RESULTS OF CONTINUING OPERATIONS


The following table sets forth for the periods indicated selected
information from Poker.com's consolidated statement of operations:


                                   Three Months         Three Months
                                   Ended Sept 30,      Ended Sept 30,
                                       2000                 1999
                                   --------------      --------------
(IN THOUSANDS)

Net Sales                               166                   0
Gross Margin                            149                   0
Operating Expenses                      164                  36
Income (loss) from continuing           (14)                (36)
 operations
Net (loss) Income                       (14)                 29

Liquidity and Capital Resources.

Three-month period ended September 30, 2000 and 1999.

NET SALES. Net sales for the three-months ended September 30, 2000 were $166
compared to $0 for the three-months ended September 30, 1999 as the Company
had just begun operations at that time. Sub-license revenues were $7, banner
advertising revenues were $90 and royalty fees were $69 for the three months
ended September 30, 2000 respectively.

The Company believes that royalty revenues from casinos and the new Poker
card room software will substantially improve the gross revenues for the
next quarter. These are forward-looking statements, particularly as related
to the business plan of the company, within the meaning of Section 27A of
the Securities Act of 1993 and Sections 21E of the Securities Exchange Act
of 1934 and are subject to the safe harbor created by these sections. Actual
results may differ materially from the company's expectations and estimates.

GROSS MARGIN. Gross margin was 90% of net sales for the three months ended
September 30, 2000. Management believes the margin is consistent with
licensing and marketing of turnkey Internet gaming systems. Poker.com's
gross margin may be affected by several factors including (i) the mix of
revenue streams, (ii) the price of products sold and (iii) other components
of cost of sales.

OPERATING EXPENSES. Operating expenses were $164 and $36 for the three-month
period ended September 30, 2000 and 1999 respectively and $910 and $221 for
the nine-month period ended September 30, 2000 and 1999, respectively. The
increase in the 2000 periods is mainly due to website marketing and
corporate promotion that was consistent with Poker's aggressive marketing
campaign.

DEPRECIATION AND AMORTIZATION EXPENSE. Depreciation and amortization expense
was $53 and $0 for the three-month period ended September 30, 2000 and 1999
respectively and $120 and $0 for the nine-month periods ended September 30,
2000 and 1999, respectively. The increase in expenses for the three-month
period ended September 30, 2000 is due to an accelerated write down of $46
for casino software the Company believes to be obsolete.

PROVISION FOR INCOME TAXES. No tax provision was made for the three-month
period ended September 30, 2000. The Company, at December 31, 1999 has
available a net operating loss carry forward of approximately $400 that may
be used to offset future United States federal taxable income. The net
operating loss carry forward if not utilized will begin to expire in 2018.



FINANCIAL CONDITION AND LIQUIDITY


LIQUIDITY AND CAPITAL RESOURCES. At September 30, 2000 the Company had cash
and cash equivalents totaling $79 compared to $61 at June 30, 1999.
Poker.com's principal source of liquidity is $79 in cash and cash
equivalents.

Approximately $206 of the $342 accounts receivable and long term receivable
was due from Antico Holdings S.A. for the purchase of a Poker sub-license
and royalty fees. The amount due from Antico Holdings for their License fee
is payable in equal installments over a period of three years. Antico
Holdings has assigned to Poker.com Inc the 15% credit card hold back which
started to be released on a monthly basis, which began July 15th 2000.

Net cash (used) by operating activities for the nine-month period ended
September 30, 2000 was ($206). The decrease in cash was mainly due to
increase in accounts receivable of $99 to $342 from December 31, 2000. This
is due to royalty revenue, banner advertising and sale of casino license
fees being accrued.

Net cash (used) for investing activities for the six-month period ended
September 30, 2000 was ($36). The cash was used for the purchase of
additional capital assets and casino software.