SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark one)
[ X ]  Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
       Exchange Act of 1934

                   For the fiscal quarter ended June 30, 2007

                                       OR

[  ]   Transition Report Pursuant to Section 13 or 15(d) of the Securities
       Exchange Act of 1934

Commission file No. 0-24805
                    -------

                            Littlefield Corporation
                            -----------------------
       (Exact name of small business issuer as specified in its charter)

           Delaware                                    74-2723809
           --------                                    ----------
(State or other jurisdiction of            (I.R.S. Employer Identification No.)
incorporation or organization)


                     2501 North Lamar Blvd., Austin TX 78705
                     ---------------------------------------
                    (Address of principal executive offices)


                                 (512) 476-5141
                                 --------------
                           (Issuer's telephone number)



Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 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 by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).
YES [  ]          NO [ X ]

As of June 30, 2007, the Issuer had 11,298,404  shares of its Common Stock,  par
value $0.001 per share outstanding.

Transitional Small Business Disclosure Format: YES  [  ]  NO  [ X ]


<PAGE>

                             Littlefield Corporation

                                   FORM 10-QSB

                       For the quarter ended June 30, 2007

                                      INDEX



Part I.  Financial Information

            Item 1.  Financial Statements

                 a)  Consolidated  Statements of Operations for the Three
                     Months Ended June 30, 2007 and 2006................... 2

                 b)  Consolidated  Statements of Operations for the Six
                     Months Ended June 30, 2007 and 2006................... 4

                 c)  Consolidated Balance Sheet as of June 30, 2007........ 6

                     Consolidated Statements of Cash Flows for the Six
                 d)  Months Ended June 30, 2007 and 2006................... 7

                 e)  Notes to Consolidated Financial Statements             9

            Item 2.  Management's Discussion and Analysis of Financial
                     Condition And Results of Operations................... 15

            Item 3   Controls and Procedures                                18

Part II.  Other Information

                     Item 1.  Legal Proceedings............................ 19

                     Item 6.  Exhibits..................................... 19

Signatures                                                                  19




                                       1
<PAGE>



PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

<TABLE>
<CAPTION>

                             Littlefield Corporation
                CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

Three Months Ended June 30,                                          2007                 2006
                                                                     ----                 ----

REVENUES:
    <S>                                                                 <C>                  <C>
     Entertainment                                                  $2,181,346             $1,996,000
     Hospitality                                                     1,474,755              1,622,035
     Other                                                              12,069                (3,186)
                                                               ----------------     ------------------
TOTAL REVENUES                                                       3,668,170              3,614,849
                                                               ----------------     ------------------

DIRECT COSTS AND EXPENSES:
      Direct salaries and other compensation                           805,418                786,372
      Rent and utilities                                               642,939                626,303
      Other direct operating costs                                     921,528                925,326
      Depreciation and amortization                                    158,474                165,975
      License expense                                                   29,847                 30,664
                                                               ----------------     ------------------
TOTAL COSTS AND EXPENSES                                             2,558,206              2,534,640

                                                               ----------------     ------------------
GROSS MARGIN                                                         1,109,964              1,080,209

GENERAL AND ADMINISTRATIVE EXPENSES:
     Salaries and other compensation                                   280,517                142,596
     Legal and accounting fees                                         111,485                 62,932
     Depreciation and amortization                                      28,529                 26,247
     Stock-based compensation expense                                   14,311                 56,400
     Other general and administrative                                  165,310                128,454
                                                               ----------------     ------------------
     TOTAL GENERAL AND ADMINISTRATIVE EXPENSES                         600,152                416,629

GAIN ON DISPOSITION OF FIXED ASSETS                                     12,098                  4,000
                                                               ----------------     ------------------

OPERATING INCOME                                                       521,910                667,580

OTHER INCOME AND EXPENSES:
      Interest and investment income                                    17,091                 11,516
      Interest expense ($5,062 and $7,876 respectively
       to related parties)                                           (122,282)               (51,506)
      Other income and (expense)                                       (4,398)                    125
                                                               ----------------     ------------------
TOTAL OTHER INCOME AND EXPENSES                                      (109,589)               (39,865)

                                                               ----------------     ------------------
NET INCOME BEFORE PROVISION FOR INCOME TAXES                           412,321                627,715

PROVISION FOR INCOME TAXES                                              30,203                 15,774
                                                               ----------------     ------------------

NET INCOME                                                             382,118                611,941

OTHER COMPREHENSIVE INCOME                                               4,680                      0
                                                               ----------------     ------------------

NET COMPREHENSIVE INCOME                                             $ 386,798              $ 611,941

                                                               ================     ==================


                 See notes to consolidated financial statements.

</TABLE>

                                       2
<PAGE>


                             Littlefield Corporation
                CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)


     Three Months Ended June 30,                   2007                2006
                                                   ----                ----


EARNINGS PER SHARE:
      Basic earnings per share                     $   0.034         $    0.057
                                               ==============     ==============

      Diluted earnings per share                   $   0.033         $    0.055
                                               ==============     ==============

Weighted average shares outstanding - basic       11,276,282         10,756,967
                                               ==============     ==============

Weighted average shares outstanding - diluted     11,528,617         11,048,517
                                               ==============     ==============





                 See notes to consolidated financial statements.


                                       3
<PAGE>


PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements


                             Littlefield Corporation
                CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

Six Months Ended June 30,                            2007                 2006
                                                     ----                 ----


REVENUES:
     Entertainment                                  $4,515,447       $4,168,319
     Hospitality                                     2,618,151        2,322,883
     Other                                              23,692           42,884
                                                  -------------     ------------
TOTAL REVENUES                                       7,157,290        6,534,086
                                                  -------------     ------------

DIRECT COSTS AND EXPENSES:
      Direct salaries and other compensation         1,574,041        1,371,507
      Rent and utilities                             1,260,140        1,240,122
      Other direct operating costs                   1,723,281        1,567,151
      Depreciation and amortization                    314,535          329,592
      License expense                                   60,676           70,890
                                                  -------------     ------------
TOTAL COSTS AND EXPENSES                             4,932,673        4,579,262

                                                  -------------     ------------
GROSS MARGIN                                         2,224,617        1,954,824

GENERAL AND ADMINISTRATIVE EXPENSES
     Salaries and other compensation                   553,547          290,450
     Legal and accounting fees                         221,873           78,311
     Depreciation and amortization                      57,129           50,643
     Compensation expense related to options            28,622           81,358
     Other general and administrative                  360,548          239,657
                                                  -------------     ------------
     TOTAL GENERAL AND ADMINISTRATIVE EXPENSES       1,221,719          740,419

GAIN ON DISPOSTION OF FIXED ASSETS                      12,098            4,346
                                                  -------------     ------------

OPERATING INCOME                                     1,014,996        1,218,751

OTHER INCOME AND EXPENSES:
      Interest and investment income                    32,033           43,968
      Interest expense ($10,125 and $15,753
       respectively to related parties)              (252,170)        (108,365)
      Other income and (expense)                       (4,398)           37,527
                                                  -------------     ------------
TOTAL OTHER INCOME AND EXPENSES                      (224,535)         (26,870)

                                                  -------------     ------------
NET INCOME BEFORE PROVISION FOR INCOME TAXES           790,461        1,191,881

PROVISION FOR INCOME TAXES                              50,203           30,774
                                                  -------------     ------------

NET INCOME                                             740,258        1,161,107

OTHER COMPREHENSIVE INCOME                               4,713                0
                                                  -------------     ------------

NET COMPREHENSIVE INCOME                              $744,971       $1,161,107
                                                  =============     ============

                 See notes to consolidated financial statements.

                                       4
<PAGE>


                             Littlefield Corporation
                CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)


Six Months Ended June 30,                           2007             2006
                                                    ----             ----


EARNINGS PER SHARE:
      Basic earnings per share                     $   0.067         $  0.109
                                               ==============    =============

      Diluted earnings per share                   $   0.065         $  0.107
                                               ==============    =============

Weighted average shares outstanding - basic       11,116,886       10,626,668
                                               ==============    =============

Weighted average shares outstanding - diluted     11,354,456       10,843,946
                                               ==============    =============


                                       5
<PAGE>


Littlefield Corporation
CONSOLIDATED BALANCE SHEET (Unaudited)

                                     ASSETS
                                     ------
                                                                  June 30, 2007
                                                                ----------------
Current Assets:
      Cash and cash equivalents                                     $ 3,484,012
      Accounts receivable, net of allowance for
       doubtful accounts of $157,784                                    759,323
      Other prepaid expenses and current assets                         310,318
      Note receivable                                                     6,088
                                                                ----------------
      Total Current Assets                                            4,559,741
                                                                ----------------

Property and Equipment - at cost, net of accumulated
 depreciation and amortization                                        6,203,108

Other Assets:
      Goodwill                                                        4,905,111
      Intangible assets, net                                            608,946
      Other non-current assets                                          199,129
                                                                ----------------
      Total Other Assets                                              5,713,186
                                                                ----------------

TOTAL ASSETS                                                        $16,476,035
                                                                ================

                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      ------------------------------------

Current Liabilities:
      Long term debt, current portion                                   185,620
      Long term debt, legal settlements, current portion                275,725
      Trade accounts payable                                            124,983
      Accrued expenses                                                  877,528
      Other current liabilities - related party                         396,183
                                                                ----------------
      Total Current Liabilities                                       1,860,039
                                                                ----------------

Long-term Liabilities:
      Long term debt, net of current portion                          3,542,528
      Long term debt, legal settlements, net of current portion         488,532
      Long term debt-related party                                       36,000
                                                                ----------------
      Total Long-term Liabilities                                     4,067,060
                                                                ----------------
Total Liabilities                                                     5,927,099
                                                                ----------------

Stockholders' Equity:
      Common stock, $0.001 par value, (authorized 20,000,000
       shares, issued 12,344,139 shares, outstanding
       11,298,404 shares)                                                12,344
      Additional paid-in-capital                                     23,792,521
      Treasury stock - 1,045,735 shares, at cost                    (1,331,621)
      Accumulated deficit                                          (11,924,308)
                                                                ----------------
      Total Stockholders' Equity                                     10,548,936
                                                                ----------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                          $16,476,035
                                                                ================

                 See notes to consolidated financial statements.



                                       6
<PAGE>

<TABLE>
<CAPTION>

Littlefield Corporation
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)


Six months Ended June 30,                                                       2007                     2006
                                                                        ---------------------     --------------------

CASH FLOWS FROM OPERATING ACTIVITIES:
          <S>                                                                        <C>                     <C>
     Net income                                                                     $740,258               $1,161,107
     Adjustments to reconcile net income to net cash provided
      by operating activities:
     Depreciation and amortization                                                   371,664                  380,235
     Stock based compensation expense                                                 28,622                   81,358
     Gain on disposition of fixed assets                                            (12,098)                       --
     Increase (decrease) in cash flows as a result of changes in asset
      and liability account balances:
           Accounts receivable                                                       329,417                  146,051
           Other assets and licenses                                                 314,309                 (41,980)
           Trade accounts payable                                                  (139,655)                (358,443)
           Accrued expenses and other current liabilities                              3,136                (241,101)
                                                                        ---------------------     --------------------
NET CASH PROVIDED BY OPERATING ACTIVITIES                                          1,635,653                1,127,227
                                                                        ---------------------     --------------------

CASH FLOWS FROM INVESTING ACTIVITIES:
     Property and equipment expenditures                                           (509,512)                (175,727)
     Proceeds from the sale of property and equipment                                 18,250                       --
     Proceeds form the sale of investments                                             3,741                       --
     Proceeds from collection of Note Receivable                                       1,103                1,184,214
                                                                        ---------------------     --------------------
NET CASH (USED IN) PROVIDED BY INVESTING ACTIVITIES                                (486,418)                1,008,487
                                                                        ---------------------     --------------------

CASH FLOWS FROM FINANCING ACTIVITIES:
     Payments on capital lease obligations                                                --                 (65,668)
     Payments on notes payable and legal settlement obligations                  (1,093,307)                (374,704)
     Proceeds from issued shares                                                     476,560
     Proceeds from note payable                                                      401,958
     Collections of Subscription receivable                                               --                   46,000
     Proceeds from options exercised                                                      --                  158,000
                                                                        ---------------------     --------------------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES                                (214,789)                (236,372)
                                                                        ---------------------     --------------------

NET INCREASE IN CASH                                                                 934,446                1,899,342

CASH AT BEGINNING OF PERIOD                                                        2,549,566                  618,972
                                                                        ---------------------     --------------------

CASH AT END OF PERIOD                                                             $3,484,012               $2,518,314
                                                                        =====================     ====================



                 See notes to consolidated financial statements.

</TABLE>


                                       7
<PAGE>



Littlefield Corporation
CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)



Six months Ended June 30,                              2007            2006
                                                   ------------    -------------

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

Cash payments:

      Interest                                        $239,509          $96,718
                                                   ============    =============


      Income taxes                                          $0               $0
                                                   ============    =============


Non-cash transactions:


      Issuance of treasury stock for deferred
       compensation and 401K plan                      $23,656          $24,403
                                                   ============    =============


                 See notes to consolidated financial statements.



                                       8
<PAGE>


Littlefield Corporation
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
June 30, 2007


--------------------------------------------------------------------------------

NOTE 1 - PRINCIPLES OF CONSOLIDATION AND BASIS OF PRESENTATION.

--------------------------------------------------------------------------------

The  unaudited   consolidated  financial  statements  include  the  accounts  of
Littlefield  Corporation and its wholly owned subsidiaries (the "Company").  The
financial  statements  contained  herein are  unaudited  and,  in the opinion of
management,  contain  all  adjustments  necessary  for a  fair  presentation  of
financial  position,  results  of  operations  and cash  flows  for the  periods
presented.   The  preparation  of  the  consolidated   financial  statements  in
conformity  with  U.S.  generally  accepted   accounting   principles   requires
management to make estimates and assumptions  that affect the reported amount of
assets and liabilities,  disclosure of contingent assets and liabilities and the
reported  amount of revenue and  expenses  during the  reported  period.  Actual
results could differ from these estimates.  Where appropriate,  items within the
consolidated financial statements have been reclassified to maintain consistency
and comparability for all periods presented.

The  operating  results  for the  six-month  period  ended June 30, 2007 are not
necessarily  indicative  of the results that may be expected for the fiscal year
ending December 31, 2007.  Except for historical  information  contained herein,
certain matters set forth in this report are forward looking statements that are
subject  to  substantial  risks  and  uncertainties,  including  the  impact  of
government   regulation   and  taxation,   customer   attendance  and  spending,
competition,  and general  economic  conditions,  among others.  This  Quarterly
Report on Form  10-QSB  contains  "forward-looking"  statements  as such term is
defined in the Private Securities  Litigation Reform Act of 1995 and information
relating to the Company  and its  subsidiaries  that are based on the beliefs of
the  Company's  management.  When used in this report,  the words  "anticipate,"
"believe,"  "estimate,"  "expect,"  and "intend" and words or phrases of similar
import, as they relate to the Company or its subsidiaries or Company management,
are intended to identify forward-looking statements. Such statements reflect the
current  risks,   uncertainties  and  assumptions  related  to  certain  factors
including,   without   limitations,   competitive   factors,   general  economic
conditions,  customer relations,  relationships with vendors,  the interest rate
environment,  governmental regulation and supervision, seasonality, distribution
networks, product introductions and acceptance, technological change, changes in
industry  practices,  onetime events and other factors  described  herein and in
other filings made by the company with the Securities  and Exchange  Commission,
based  upon  changing  conditions,  should  any one or more of  these  risks  or
uncertainties materialize, or should any underlying assumptions prove incorrect,
actual results may vary materially  from those described  herein as anticipated,
believed, estimated, expected or intended. The Company does not intend to update
these forward-looking statements.


--------------------------------------------------------------------------------

NOTE 2 - PROPERTY AND EQUIPMENT.

--------------------------------------------------------------------------------

Property and equipment at June 30, 2007 consists of the following:

          Land                                                   $740,467
          Buildings                                             3,274,925
          Leasehold improvements                                4,228,573
          Rental inventory and bingo equipment                  1,806,569
          Equipment, furniture and fixtures                     2,332,369
          Automobiles                                             451,433
                                                           ---------------
                                                               12,834,336

          Less:  Accumulated depreciation and amortization    (6,631,228)
                                                           ---------------

          Property and equipment, net                          $6,203,108
                                                           ===============

Total depreciation  expense, for owned and leased assets,  charged to operations
for the six months ended June 30, 2007 and 2006 was  approximately  $356,900 and
$369,000 respectively.


                                       9
<PAGE>


Littlefield Corporation
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
June 30, 2007

--------------------------------------------------------------------------------

NOTE 3 - GOODWILL & OTHER INTANGIBLE ASSETS.

--------------------------------------------------------------------------------

<TABLE>
<CAPTION>


Goodwill at June 30, 2007 is as follows:

                                                     Gross
                                                  Carrying             Accumulated
                                                    Amount            Amortization                     Total
                                            ------------------     -------------------     ------------------

    Goodwill                                       $6,704,375            $(1,799,264)             $4,905,111
                                            ==================     ===================     ==================

                                              Entertainment             Hospitality                    Total
                                            ------------------     -------------------     ------------------
           <S>                                       <C>                      <C>                      <C>
    Balance at December 31, 2006                   $4,533,727              $  371,384             $4,905,111

    Goodwill acquired during the year                     ---                     ---                    ---
    Impairment losses                                     ---                     ---                    ---
    Goodwill disposed during the year                     ---                     ---                    ---
                                            ------------------     -------------------     ------------------
    Balance at June 30, 2007                       $4,533,727               $ 371,384             $4,905,111
                                            ==================     ===================     ==================



Intangible assets at June 30, 2007 consists of the following:

                                                     Gross
                                                  Carrying             Accumulated
                                                    Amount            Amortization                     Total
                                            ------------------     -------------------     ------------------
   Intangible Assets with Indefinite Lives:
   Bingo licenses                                    $589,719                (51,974)             $  537,745

   Intangible Assets with Finite Lives:
   Covenants not to compete                          $297,500               (226,299)             $   71,201
                                                                                           ------------------
   Intangible Assets, Net of Accumulated Amortization                                              $ 608,946
                                                                                           ==================
</TABLE>


Amortization  expense  charged to  operations  for the six months ended June 30,
2007 and 2006 was approximately $14,800 and $11,000 respectively.

--------------------------------------------------------------------------------

NOTE 4 - SHAREHOLDERS' EQUITY.

--------------------------------------------------------------------------------

At June 30,  2007 the  Company  holds  1,045,735  treasury  shares at an average
purchase cost of $1.27.

                                       10
<PAGE>


Littlefield Corporation
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
June 30, 2007


--------------------------------------------------------------------------------

NOTE 5 - SHARE BASED PAYMENTS.

--------------------------------------------------------------------------------

Effective  January 1, 2006,  the Company  adopted  FASB  Statement  of Financial
Accounting  Standards  No.  123R  (Revised  2004),  Share-Based  Payment,  which
requires that the compensation cost relating to share-based payment transactions
be recognized in financial statements based on the provisions of SFAS 123 issued
in 1995. We have adopted this statement using the modified prospective method of
implementation,  whereby the prospective method records the compensation expense
from the implementation date forward, but leaves prior periods unchanged.

The Company recorded  approximately  $28,600 in compensation  expense in the six
month period ended June 30, 2007 related to options issued under its stock-based
incentive  compensation  plans.  This includes  expense  related to both options
issued in the  current  year and  options  issued  in prior  years for which the
requisite  service period for those options  includes the current year. The fair
value of these options was calculated  using the  Black-Scholes  options pricing
model. For options issued in 2006, the following assumptions were used: dividend
yield of 10%,  expected  volatility of 68%, risk free interest rates of 5.0% and
an  expected  life of 7 years.  There  were no  options  issued in the six month
period ended June 30, 2007.


--------------------------------------------------------------------------------

NOTE 6 - EARNINGS PER SHARE.

--------------------------------------------------------------------------------

A reconciliation of basic to diluted earnings per share is as follows:

<TABLE>
<CAPTION>

Six months ended June 30,
-------------------------                        2007                  2007                 2006                 2006
                                                 Basic                Diluted               Basic              Diluted
                                           -------------------   ------------------   ------------------  -------------------
Numerator:
      <S>                                             <C>                  <C>                    <C>                <C>
      Net income (loss)                              $740,258             $740,258           $1,161,107           $1,161,107
                                           ===================   ==================   ==================  ===================
Denominator:
      Weighted average shares outstanding          11,116,886           11,116,886           10,626,668           10,626,668
      Effect of dilutive securities:
      Preferred stock                                     ---                  ---                  ---                  ---
      Stock options and warrants                          ---              237,570                  ---              217,278
                                           -------------------   ------------------   ------------------  -------------------
      Weighted average shares outstanding          11,116,886           11,354,456           10,626,668           10,843,946
                                           ===================   ==================   ==================  ===================

Earnings (loss) per share                              $0.067               $0.065               $0.109               $0.107
                                           ===================   ==================   ==================  ===================

</TABLE>


                                       11
<PAGE>


Littlefield Corporation
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
June 30, 2007


--------------------------------------------------------------------------------

NOTE 7 - COMPREHENSIVE INCOME.

--------------------------------------------------------------------------------

The Company has adopted Financial  Accounting Standards Board Statement No. 130,
Reporting Comprehensive Income.  Statement No. 130 establishes new rules for the
reporting and display of comprehensive  income and its components;  however, the
adoption of this Statement has no impact on net income or shareholders'  equity.
Statement  No. 130 requires  unrealized  gains or losses to be included in other
comprehensive income.

The  components of  comprehensive  income for the six months ended June 30, 2007
and 2006 are as follows:

                                                     2007             2006
                                                 --------------   --------------
        Net income                                 $740,258         $1,161,107

        Other comprehensive income

                Reclassification adjustment
                for loss included in net income       4,713                 --
                                                 --------------   --------------
                                                      4,713                 --
                                                 --------------   --------------

        Total comprehensive income                 $744,971         $1,161,107
                                                 ==============   ==============

--------------------------------------------------------------------------------

NOTE 8 - INCOME TAXES.

--------------------------------------------------------------------------------

The Company  recorded  approximately  $50,000  and  $31,000 of state  income tax
expense,  respectively,  for the six months  ended June 30,  2007 and 2006.  The
Company does not expect to incur  material  federal income tax charges until the
depletion  of its  accumulated  federal  income tax loss  carry-forwards,  which
totaled approximately $6,800,000 at December 31, 2006 that begin expiring in the
year 2015.


--------------------------------------------------------------------------------

NOTE 9 - RELATED PARTY TRANSACTIONS.

--------------------------------------------------------------------------------

In 2002,  the President  was awarded a $300,000  bonus which is presented on the
balance  sheet with  accrued  interest as Other  current  liabilities  - related
party.  The Company  accrued  $10,125 in interest in 2007 and $12,188 in 2006 on
these liabilities.

The President  and CEO of the Company had  personally  guaranteed  $300,000 of a
note payable to a third party lender,  in the original total amount of $540,000.
The note was paid in full in May 2005. The Company accrued a total of $61,125 in
loan guaranty fees to him in 2002.  During the fourth quarter of 2006, the Board
unanimously  approved  repayment of the loan guarantee and interest  thereon and
these amounts were paid in December 2006.

The Company purchased the President's  office furniture and antiques for a total
price of $105,650 in July 2002.  This amount was set up on a note  payable  with
interest  only  payments for 4 years at 6.75% with the  principal  amount due in
July 2006 as a balloon  payment.  During the fourth  quarter of 2006,  the Board
unanimously  approved  repayment of the office  furniture  note.  During the six
months  ended June 30,  2006 the  President  was paid  interest in the amount of
$3,565. The note was paid in full in December 2006.

During 2006, the Company renewed the employment agreement with its President and
CEO; in accordance  with this  agreement,  the Company accrued $12,000 and $0 of
deferred   compensation  in  the  six  months  ended  June  30,  2007  and  2006
respectively.


                                       12
<PAGE>


Littlefield Corporation
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
June 30, 2007

--------------------------------------------------------------------------------

NOTE 10 - COMMITMENTS AND CONTINGENCIES.

--------------------------------------------------------------------------------

Generally speaking,  the Securities and Exchange Commission guidelines require a
company to report any pending legal and/or regulatory  proceedings that involves
a claim for damages in excess of ten percent  (10%) of its current  assets.  The
litigation  and  proceedings  discussed  below  do  not  necessarily  meet  this
threshold, but are included in the interest of full disclosure.  In general, the
Company will  vigorously  defend itself against all claims to the fullest extent
possible.

The Company is  obligated to make  payments  over  approximately  the next three
years in settlement of litigation  that was concluded in prior periods.  At June
30, 2007, the carrying value of these  obligations was $764,257.  The Company is
current in all its settlement payment obligations.

Littlefield Corporation f/k/a/ American Bingo and Gaming v. Philip Furtney, Case
No.:  2001 CA 4000,  Circuit  Court of the Twelfth  Judicial  Circuit in and for
Manatee County, Florida.

Littlefield is suing Philip Furtney for fraud, negligent misrepresentations, and
breach of guaranty.  This litigation  arises from the 1995  acquisition of three
Florida bingo centers by a  predecessor,  American  Bingo & Gaming  Corporation,
from two  corporations  controlled by Phillip  Furtney - Pondella Hall for Hire,
Inc.,  and 800438  Ontario.  Several  months after the  acquisition of the three
centers,  the Florida Attorney  General's office obtained an indictment  against
two American Bingo subsidiaries and brought a civil proceeding related to two of
the three centers for alleged  gambling  related  offenses.  The  indictment and
civil litigation were the result of an  investigation  that had been ongoing for
over one year prior to the acquisition of the centers.  Furtney was aware of the
investigation and its serious nature,  but did not disclose the investigation to
American Bingo.  In fact, the agreements  related to the sale  specifically  and
falsely  stated  that there were not any  ongoing  governmental  investigations.
American Bingo settled the litigation  brought by the Florida  Attorney  General
and sold its Florida centers as a condition of the settlement. The resolution of
this long pending matter was  substantially  delayed when Furtney,  a citizen of
Canada and part time  resident  of Mexico  would not  permit  his United  States
attorney to accept service of the Complaint.  Littlefield was successful finally
serving  Furtney  when he was in the  United  States in 2005 to  attend  related
litigation.  The trial against  Furtney is scheduled for December  2007, and the
company  intends to  vigorously  pursue  Furtney for all damages  related to the
purchase of the Florida centers, including all sums paid in the acquisition, all
costs incurred by American  Bingo in the  litigation  with the state of Florida,
and judgments  Littlefield was required to pay to Pondella and 800438 Ontario as
a result of related litigation.

Amy Ramon, et al v. Clark C. Lilly,  et al; Cause No.  2006-535,397 in the 237th
District Court of Lubbock County, Texas.

This case is still pending.  This proceeding is the result of the  consolidation
of four separate  lawsuits.  Littlefield  Corporation,  Meeks Management Company
(sued  as  Meeks  Management  Corporation),  and  Littlefield  Charitable  Bingo
Management  Consulting,  Inc.,  (and other  non-related  parties  including  the
charities) are defendants in this case. The Plaintiffs are six former  employees
of various  charities  which conducted bingo games in a bingo hall leased to the
charities by Meeks  Management  Company.  Plaintiffs  have sued,  among  others,
Littlefield Corporation,  and two of its subsidiaries,  Meeks Management Company
(sued  as  Meeks  Management   Corporation)  and  Littlefield  Charitable  Bingo
Management Consulting, Inc.

The plaintiffs claim that the bingo hall manager sexually harassed them and that
they were  fired in  retaliation  for  making  claims of  sexual  harassment  or
otherwise  were  fired in  violation  of their  rights  under  nondiscrimination
provisions  of the Texas Labor Code.  The  Plaintiffs  also assert  various tort
claims against the defendants  under state law,  including,  but not limited to,
claims for negligent hiring, supervision, and retention of the alleged harasser.
Plaintiffs  allege  that the  defendants  (other  than the bingo hall  manager),
including  Littlefield and its named subsidiaries,  were their employers and the
employers of the accused harasser.  All of the plaintiffs claim that Littlefield
(and  subsidiaries)  as well  as the  charities  were  their  employers  and the
employers of Clark Lilly (the alleged  harasser)  and  therefore  liable for his
harassing and other tortuous  conduct.  Various claims are state law tort claims
which are not  technically  dependent  upon the  status of  Littlefield  (or its
subsidiaries)  as an employer  under the state  discrimination  law. Some of the
plaintiffs  have  also  claimed  sexual  discrimination  in  compensation.   The
depositions  of some,  but not all,  of the  plaintiffs  have  been  taken.  The
depositions of most defendants' representatives have been taken.

The charities and the alleged harasser have settled with the Plaintiffs  leaving
Littlefield and its subsidiaries the only remaining defendants.

                                       13
<PAGE>


Littlefield Corporation
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2007

--------------------------------------------------------------------------------

NOTE 10 - COMMITMENTS AND CONTINGENCIES

--------------------------------------------------------------------------------

Littlefield and its named subsidiaries are in the process of preparing to file a
motion for summary judgment on the basis of the lack of an  employee-employer or
control  relationship  with either the plaintiffs or Mr. Lilly.  Littlefield and
its named  subsidiaries  intend to  vigorously  defend  this  case  because  the
plaintiffs and the alleged harasser were not their employees. Trial is scheduled
for October 15, 2007.

South  Carolina  Department  of Revenue  v.  Littlefield  Corporation,  Midlands
Promotions,  Inc., Low Country Promotions, Inc. ,and Gamecock Promotions,  Inc.,
05- ALJ-17-0413-CC

The  South  Carolina  Department  of  Revenue  issued  an  administrative  bingo
violation against the above referenced  parties alleging that the Company has an
unlawful number of bingo promoter  licenses.  The Department of Revenue seeks to
revoke all but 5 bingo  promoter  licenses held by the Company's  South Carolina
subsidiaries and seeks a $5,000 penalty.  The Department of Revenue has moved to
pierce the  corporate  veil of the  Company to thereby  attribute  the  promoter
licenses to the Company.  The  Department of Revenue's  theory is that the three
South Carolina subsidiaries are invalid corporations and that as a matter of law
the Company is the holder of the 12 promoter  licenses at issue.  South Carolina
law  provides  that a promoter may only have 5 licenses.  The Company  moved for
summary judgment and it was denied. However,  certain originally named charities
were  dismissed  from the  lawsuit.  The case has been stayed  until  co-counsel
returns from active  military duty,  which is expected to occur around August of
2008. The Company is vigorously  defending itself and asserts that it is not the
holder of the promoter licenses but rather that its lawfully formed subsidiaries
are  separate  corporations  that each  holds a lawful  number  of the  promoter
licenses.

--------------------------------------------------------------------------------

NOTE 11 - SEGMENTS.

--------------------------------------------------------------------------------

The Company's  Chief Operating  Decision Maker ("CODM"),  the President and CEO,
evaluates  performance  and  allocates  resources  based on a measure of segment
profit  or loss from  operations.  The  accounting  policies  of the  reportable
segments  are  the  same  as  those  described  in the  summary  of  significant
accounting  policies except that  depreciation and amortization are allocated to
each  segment from  functional  department  totals based on certain  assumptions
which include, among other things,  revenues.  Also, the Company's CODM does not
view  segment  results  below  gross  profit  (loss),  therefore,   general  and
administrative  expenses,  net interest income,  other income, and the provision
for income taxes are not broken out by segment below.

The entertainment segment encompasses charitable bingo hall operations in Texas,
Alabama, and South Carolina.  The hospitality segment includes income from party
and tent rentals, catering services and event planning fees. These segments were
identified  based  on the  different  nature  of the  services  and  legislative
monitoring and, in general, the type of customers for those services.

A summary of the segment financial  information reported to the CODM for the six
months ended June 30, 2007 and 2006 is as follows:

<TABLE>
<CAPTION>

June 30, 2007
-------------                         Entertainment        Hospitality          Adjustment          Consolidated
                                      -------------        -----------          ----------          ------------
 <S>                                        <C>                <C>                  <C>                  <C>
Revenue                                  $4,515,000         $2,618,000             $24,000            $7,157,000
Depreciation and Amortization               198,000            116,000              58,000               372,000
Segment profit (loss)                     2,262,000           (61,000)         (1,461,000)               740,000
Segment Assets                           26,123,000          1,428,000        (11,075,000)            16,476,000

June 30, 2006
-------------                         Entertainment        Hospitality          Adjustment          Consolidated
                                      -------------        -----------          ----------          ------------
Revenue                                  $4,168,000         $2,323,000             $43,000            $6,534,000
Depreciation and Amortization               207,000            123,000              50,000             380,000
Segment profit (loss)                     1,932,000           (14,000)           (757,000)             1,161,000
Segment Assets                           24,193,000          1,462,000         (9,021,000)            16,634,000

</TABLE>


                                       14
<PAGE>


Littlefield Corporation
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2007

--------------------------------------------------------------------------------


The adjustments represent other corporate expenses,  other income,  depreciation
and  amortization  related to corporate  assets,  corporate  gains and losses on
disposition  of  assets,   inter-company   eliminations  and  corporate  capital
expenditures to reconcile segment balances to consolidated balances.


--------------------------------------------------------------------------------

NOTE 12 - SUBSEQUENT EVENTS.

--------------------------------------------------------------------------------

In August  2007,  the Board of  Directors  approved  and payment was made to the
President  and CEO for all  amounts as of June 30,  2007 shown as Other  current
liabilities  - related  party as more fully  described in Note 9 - Related Party
Transactions.


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


During the first six months of 2007,  we continued to improve  revenue and gross
profit in our Entertainment and Hospitality  segments.  These  improvements were
partially offset by certain increases in General and Administrative expenses and
interest   expense.   Earnings  in  the  first  six  months  of  2007   included
approximately $208,000 of notable items: $75,000 related to business development
expenses  associated with opening a new market,  $104,000 for legal expenses and
$29,000 of non-cash  expenses related to stock-based  compensation.  Earnings in
the first six months of 2006 included approximately $81,000 of non-cash expenses
related  to  stock-based  compensation,  $36,000  for legal  expenses  offset by
$38,000 from insurance proceeds and fixed asset sales.

Revenues
--------

The  following  table sets forth the  Company's  revenues by segment for the six
months ended June 30, 2007 and 2006:

                           2007           2006          Change      % Change
                           ----           ----          ------      --------
Total Revenues         $ 7,157,000    $ 6,534,000      $623,000        10%
Entertainment            4,515,000      4,168,000       347,000         8%
   Texas                 2,751,000      2,421,000       330,000        14%
   South Carolina          978,000        901,000        77,000         9%
   Alabama                 786,000        846,000      (60,000)        (7%)
Hospitality              2,618,000    $ 2,323,000      $295,000        13%

During the first six months of 2007,  total  revenues for the Company  increased
10% over 2006 with both Entertainment and Hospitality  segments  contributing to
the increase in revenue. Entertainment revenue rose 8% with Texas being the most
significant  contributor.   Alabama  operations  continued  to  be  affected  by
competition  in the form of casinos on the Indian  Reservations  and  electronic
gaming  machines  at  a  horse  race  track  in  the  adjoining  counties.   The
Entertainment  segment  accounted for 63% of total revenues compared with 64% of
total  revenues  in 2006.  By state,  Entertainment  revenues  for Texas,  South
Carolina  and Alabama  were 61%,  22%,  and 17% of total  Entertainment  revenue
respectively compared to 58%, 22% and 20% in 2006. Hospitality revenue increased
13% over the prior year  reflecting  the  contribution  of larger  customers and
events. Hospitality accounted for 37% of total revenues in 2007, compared to 36%
of total revenues in 2006.


                                       15
<PAGE>


Costs and Expenses
------------------

Cost of services  increased 8% over the comparable  prior year period.  This, in
conjunction with the higher revenue growth of 10%, resulted in an improvement of
gross profit percent (gross profit as a percent of sales) to 31.1% from 29.9% in
2006. Overall, total gross profit increased 14% or $270,000 over the prior year.
The table below summarizes gross profit by segment for the six months ended June
30, 2007 and 2006:
                            2007           2006        Change      % Change
                            ----           ----        ------      --------
Total Gross Profit        $2,225,000    $1,955,000     $270,000       14%
Entertainment              2,262,000     1,932,000      330,000       17%
Hospitality                ($61,000)     ($14,000)    ($47,000)        NM

The  increase  in gross  profit was mainly  attributed  to higher  revenues  and
management's concentration on cost containment throughout the organization.  The
Entertainment gross profit as a percent to sales increased to 50.1% versus 46.4%
respectively for 2007 and 2006. The 2007  Hospitality  gross margin loss widened
largely as a result of a  cancellation  of a large $100,000 order in June due to
flooding in Central Texas and costs associated with self-promotion events.

Direct  salaries  and  other  compensation  were  up 15%  over  the  prior  year
representing staff additions  corresponding to the higher revenues especially in
the Hospitality  segment.  Rent and utilities in 2007 were up  approximately  2%
over 2006. Other direct operating costs in 2007 were up 10% over the prior year,
mainly due to higher  food and  supplies  costs  associated  with the  increased
revenue and sub-rental  expenses than incurred in 2006. License expense was down
$10,000 as a result of the timing of the payment of licenses.  The provision for
doubtful accounts was reduced to 0% versus 1.0% of sales last year.

Depreciation and amortization expense totaled  approximately  $372,000 ($315,000
Cost of Services plus $57,000 G&A) in 2007 versus $380,000 in the prior year.

General and administrative expenses,  excluding related depreciation expense and
the noted business development and legal fees totaled approximately  $957,000 in
2007, compared to approximately $572,000 in 2006, an increase of about $385,000.
The increase mainly related to staff additions, compensation adjustments, sundry
expenses and the timing of accrued incentive expenses.

Other  income and expense  was an expense of  approximately  $225,000  for 2007,
compared to  approximately  $27,000 in 2006.  The  difference  mainly stems from
higher  interest  expense and the noted 2006 insurance  proceeds and fixed asset
sales.  The higher 2007 interest  expense mainly reflects the financing of legal
settlements during 2006.

Our income tax expense for 2007 was approximately $50,000 compared to $31,000 in
2006,  all of which is  related  to the  expected  effective  tax rate for state
income  taxes.  As of December 31, 2006,  the Company had a net  operating  loss
available for carryover on its federal income taxes of approximately $6,800,000.

Net Income
----------

During the first six months of 2007,  we  realized  net income of  approximately
$740,000; $0.07 per basic and $0.07 per fully diluted share. Net income for 2006
was $1,161,000;  $0.11 per basic and $0.11 per fully diluted share. The weighted
average number of basic Common Stock shares  outstanding  totaled  11,116,886 in
2007 compared to 10,626,668 in 2006. The increase in shares  outstanding  mainly
represents the sale of 400,000 shares of common stock in 2007.

Earnings  in the first six months of 2007  included  approximately  $208,000  of
notable items:  $75,000 related to business development expenses associated with
opening a new market,  $104,000  for legal  expenses  related to legal cases and
$29,000 of non-cash expenses related to stock-based compensation.

Earnings  in the first six  months of 2006  included  approximately  $81,000  of
non-cash  expenses  related  to  stock-based  compensation,  $36,000  for  legal
expenses offset by $38,000 from insurance proceeds and fixed asset sales.

Adjusted for the noted items above, the adjusted net income during the first six
months of 2007 was $948,000 and basic earnings per share were $0.09 per share in
2007 versus an adjusted net income of $1,240,000 and basic earnings per share of
$0.12 last year.


                                       16
<PAGE>


Liquidity and Capital Resources
-------------------------------

Cash and cash equivalents at June 30, 2007, totaled approximately $3,484,000 and
represented  21% of total assets of  approximately  $16,476,000.  Current assets
totaled  approximately  $4,560,000.   Current  liabilities  totaled  $1,860,000.
Working  capital was  approximately  $2,700,000 with a current ratio of 2.5 to 1
compared to approximately 1:1 in June 2006.

Cash  provided by operating  activities  for the six months ended June 30, 2007,
totaled approximately  $1,636,000 compared to cash provided of $1,127,000 during
2006. Cash flows provided by operating  activities in 2007 were increased by net
income of approximately $740,000, non-cash depreciation expense of approximately
$372,000,  stock based  compensation of  approximately  $29,000 and by other net
changes in asset and  liability  accounts and gain on the  disposition  of fixed
assets of approximately  $495,000 which mainly represent improved collections of
accounts  receivable  and the removal of a  restriction  on certain  assets as a
result of our refinancing.

Net cash used in investing activities totaled approximately $486,000 for capital
expenditures mainly for bingo hall renovations and leasehold improvements during
the six months  ended June 30,  2007.  This  compared  to net cash  provided  by
investing activities of approximately $1,008,000 in 2006. In 2006, cash was used
in the amount of  approximately  $176,000 for the purchase of capital assets and
offset by the  collection of a note  receivable  in the amount of  approximately
$1,184,000.

Cash  used in  financing  activities  in 2007  totaled  approximately  $215,000,
compared  to net cash  used in  financing  activities  in 2006 of  approximately
$236,000.  During the first six months of 2007,  approximately  $477,000 of cash
proceeds were obtained through the sale of common stock,  approximately $401,000
obtained from our  refinancing  and $1,093,000 was used for the payment of notes
payable and legal settlement  obligations.  In 2006,  approximately  $204,000 of
financing was obtained from proceeds from options  exercised and the  collection
of  subscription  receivable  and  $440,000  was used for the  payment  of notes
payable and capital lease obligations.

At June 30, 2007, we had  approximately  $16,476,000  in total assets with total
liabilities  of  approximately  $5,927,000  and  approximately   $10,549,000  of
shareholders'  equity.  Total assets include  approximately  $3,484,000 in cash,
$759,000  of  net  accounts  receivable,   other  current  assets  of  $317,000,
$6,203,000 of net property and equipment,  $5,514,000 of intangible  assets, and
$199,000  of other  assets.  Total  liabilities  primarily  consist of  accounts
payable of approximately $125,000 and notes payable obligations of approximately
$3,728,000,   legal   settlement   obligations   of  $764,000  and  accrued  and
related-party liabilities of $1,310,000.

In 2007, we plan to continue to use our cash generated  from  operations to make
leasehold improvements and renovations in our bingo operations.  We also plan to
use  advantageous  combinations of bank financing,  seller  financing,  treasury
stock,  and cash on new bingo  hall  acquisitions  when  favorable  terms can be
obtained.




                                       17
<PAGE>


Item 3.  Controls and Procedures

Evaluation of Disclosure  Controls

The  Company's  management  evaluated,  with  the  participation  of  the  Chief
Executive  Officer  and  Chief  Financial  Officer,  the  effectiveness  of  the
Company's disclosure controls and procedures as of the end of the period covered
by this  report.  Disclosure  controls  and  procedures  are  designed  with the
objective  of ensuring  that (i)  information  required to be  disclosed  in the
Company's  reports filed under the Securities  Exchange Act of 1934 is recorded,
processed,  summarized  and reported  within the time  periods  specified in the
SEC's rules and forms and (ii) the information is accumulated  and  communicated
to management, including the principal executive officer and principal financial
officer,   as  appropriate  to  allow  timely   decisions   regarding   required
disclosures.

Based  upon their  evaluation,  our  management  including  the Chief  Executive
Officer and Chief Financial Officer have concluded that our disclosure  controls
and  procedures  (as  defined  in  Rule  13a-15(e)  or 15 d -  15(e)  under  the
Securities  Exchange Act) are effective,  as of the end of the period covered by
this report on Form 10-QSB, to ensure that information  required to be disclosed
by us in the reports that we file or submit under the Securities Exchange Act of
1934 is recorded,  processed,  summarized  and reported  within the time periods
specified in the SEC rules and forms.

There have been no changes in our  internal  control  over  financial  reporting
during the quarter  ended June 30, 2007,  that have  materially  affected or are
reasonably  likely to materially  affect,  our internal  control over  financial
reporting.


Limitations on the Effectiveness of Controls

Our  management,  including our CEO and CFO, does not expect that our disclosure
controls or our internal  controls  over  financial  reporting  will prevent all
error  and all  fraud.  A  control  system,  no matter  how well  conceived  and
operated,  can provide only  reasonable,  but not absolute,  assurance  that the
objectives of a control system are met.  Further,  any control  system  reflects
limitations  on  resources,  and  the  benefits  of a  control  system  must  be
considered  relative to its costs.  Because of the inherent  limitations  in all
control systems,  no evaluation of controls can provide absolute  assurance that
all  control  issues  and  instances  of  fraud,  if  any,  within   Littlefield
Corporation have been detected. These inherent limitations include the realities
that judgments in  decision-making  can be faulty and that  breakdowns can occur
because of simple error or mistake.  Additionally,  controls can be circumvented
by the individual acts of some persons,  by collusion of two or more people,  or
by management  override of a control. A design of a control system is also based
upon certain assumptions about potential future conditions;  over time, controls
may  become  inadequate  because  of  changes  in  conditions,  or the degree of
compliance  with the  policies or  procedures  may  deteriorate.  Because of the
inherent  limitations in a cost-effective  control system,  misstatements due to
error or fraud may occur and may not be detected.



                                       18
<PAGE>


PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

For a  discussion  of material  pending  legal  proceedings,  see Note 10 to the
unaudited  Consolidated  Financial  Statements included in Part I hereof,  which
Note 10 is incorporated herein by reference.

Item 6.  Exhibits

         31.1     Rule 31a-14(a) / 15d-14(a) Certifications

         32.1     Section 1350 Certifications




                                   SIGNATURES

In accordance with the requirements of the Securities  Exchange Act of 1934, the
registrant has caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

                                   Littlefield Corporation

                                   August 14, 2007

                                   By:

                                   /s/  JEFFREY L MINCH
                                   --------------------
                                   Jeffrey L. Minch
                                   President and Chief Executive Officer


                                   /s/ RICHARD S. CHILINSKI
                                   ------------------------
                                   Richard S. Chilinski
                                   Chief Financial Officer



                                       19