Exhibit 99.3
 

MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 FOR THE THREE AND NINE MONTH PERIODS ENDED JUNE 30, 2008

August 29, 2008

The following discussion and analysis of operating results and financial position is supplementary to, and should be read in conjunction with the unaudited financial statements for the three and nine month periods ended June 30, 2008 of Gamecorp Ltd. (formerly known as Eiger Technology, Inc.) (“Gamecorp” or “the Company”).  The consolidated financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) in Canada. All monetary amounts are expressed in Canadian dollars.

FORWARD-LOOKING INFORMATION

The discussion and analysis and other sections of this report contain forward-looking statements. These forward-looking statements, by their nature, necessarily involve risks and uncertainties that could cause results to differ materially from those contemplated by these forward-looking statements. Gamecorp considers the assumptions on which these forward-looking statements are based to be reasonable at the time the statements were prepared, but cautions the reader that they could cause actual results to differ materially from those anticipated.

COMPANY OVERVIEW

Gamecorp was originally incorporated as Alexa Ventures Inc. on September 8, 1986 under the laws of British Columbia. The Company has gone through a number of name changes the most recent of which occurred on June 26, 2008, when it changed its name to Gamecorp Ltd. Currently, the Company is in good standing, operating under the laws of Ontario. Gamecorp holds two categories of investments; 1) Gaming, and 2) Telecommunications. Racino Royale, Inc. (“Racino”), Baymount Inc. (“Baymount”) and Trackpower, Inc. (“Trackpower”) are the gaming investments. Newlook Industries Corp. (“Newlook”) and its subsidiaries comprise the telecommunications investments. During fiscal 2007 and 2008, the Company reduced it’s investment in Newlook.

Racino is a public entity trading on the NASD OTCBB under the symbol “RCNR”. Newlook is listed on the TSX Venture Exchange under the symbol “NLI”. Gamecorp is a public company listed as symbol “GAME” on the Canadian Trading and Quotation system (the “CNQ”) and as “GAIMF” on the NASD OTCBB.

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Gamecorp’s head office is located at 144 Front Street, Suite 700, Toronto, Ontario and has four staff. As of June 30, 2008, there were 4,230,205 common shares outstanding.

The Company holds an ownership position in Racino that is less than 50% and accounts for the investment using the equity method.

The Company’s business objective is to realize substantial amounts on the divestiture of certain investments and use the proceeds for investment purposes. Management’s strategy is to grow the business through acquisition. Strategic leadership will be provided by the Company’s Chief Executive Officer, John G. Simmonds. Mr. Simmonds has extensive business experience in sourcing, reorganizing and operating businesses in various operating segments.

Racino

Racino’s business objective is to invest in international gaming development opportunities. Racino has acquired InterAmerican Gaming Corp. which is involved in South American gaming opportunities. Racino is planning to change its name to InterAmerican Gaming Inc. and is in the process of obtaining the necessary regulatory approvals to do so.

Baymount

Baymount is seeking and developing opportunities within the Canadian horseracing industry. Its philosophy is to create entertainment destinations for consumers while providing investors an opportunity to participate in the growth of Canadian gaming at racetracks.

Baymount has an agreement with the Belleville Agricultural Society to build a facility to relocate Quinte Exhibition and Raceway in Belleville, Ontario.

Trackpower

Trackpower recently obtained an exclusive license from Bettor Solutions Inc. (“BSI”), a third party, to operate the Video Distribution Service in Latin American. Pursuant to the license, Trackpower and BSI agreed to share the net profit from the video distribution and wager processing on a 50/50 basis.

Newlook

The operations of Newlook have been categorized as discontinued operations. Newlook’s business objective is to make investments in technology opportunities in Canada.

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SELECTED FINANCIAL INFORMATION

Summarized selected consolidated financial information with respect to the Company for the three month period ended June 30, 2008 and 2007 is as follows:

	2008			2007
Revenues	$	94,000		$	-
Loss from continuing operations		(265,000	)		(3,832,000	)
Earnings from discontinued operations		20,000			-
Net loss		(245,000	)		(3,832,000	)
Loss per share from continuing operations		(0.063	)		(0.93	)
Earnings per share from discontinued operations		0.005			-
Loss per share		(0.058	)		(0.93	)
Total assets		3,176,000			3,502,000
Total liabilities		1,639,000			6,433,000
Shareholders’ equity (deficit)		1,537,000			(2,931,000	)

RESULTS OF OPERATIONS

For the Three Month Period Ended June 30, 2008 Compared to 2007

Continuing Operations

The Company recorded a loss from continuing operations of $265,000 during the three month period ended June 30, 2008 compared to $3,832,000 during the comparative period in the prior year. The reason for the substantial loss in the prior period arises from a $2,582,000 adjustment to the fair value of a derivative financial instrument and a one time $1,000,000 severance settlement charge associated with the Company’s former CEO.

Revenues of continuing operations during the three month period ended June 30, 2008 were $94,000 and consisted of management fees and interest income earned from its investees. Revenues in the prior period were $nil. The Company does not consolidate its investments and therefore does not report direct operating revenue of its investees. It does however record equity earnings or losses on its investments in Racino and Newlook.

General and administrative expenses were $296,000 during the three month period ended June 30, 2008 down from $1,041,000 during the three month period ended June 30, 2007. General and administrative expenses during the three month period ended June 30, 2008 included management fees to executive management of $134,000, consulting fees of $45,000, legal and accounting costs of $33,000, investor relations costs of $13,000 and miscellaneous expenses of $71,000. General and administrative expenses in the prior

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period included a one time $1,000,000 severance settlement provision for the Company’s former CEO.

Amortization of property and equipment totaled $3,000 in current reporting period and $3,000 in the prior period.

The Company recorded other expense items totaling $60,000 during the three month period ended June 30, 2008 compared to $2,757,000 in 2007. Other expense in the current period consisted of Gamecorp’s $60,000 equity share of Racino losses. Gamecorp holds approximately 38% of the outstanding shares of Racino. The prior period other expenses included equity losses of Racino totaling $229,000 and a $2,528,000 adjusted to the fair value of a derivative financial instrument. During fiscal 2007 the Company issued options to investors to acquire its investment in Newlook shares and accordingly recorded a derivative financial instrument liability which required a fair value adjustment at each period end. In the second quarter of fiscal 2008, the Company negotiated the retirement of these options.

The Company’s share of Newlook earnings, during the three month period ended June 30, 2008, has been classified in discontinued operations.

Loss per share from continuing operations during the three month period ended June 30, 2008 was $0.063 compared to $0.93 in the previous period.

Discontinued Operations

As described earlier in this report, the Company made the decision to dispose of its investment in Newlook. For this reason, the operating results of Newlook have been regarded as discontinued operations in the consolidated statement of operating results. Racino operating results are regarded as a component of continuing operations.

The Company recorded $20,000 as its share of Newlook earnings during the three month period ended June 30, 2008.

For the Nine Month Period Ended June 30, 2008 Compared to 2007

Continuing Operations

The Company recorded net income from continuing operations of $3,404,000 during the nine month period ended June 30, 2008 compared to a loss of $2,998,000 during the comparative period in the prior year. The reason for the substantial increase in earnings arises from a $3,404,000 gain resulting from an adjustment to the fair value of a derivative financial instrument.

Revenues of continuing operations during the nine month period ended June 30, 2008 were $245,000 and consisted of management fees and interest income earned from its investees. Revenues in the prior period were $nil. The Company does not consolidate its

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investments and therefore does not report direct operating revenue of its investees. It does however record equity earnings or losses on its investments in Racino and Newlook.

General and administrative expenses were $762,000 during the nine month period ended June 30, 2008 down from $1,441,000 during the nine month period ended June 30, 2007. General and administrative expenses during the nine month period ended June 30, 2008 included management fees to executive management of $355,000, consulting fees of $106,000, legal and accounting costs of $64,000, wages and benefits of $62,000 investor relations costs of $39,000 and miscellaneous expenses of $136,000. General and administrative expenses in the prior period included a one time $1,000,000 severance settlement provision for the Company’s former CEO.

Amortization of property and equipment totaled $8,000 in current reporting period and $9,000 in the prior reporting period.

The Company recorded other income items totaling $3,929,000 during the nine month period ended June 30, 2008 compared to other expense items totaling $1,543,000 in 2007.

Included in the current years other income was a $3,404,000 gain representing an adjustment to a derivative financial instrument. During the current period the Company cancelled options it had previously granted to investors. The options provided the holder the ability to acquire the Company’s investment in Newlook. The Company agreed to pay a $0.30 cancellation fee on 4,178,000 options and retired 3,702,000 options by selling 3,702,000 Newlook common shares outright to the former option holders. As a result of these proactive steps the Company adjusted the fair value of the derivative financial instrument to nil.

During fiscal 2007, the Company opted to dispose of its investment in Newlook. The Company granted options to various investors to acquire 14,000,000 shares. The Company recorded an other expense item of $5,032,000 during the nine month period ended June 30, 2007 representing the fair value of the grant of the options to adjust the fair value of the remaining 10,000,000 unexercised options to $5,032,000 as of June 30, 2007. The Company also recorded a $4,213,000 gain on dilution during the nine month period ended June 30, 2007, representing historic losses of Newlook brought into income at the point of deconsolidation when the Company’s investment in Newlook fell below 50%.

The Company also recorded a $657,000 gain during the nine month period ended June 30, 2008, on the disposal of 5,672,000 Newlook common shares and 2,620,000 Racino common shares.

The Company recorded a $132,000 loss as its equity share of Racino losses.

The Company’s share of Newlook earnings, during the nine month period ended June 30, 2008, has been classified in discontinued operations.

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Earnings per share from continuing operations during the nine month period ended June 30, 2008 were $0.0806 compared to a loss per share of $0.756 in the previous period.

Discontinued Operations

As described earlier in this report, the Company made the decision to dispose of its investment in Newlook. For this reason, the operating results of Newlook have been regarded as discontinued operations in the consolidated statement of operating results. Racino is still regarded as a component of continuing operations.

The Company recorded $27,000 as its share of Newlook earnings during the nine month period ended June 30, 2008.

SUMMARY OF QUARTERLY RESULTS

The following table presents selected financial data of the Company for its last eight quarters as reported in the particular period:

												Amended			Amended
Quarter		Q3			Q2			Q1	2		Q4		Q3			Q2			Q1			Q4	1
Fiscal Yr.	2008			2008			2008			2007		2007			2007			2007			2006
Revenue		94,000			115,000			37,000			-		-			-			-			629,000
Earnings (loss) before unusual items		(205,000	)		(150,000	)		(170,000	)		737,000		(1,045,000	)		(210,000	)		(197,000	)		851,000
Net earnings (loss)		(245,000	)		5,263,000			(1,587,000	)		1,142,000		(3,832,000	)		1,004,000			(170,000	)		851,000
EPS before unusual items 3		(0.48	)		(0.06	)		(0.05	)		0.29		(0.25	)		(0.05	)		(0.04	)		0.10
Net earnings per share 3		(0.58	)		1.24			(0.37	)		0.22		(0.90	)		0.26			(0.04	)		0.10

1 Not restated for Newlook and Racino changes in accounting treatment.

2 Re-classed for merchant banking revenues.

3 Earnings (loss) per share values prior to the current period have been restated to reflect  a one post-consolidation for ten pre-consolidation share consolidation.

Operating results for 2007 and 2006 were affected by the decision to regard part of the Company’s results as discontinued operations and also due to the change in accounting from consolidation accounting to equity accounting for the Company’s investment in Newlook and Racino.

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In January 2008, the Company amended Q2 and Q3 filings based on changes required under CICA Handbook Section 3855 Financial Instruments.

LIQUIDITY

The liquidity of the Company has improved in fiscal 2008, primarily due to the repayment of substantial amounts due from a related party (Newlook).

The most significant near cash assets of the Company are its marketable securities and notes receivable. Subsequent to June 30, 2008, the Company settled amounts owed to its investee, Newlook, by transferring two notes receivable (Function Mobile and Lumonall) to Newlook.

The most significant investment assets of the Company are Racino, Newlook and Trackpower. Racino and Trackpower are gaming ventures the Company hopes to develop and realize substantial gains on and Newlook is a legacy investment that the Company will strategically dispose of over the medium term. The Company’s carrying value of its investment in Racino is $834,000, its investment in Newlook is $607,000 and its investment in Trackpower is $200,000. During the most recent quarter the Company converted $400,000 of cash advances to Racino into 8,000,000 Racino common shares, thereby increasing its ownership percentage from 28% to approximately 38%.

Since last year end, the Company also made a $150,000 (fair value of $120,000 at June 30, 2008) strategic investment in Baymount Incorporated (Baymount).  Baymount is developing a horseracing and gaming venture in Belleville, Ontario.

Total liabilities were $1,639,000 at June 30, 2008 and $5,733,000 at September 30, 2007. The decrease is primarily attributable to an adjustment in the fair value of a derivative financial instrument, pursuant to the provisions of CICA Handbook Section 3855, of $3,404,000. The derivative financial instrument was a liability that was cancelled earlier in the current fiscal year that represented the fair value of options granted to third parties to acquire Newlook shares held by Gamecorp.

Accounts payable and accrued charges decreased from $368,000 at September 30, 2007 to $262,000 at June 30, 2008. The decrease is the result of the Company’s improved liquidity.

The Company’s consolidated financial statements have been prepared on a going concern basis, in accordance with Canadian generally accepted accounting principles and accounting principles generally accepted in the United States of America. The going concern basis of presentation assumes that the Company will continue in operations for the foreseeable future and will be able to realize its assets and discharge its liabilities and contingencies in the normal course of operations.

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There is doubt about the Company's ability to continue as a going concern as the Company has a working capital deficit of $722,000 and an accumulated deficit of $43,997,000 at June 30, 2008. The Company's ability to continue as a going concern is dependent upon the Company's ability to collect amounts owed, raise additional capital, realize on its agreements to dispose of investments and sustain profitable operations. Should the Company be unable to continue as a going concern, it may be unable to realize the carrying value of its assets and to meet its liabilities as they become due.

The Company believes that future share issuance and proceeds received from the divestiture of it’s investments will provide sufficient cash flow for it to continue as a going concern in its present form, however, there can be no assurances that the Company will achieve such results. Accordingly, the consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amount and classification of liabilities or any other adjustments that might be necessary should the Company be unable to continue as a going concern.

CAPITAL RESOURCES

The Company plans to complete an equity financing during fiscal 2008 to generate cash proceeds for investing. The Company continues to dispose of Newlook common shares for cash and collect substantial amounts from related parties. The Company had cash balances of $7,000 at June 30, 2008.

As of June 30, 2008 the Company has received $615,000 in proceeds under a proposed $1,000,000 private placement (4,000,0000 common shares at $0.25 per share). The Company expects the private placement to be fully subscribed during the fourth quarter.

Management is confident that given the rising value of its telecommunications investments and the appropriate timing of the disposal thereof, will provide sufficient capital resources to make additional investments. The Company has also made loans to various ventures that should provide above average returns and ownership opportunities.

Warrants outstanding, if fully exercised will generate cash proceeds of $4,462,500.

Management intends on raising additional funds to develop the Company’s business through equity financings and the collection of amounts owed from related parties.

However, none of potential sources for capital are certain and management although confident of the potential, cannot assure shareholders and interested parties that they will in fact be able to finance the Company going forward.

OFF-BALANCE SHEET ARRANGEMENTS

Gamecorp had no off-balance sheet arrangements as at June 30, 2008.

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TRANSACTIONS WITH RELATED PARTIES

All transactions within the corporate group listed in note 15 of the consolidated financial statements, are in the normal course of business and are recorded at the carrying value. Management fees charged by officers, corporations owned by officers and related party corporations providing management services to the Company, during the current quarter totaled $134,000.

PROPOSED TRANSACTIONS

None

CRITICAL ACCOUNTING ESTIMATES

The Company’s consolidated financial statements have been prepared in accordance with Canadian generally accepted accounting principles ("GAAP") which are consistent in all material respects with accounting principles generally accepted in the United States of America. The critical accounting policies followed by the Company are as follows:

Marketable Securities

Marketable securities consist of publicly traded securities that are available for sale that are carried at fair market value. Unrealized gains or losses are recorded through other comprehensive income.

Investments

Investments in other entities are accounted for using the equity method or cost basis depending upon the level of ownership and/or the Company's ability to exercise significant influence over the operating and financial policies of the investee. Equity investments are recorded at original cost and adjusted periodically to recognize the Company's proportionate share of the investees' net income or losses after the date of investment. When net losses from an equity accounted for investment exceed its carrying amount, the investment balance is reduced to zero and additional losses are not provided for. The Company resumes accounting for the investment under the equity method when the entity subsequently reports net income and the Company's share of that net income exceeds the share of net losses not recognized during the period the equity method was suspended. Investments are written down only when there is clear evidence that a decline in value that is other than temporary has occurred. When an equity accounted for investee issues its own shares, the subsequent reduction in the Company's proportionate interest in the investee is reflected in income as a deemed dilution gain proportionate interest in or loss on disposition.

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CHANGES IN ACCOUNTING POLICIES

Financial Instruments

On October 1, 2006, the Company adopted three new accounting standards that were issued by the Canadian Institute of Chartered Accountants (“CICA”): Handbook Section 1530, Comprehensive Income, Handbook Section 3855, Financial Instruments – Recognition and Measurement, and Handbook Section 3865, Hedges and related amendments to Handbook Section 3251, Equity. The Company adopted the three standards and amendments prospectively.

Comprehensive Income

Section 1530 introduces Comprehensive Income, which consists of net income and other comprehensive income (“OCI”). OCI represents changes in shareholders’ equity during a period arising from transactions and other events with non-owner sources and includes unrealized gains and losses on financial assets classified as available-for-sale, unrealized foreign currency translation gains and losses arising from self-sustaining foreign operations, net of hedging activities, and changes in the fair value of the effective portion of cash flow hedging instruments. The Company did not have transactions or events that would have been recorded in OCI or Accumulated Other Comprehensive Income in these audited consolidated financial statements.

Financial Instruments – Recognition and Measurement

Section 3855, establishes standards for recognizing and measuring financial assets, financial liabilities and non financial derivatives, including the presentation of any resulting gains and losses.

All financial instruments are required to be measured at fair value on initial recognition. Measurement in subsequent periods depends on whether the financial instrument has been classified as held-for-trading, available-for-sale, held-to-maturity, loans and receivables and other liabilities.

Financial assets and financial liabilities classified as held-for-trading are required to be measured at fair value with gains and losses recognized in net income.

Available-for-sale financial assets are required to be measured at fair value with unrealized gains and losses recognized in OCI.

Financial assets classified as held-to-maturity, loans and receivables and financial liabilities (other than those held-for-trading) are required to be measured at amortized cost.

The classifications above do not apply to investments where the Company has significant influence that are accounted for using the equity method.

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Derivative instruments must be recorded on the balance sheet at fair value. Changes in fair value are required to be recognized in net income.

Impact upon adoption of CICA Handbook Sections 1530, 3855 and 3865

During fiscal 2007, the Company issued a derivative instrument for which it has ascribed a fair value and any changes in the fair value will be charged to income in the period of change.

FINANCIAL INSTRUMENTS AND OTHER INSTRUMENTS

Earnings and cash flow are subject to volatility stemming mainly from movements in the U.S./Canadian dollar exchange rate and interest rates.  Gamecorp does not hedge its foreign currency as it deals almost exclusively in the domestic currency.

OTHER MD&A REQUIREMENTS

Annual Information Form

Additional information relating to the Company, including the Company’s Annual Information Return, may be found on SEDAR at www.sedar.com.

Disclosure of Outstanding Share Data

On June 24, 2008 the Company completed a share consolidation: one post-consolidation common share for every ten pre-consolidation shares outstanding. As at June 30, 2008, the Company had authorized 10,000,000 Common Shares without par value and had issued 4,230,205 Common Shares. If all options and warrants were exercised the number of Common Shares outstanding would be 5,181,305

OUTLOOK

The Company is well positioned with its gaming and telecommunications investments to generate superior returns for shareholders. Management believes that prudent gaming investments will generate substantial gains. However, the gaming investments are capital intensive and will require incremental financing to ensure success. The Company continues to fund the development of its gaining investee’s businesses, thus far primarily through the proceeds of the repayment of Newlook debts. The Company plans to dispose of certain legacy telecommunications investments over the medium term. The Company also contemplates raising funds through debt and/or equity instruments to fund the initial development of the gaming ventures.

The Company’s management is participating closely in the development of the gaming ventures and will be compensated for services provided. The Company’s business model for investment or merchant banking will serve as platform to develop and grow other types of invests in the future.

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