UNITED STATES ~~SECURITIES AND EXCHANGE COMMISSION~~

~~Washington,~~SECURITIES ~~D.C.~~AND ~~20549~~EXCHANGE COMMISSION

FORMWashington, 8-KD.C. 20549

~~CURRENT REPORT~~FORM 8-K

~~Pursuant to Section 13 or 15(d) of the Securities~~CURRENT ~~Exchange Act of 1934~~REPORT

~~Date~~Pursuant ofto ~~report~~ Section 13 or 15(~~Date~~d) of ~~earliest~~the ~~event~~Securities Exchange ~~reported): September 24,~~Act ~~2004~~of 1934

~~PDS~~Date ~~GAMING~~of ~~CORPORATION~~report (Date of earliest event reported): October 1, 2004

~~(Exact~~PDS ~~name~~GAMING ~~of Registrant as specified in its charter)~~CORPORATION

~~COMMISSION~~(Exact name of ~~FILE~~Registrant ~~NO.~~as ~~0-23928~~specified in its charter)

Minnesota		41-1605970
(State or other jurisdiction of incorporation)		(I.R.S. Employer Identification No.)

COMMISSION FILE NO. 0-23928

6171 McLeod Drive, Las Vegas, Nevada 89120

Minnesota		41-1605970
(State or other jurisdiction		(I.R.S. Employer
of incorporation)		Identification No.)

~~(Address of~~6171 ~~principal~~McLeod ~~executive~~Drive, ~~offices)~~Las Vegas, Nevada 89120

(~~702)~~Address of principal ~~736-0700~~executive offices)

(~~Registrant’s telephone number, including area code~~702) 736-0700

~~Check the appropriate box~~(Registrant’s ~~below~~telephone ifnumber, ~~the~~including ~~Form~~area ~~8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:~~code)

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

This report is being filed for the purpose of reporting the press release by PDS Gaming Corporation (the “Company”) announcing that ~~its~~PDS ~~shareholders~~Holding ~~have~~Co., ~~voted~~Inc., at a ~~special~~company formed by the ~~shareholders~~members ~~meeting~~of ~~held~~the onmanagement ~~September 23,~~group ~~2004,~~proposing to ~~approve~~acquire all of the ~~Agreement~~outstanding ~~and~~stock ~~Plan~~ of ~~Merger~~the byCompany, and ~~among~~Cochran ~~the~~Road, ~~Company~~LLC, ~~PDS~~a ~~Holding~~New ~~Co.~~York-based lender, ~~Inc.~~have entered ~~and~~into ~~PDS~~a ~~Acquisition Sub,~~definitive ~~LLC~~loan ~~relating~~agreement toin connection with the ~~Company’s~~financing of the previously announced “going private” transaction.

For additional information concerning the foregoing, reference is made to the Company’s press release issued on October 1, 2004, a copy of which is attached as an exhibit to this report and incorporated by reference.

Item 9.01 Financial Statements and Exhibits.

The following exhibits are included with this current report on Form 8-K as required by Item 601 of Regulation S-K.

Exhibit Number		Description
99.1		Press release dated ~~September~~October 241, 2004 announcing that ~~the shareholders of~~ PDS ~~Gaming~~Holding ~~Corporation~~Co., ~~have voted~~Inc., at a ~~special~~company ~~shareholders~~formed ~~meeting~~by ~~held~~the onmembers ~~September~~of ~~23,~~the ~~2004,~~management togroup ~~approve~~proposing ~~the~~to ~~Agreement~~acquire ~~and~~all ~~Plan~~ of ~~Merger~~the byoutstanding ~~and~~stock ~~among~~of the Company, ~~PDS~~and ~~Holding~~Cochran ~~Co.~~Road, ~~Inc.~~LLC, ~~and~~a ~~PDS~~New ~~Acquisition~~York-based ~~Sub~~lender, ~~LLC~~have ~~relating~~entered tointo a definitive loan agreement in connection with the ~~Company’s~~financing of the previously announced “going private” transaction.

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 hereunto duly authorized.

	PDS GAMING CORPORATION
Dated: September 28, 2004	By:/s/ Peter D. Cleary
Dated: October 1, 2004	By:/s/ Peter D. Cleary
	Peter D. Cleary
	President, Treasurer and Chief Financial Officer
	(a duly authorized officer)

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