Note 6                         (1,001,679)    (1,001,679)

          Accumulated deficit-development stage    (132,976)      (114,619)

                                                  ----------     ----------
          Total Shareholders' Deficit             $(627,505)     $(609,148)

            Total Liabilities and
              Shareholders' Deficit               $   -          $    -
                                                  ==========     ==========


</TABLE>
                         See notes to financial statments.

<PAGE> 4

                           NEVSTAR GAMING AND ENTERTAINMENT CORP
                                 STATEMENTS OF OPERATIONS
                                       (Unaudited)
<TABLE>
<CAPTION>
                      For the three     For the three     For the period from
                       months ended      months ended      November 22, 2002
                   September 30, 2004 September 30, 2003   (inception of the
                                                           development stage)
                                                         to September 30, 2004


                <c>                 <c>                  <c>
Revenue               $   -                 $  -                  $   -
                      ---------             ---------             ----------


Expenses
   General and
     administrative   $ 10,353              $ 11,392              $ 100,827
                      ---------             ---------             ----------

Operating loss        $(10,353)             $(11,392)             $(100,827)

   Other income           -                     -                    20,000
   Interest expense     (8,004)               (6,686)               (52,149)
                      ---------             ---------             ----------

Net Loss              $(18,357)             $(18,078)             $(132,976)
                      =========             =========             ==========

Basic and diluted
 loss per share          $0.00                 $0.00                  $0.00

Weighted average
 shares outstanding   50,715,008            50,715,008            50,715,008


</TABLE>


                            See notes to financial statements

<PAGE> 5


                      NEVSTAR GAMING AND ENTERTAINMENT CORP
                            STATEMENTS OF CASH FLOWS
                                 (Unaudited)
<TABLE>
                      For the three     For the three      For the period from
                       months ended      months ended       November 22, 2002
                   September 30, 2004 September 30, 2003   (inception of the
                                                            development stage)
                                                          to September 30, 2004


                     <c>               <c>               <c>
OPERATING ACTIVITIES
   Net Loss              $(18,357)         $ (18,078)         $ (132,976)
   Adjustments to
    reconcile net loss
    to net cash used
    in operating
    activities:
    Changes in assets
      and liabilities:
       Accounts payable     5,225                349             (15,735)
       Accrued interest     5,740              6,686              33,924
                         ---------           ---------          ---------
Net cash used by
    operating activities $ (7,392)           $(11,043)         $(114,787)

FINANCING ACTIVITIES
    Cash provided by
     long-term debt      $ 15,392             $11,043           $122,787
    Repayment of
     long-term debt        (8,000)                -               (8,000)
                         --------            ---------          ---------
Net cash provided by
    financing activities $  7,392             $11,043           $114,787

Net cash for the period         0                   0                  0

Net cash a beginning
  of period                     0                   0                  0
                         ---------            --------          --------
Net cash at end
  of period              $      0             $     0           $      0
                         ========             ========          ========

</TABLE>
               See notes to financial statements
<PAGE> 6

                     NEVSTAR GAMING AND ENTERTAINMENT C  ORPORATION
                         NOTES TO UNAUDITED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2004

Note 1 - Bankruptcy Proceedings

     On July 10, 2000, the Company, a Nevada Corporation
filed a voluntary petition for relief under Chapter 11 (the "Chapter 11
Proceeding")in the Bankruptcy Court, Case No. BK-S-00-15075-LBR.  During
the Chapter 11 Proceeding, the Company acted as debtor in possession.

     In April, 2001, the Company and W/F Investment Corp. ("W/F") submitted
to the Bankruptcy Court a plan of reorganization, which was amended from time
to time (the "Plan of Reorganization").

     On February 20, 2002, the Bankruptcy Court issued an order confirming the
Plan of Reorganization.

     On November 22, 2002 the plan of reorganization became effective.  The
7,583,687 shares of Common Stock that were previously outstanding were retained
by the holders of those shares.  There are a total of 50,715,008 shares of
common Stock outstanding after the issuance of shares under the Plan of
Reorganization.

     The Company is in the process of completing the administrative procedures,
which include the acquisition of an operating entity, to allow it to formally
emerge from the oversight of the Bankruptcy Court.

     The Company does not currently have any operations.

Note 2 - Going Concern and Summary of Significant Accounting Policies

     Going Concern

     The accompanying financial statements have been prepared on a going
concern basis, which contemplates the realization of assets and the
satisfaction of liabilities in the normal course of business.  The Company
does not generate any revenue, and has a net capital deficiency.  These
factors among others may indicate that the Company will be unable to
continue as a going concern for a reasonable period of time.  The Company
currently funds its disbursements by a line of credit from one of its Plan
Proponents.  There are insufficient funds available under that line of
credit to meet the Company's current obligations.

     These financial statements do not include any adjustments relating to the
recoverability of assets and classification of liabilities that might be
necessary should the Company be unable to continue as a going concern.

     The Company is no longer operating, and will attempt to locate a new
business (operating company) and offer itself as a merger vehicle for a
company that may desire to go public through a merger rather than through
its own public stock offering.


<PAGE> 7


                    NEVSTAR GAMING AND ENTERTAINMENT CORPORATION
                             NOTES TO FINANCIAL STATEMENTS
                                SEPTEMBER 30, 2004


Note 2 - Going Concern and Summary of Significant Accounting Policies
         (Continued)

     Accounting for Reorganization

     The Company applied Financial Accounting Standards No. 15 ("Accounting
for Debtors and Creditors for Troubled Debt Restructuring") for its
emergence from Bankruptcy.  The Company also adopted the Fresh Start
Reporting (see Note 6).

     Use of estimates

     The preparation of financial statements in accordance with accounting
principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the amounts
reported in the accompanying financial statements.  Significant estimates made
in preparing these financial statements include the value of shares of common
stock issued to the unsecured creditors in accordance with the Plan of
Reorganization.  Management uses its knowledge and expertise in making these
estimates.  Actual results could differ from those estimates.

      Income Taxes

     The Company utilizes the liablity method to account for income taxes.
Under this method, deferred taxes and liabilities are determined based on
differences between financial reporting and tax bases of assets and
liabilities and are measured using the enacted rates and laws expected to
apply when the differences are expected to reverse.

Note 3 - Pre-petition Tax Liabilities

    Pre-petition tax liabilities consist of $185,858 payable to the Nevada
Department of Taxation and the Nevada Gaming Authority.  Pursuant to the
Bankruptcy Code and stipulations entered into between the parties and the
Company, the amounts will be paid in full, plus interest at 5% in quarterly
payments ending September, 2009.  Payments due on these liabilities during
the next five years are as follows:

<TABLE>
<CAPTION>
               Fiscal Year Ending June 30,
               ---------------------------

                                           <c>

               2005                              $32,000
               2006                              $32,000
               2007                              $32,000
               2008                              $32,000
               2009                              $32,000

</TABLE>

Note 4 - Long Term Credit Facility, Related Party

     The credit facility consists of $345,412 outstanding on a $250,000
revolving line of credit issued to the Company by W/F Investment Corp, a
shareholder of the Company and a proponent of the Bankruptcy Plan of
Reorganization.  The line of credit has been used to pay the Company's
obligations.  The line of credit bears interest at prime plus 2%,
payable monthly.  It is due October 31, 2007. Accrued interest on the
credit facility totalled $33,924 as of September 30, 2004.


 <PAGE> 8
                   NEVSTAR GAMING AND ENTERTAINMENT CORPORATION
                         NOTES TO FINANCIAL STATEMENTS
                             SEPTEMBER 30, 2004


Note 5 - Income Taxes

     At September 30, 2004 the Company had net operating loss carryforwards
of approximately $1.1 million for federal tax purposes, which expire from 2012
to 2015.  Because of statutory ownership changes, the amount of net operating
losses which may be utilized in future years may be subject to significant
annual limitations.  At June 30, 2004, total deferred tax assets,
consisting principally of net operating loss carry forwards, amounted to
approximately $375,000.  For financial reporting purposes, a valuation
allowance has been recognized in an amount equal to such deferred tax assets
due to the uncertainty surrounding their ultimate realization.

Note 6 - Fresh Start Reporting

     In accordance with its Plan of Reorganization, the Company converted
unsecured liabilities amounting to approximately $18,300,000 to 15,167,674
shares of its common stock.  The Company also issued 156,428 shares of its
common stock in payment of administrative claims totaling approximately
$20,0000, and 27,807,219 shares of its common stock to its Plan Proponents.
The shares issued were valued at $0.01 per share, generating a gain on debt
forgiveness of approximately $18,000,000.  The amount of accumulated deficit
prior to the reclassification in accordance with Fresh Start Reporting
amounted to approximately $19,000,000.  Management estimated the fair value
of the shares issued at par value, based on the fact that no cash flows are
expected in the foreseeable future.  The balance of accumulated deficit after
the adjustement requred by the Fresh Start Reporting represents the
"Excess Reorganization Value", which was impaired due to the fact that no
cash flows are expected in the foreseeable future.

<PAGE> 9

                NEVSTAR GAMING AND ENTERTAINMENT CORP
              Management's Discussion and Analysis of
          Financial Condition and Results of Operations
                           (Unaudited)

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT
                        OF 1995

This Quarterly Report on Form 10-Q includes certain forward-looking statements
based upon management's beliefs, as well as assumptions made by and data
currently available to management.  This information has been, or in the
future, may be included in reliance on the "safe harbor" provision of the
Private Securities Litigation Reform Act of 1995.  These statements are subject
to a number of risks and uncertainties including, but not limited to, the
following: (a) the Company does not generate any revenue, and has a net capital
deficiency which may impair its ability to continue as a going concern; (b)
the ability of the Company to find a merger candidate or other business
opportunity to bring profitable business operations into the Company;
(c) the absence of  an active public trading market for the Company's common
stock; and (d) the Company does not have sufficient funds available on its
line of credit to meet its current obligations.

Actual results may differ materially from those anticipated in any such
forward-looking statements.  The Company undertakes no obligation to update or
revise any forward-looking statements to reflect subsequent events or
circumstances.

The Company's Bankruptcy Plan of Reorganization became effective November 22,
2002.  The Company is in the process of completing the administrative procedures
to allow it to formally emerge from the oversight of the Bankruptcy Court.

The Company is no longer operating, and will attempt to locate a new business
(operating company), and offer iself as a merger vehicle for a company that may
desire to go public through a merger rather than through its own public stock
offering.


<PAGE> 10
                NEVSTAR GAMING AND ENTERTAINMENT CORPORATION

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

The Company owns no financial instruments or other assets, nor has it entered
into any contracts or commitments, which would expose it to market risks such
as interest rate risk, foreign currency exchange rate risk or commodity
price risk as required to be disclosed pursuant to Regulation S-K, Item 305,
of the 1934 Securities Exchange Act, as amended.

Item 4.

Controls and Procedures

(a)  Evaluation of Disclosure Controls and Procedures

      Disclosure controls and procedures are designed to ensure that
      information required to be disclosed in the reports filed or
      submitted under the Exchange Act is recorded, processed, summarized
      and reported within the time periods specified in the SEC's rules
      and forms.  Disclosure controls and procedures include, without
      limitation, controls and procedures designed to ensure that information
      required to be disclosed in the reports filed under the Exchange Act is
      accumulated and communicated to management, to allow timely decisions
      regarding required disclosures.

	Within the 90 days prior to this report, the Company carried out an
      evaluation under the supervision and with the participation of the
      Company's management, including the Company's Chief Executive Officer
      and Chief Financial Officer, of the effectiveness of the design and
      operation of the Company's disclosure controls and procedures.  Based
      upon and as of the date of that evaluation, the Company's Chief Executive
      Officer and Chief Financial Officer concluded that the Company's
      disclosure controls and procedures are effective to ensure that the
      information required to be disclosed in the reports the Company files and
      submits under the Exchange Act is recorded, processed, summarized, and
      reported as and when required.

<PAGE> 11
                   NEVSTAR GAMING AND ENTERTAINMENT CORPORATION

(b) Changes in Internal Controls

      There were no changes in the Company's internal controls or in other
      factors that could have significantly affected those controls subsequent
      to the date of the Company's most recent evaluation.

PART II - OTHER INFORMATION

Item 1.	Litigation.

The Company is not party to any litigation.

Item 3.     Defaults on Senior Securities

      As of September 30, 2004, the Company was $33,924 in arrears in its
      interest payments to W/F Investment Corp and had overdrawn its line
      of credit by $95,412 under the terms of the loan from
      W/F Investment Corp (see Note 4 to Financial Statements).

Item 6.(b) Exhibits and Reports on Form 8-K.

      The Company filed no reports on Form 8-K during the quarter ended
      September 30, 2004.

     	SIGNATURES

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.

NEVSTAR GAMING AND ENTERTAINMENT CORP

                                            /s/ William O. Fleischman
Date:   October 31, 2004                        William O. Fleischman
                                                Chief Executive Officer and
                                                Chief Financial Officer


Exhibit 31     Certification Pursuant to Section 302 of the
               Sarbanes-Oxley Act of 2002

Exhibit 32     Certifications Pursuant to Section 906 of the
               Sarbanes-Oxley Act of 2002