UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                               Form 10-QSB Amended


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

For the quarterly period ended       September 30, 2001
                               ------------------------

                                       OR

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

             For the transition period from             to
                                           -------------  -------------


                         Commission File Number 0-28383
                                               --------


                                Table Trac, Inc.
         ---------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

            Nevada                                         88-0336568
 ------------------------------                 -------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
 Incorporation or organization)

            4625 County Rd 101, Suite 202 Minnetonka, Minnesota 55345
                     --------------------------------------
                    (Address of principal executive offices)

                                 (952) 548-8877
               --------------------------------------------------
              (Registrant's telephone number, including area code)



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
                                     -----  -----

3,536,425 Shares Of Common Stock were outstanding as of September 30, 2001


<PAGE>


                                Table Trac, Inc.


                                    I N D E X


                                                                            Page
                                                                            ----
PART I.   FINANCIAL INFORMATION

   Item 1.   Financial Statements (Unaudited)

                  Balance Sheets as of September 30, 2001
                    and December 31, 2000                                     1

                  Statements of Operations for the
                     three months and nine months ended September 30,
                        2001 and 2000                                         2

                  Statements of Cash Flows for the
                     nine months ended September 30, 2001 and 2000            3

                  Selected Notes to Financial Statements                      4


   Item 2.   Management's Discussion and Analysis of Financial
                Condition and Results of Operations                           5


PART II.     OTHER INFORMATION                                              6-7

   Item 1.   Legal Proceedings

   Item 6.   Exhibits and Reports on Form 8-K


SIGNATURES                                                                    7


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<CAPTION>


Part I.  FINANCIAL INFORMATION
         ---------------------
Item I.  FINANCIAL STATEMENTS
         --------------------


                                      Table Trac, Inc.
                                (A Development Stage Company
                                       Balance Sheets
                                         Unaudited)



                                                               September 30,   December 31,
                                                                    2001           2000
                                                                -----------    -----------

ASSETS
             Current Assets
                              <S>                               <C>            <C>
                              Cash                              $   433,869    $   516,258
                              Total Accounts Receivable              12,438          6,915
                      Other Current Assets
                              Deferred Loan Costs                      --             --
                              Prepaid Expenses                          500           --
                              Petty Cash                                100           --

                      Total Other Current Assets                        600              0
                                                                -----------    -----------

             Total Current Assets                                   446,907        523,173

             Fixed Assets
                      Fixed Assets
                                                                -----------    -----------

             Total Fixed Assets                                           0              0

             Other Assets
                      Loans To Shareholders                          43,790         35,190
                      Inventory                                      29,983         16,999
                      Other Assets                                   28,310         24,333
                                                                -----------    -----------

             Total Other Assets                                     102,083         76,522
                                                                -----------    -----------

TOTAL ASSETS                                                    $   548,990    $   599,695
                                                                ===========    ===========


LIABILITIES &EQUITY
             Liabilities
                      Current Liabilities
                              Total Accounts Payable            $      (116)   $    21,061
                              Total Other Current Liabilities       204,678          4,533
                                                                -----------    -----------

                      Total Current Liabilities                     204,562         25,594
                                                                -----------    -----------

                      Long Term Liabilities
                              Convertible Debentures                      0              0
                                                                -----------    -----------

                      Total Long Term Liabilities                         0              0
                                                                -----------    -----------

             Total Liabilities                                      204,562         25,594
             Equity
                      Capital Stock                               1,253,718      1,251,555
                      Retained Earnings                            (909,290)      (677,455)
                                                                                         0
                                                                -----------    -----------

             Total Equity                                           344,428        574,101
                                                                -----------    -----------

TOTAL LIABILITIES & EQUITY                                      $   548,990    $   599,695
                                                                ===========    ===========


                              See Note to Financial Statements

                                             1
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<TABLE>
<CAPTION>


                                                  Table Trac, Inc.
                                            (A Development Stage Company
                                              Statements Of Operations
                                                    Unaudited)


                                                               Three Months Ended             Nine Months Ended
                                                           --------------------------    --------------------------
                                                             9/30/2001     9/31/2000      9/30/2001      9/30/2000
                                                           -----------    -----------    -----------    -----------
Ordinary Income/Expenses
             <S>                                           <C>            <C>            <C>            <C>
              Sales                                        $    27,347    $    79,497    $    76,528    $   141,303
              Cost of Goods Sold                                 4,067         18,809         10,729         24,176
                                                           -----------    -----------    -----------    -----------

         Gross Profit                                           23,280         60,688         65,799        117,127


         Operating Expenses                                    109,978         55,652        320,448        182,888
                                                           -----------    -----------    -----------    -----------


Net Ordinary Income (Loss)                                     (86,698)         5,036       (254,649)       (65,761)
Other Income (Expense)
         Interest Income                                         7,248          1,660         22,813          3,922
                                                           -----------    -----------

Net Income (Loss) before Taxes                                 (79,450)         6,696       (231,836)       (61,839)

Income Taxes                                                      --             --             --             --
                                                           -----------    -----------    -----------    -----------


Net Income (Loss)                                          $   (79,450)   $     6,696    $  (231,836)   $   (61,839)
                                                           ===========    ===========    ===========    ===========


Income/(Loss) Per Share                             (a)    $     (0.02)   $      0.00    $     (0.07)   $     (0.02)
                                                           ===========    ===========    ===========    ===========

Income/(Loss) Per Common Share Assuming Dilution    (a)    $     (0.02)   $      0.00    $     (0.07)   $    (0.02)
                                                           ===========    ===========    ===========    ===========

Weighted Average Outstanding Shares                 (a)      3,533,819      2,865,668      3,533,819      2,865,668
                                                           ===========    ===========    ===========    ===========


(a) reflects 946,821 additional shares that were issued for two private
placements and debt conversion.


                                          See Note to Financial Statements

                                                         2
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<TABLE>
<CAPTION>



                                          Table Trac, Inc.
                                    (A Development Stage Company
                                      Statements of Cash Flows
                                             Unaudited)


                                                                               Nine Months Ended
                                                                            ----------------------
                                                                            09/30/2001    ########
                                                                            ---------    ---------

              OPERATING ACTIVITIES
                         <S>                                                <C>          <C>
                          Net Income                                        $(231,836)   $ (61,839)

                          Adjustments to reconcile Net Income to net cash
                          provided by operations:
                                      Stock issued for services                  --           --
                                      Accounts Payable                        (21,178)         (61)
                                      Accounts Receivable                      (5,524)      (8,642)
                                      Amortization                              1,023          103
                                      Depreciation                               --          3,184
                                      Inventory                               (12,984)       6,496
                                      Loans to Shareholders                    (8,600)       4,500
                                      Payroll Liabilities                       2,144       (1,097)
                                      Petty Cash                                 (100)        --
                                      Prepaid Expenses                           (500)         297
                                                                            ---------    ---------

              Net Cash provided by Operating Activities                      (277,555)     (57,059)
                                                                            ---------    ---------


              INVESTING ACTIVITIES
                                      Stock Holdings                           (5,000)      (2,564)
                                      Deferred Loan Costs                        --        (10,292)

              Net cash provide by Investing Activities                         (5,000)     (12,856)
                                                                            ---------    ---------

              FINANCING ACTIVITIES
                          Loan Payable                                        198,000         --
                          Convertible Debentures                                 --        125,000
                          Capital Stock                                         2,163        7,806
                          Capital Stock:offering expenses                        --           (500)

              Net Cash provided by Financing Activities                       200,163      132,306
                                                                            ---------    ---------

Net cash increase for period                                                  (82,392)      62,391
Cash at beginning of period                                                   516,258       77,621


Cash at end of period                                                       $ 433,866    $ 140,012
                                                                            =========    =========


                                  See Note to Financial Statements

                                                  3
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<PAGE>


                                Table Trac, Inc.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                               September 30, 2001


Note 1.   Condensed Financial Statements:

          The condensed balance sheet as of September 30, 2001, the statement of
          operations for the nine-month periods ended September 30, 2001 and
          2000, and the condensed statement of cash flows for the nine-month
          periods then ended have been prepared by the Company, without audit.
          In the opinion of management, all adjustments (which include only
          normal recurring adjustments) necessary to present fairly the
          financial position, results of operations and changes in cash flows at
          September 30, 2001 and for all periods presented have been made.

          Certain information and footnote disclosures normally included in
          financial statements prepared in accordance with generally accepted
          accounting principles have been condensed or omitted. It is suggested
          that these condensed financial statements be read in conjunction with
          the financial statements and notes thereto included in the Company's
          December 31, 2000 audited financial statements. The results of
          operations for the period ended September 30, 2001 are not necessarily
          indicative of the operating results for the full year.


Note 2.   Revenue Recognition:

          Revenues are recorded at the time of shipment of products or
          performance of services. Monthly license fees are recorded over the
          lives of the respective contracts or as earned.

Note 3.   Customer Concentration:

          Four casinos comprised 100% of the Company's revenues from
          installation and licensing fees from the installation of the Company's
          Table Trac(TM) system through September 2001.


                                       4


<PAGE>


                                Table Trac, Inc.


ITEM 2:   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
          FINANCIAL CONDITION AND RESULTS OF OPERATIONS

          Business Overview:

               Table Trac, Inc.'s patented real-time management system product
          automates and monitors the operations of casino table games
          (blackjack, craps, etc.) The Table Trac(TM) system (patent number
          5,957,776) is available for an installation and monthly license fee
          from the Company for casinos with a minimum number of tables. The
          first customer installation was in June 1996, in a 10-table casino in
          northern Minnesota. The second customer installation was purchased by
          the same operator and installed in July 1997. Both systems have been
          operational since. In April 2000 the Company completed installation at
          the L.C.O. Casino in Hayward, Wisconsin. In July 2001, the Company
          installed a system in Freddie's Casino in Fife, Washington. With the
          system developed, site tested and commercial viability established,
          the Company has turned its focus to sales and marketing.

               The company jointly announced on July 11, 2001 with Global
          Payment Technologies, Inc. (GPT) of Hauppauge, New York, the signing
          of the definitive agreements. Under the terms of the agreements, Table
          Trac(TM) and GPT will each have the right to distribute and sell the
          new product, Centurion. In addition, GPT will receive an exclusive
          right to sell Table Trac(TM)'s casino management system product
          outside of the United States and Canada, subject to minimum sales
          requirements.

          Results of Operations:

               Revenues in the quarter ended September 30 decreased to $27,347
          in 2001 from $79,497 in 2000. There were decreased component and
          software sales, decreased license fees and decreased programming fees
          in 2001 to account for the difference. All of the Company's revenues
          from installation and licensing fees from the installation of the
          Company's Table Trac(TM) system were from two customers through
          September 2001.

               Costs of sales in the quarter ended September 30 decreased in
          2001 to $4,067 from $18,809 in 2000 as a result of decreased component
          and software sales in 2001.

               Operating expenses in the quarter ended September 30 increased in
          2001, to $109,978 from $55,652. The major changes were increased
          payroll and increased sales expenses in 2001 compared to 2000.

               The result was that there was a net loss of $79,450 in the second
          quarter 2001 compared to a net profit of $6,696 in the second quarter
          2000. The net loss per share was $.02 in the second quarter 2001
          compared to a net profit per share of $.01 in the second quarter 2000.

               Revenues in the nine months ended September 30 decreased to
          $76,528 in 2001 from $141,303 in 2000. Costs of sales decreased in
          2001 to $10,729 from $24,176 in 2000. Operating expenses increased in
          2001 to $320,448 from $182,888 in 2000.

               The result was that there was a net loss of $231,836 through
          September 30, 2001 compared to a net loss of $61,839 through September
          30, 2000. The net loss per share was $.07 through September 30, 2001
          compared to a net loss per share of $.02 through September 30, 2000.


          Liquidity and Capital Resources:

               The Company feels that current monies, as well as monies provided
          from current revenues will be sufficient to meet operating needs
          during the next nine-month period. The Company has also added a
          $250,000 bank line-of-credit in 2001 to insure liquidity. The Company
          will continue to look for additional installations, but there can be
          no assurances that the Company will be successful in its efforts.


                                        5


<PAGE>


          Safe Harbor:

               The Private Securities Litigation Reform Act of 1995 provides
          "safe harbor" for forward-looking statements. Certain information
          included in this Form 10-QSB and other materials filed or to be filed
          by the Company with the Securities and Exchange Commission (as well as
          information included in oral statements or other written statements
          made or to be made by the Company) contain statements that are
          forward-looking, such as statements relating to plans for sales and
          marketing, liquidity, and other business activities and developments.
          Such forward-looking information involves important risks and
          uncertainties that could significantly affect anticipated results in
          the future and, accordingly, such results may differ from those
          expressed in any forward-looking statements made by or on behalf of
          the Company. These risks and uncertainties include, but are not
          limited to, dependence on a limited number of customers, general
          economic conditions, or changes in federal or state laws or
          regulations.


                           PART II. OTHER INFORMATION
                                    -----------------



Item 1.   Legal Proceedings

          The Company is aware of no legal proceeding that is pending or
          threatened to which the Company is a party or of which its property is
          subject.



Item 6.   Exhibits and Reports on Form 8-K

          (b)  No reports on Form 8-K were filed during the three months ended
               September 30, 2001.


                                       6

<PAGE>


                                    SIGNATURE



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


                                            Table Trac, Inc.



Date October 30, 2001                       By:  /s/  Joseph Nielsen
                                               --------------------------------
                                                      Joseph Nielsen
                                                      Treasurer/ CFO


                                       7