SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB
                                  -------------

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

For the quarterly period ended March 31, 2003

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

For the transition period from __________ to __________

                           Commission File No. 0-22191

                        LOTTERY & WAGERING SOLUTIONS INC.
        -----------------------------------------------------------------
           (Name of Small Business Issuer as specified in its Charter)

           DELAWARE                                        65-0675901
      ------------------                                   ---------
(State or Other Jurisdiction of                       (I.R.S. Employer
 Incorporation or Organization)                      Identification Number)

                                8201 PETERS ROAD
                                   SUITE 1000
                            FT. LAUDERDALE, FL 33324
                    ----------------------------------------
                    (Address of Principal Executive Offices)

                                 (954) 916-2610
                                ----------------
                (Company's Telephone Number, Including Area Code)

                                       N/A
                                    --------
              (Former Name, Former Address and Former Fiscal Year,
                          if changed Since Last Report)

         State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date.

              Class                              Outstanding at May 13, 2003
         --------------                         -----------------------------
 Common Stock, $.001 par value                        1,110,277 shares


         Transitional Small Business Disclosure Format (check one):

                           Yes [ ] No. [ X ]




<PAGE>

                        LOTTERY & WAGERING SOLUTIONS INC.

         Certain statements in this Quarterly Report on Form 10-QSB are "forward
looking statements" within the meaning of the Private Securities Litigation
Reform Act of 1995 and involve known and unknown risks, uncertainties and other
factors that may cause the Company's actual results, performance or achievements
to be materially different from the results, performance or achievements
expressed or implied by the forward looking statement. Factors that impact such
forward looking statements include, among others, risk factors included in the
Company's Annual Report on Form 10-KSB for the year ended June 30, 2002 and
other filings with the Securities and Exchange Commission.

                              INDEX TO FORM 10-QSB

PART I.       FINANCIAL INFORMATION

Item 1.       Financial Statements

Condensed Consolidated Balance Sheets as of June 30, 2002
         and March 31, 2003 (unaudited).......................................1

Condensed Consolidated Statements of Operations for the Three and Nine Months
         ended March 31, 2003 (unaudited) and the Three and
         Nine Months ended March 31, 2002 (unaudited).........................2

Condensed Consolidated Statements of Cash Flows for the Three and Nine
         Months ended March 31, 2003 (unaudited) and the Three and Nine
         Months ended March 31, 2002 (unaudited)..............................3

Notes to Condensed Consolidated Financial Statements (unaudited)..............4

Item 2.       Management's Discussion and Analysis or

              Plan of Operation...............................................10

Item 3.       Controls and Procedures.........................................14

PART II. OTHER INFORMATION

Item 1.       Legal Proceedings...............................................15

Item 2.       Changes in Securities and Use of Proceeds ......................15

Item 6.       Exhibits and Reports on Form 8-K................................15

SIGNATURES....................................................................15

CERTIFICATIONS................................................................16




<PAGE>

                          PART I. FINANCIAL INFORMATION

ITEM 1.       FINANCIAL STATEMENTS

                        LOTTERY & WAGERING SOLUTIONS INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>

                                                                June 30,               March 31,
ASSETS                                                            2002                   2003
------                                                      ----------------    -----------------
                                                                                   (Unaudited)
<S>                                                         <C>                 <C>
CURRENT ASSETS:
Cash and cash equivalents                                   $      1,965,062    $       2,192,288
Prepaid and other current assets                                     151,322              155,968
Advances to EMSI, net                                                250,000              500,143
                                                            ----------------    -----------------
     Total current assets                                          2,366,384            2,848,399
Sakhalin development costs                                         2,100,000            2,100,000
Property, equipment and leasehold improvements, net                3,993,221            3,600,993
Other assets                                                          20,300               70,300
                                                            ----------------    -----------------
     TOTAL                                                  $      8,479,905    $       8,619,692
                                                            ================    =================

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
Accounts payable and accrued expenses                       $        806,318    $         922,818
Income tax payable                                                   598,996              745,354
Notes payable                                                        515,900              515,900
Investor deposits                                                     30,000                  --
                                                            ----------------    -----------------
    Total current liabilities                                      1,951,214            2,184,072
                                                            ----------------    -----------------

                                                            ----------------    -----------------
Minority interest in consolidated subsidiary                       1,864,562            2,356,695
                                                            ----------------    -----------------


STOCKHOLDERS' EQUITY:
Preferred stock, par value $.01, 5,000,000 shares
     authorized, no shares issued and outstanding
Common stock, par value $.001; 50,000,000 shares
     authorized; 1,273,106 shares and 1,110,277 shares
     issued and outstanding at June 30, 2002 and
     March 31, 2003, respectively                                      1,273                1,110
Additional paid-in capital                                        48,210,642           47,933,177
Accumulated deficit                                              (43,547,786)         (43,855,362)
                                                            ----------------    -----------------
     Total stockholders' equity                                    4,664,129            4,078,925
                                                            ----------------    -----------------
     TOTAL                                                  $      8,479,905    $       8,619,692
                                                            ================    =================

</TABLE>


See notes to condensed consolidated financial statements.


                                       1
<PAGE>


                        LOTTERY & WAGERING SOLUTIONS INC.

                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)



<TABLE>
<CAPTION>

                                   For the          For the Three          For the            For the
                                 Three Months          Months            Nine Months        Nine Months
                                    Ended               Ended               Ended               Ended
                               March 31, 2003      March 31, 2002      March 31, 2003       March 31, 2002
                               ----------------    ----------------    ----------------    ----------------
<S>                             <C>                 <C>                <C>                    <C>
REVENUES                       $   1,682,285       $   1,988,830       $   5,293,933       $   5,337,275

OPERATING EXPENSES:
Marketing, general and
  administrative                   1,619,445           1,292,463           4,505,343           3,819,710
                               ----------------    ----------------    ----------------    ----------------
INCOME FROM OPERATIONS                62,840             696,367             788,590           1,517,565
OTHER INCOME (EXPENSE):
Interest (net)                         2,442              17,405                (775)            (79,651)
                               ----------------    ----------------    ----------------    ----------------
    Total other income (expense        2,442              17,405                (775)            (79,651)
                               ----------------    ----------------    ----------------    ----------------
Foreign income taxes                (111,118)           (262,832)           (603,259)           (773,143)
                               ----------------    ----------------    ----------------    ----------------
NET INCOME BEFORE                    (45,836)            450,940             184,556             664,771
    MINORITY INTEREST
Minority interest                    (90,648)           (268,000)           (492,132)           (579,857)
                               ----------------    ----------------    ----------------    ----------------
NET (LOSS) INCOME              $    (136,484)      $     182,940       $    (307,576)      $      84,914
                               ================    ================    ================    ================

NET (LOSS) INCOME PER SHARE
OF COMMON STOCK:
          Basic                $       (0.12)      $        0.21       $       (0.25)      $        0.10
                               ================    ================    ================    ================
          Diluted              $       (0.12)      $        0.21       $       (0.25)      $        0.10
                               ================    ================    ================    ================

WEIGHTED AVERAGE NUMBER OF
COMMON SHARES AND COMMON SHARE
EQUIVALENTS OUTSTANDING
          Basic                    1,112,985             892,337           1,217,775             890,201
                               ================    ================    ================    ================
          Diluted                  1,112,985             892,337           1,217,775             890,201
                               ================    ================    ================    ================

</TABLE>


See notes to condensed consolidated financial statements.

                                       2
<PAGE>


                        LOTTERY & WAGERING SOLUTIONS INC.

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)



<TABLE>
<CAPTION>

                                                        For the          For the Three          For the               For the
                                                      Three Months          Months            Nine Months         Nine Months
                                                         Ended               Ended               Ended               Ended
                                                      March 31, 2003     March 31, 2002      March 31, 2003       March 31, 2002
                                                      --------------   ----------------    ----------------    ----------------

<S>                                                      <C>                <C>                 <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (Loss) Income                                         ($136,484)        $  182,940          ($307,576)       $   84,914

  Depreciation and amortization                             200,830            193,295            584,000           578,990
   Minority interest                                         90,648            268,000            492,132           579,857
   Deferred income taxes                                                        71,911                              (84,854)
   Compensation paid with common stock                                          12,000            112,500            12,000
   Gain on common stock redemption                                                                                  (18,900)
   Changes in current assets and current liabilities:
     Prepaid and other current assets                       135,811            (85,774)            (4,646)         (145,906)
     Accounts payable, accrued expenses and                  52,209             (5,869)           262,857           204,121
          income tax payable
                                                      ---------------    --------------    --------------    ---------------

Net cash provided by operating activities                   343,014            636,503          1,139,267         1,210,222
                                                      ---------------    --------------    --------------    ---------------

CASH FLOWS FROM INVESTING ACTIVITIES:

Property, equipment and leasehold improvements              (78,253)                             (191,772)          (19,162)
Project development costs and other assets                                                        (50,000)          (29,228)
Funds used for notes receivable and advances               (110,143)          (148,500)          (250,143)         (380,250)
                                                       -------------    ---------------    --------------    ---------------

Net cash used in investing activities                      (188,396)          (148,500)          (491,915)         (428,640)
                                                       -------------    ---------------    --------------    ---------------

CASH FLOWS FROM FINANCING ACTIVITIES:

Investor deposits                                                             (450,000)           (30,000)         (300,000)
Proceeds from sale of common stock                                             400,000                              400,000
Repurchase of common stock                                   (3,432)                             (390,126)
Repayments of notes payable                                                    (13,500)                            (130,800)
                                                       -------------    ---------------    --------------    ---------------
Net cash used in financing activities                        (3,432)           (63,500)          (420,126)          (30,800)
                                                       -------------    ---------------    --------------    ---------------
                                                            151,186            424,503            227,226           750,782
NET INCREASE IN CASH
    AND CASH EQUIVALENTS

CASH AND CASH EQUIVALENTS,
    BEGINNING OF PERIOD                                   2,041,102          1,028,152          1,965,062           701,873

CASH AND CASH EQUIVALENTS,                             -------------    --------------    ---------------    ---------------
    END OF PERIOD                                        $2,192,288     $    1,452,655         $2,192,288      $  1,452,655
                                                       =============    ===============    ==============    ===============

</TABLE>

See notes to condensed consolidated financial statements.

                                       3
<PAGE>


                        LOTTERY & WAGERING SOLUTIONS INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

(NOTE A) BASIS OF PRESENTATION AND THE COMPANY:

         Lottery & Wagering Solutions Inc. ("LWSI") was incorporated on March 6,
1996 and has adopted a fiscal year ending June 30. The accompanying unaudited
condensed consolidated financial statements include the accounts of LWSI, its
subsidiaries and joint venture (collectively, the "Company"). Intercompany
transactions and balances have been eliminated in consolidation. The condensed
consolidated financial statements have been prepared in accordance with
accounting principles generally accepted in the United States of America for
interim financial information and with the instructions to Form 10-QSB.
Accordingly, they do not include all of the information and footnotes required
by accounting principles generally accepted in the United States of America for
complete consolidated financial statements. In the opinion of management, all
adjustments (consisting of normal recurring accruals) considered necessary for
fair presentation have been included. Operating results for the three and
nine-month periods ended March 31, 2003 are not necessarily indicative of the
results that may be expected for any future interim periods or the year ending
June 30, 2003.

         The balance sheet at June 30, 2002 has been derived from the audited
consolidated financial statements at that date, but does not include all the
information and footnotes required by accounting principles generally accepted
in the United States of America for complete consolidated financial statements.
For further information, refer to the audited consolidated financial statements
and footnotes thereto included in the Form 10-KSB for the year ended June 30,
2002 filed by the Company.

         The subsidiaries Sakhalin General Trading and Investments Ltd.
("SGTI"), Sakhalin City Center Ltd. ("SCC") and joint venture Suriname Leisure
Company A.V.V. ("SLC") are based and operating in Cyprus, Russian Federation and
Suriname, respectively. The statutory currencies in the countries of
incorporation are respectively the Cyprus Pound, the Russian Rouble and the
Suriname Guilder. The reporting currency is the U.S. Dollar.

(NOTE B) THE COMPANY:

         LWSI was incorporated under the laws of the State of Delaware on March
6, 1996 as Conserver Corporation of America, changed its name on December 2,
1997 to CCA Companies Incorporated, and on October 1, 2001, changed its name
again. The current active business of the Company is the operation of a gaming
casino in Suriname (the "Suriname casino") which is owned by SLC, an Aruba joint
venture entity 50% owned by the Company, and is managed by the Company's 100%
owned Delaware subsidiary, Dorsett Hotel & Resorts, Inc. ("Dorsett"). The
Suriname casino occupies two leased floors totaling approximately 20,000 square
feet in the Plaza Hotel, which is a downtown hotel in the capital city of
Paramaribo. The Suriname casino currently has approximately 16 gaming tables,
180 slot machines and a 50-seat restaurant. There are other casinos in
Paramaribo, the capital city, but only two compete with the Company for the same
local gaming clientele.


                                       4
<PAGE>


         The Company has also been involved in the development of a hotel/casino
complex on a ten-acre site in the center of the City of Yuzhno-Sakhalinsk (the
"Sakhalin Project"). Because the Company has been unable to obtain financing for
this project, it has made efforts to sell its rights in the Sakhalin Project or
sub-lease all or a portion of the property which SCC leased from the City for
the Sakhalin Project.

         In April 2003, SGTI (the Company's wholly owned subsidiary which owns
85% of SCC) entered into a series of agreements (dated as of March 20, 2003)
under which SCC is transferring one half of the leasehold rights to
approximately ten acres of property held by SCC to a third party in return for
payment of $1,300,000, of which SGTI has so far received $875,000. The remaining
$425,000 of the purchase price is due at the end of May 2003. Under these
agreements, SCC transferred to the purchaser the sublease rights to
approximately five acres or one-half of the property, and SGTI transferred to
the purchaser one-half of its shares in SCC. Consummation of the transactions
were conditioned upon the "registration" of the sublease by the City of
Yuzhno-Sakhalinsk which the Company has been informed occurred in April 2003. It
is intended by the parties that the purchaser will obtain a direct lease of such
five acres from the City of Yuzhno-Sakhalinsk and that SCC will acquire a direct
lease from the City for the remaining five acres of the property. If such leases
are obtained, the existing lease from the City to SCC and the new sublease from
SCC to the purchaser will be cancelled, and the purchaser will return to SGTI
all of the shares of SCC. SGTI paid from the proceeds a fee of $200,000 to a son
of the local Russian resident Director of SCC for his assistance in connection
with matters related to this transaction.

         Approximately $2,100,000 expended in connection with obtaining the
original lease agreement and demolition costs of the Sakhalin project remains on
the Company's consolidated balance sheet at March 31, 2003.

         In May 2001, the Company entered into a contract to acquire an entity
("EMSI") which held the exclusive right and obligation to supply an on-line
lottery and sports lottery system, and to operate it, in Ho Chi Minh City and
the Southern provinces of Vietnam. Certain conditions to that contract were not
fulfilled, and the Company subsequently determined that it was in its best
interests to assign its rights in that contract to a Canadian entity, Pacific
Lottery Corporation ("PLC"), and to restructure its cash investment in the
project into common shares of PLC. In a transaction which was consummated as of
April 7, 2003, the Company acquired from PLC 7,962,620 of its common shares in
satisfaction of indebtedness owed to the Company by PLC at a deemed purchase
price of $.30CDN per share. The transaction was part of a debt and equity
reorganization of PLC, and a private placement by PLC of its common shares and
warrants to a wholly owned subsidiary of Genting International PLC ("Genting")
for $4.5 Million CDN. The funds from the private placement are to be exclusively
used in connection with the development of the online lottery program in Ho Chi
Minh City and the Southern provinces of Vietnam. Securities of PLC are traded on
the Canadian Venture Exchange under the symbol TSX-Venture: "LUK".

                                       5

<PAGE>

         The Company also received from PLC a "finders option" upon the closing
of the private placement to compensate the Company for assisting in bringing
about the private placement. The finders option consists of common stock
purchase warrants to purchase 1,400,000 additional common shares of PLC at
$.30CDN per share (exercisable for a twenty-four month period).

         The acquisition of these securities gives the Company current ownership
of approximately 19.7% of the common shares of PLC (or 13.6% of such common
shares following the conversion to common shares of the outstanding preferred
shares), or 11.9% of the common shares on a fully diluted basis.

         In the private placement, Genting acquired an approximate 30% equity
stake in PLC, assuming all the preferred shares are converted into common shares
of PLC, and potentially up to a 47% equity stake (fully diluted) assuming
Genting exercises all of the warrants it received. Genting is a diversified
investment company whose subsidiaries include investment holdings, property
development and provision of sales and marketing services to resort-related
businesses. Securities of Genting are listed on the Luxembourg Stock Exchange
and quoted on the Singapore Stock Exchange.

 (NOTE C) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

         [1]  Principles of consolidation

          The accompanying condensed consolidated financial statements include
the accounts of LWSI and its subsidiaries and joint venture. Inter-company
transactions and balances have been eliminated in consolidation.

          SCC is currently generating losses. Accordingly, the minority interest
held is not reflected in the condensed consolidated financial statements. The
minority shareholders are not obligated to fund SCC's losses.

         [2] Use of Estimates in the Preparation of Condensed Consolidated
Financial Statements

         The preparation of condensed consolidated financial statements in
conformity with accounting principles generally accepted in the United States of
America requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the condensed consolidated financial statements
and the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.

         [3]  Impairment of Long-Lived Assets

         The Company adopted the Statement of Financial Accounting Standards
(SFAS) No. 144, "Accounting for the Impairment or Disposal of Long-Lived
Assets". Under the provisions of this statement, the Company has evaluated its
long-lived assets for financial impairment, and will continue to evaluate them
as events or changes in circumstances indicate that the carrying amount of such
assets may not be fully recoverable.

                                       6

<PAGE>


         The Company evaluates the recoverability of long-lived assets by
measuring the carrying amount of the assets against the estimated undiscounted
future cash flows associated with them. At the time such evaluations indicate
that the future undiscounted cash flows of certain long-lived assets are not
sufficient to recover the carrying value of such assets, the assets are adjusted
to their fair values.

         [4]  Foreign currency translation

         The functional currency for the Company's subsidiaries, SGTI and SLC,
is the U.S. dollar. All assets and liabilities, materially all contracts,
transactions and normal business activities have been transacted, conducted,
negotiated and recorded in U.S. dollars.

         The financial statements for the Company's subsidiaries outside the
U.S. have been translated to U.S. dollars using a methodology consistent with
Statement of Financial Accounting Standards (SFAS) No. 52, Foreign Currency
Translation. Assets and liabilities are translated to U.S. dollars at the rates
prevailing on the balance sheet dates and the statements of operations have been
translated from the functional currencies to U.S. dollars using average exchange
rates for the applicable years.

         [5]  Property, Equipment and Leasehold Improvements

         Property and equipment is recorded at cost. Depreciation and
amortization is computed by the straight line method based on the estimated
useful lives (2-5 years) of the related assets. Leasehold improvements are
amortized over the shorter of the life of the asset or the term of the lease.

         [6]  Income Taxes

         For the purpose of these condensed consolidated financial statements,
the Company has adopted the provisions of Statement of Financial Accounting
Standards (SFAS) No. 109, "Accounting for Income Taxes," for all periods
presented. Under the asset and liability method of SFAS 109, deferred taxes are
recognized for differences between financial statement and income tax bases of
assets and liabilities.

         [7]  Earnings Per Share

          Effective December 31, 1997, the Company adopted Financial Accounting
Standards (SFAS) No. 128, "Earnings Per Share," which simplifies the computation
of earnings per share. Net (loss) income per share of common stock is based on
the weighted average number of common shares outstanding during each period.
Diluted (loss) income per share of common stock is computed on the basis of the
weighted average number of common shares and diluted securities outstanding.
Dilutive securities having an anti-dilutive effect are excluded from the
calculation.

                                       7

<PAGE>

         [8]  Stock Based Compensation

         In October 1995, FASB issued SFAS No. 123, "Accounting for Stock Based
Compensation." SFAS No. 123 establishes a fair value method for accounting for
stock-based compensation plans either through recognition or disclosure. SFAS
No. 123 permits entities to continue to apply the provisions of Accounting
Principles Board Opinion ("APB") No. 25 "Accounting for Stock Issued to
Employees". The Company has elected to apply the provisions of APB No. 25 and
provide the pro forma disclosures of the calculation required by the statement
in its annual consolidated financial statements.

         [9]  Reclassifications

         Certain classifications were made to prior period balances to conform
to the current period presentation.

         [10]  Recent Accounting Standards and Pronouncements

         In June 2001, the FASB issued SFAS No. 141, SFAS No. 142 and SFAS No.
143. SFAS No. 141, "Business Combinations" is effective for all business
combinations initiated after June 30, 2001 and addresses the financial
accounting and reporting for business combinations. SFAS 141 supersedes APB
Opinion No. 16, Business Combinations, and FASB Statement No. 38 Accounting for
Preacquisition Contingencies of Purchased Enterprises. The Company's financial
reporting or presentation is not materially affected by the adoption of SFAS
141.

         SFAS No 142, "Goodwill and Other Intangible Assets" addresses the
financial accounting and reporting for acquired goodwill and other intangible
assets and supersedes APB Opinion No. 17, Intangible Assets. SFAS No. 142 was
required to be applied for fiscal years beginning after December 15, 2001.

         SFAS No. 143, "Accounting for Asset Retirement Obligations" addresses
the financial accounting and reporting for obligations associated with the
retirement of tangible long-lived assets and the associated asset retirement
costs. SFAS No. 143 was effective for financial statements issued for fiscal
years beginning after June 15, 2002.

         In August 2001, the FASB issued SFAS No. 144, "Accounting for the
Impairment or Disposal of Long-Lived Assets." This statement supersedes SFAS No.
121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived
Assets to Be Disposed of." The statement retains the previously existing
accounting requirements related to the recognition and measurement of the
impairment of long-lived assets to be held and used while expanding the
measurement requirements of long-lived assets to be disposed of by sale to
include discontinued operations. It also expands the previously existing
reporting requirements for discontinued operations to include a component of an
entity that either has been disposed of or is classified as held for sale. The
Company implemented SFAS No. 144 on January 1, 2002.

         The Company's financial reporting and presentation is not expected to
be materially affected by the adoption of SFAS No. 142, 143 and 144.


                                       8

<PAGE>


(NOTE D)  SLC INCOME TAXES:

         Corporate income taxes are paid by SLC in accordance with the Suriname
Hazard Games Act of 1962 which stipulates that income taxes are payable at a
rate of 50% of net taxable income as determined under Suriname tax law.
Additionally, efforts by the Suriname legislature to initiate a fixed monthly
fee on cash slot machines and gaming tables used in casino operations have
resulted in the recent passing of a new tax law requiring the collection of such
fees effective January 2003. The monthly fees based on the current exchange rate
(2,800 Guilders = US$1.00) are approximately $143 per slot machine and between
$1,070 and $1,420 per gaming table. The fees are deductible in computing the net
taxable income of the Suriname casino. The monthly fees will be subject to
change as the exchange rate fluctuates and as additions or reductions in the
numbers of slot machines and gaming tables being operated by the Suriname casino
occur.

(NOTE E)  COMMITMENTS AND CONTINGENCIES:

RENTAL COMMITMENTS

         The Suriname casino currently occupies two leased floors, totaling
approximately 20,000 square feet, in the Plaza Hotel, which is in downtown
Paramaribo. The Company leased the Suriname casino premises from Parbhoe, a 50%
shareholder in SLC, for fifteen years ending in February 2013, for a yearly base
rent of $200,000, subject to future increases based on the Suriname Consumer
Price Index.

         The Company continued to pay rent at the same rate from the beginning
of the lease to June 2000 without providing for any increase in rent. Suriname
law regulates the maximum amount of rent that a landlord can charge. In July
2000, the Company determined, based on the maximum rent that can be charged
under Suriname law, that it had been overcharged. The Company is currently
attempting to recover the excess rent charged of approximately $315,000 in the
Courts based on a Government validated valuation of the maximum rent permissible
under Suriname law. In July 2000, the Company commenced paying, and
subsequently, when it was unable to pay rent due to a lien on Parbhoe's assets
by Surinaamsche Bank, set aside a reduced rental of approximately $3,200 per
month based on the valuation and a decision of the District Commissioner. Only
once the litigation is settled will the Company be able to predict the future
rental expense in Suriname.

         Parbhoe has made a counterclaim of approximately $484,000 for rent in
arrears and has asked for the dissolution of the lease agreement and payment of
back rent. Management, through consultation with legal counsel, is of the
opinion that this case has no merit due to the reasons mentioned in the
preceding paragraphs as well as other legal arguments.

BREACH OF SLC LEASE

         SLC's landlord, Parbhoe, by contract, is required to provide air
conditioning for the areas leased. Due to Parbhoe's failure to perform timely,
SLC paid $201,000 to have air conditioning equipment installed in order to get
the leased area ready for occupancy more quickly. Litigation is anticipated to
recover the expenditure. Parbhoe by contract is also required to provide water
and electricity for the Suriname casino. SLC had to incur further expenditure of
approximately $158,000 towards expansion of water and electricity installations
to adequately service the leased area. SLC has filed a claim to recover this
amount. SLC has also filed a claim of approximately $87,000 for costs incurred
to renovate the Plaza Hotel building owned by Parbhoe.


                                       9

<PAGE>

NOTE PAYABLE

         Parbhoe has made a demand on SLC for the repayment in full of a
$600,000 loan it made to LWSI on September 3, 1998. At that time, Parbhoe
refused to accept any interim payments on the loan. SLC has set aside the
payments required to be made based on the terms of the loan.

         This matter is being rigorously defended in the Suriname Courts on the
basis that, among other defenses, based on the loan's terms, the loan is not
repayable on demand but on a pro-rata basis along with existing and new loans
that are outstanding to LWSI and additionally, the loan is owed by LWSI and not
SLC.

         This claim was denied to Parbhoe. SLC is unable to make payments to
Parbhoe due to controversy connected with certain liens filed against Parbhoe's
estate.

LITIGATION AND ARBITRATION

         The Company anticipates that it will be subjected to various lawsuits,
claims and proceedings of a nature considered normal to its business.

ITEM 2.       MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

         The following discussion and analysis of significant factors affecting
the Company's operating results and liquidity and capital resources should be
read in conjunction with the accompanying condensed consolidated financial
statement and related notes.

RESULTS OF OPERATIONS

                 Comparison of Three Months Ended March 31, 2003
                      to Three Months Ended March 31, 2002

         Net Loss/Income. The Company incurred a net loss of $136,484, or $0.12
per share, for the three months ended March 31, 2003, as compared to net income
of $182,940, or $0.21 per share, for the three months ended March 31, 2002. The
net loss for the current period resulted from various factors as described
below.

         Revenues. During the three months ended March 31, 2003, the Company had
revenues of $1,682,285 generated from its Suriname casino operations. For the
three months ended March 31, 2002, the Company recorded revenues of $1,988,830
generated by the Suriname casino. The 15% decrease in revenues during the
current period resulted from increased competition, the weak Suriname economy
and the continued Suriname currency devaluations.

                                       10

<PAGE>


         Marketing, General and Administrative Expenses. Marketing, general and
administrative expenses were $1,619,445 for the three months ended March 31,
2003 consisting primarily of $1,258,328 related to operating expenses of the
Suriname casino and $361,117 for general corporate overhead. Marketing, general
and administrative expenses were $1,292,463 for the three months ended March 31,
2002 consisting primarily of $943,047 related to operating expenses of the
Suriname casino and $349,416 for general corporate overhead. The Suriname
casino's current period operating expenses increased by $315,281 or 33%. The
prior year's quarter included an adjustment which reduced the Suriname casino's
expenses during such quarter by $71,000 and related to the reversal of certain
expenses which had been accrued in periods prior to such quarter. Excluding this
adjustment, the March 2002 quarter's expenses were approximately $1,014,000 and
the increase in the March 2003 quarter over March 2002 quarter was $244,000 or
24%. The additional expenses incurred in the current period were primarily the
result of (i) increased marketing and promotional programs initiated by the
Company designed to increase activity and wagering at the Suriname casino in an
effort to help offset declines in activity caused by Suriname currency
devaluations and the weak economy, (ii) increased payroll and staff expenses
related to both a new bonus plan and the hiring of additional staff required for
the increased hours of operation of the Suriname casino's live gaming tables and
(iii) the new casino tax assessed on gaming equipment (see Note D to the
condensed consolidated financial statements hereinabove) which commenced January
1, 2003 and amounted to $137,000 during the current quarter.

         Interest Income (net). For the three months ended March 31, 2003, net
interest income was $2,442. Net interest income of $17,405 during the three
months ended March 31, 2002 resulted from an adjustment made based on a
recalculation of interest due to the Company's Suriname joint venture partner on
loans it made during 1998 and 1999 for the completion of the Suriname casino
construction.

         Minority Interest. The Company has management control of SLC in which
it owns a 50% equity interest. As such, the Suriname casino's operations are
consolidated with those of the Company and a minority interest is recorded for
the 50% interest held by the Company's joint venture partner. During the three
months ended March 31, 2003, SLC generated net after tax income of $181,296
after deduction for management fees and interest expenses earned by the Company
and eliminated in consolidation. As a result, a minority interest equal to 50%
of such amount or $90,648 was recorded by the Company. For the three months
ended March 31, 2002, SLC generated net income of $536,000 after deduction for
management fees and interest expenses earned by the Company and the Company
recorded a minority interest equal to 50% of such amount, or $268,000.

         Foreign Income Taxes. During the three months ended March 31, 2003, SLC
accrued for income taxes of $111,118 payable to the Suriname Government and for
the three months ended March 31, 2002, SLC accrued for income taxes of $262,832
payable to the Suriname Government. Taxes are based on a tax rate of 50% of the
estimated net taxable income pursuant to the Suriname Hazard Games Act of 1962.
The decrease in Suriname income taxes during the current period resulted from a
lower taxable income generated by the decreased revenues and increased expenses
of SLC as described above.

                                       11


<PAGE>

                 Comparison of Nine Months Ended March 31, 2003
                       to Nine Months Ended March 31, 2002

         Net Loss/Income. The Company incurred a net loss of $307,576, or $0.25
per share, for the nine months ended March 31, 2003, as compared to net income
of $84,914, or $0.10 per share, for the nine months ended March 31, 2002. The
net loss in the current period resulted from various factors as described below.

         Revenues. For the nine months ended March 31, 2003, the Company had
revenues of $5,293,933 from the operations of the Suriname casino compared to
$5,337,275 for the nine months ended March 31, 2002. Revenues for the current
period remained constant with the corresponding period in the prior year
although the operating expenses required to generate such revenues in the
current period increased as described below.

         Marketing, General and Administrative Expenses. Marketing, general and
administrative expenses were $4,505,343 for the nine months ended March 31, 2003
consisting primarily of $3,247,756 related to operating expenses of the Suriname
casino and $1,257,587 for general corporate overhead. For the nine months ended
March 31, 2002, marketing, general and administrative expenses were $3,819,710
consisting primarily of $2,698,421 related to operating expenses of the Suriname
casino and $1,121,289 for general corporate overhead. The current period's
Suriname casino operating expenses increased by $549,335 or 20% primarily due to
(i) increased marketing and promotional programs initiated by the Company
designed to increase activity and wagering at the Suriname casino in an effort
to help offset declines in activity caused by Suriname currency devaluations and
the weak economy, (ii) increased payroll and staff expenses related to both a
new bonus plan and the hiring of additional staff required for the increased
hours of operation of the Suriname casino's live gaming tables and (iii) the new
casino tax assessed on gaming equipment (see Note D to the condensed
consolidated financial statements hereinabove) which commenced January 1, 2003
and amounted to $137,000 during the March 2003 quarter. General corporate
overhead increased during the current period by $136,298 primarily due to a
bonus paid during the current period to the Company's Chief Executive Officer
through the issuance of common stock of the Company valued at $112,500.

          Interest Expense (net). For the nine months ended March 31, 2003, net
interest expense was $775 compared to $79,651 for the nine months ended March
31, 2002. The decrease during the current period was attributable to the
reduction in the amount outstanding on loans made by the Company's Suriname
joint venture partner during 1998 and 1999 for the completion of the
construction of the Suriname casino.

         Minority Interest. The Company has management control of SLC in which
it owns a 50% equity interest. As such, the casino's operations are consolidated
with those of the Company and a minority interest is recorded for the 50%
interest held by the Company's joint venture partner. During the nine months
ended March 31, 2003, SLC generated net after tax income of $984,264 after
deduction for management fees and interest expenses earned by the Company and
eliminated in consolidation. As a result, a minority interest equal to 50% of
such amount or $492,132 was recorded by the Company. For the nine months ended
March 31, 2002, SLC generated net income of $1,159,714 after deduction for
management fees and interest expenses earned by the Company and the Company
recorded a minority interest equal to 50% of such amount, or $579,857.

                                       12

<PAGE>

         Foreign Income Taxes. During the nine months ended March 31, 2003, SLC
accrued for income taxes of $603,259 payable to the Suriname Government based on
a tax rate of 50% of the estimated net taxable income pursuant to the Suriname
Hazard Games Act of 1962. During the nine months ended March 31, 2002, SLC
accrued for income taxes of $773,143 payable to the Suriname Government.

LIQUIDITY AND CAPITAL RESOURCES

         Since August 1999, the Company's almost sole recurring source of cash,
exclusive of loans and securities sales described above, was the cash payments
from SLC which is the joint venture entity that owns the Suriname casino.
Parbhoe owns the hotel where the Suriname casino has its leased premises, and is
the Company's 50% joint venture partner in SLC. Dorsett, the Company's 100%
owned Delaware subsidiary, manages SLC and the Suriname casino. Cash payments
from SLC to LWSI, Parbhoe or their affiliates are made by SLC, under the
management control of Dorsett. Currently, after first making payment to Dorsett
for it's monthly casino management fees, all remaining distributable cash flow
of the Suriname casino is allocated equally between the Company and it's joint
venture partner.

          Suriname has price controls on rents. The Company has been advised
that the rent for the Suriname casino required by the lease exceeds the lawful
rent by approximately $13,500 per month. SLC has sued Parbhoe in Suriname to
recover approximately $315,000 in past overpayments. The Company is unable to
predict the outcome of that suit, but has been advised by counsel that SLC's
position has substantial merit.

          The Sakhalin Project has continued to generate cash losses for the
Company through March 31, 2003. In April 2003, SGTI (the Company's wholly owned
subsidiary which owns 85% of SCC) entered into a series of agreements (dated as
of March 20, 2003) under which SCC is transferring one half of the leasehold
rights to approximately ten acres of property held by SCC to a third party in
return for payment of $1,300,000, of which SGTI has so far received $875,000.
The remaining $425,000 of the purchase price is due at the end of May 2003. SGTI
paid from the proceeds a fee of $200,000 to a son of the local Russian resident
Director of SCC for his assistance in connection with maters related to this
transaction. For a complete description of the transaction, see Note B to the
condensed consolidated financial statements hereinabove.

         As of March 31, 2003, the Company had advanced $1,076,000 to EMSI to
develop the Lottery Gaming System Contract and to support its operations and
those of PLC in Vietnam and had incurred costs and expenses related to the
Vietnam project of an additional $492,000, all in anticipation of the
acquisition of EMSI by the Company. The Advances were funded by the sale of
$450,000 of common stock to certain private investors, and the balance was
provided from operating funds available to the Company. The transaction was
restructured whereby PLC acquired EMSI in April 2003 and the Company received
from PLC cash of $69,500 and 7,962,620 of PLC's common shares in satisfaction of
the indebtedness at a deemed purchase price of $.30CDN per share, as part of a
debt and equity reorganization of PLC, and as part of a private placement by PLC
of its common shares and warrants to a wholly owned subsidiary of Genting
International PLC ("Genting") for $4.5 Million CDN. The funds from the private
placement are to be exclusively used in connection with the development of an
online lottery program in Ho Chi Minh City and the Southern provinces of
Vietnam. Securities of PLC are traded on the Canadian Venture Exchange under the
symbol TSX-Venture: "LUK". The Company also received from PLC a "finders option"
upon the closing of the private placement to compensate the Company for
assisting in bringing about the private placement. The finders option consists
of common stock purchase warrants to purchase 1,400,000 additional common shares
of PLC at $.30CDN per share (exercisable for a twenty-four month period).

                                       13

<PAGE>

          On March 31, 2003, the Company had approximately $2,192,000 in cash or
cash equivalents on hand. The Company believes that the distribution of profits
from the Suriname casino together with the proceeds received from the sale of
one-half of the leasehold rights in the Sakhalin property will provide adequate
cash flow to maintain the Company's current operations for the next 12 months.

SUBSEQUENT EVENTS

         In a transaction which was consummated as of April 7, 2003, the Company
acquired from PLC 7,962,620 of its common shares in satisfaction of indebtedness
owed to the Company by PLC at a deemed purchase price of $.30CDN per share. The
Company also received from PLC a "finders option" to compensate the Company for
assisting in bringing about PLC's private placement. The finders option consists
of common stock purchase warrants to purchase 1,400,000 additional common shares
of PLC at $.30CDN per share (exercisable for a twenty-four month period). For a
complete description of the transaction, see Note B to the condensed
consolidated financial statements hereinabove.

          In April 2003, SGTI (the Company's wholly owned subsidiary
which owns 85% of SCC) entered into a series of agreements (dated as of March
20, 2003) under which SCC is transferring one half of the leasehold rights to
approximately ten acres of property held by SCC to a third party in return for
payment of $1,300,000, of which SGTI has so far received $875,000. The remaining
$425,000 of the purchase price is due at the end of May 2003. SGTI paid from the
proceeds a fee of $200,000 to a son of the local Russian resident Director of
SCC for his assistance in connection with maters related to this transaction.
For a complete description of the transaction, see Note B to the condensed
consolidated financial statements hereinabove.

ITEM 3.      CONTROLS AND PROCEDURES

         An evaluation of the Company's disclosure controls and procedures (as
defined in Exchange Act Rules 13(a) - 14(c) and 15(d) - 14(c)) within the past
90 days shows such controls and procedures to be adequate. No significant
changes in such controls or other factors have occurred since the date of such
evaluation.

                                       14
<PAGE>


                           PART II. OTHER INFORMATION



ITEM 1.       LEGAL PROCEEDINGS

         See (Note E) "Commitments and Contingencies" to the financial
statements included herein.

ITEM 2.       CHANGES IN SECURITIES AND USE OF PROCEEDS

                  N/A

ITEM 6.       EXHIBITS AND REPORTS ON FORM 8-K

              (a)  Exhibit No.

                  10.17 - Subscription, Debt Settlement and Release Agreement
              dated as of April 7, 2003, between Pacific Lottery Corporation and
              the Company.

                  10.18 - Contract on Reimbursement of Costs dated March 20,
              2003, between Sakhalin Trading and Investment Limited, Sakhalin
              City Centre, Limited and Sino Smart Investment Limited, together
              with agreements and documents supplemental and related thereto.

              (b) Reports on Form 8-K

         On April 10, 2003, the Company filed a Form 8-K to report the
acquisition on April 7, 2003, of 7,962,620 common shares of Pacific Lottery
Corporation ("PLC") and 1,400,000 two-year warrants to purchase additional
common shares of PLC at $CDN.30 per share. See Note B to the condensed
consolidated financial statements hereinabove and Exhibit 10.17 hereto.

                                   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.

                                           LOTTERY & WAGERING SOLUTIONS INC.

Dated:  May 13, 2003                       By:  /s/ Dallas Dempster
                                           -------------------------------------
                                           Dallas Dempster

                                           Chief Executive Officer and President

                                           By:  /s/ Miles R. Greenberg
                                           -------------------------------------
                                           Miles R. Greenberg
                                           Chief Financial Officer and Secretary

                                       15
<PAGE>


I.       CERTIFICATIONS

I, Dallas R. Dempster, certify that:

1.      I have reviewed this quarterly report on Form 10-QSB of Lottery &
        Wagering Solutions Inc.;

2.      Based on my knowledge, this quarterly report does not contain any untrue
        statement of a material fact or omit to state a material fact necessary
        to make the statements made, in light of the circumstances under which
        such statements were made, not misleading with respect to the period
        covered by this quarterly report;

3.      Based on my knowledge, the consolidated financial statements, and other
        financial information included in this quarterly report, fairly present
        in all material respects the financial condition, results of operations
        and cash flows of the registrant as of, and for, the periods presented
        in this quarterly report;

4.      The registrant's other certifying officer and I are responsible for
        establishing and maintaining disclosure controls and procedures (as
        defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
        we have:

       a.  designed such disclosure controls and procedures to ensure that
           material information relating to the registrant, including its
           consolidated subsidiaries, is made known to us by others within those
           entities, particularly during the period in which this quarterly
           report is being prepared;

       b.  evaluated the effectiveness of the registrant's disclosure controls
           and procedures as of a date within 90 days prior to the filing date
           of this quarterly report (the "Evaluation Date"); and

       c.  presented in this quarterly report our conclusions about the
           effectiveness of the disclosure controls and procedures based on our
           evaluation as of the Evaluation Date;

5.      The registrant's other certifying officer and I have disclosed, based on
        our most recent evaluation, to the registrant's auditors and the audit
        committee of registrant's board of directors (or persons performing the
        equivalent function):

       a.  all significant deficiencies in the design or operation of internal
           controls which could adversely affect the registrant's ability to
           record, process, summarize and report financial data and have
           identified for the registrant's auditors any material weaknesses in
           internal controls; and

       b.  any fraud, whether or not material, that involves management or other
           employees who have a significant role in the registrant's internal
           controls; and

                                       16
<PAGE>

6.      The registrant's other certifying officer and I have indicated in this
        quarterly report whether or not there were significant changes in
        internal controls or in other factors that could significantly affect
        internal controls subsequent to the date of our most recent evaluation,
        including any corrective actions with regard to significant deficiencies
        and material weaknesses.


 Date:    May 13, 2003

                                           /s/ Dallas R. Dempster
                                           ------------------------
                                           Dallas R. Dempster
                                           Chief Executive Officer and President

                                       17
<PAGE>


II.      CERTIFICATIONS

I, Miles R. Greenberg, certify that:


1.      I have reviewed this quarterly report on Form 10-QSB of Lottery &
        Wagering Solutions Inc.;

2.      Based on my knowledge, this quarterly report does not contain any untrue
        statement of a material fact or omit to state a material fact necessary
        to make the statements made, in light of the circumstances under which
        such statements were made, not misleading with respect to the period
        covered by this quarterly report;

3.      Based on my knowledge, the consolidated financial statements, and other
        financial information included in this quarterly report, fairly present
        in all material respects the financial condition, results of operations
        and cash flows of the registrant as of, and for, the periods presented
        in this quarterly report;

4.      The registrant's other certifying officer and I are responsible for
        establishing and maintaining disclosure controls and procedures (as
        defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
        we have:

       a.  designed such disclosure controls and procedures to ensure that
           material information relating to the registrant, including its
           consolidated subsidiaries, is made known to us by others within those
           entities, particularly during the period in which this quarterly
           report is being prepared;

       b.  evaluated the effectiveness of the registrant's disclosure controls
           and procedures as of a date within 90 days prior to the filing date
           of this quarterly report (the "Evaluation Date"); and

       c.  presented in this quarterly report our conclusions about the
           effectiveness of the disclosure controls and procedures based on our
           evaluation as of the Evaluation Date;

5.      The registrant's other certifying officer and I have disclosed, based on
        our most recent evaluation, to the registrant's auditors and the audit
        committee of registrant's board of directors (or persons performing the
        equivalent function):

       a.  all significant deficiencies in the design or operation of internal
           controls which could adversely affect the registrant's ability to
           record, process, summarize and report financial data and have
           identified for the registrant's auditors any material weaknesses in
           internal controls; and

       b.  any fraud, whether or not material, that involves management or other
           employees who have a significant role in the registrant's internal
           controls; and

                                       18
<PAGE>

6.      The registrant's other certifying officer and I have indicated in this
        quarterly report whether or not there were significant changes in
        internal controls or in other factors that could significantly affect
        internal controls subsequent to the date of our most recent evaluation,
        including any corrective actions with regard to significant deficiencies
        and material weaknesses.

 Date:    May 13, 2003

                                           /s/ Miles R. Greenberg
                                           ------------------------
                                           Miles R. Greenberg
                                           Chief Financial Officer and Secretary



                                       19