10-Q/A

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

                                   FORM 10-Q/A

(MARK ONE)

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2000

                                       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 0-28294

                              SILICON GAMING, INC.
             (Exact Name of Registrant as Specified in Its Charter)

          CALIFORNIA                                           77-0357939
(State or Other Jurisdiction of                             (I.R.S. Employer
 Incorporation or Organization)                          Identification Number )

                              2800 W. BAYSHORE ROAD
                               PALO ALTO, CA 94303
                    (Address of Principal Executive Offices)

                            TELEPHONE: (650) 842-9000
              (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 [ ]

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
Common Stock, as of the latest practicable date.

            30,978,831 shares of Common Stock, $.001 par value, were
                        outstanding as of April 30, 2000.

     This  Amendment  No. 1 is being filed solely to correct the omission of the
Financial Data Schedule from the Form 10-Q for the quarter ended March 31, 2000,
filed with the Commission on May 31, 2000.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

     (a)  Exhibits

          27    Financial Data Schedule

     (b)  Reports on Form 8-K.

          None

                                    SIGNATURE

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


                              SILICON GAMING, INC.


Date: August 10, 2000      By /s/ Andrew S. Pascal
                              --------------------------------------------------
                              Andrew S. Pascal
                              President, Chief Executive Officer,
                              Acting Chief Financial Officer
                              (Principal Financial and Chief Accounting Officer)

EX-27

 

<ARTICLE> 5
<MULTIPLIER> 1,000

                             
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-2000
<PERIOD-START>                             JAN-01-2000
<PERIOD-END>                               MAR-31-2000
<CASH>                                             837
<SECURITIES>                                         0
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<PREFERRED-MANDATORY>                                0
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<OTHER-SE>                                    (99,463)
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