Exhibit 99.1

UNITED STATES BANKRUTCY COURT
DISTRICT OF DELAWARE


In re:		Case No. 09-10465 (KG)
Midway Games Inc., et. al.,		Jointly Administered
Debtors		Reporting Period: 03/01/10 - 03/31/10

MONTHLY OPERATING REPORT


	Form	Document	Affidavit
REQUIRED DOCUMENTS	No.	Attached	Attached
Schedule of Cash Receipts and Disbursements	MOR-1	X
Bank Reconciliations, Copies of Bank Statements and Cash Disbursements Journals	MOR-1a		X
Schedule of Professional Fees Paid	MOR-1b	X
Statements of Operations	MOR-2	X
Balance Sheets	MOR-3	X
Status of Postpetition Taxes	MOR-4		X
Summary of Unpaid Postpetition Accounts Payable	MOR-4	X
Accounts Receivable Reconciliation and Aging	MOR-5	X
Debtor Questionnaire	MOR-5	X

I declare under the penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief.


/s/ Ryan G. O’Desky		5/20/10

Ryan G. O’Desky		Date
Chief Financial Officer and Treasurer

The Debtors are: Midway Games Inc., Midway Home Entertainment Inc., Midway Amusement Games, LLC, Midway Interactive Inc., Surreal Software Inc., Midway Studios — Austin Inc., Midway Studios — Los Angeles Inc., Midway Games West Inc., Midways Home Studios Inc., and Midway Sales Company, LLC.

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In re:		Case No. 09-10465 (KG)
Midway Games Inc., et al.,		Jointly Administered
Debtors		Reporting Period: 03/01/10 - 03/31/10

MOR-l: SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS
FOR THE MONTH ENDED MARCH 31, 2010


	Midway																							Midway
	Home		Midway																		Midway			Studios —
	Entertainment		Amusement			Midway			Midway Games			Midway Home			Midway Sales			Surreal			Studios —			Los Angeles			Midway			Current Month
Debtor	Inc.		Games, LLC			Interactive Inc.			West Inc.			Studios Inc.			Company, LLC			Software Inc.			Austin Inc.			Inc.			Games Inc.			Total
Cash at beginning of the month	$	72,377,310.87		($14,681,284.76	)		($6,332.90	)		($650.00	)		($650.00	)		($650.00	)		($4,165,506.17	)	$	380,238.04			($4,820.71	)		($14,397,122.31	)	$	39,500,532.06
RECEIPTS
Trade accounts receivable		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00
Cash held in trust		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00
Proceeds related to asset sales		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00
Other		24,483.94		2,233.12			0.00			0.00			0.00			0.00			0.00			0.00			0.00			3.64			26,720.70

Total Receipts	$	24,483.94	$	2,233.12		$	0.00		$	0.00		$	0.00		$	0.00		$	0.00		$	0.00		$	0.00		$	3.64		$	26,720.70

DISBURSEMENTS
Cost of goods sold		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			—
Payroll		275.74		0.00			0.00			0.00			0.00			0.00			0.00			17.66			0.00			74,418.39			74,711.79
Royalties		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			—
Sales commissions		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			—
Rent — facilities /equipment/taxes		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			866.67			866.67
Utilities		0.00		450.73			0.00			0.00			0.00			0.00			0.00			0.00			0.00			355.16			805.89
Benefits		0.00		1,630.24			0.00			0.00			0.00			0.00			0.00			14,039.65			0.00			25,470.61			41,140.50
Insurance		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00						0.00
IT equipment		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			—
Legal		0.00		1,848.26			0.00			0.00			0.00			0.00			0.00			0.00			0.00			8,578.90			10,427.16
Maintenance		0.00		68.98			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			68.98
Shipping		0.00		74.44			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			74.44
Supplies		865.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			865.00
Consultants and contractors		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			151.28			151.28
Board of Directors		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00
Employee expense reports		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			1,830.96			1,830.96
Taxes		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00
Purchasing cards		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			—

Subtotal operating disbursements		1,140.74		4,072.65			0.00			0.00			0.00			0.00			0.00			14,057.31			0.00			111,671.97			130,942.67

US Trustee fees		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00
Huron Consulting Group		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00
Blank Rome LLP		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			104,339.78			104,339.78
Ernst & Young, LLP — Midway Auditors		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			—
Dewey & LeBoeuf LLP		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			—
Milbank, Tweed, Hadley & McCloy LLP		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			162,196.11			162,196.11
Richards, Layton & Finger. P.A.		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			—
FTI Consulting, Inc.		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			—
Incentive Bonus		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00
Lazard Frères and Co. LLC		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			1,833,194.35			1,833,194.35
De Pardieu Brocas Maffci		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00
Epiq Bankruptcy Solutions		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			10,816.64			10,816.64
Kramer Levin Naftalis		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00
Venturity Financial Partners		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			15,282.00			15,282.00

Subtotal restructuring disbursements		0.00		0.00			0.00			0.00			0.00			0.00			0.00			0.00			0.00			2,125,828.88			2,125,828.88

Total Disbursements	$	1,140.74	$	4,072.65		$	0.00		$	0.00		$	0.00		$	0.00		$	0.00		$	14,057.31		$	0.00		$	2,237,500.85		$	2,256,771.55

Receipts less disbursements	$	23,343.20		($1,839.53	)	$	0.00		$	0.00		$	0.00		$	0.00		$	0.00			($14,057.31	)	$	0.00			($2,237,497.21	)		($2,230,050.85	)

Cash at end of the month	$	72,400,654.07	$	(14,683,124.29	)	$	(6,332.90	)	$	(650.00	)	$	(650.00	)	$	(650.00	)	$	(4,165,506.17	)	$	366,180.731		$	(4,820.71	)		($16,634,619.52	)	$	37,270,481.21


General Notes:

1)		Cash balances may not be same as the bank statements or ledger balances as they do not reflect unavailable funds, outstanding checks and other timing differences.

2)		Included in the cash at the end of the month is one restricted letter of credit at Midway Studios — Austin Inc. (MSA) for $24,860.

3)		Disbursements reflect when the disbursement accounts are funded rather than when the item clears the bank.

4)		Timing of receipts and internal accounting can cause period-end discrepancies in respective intercompany reporting.

5)		Because there were no transfers to debtors in possession accounts or estate disbursements made by outside sources, the total disbursements line above will be used to calculate U.S. Trustee quarterly fees.

6)		U.S. Trustee quarterly fees are paid by Midway Games Inc. (MGI) on behalf of each Debtor and expenses are allocated based on fees calculated for each Debtor.

FORM MOR-l

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In re: Midway Games Inc., et al., Debtors		Case No. 09-10465 et seq. (KG) Jointly Administered Reporting Period: 03/01/10-03/31/10

MOR-1A: BANK RECONCILIATIONS CERTIFICATION

I, Ryan G. O’Desky, Chief Financial Officer and Treasurer of Midway Games Inc., hereby certify that, to the best of my knowledge, information, and belief, all of the Debtors’ bank account balances for the reporting period ended March 31, 2010 have been reconciled to monthly bank statements in an accurate and timely manner. The attached schedule lists each of the Debtors’ bank accounts and the book balance of the respective account as of the end of the reporting period. No bank accounts were opened or closed during the reporting period.



/s/ Ryan G. O’Desky				5/20/10
Ryan G. O’Desky				Date
Chief Financial Officer and Treasurer

FORM MOR-1A

3 of 12

UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE


In re:		Case No. 09-10465 (KG)
Midway Games Inc., et al.,		Jointly Administered
Debtors		Reporting Period: 03/01/10 - 03/31/10

MOR-1A: DEBTORS’ BANK ACCOUNTS


Debtor	Bank/Institution	Account Number	Book Balance


Midway Home Entertainment Inc.	Wells Fargo Bank N.A.	#583884	$	0.00
Midway Home Entertainment Inc.	Wells Fargo Bank N.A.	#4030110425	$	0.00
Midway Home Entertainment Inc.	Bank of America	#8765261617	$	200,424.66
Midway Home Entertainment Inc.	Bank of America	#8666525641	$	28,301.30
Midway Home Entertainment Inc.	Bank of America	#8188615313	$	50,301.12
Midway Home Entertainment Inc.	Bank of America	#8188615318	$	35,809,634.30

Midway Amusement Games, LLC	Bank of America	#8765763067	$	149,781.90
Midway Amusement Games, LLC	Bank of America	#8666305125	$	57,013.17
Midway Amusement Games, LLC	Bank of America	#8666018766	$	3,292.51
Midway Amusement Games, LLC	Wells Fargo Bank N.A.	#4030010797	$	0.00
Midway Amusement Games, LLC	JP Morgan	#806021788	$	0.00

Surreal Software Inc.	Bank of America	#8765216044	$	4,169.23

Midway Studios — Austin Inc.	Wells Fargo Bank N.A.	#561549		24,860
Midway Studios — Austin Inc.	Bank of America	#8765216049	$	25,141.54

Midway Studios — Los Angeles Inc.	Bank of America	#8765216063	$	2,323.40

Midway Games Inc.	Bank of America	#8666302112	$	0.00
Midway Games Inc.	Bank of America	#8765763147	$	260,534.82
Midway Games Inc.	Bank of America	#8666302112	$	486,358.90
Midway Games Inc.	Bank of America	#8188615332	$	60.00

The Debtors affirm that no bank accounts were opened in the period.

4 of 12


In re:		Case No. 09-10465 (KG)
Midway Games Inc., et al.,		Jointly Administered
Debtors		Reporting Period: 03/01/10-03/31/10

MOR-1B: SCHEDULE OF PROFESSIONAL FEES AND EXPENSES PAID


	Period			Amount			Check			Amount Paid				Filing to Date
Payee	Covered			Approved		Payer	Date		Number	Fees		Expenses		Fees		Expenses
Blank Rome LLP 1		12/01/09-12/31/09		$	104,339.78	Midway Games Inc.		03/18/10	CHK:75065	$	100,704.80	$	3,634.98	$	2,261,036.51	$	76,103.93

Kramer Levin Naftalis 2														$	232,546.50	$	4,786.13

Mesirow Financial 2														$	50,000.00	$	0.00

Dewey & LeBoeuf LLP 3														$	608,963.85	$	51366.96

Ernst & Young, LLP 4														$	168,823.80	$	836.00

Milbank, Tweed, Hadley & McCloy LLP 5		11/01/09-11/30/09		$	105,548.20	Midway Games Inc.		03/03/10	CHK: 75058	$	93,461.00	$	12,087.20

		12/01/09-12/31/09		$	56,647.91	Midway Games Inc.		03/10/10	CHK: 75062	$	47,217.20	$	9,430.71	$	2,507,159.95	$	223,366.84

Richards, Layton & Finger, P.A. 6														$	268,392.20	$	36,335.55

FTI Consulting, Inc. 7														$	1,465,174.07	$	20,500.87

Lazard Freres & Co. LLC 8		02/12/09-08/19/09	*	$	1,833,194.35	Midway Games Inc.		03/18/10	CHK: 75066	$	1,832,076.83	$	1,117.52	$	2,413,862.54	$	9,008.16

Huron Consulting Group 9														$	94,857.40	$	0.00

De Pardieu Brocas Maffei 10														$	9,210.59	$	0.00

Venturity Financial Partners LLC 11		01/01/10-01/31/10		$	15,282.00	Midway Games Inc		03/24/10	CHK: 75070	$	15,282.00	$	0.00	$	27,262.00	$	1,252.55

										$	2,088,741.83	$	26,270.41	$	10,107,289.41	$	423,556.99


*		Amounts paid include 20% of the fees included in the original fee applications for services covering these dates. These 20% amounts were originally held back per the order of the Bankruptcy Court and were paid on 12/09/09.

1		Lead bankruptcy counsel for the Debtors

2		Lead counsel and financial advisors working on behalf of Thomas Parties

3		Special counsel to the independent members of the post-petition Board of Directors of the Debtors

4		Independent auditor to the Debtors

5		Counsel to the Official Committee of Unsecured Creditors

6		Co-counsel to the Official Committee of Unsecured Creditors

7		Financial advisor to the Official Committee of Unsecured Creditors

8		Investment banker to the Debtors

9		Bankruptcy consultants to the Debtors

10		Counsel to the Official Committee of Unsecured Creditors

11		Accounting services provider to the Debtors

FORM MOR-1B

5 of 12


In re:		Case No. 09-10465 (KG)
Midway Games Inc., et al.,		Jointly Administered
Debtors		Reporting Period: 3/01/10 to 3/31/10

MOR-2: STATEMENTS OF OPERATIONS
FOR THE MONTH ENDED MARCH 31, 2010


				Midway			Midway
	Midway Home			Amusement			Interactive		Midway Games		Midway Home		Midway Sales		Surreal Software		Midway Studios —		Midway Studios —
	Entertainment, Inc.			Games, LLC			Inc.		West Inc.		Studios Inc.		Company, LLC		Inc.		Austin Inc.		Los Angeles Inc.			Midway Games Inc.			Adjustments and
Case number for individual Debtors	09-10467			09-10466			09-10468		09-10472		09-10473		09-10474		09-10469		09-10470		09-10471			09-10465			Allocations (1)		Total of All Debtors

REVENUES
Gross sales	$	—		$	—		$	—	$	—	$	—	$	—	$	—	$	—	$	—		$	—		$	—	$	—
Royalty and other revenue		270.00			—			—		—		—		—		—		—		—			—			—		270.00
Allowances		—			—			—		—		—		—		—		—		—			—			—		—

Net revenues		270.00			—			—		—		—		—		—		—		—			—			—		270.00
COST OF GOODS SOLD
Product costs and distribution		—			—			—		—		—		—		—		—		—			—			—		—
Royalties		—			—			—		—		—		—		—		—		—			—			—		—
Product development costs		—			—			—		—		—		—		—		—		—			—			—		—

Total cost of goods sold		—			—			—		—		—		—		—		—		—			—			—		—

Gross profit		270.00			—			—		—		—		—		—		—		—			—			—		270.00
OPERATING EXPENSES
Rent expense		—			—			—		—		—		—		—		—		—			600.00			—		600.00
Insurance		—			—			—		—		—		—		—		—		—			—			—		—
Payroll and benefits		—			—			—		—		—		—		—		—		—			78,158.15			—		78,158.15
All other administrative		(3,640.03	)		16,545.60			—		—		—		—		—		—		6,216.54			65,160.80			—		84,282.91

Total operating expenses		(3,640.03	)		16,545.60			—		—		—		—		—		—		6,216.54			143,918.95			—		163,041.06
Net Profit (Loss) Before Other Income & Expenses		3,910.03			(16,545.60	)		—		—		—		—		—		—		(6,216.54	)		(143,918.95	)		—		(162,771.06	)
OTHER INCOME AND EXPENSES
Interest income		(7,864.98	)		—			—		—		—		—		—		—		—			(3.64	)		—		(7,868.62	)
Interest expense		—			31.29			—		—		—		—		—		—		—			—			—		31.29
Other (income) and expense, net (4)		(95.92	)		(2,233.12	)		—		—		—		—		—		—		—			—			—		(2,329.04	)

Income (loss) before reorganization items		11,870.93			(14,343.77	)				—		—		—		—		—		(6,216.54	)		(143,915.31	)		—		(152,604.69	)
REORGANIZATION ITEMS
Professional fees (2)		—			—			—		—		—		—		—		—		—			328,026.83			—		328,026.83
U.S. Trustee quarterly fees (3)		—			—			—		—		—		—		—		—		—			8,005.00			—		8,005.00

Total reorganization expenses		—			—			—		—		—		—		—		—		—			336,031.83			—		336,031.83
Provision for income taxes		—			—			—		—		—		—		—		—		—			—			—		—

Net income (loss)	$	11,870.93		$	(14,343.77	)	$	—	$	—	$	—	$	—	$	—	$	—	$	(6,216.54	)	$	(479,947.14	)	$	—	$	(488,636.52	)

NOTES:

GENERAL — In the ordinary course of business, individual Debtors may make payments to third parties on behalf of other Debtor entities. When this occurs, receivable and payable amounts are recorded at the paying and receiving entities, respectively, for the value of each such payment made. Amounts owed by Debtor entities to other Midway Games Inc. (MGI) subsidiaries are repaid in accordance with company policy. For example, all payroll-related payments are made to employees through Midway Home Entertainment Inc. (MHE) and the related expenses are reported by each employee’s legal entity; each legal entity with employees incurs a liability to MHE for the amounts paid. Also, no Insider Compensation expenses outside of the normal course of business were incurred during the period presented.


(1)		In performing the accounting for its day-to-day operations, MGI and its Debtor and non-Debtor affiliates had previously allocated common expenses among MGI subsidiaries and capitalized qualifying product development expenses in accordance with U.S. generally accepted accounting principles (GAAP). As a result of the reduced amount of these common expenses and the discontinuation of the capitalization of product development expenses, no amounts were reported in the Adjustments and Allocations column for March 2010.

(2)		Professional Fees, which are paid by MGI, are recorded as expense when incurred. All of these fees represent accruals and have not been paid as of March 31, 2010. No allocation of the benefits of such fees has been made to any other Debtor or non-Debtor entities. In addition to the amounts reported in this line item, $2,413,078 in fees have either been submitted to the Bankruptcy Court for approval or have been approved by the Bankruptcy Court but payment had not yet been made as of March 31, 2010.

(3)		U.S. Trustee Quarterly Fees are estimated and were invoiced and paid in April 2010 for the period from January-March 2010.

FORM MOR-2

6 of 12


In re:		Case No. 09-10465(KG)
Midway Games Inc., et al.,		Jointly Administered
Debtors		Reporting Period: 3/1/10 to 3/31/10

MOR-3: BALANCE SHEETS
March 31, 2010


	Midway Home			Midway Amusement			Midway Interactive		Midway Games			Midway Home		Midway Sales
	Entertainment Inc.			Games, LLC			Inc.		West Inc.			Studios Inc.		Company, LLC
Case number for individual Debtors	09-10467			09-10466			09-10468		09-10472			09-10473		09-10474

ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	36,088,661.38		$	210,087.58		$	—	$	—		$	—	$	—
Restricted cash		—			—			—		—			—		—
Receivables, gross		409,666.00			67,831.98			—		—			—		—
Allowances		(409,666.00	)		(67,831.98	)		—		—			—		—

Receivables, net		—			—			—		—			—		—
Inventories		—			—			—		—			—		—
Prepaid expenses and other current assets		13,647.00			13,327.48			—		—			—		—

TOTAL CURRENT ASSETS		36,102,308.38			223,415.06			—		—			—		—

Property and equipment, net (2)		—			—			—		—			—		—
Investment in subsidiaries (3)		—			—			29,265,000.00		(29,265,000.00	)		—		—
Due from Debtors		242,440,302.75			310,078,384.68			430,000.00		32,428,938.86			—		—
Due from non-Debtor MGI subsidiaries		195,040.77			—			—		—			—		—

TOTAL ASSETS	$	278,737,651.90		$	310,301,799.74		$	29,695,000.00	$	3,163,938.86		$	—	$	—


LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)

LIABILITIES NOT SUBJECT TO COMPROMISE (Post-petition)
Amounts due to Insiders (4)		—			—			—		—			—		—
Accounts payable		1,160,094.41			88,670.11			—		—			—		—
Accrued compensation and related benefits (5)		24,420.88			(99,223.20	)		—		—			—		—
Accrued royalties		168,188.75			—			—		—			—		—
Accrued selling and marketing		1,355.35			—			—		—			—		—
Deferred revenue		—			—			—		—			—		—
Current portion of long-term debt		—			—			—		—			—		—
Convertible senior notes, less unamotized discount		—			—			—		—			—		—
Other accrued liabilities		403,751.20			(340,543.66	)		—		—			—		—

TOTAL POST-PETITION LIABILITIES		1,757,810.59			(351,096.75	)		—		—			—		—
LIABILITIES SUBJECT TO COMPROMISE (Pre-Petition) (6)
Secured liabilities	$	1,086.71		$	—		$	—	$	—		$	—	$	—
Priority liabilities		409,119.25			868,739.94			—		—			—		—
Non-priority liabilities		245,794,138.85			564,106,878.04			22,957,000.00		48,011,629.43			—		—

TOTAL PRE-PETITION LIABILITIES		246,204,344.81			564,975,617.98			22,957,000.00		48,011,629.43			—		—

Due to Debtors		12,579,843.66			21,928,848.29			—		—			—		—
Due to non-Debtor MGI subsidiaries		—			—			—		—			—		—
Deferred income taxes		13,012,498.00			—			—		—			—		—

STOCKHOLDERS’ EQUITY (DEFICIT)
Common stock		1,000.00			—			—		—			—		—
Additional paid-in capital		1,704,243.52			—			2,750,000.00		(186,000.00	)		—		—
Retained earnings (accumulated deficit)		3,477,911.32			(276,251,569.78	)		3,988,000.00		(44,661,690.57	)		—		—
Postpetition contributions (distributions) (draws) (5)		—			—			—		—			—		—
Treasury stock		—			—			—		—			—		—

TOTAL STOCKHOLDERS’ EQUITY (DEFICIT)		5,183,154.84			(276,251,569.78	)		6,738,000.00		(44,847,690.57	)		—		—


TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)	$	278,737,651.90		$	310,301,799.74		$	29,695,000.00	$	3,163,938.86		$	—	$	—

7 of 12


In re:		Case No. 09-10465(KG)
Midway Games Inc., et al,		Jointly Administered
Debtors		Reporting Period: 03/01/10 to 3/31/10

MOR-3; BALANCE SHEETS (continued)
March 31, 2010


				Midway Studios —			Midway Studios —			Midway Games
	Surreal Software Inc.			Austin Inc.			Los Angeles Inc.			Inc.
Case number for individual Debtors	09-10469			09-10470			09-10471			09-10465			Total of All Debtors (1)

ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	4,169.23		$	25,141.54		$	2,323.40		$	746,953.72		$	37,077,336.85
Restricted cash		—			—			—			24.860.00			24,860.00
Receivables, gross		—			—			—			—			477,497.98
Allowances		—			—			—			—			(477,497.98	)

Receivables, net		—			—			—			—			—
Inventories		—			—			—			—			—
Prepaid expenses and other current assets		—			—			—			1,200.00			28,174.48

TOTAL CURRENT ASSETS		4,169.23			25,141.54			2,323.40			773,013.72			37,130,371.33

Property and equipment, net (2)		—			—			—			—			—
Investment in subsidiaries (3)		—			—			—			21,472,773.11			21,472,773.11
Due from Debtors		—			253,368.44			156,098.20			659,659,232.35			1,245,446,325.28
Due from non-Debtor MG1 subsidiaries		—			—			—			3,798,333,69			3,993,374.46

TOTAL ASSETS	$	4,169.23		$	278,509.98		$	158,421.60		$	685,703,352,87		$	1,308,042,844.18


LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)

LIABILITIES NOT SUBJECT TO COMPROMISE (Post-petition)
Amounts due to Insiders (4)		—			—			—			—			—
Accounts payable		10,980.05			68,979.39			3,310.20			279,654,30			1,611,688.46
Accrued compensation and related benefits (5)		11,216.52			(30,601.51	)		(5,894.61	)		5,810,76			(94,271.16	)
Accrued royalties		—			—			—			—			168,188.75
Accrued selling and marketing		—			—			—			—			1,355.35
Deferred revenue		—			—			—			—			—
Current portion of long-term debt		—			—			—			—			—
Convertible senior notes, less unamortized discount		—			—			—			—			—
Other accrued liabilities		(16,103.22	)		113,621.75			11,871.31			1,667,649.53			1,840,246.91

TOTAL POST-PETITION LIABILITIES		6,093.35			151,999.63			9,286.90			1,953,114.59			3,527,208.31

LIABILITIES SUBJECT TO COMPROMISE (Pre-Petition) (6)
Secured liabilities	$	—		$	4,029.62		$	—		$	—		$	5,116.33
Priority liabilities		172,202.55			47,932.43			4,884.62			228,056.03			1,730,934.82
Non-priority liabilities		49,191,595,71			64,740,369.34			30,531,064.78			338,089,036.87			1,363,421,713.02

TOTAL PRE-PETITION LIABILITIES		49,363,798.26			64,792,331.39			30,535,949.40			338,317,092.90			1,365,157,764.17

Due to Debtors		3,714,858.98			725,934.94			32,792.16			44,635,144.33			83,617,422.36
Due to non-Debtor MGI subsidiaries		—			—			—			—			—
Deferred income taxes		—			—			—			—			13,012,498.00

STOCKHOLDERS EQUITY (DEFICIT)
Common stock		—			—			—			935,403.55			936,403.55
Additional paid-in capital		4,187,009.00			2,575,167.27			3,594,163.08			522,497,846.03			537,122,428.90
Retanined earnings (accumulated deficit)		(57,267,590.36	)		(67,966,923.25	)		(34,013,769,94	)		(212,852,213.76	)		(685,547,846.34	)
Postpetition contributions (distributions) (draws) (5)		—			—			—			—			—
Treasury stock		—			—			—			(9,783,034.77	)		(9,783,034.77	)

TOTAL STOCKHOLDERS’ EQUITY (DEFICIT)		(53,080,581.36	)		(65,391,755.98	)		(30,419,606.86	)		300,798,001.05			(157,272,048.66	)

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT	$	4,169.23		$	278,509.98		$	158,421.60		$	685,703,352.87		$	1,308,042,844.18

8 of 12


In re:		Case No.09-10465(KG)
Midway Games Inc. et al.,		Jointly Administered
Debtors		Reporting Period: 3/1/10 to 3/31/10

MOR-3: BALANCE SHEETS


NOTES:

GENERAL — In the ordinary course of business, individual Debtors may make payments to third parties on behalf of other Debtor entities. When this occurs, receivable and payable amounts are recorded at the paying and receiving entities, respectively, for the value of each such payment made. Amounts owed by Debtor entities to other Midway Games Inc. (MGI) subsidiaries are repaid in accordance with company policy. For example, all payroll-related payments are made to employees through Midway Home Entertainment Inc. (MHE) and the related employee’s legal entity, each legal entity with employees incurs a liability to MHE for the amounts paid.

(1)		Each individual entity’s balances are presented in their respective columns; this “Total of All Debtors” column is provided to show the balances of the combined Debtor entities as a whole for information purposes only.

(2)		As a result of the sales of assets to WBEI and THQ Inc., the remaining fixed assets of the Debtors except for those being used at its corporate offices (recorded at MGI) were determined to have a value of zero; therefore, these balances have been written down to zero.

(3)		Investment in subsidiaries represent amounts invested by certain MGI subsidiaries in other MGI subsidiaries. Negative amounts are reported in this line item by the investee subsidiary to represent the amounts invested in that subsidiary.

(4)		Insiders are defined as directors and officers of any Debtor entities or non-Debtor MGI subsidiaries. There were no amounts due to Insiders outside of the normal course of business as of March 31, 2010.

(5)		Accrued compensation and related benefits exclude amounts owed as of the petition date for paid time off, severance, relocation and supplemental insurance; these amounts are included in the Pre-petition Liabilities section. Certain amounts have been paid post-petition related to these pre-petition amounts owed. The accruals for paid time off fluctuate based on employees’ usage of paid time off earned. Similarly, the liability for paid time off for MGI employees is recorded by Midway Amusement Games, LLC (MAG), but is reported as a pre-petition liability by MGI. In both of these instances, accrued compensation and related benefits reported by the Debtor entities that incurred the liability have been reduced by these amounts. The accrued compensation and benefits amounts owed to employees who were hired by WBEI and THQ Inc. in connection with those asset sales have been removed from the books as these amounts are now the responsibility of the purchasers.

(6)		Pre-petition liabilities as of the current balance sheet date include post-petition amounts paid or applied, pursuant to Bankruptcy Court orders, to claims previously reported as of the petition date in the Schedules of Assets and Liabilities.

9 of 12


In re:		Case No. 09-10465 et seq. (KG)
Midway Games Inc., et al.,		Jointly Administered
Debtors		Reporting Period: 03/01/10-03/31/10

MOR-4: DECLARATION REGARDING THE STATUS OF POSTPETITION TAXES
FOR THE REPORTING PERIOD ENDED MARCH 31, 2010

Ryan G. O’Desky hereby declares and states:

1. I am Chief Financial Officer and Treasurer for Midway Games Inc. and its affiliated debtors and debtors in possession (the “Debtors”) in Case No. 09-10465 et seq. (KG) (Jointly Administered). I am familiar with the Debtors’ day-to-day operations, business affairs and books and records.

2. All statements in this Declaration are based on personal knowledge, review of the relevant documents, discussions with other employees of the Debtors, or my opinion based upon my experience and knowledge of the Debtors’ operations and financial condition. I am authorized to submit this Declaration on behalf of the Debtors.

3. To the best of my knowledge, information, and belief, during the reporting period the Debtors filed all necessary federal, state, and local tax returns, with the exception of the 2009 franchise tax annual report for the state of Delaware, and made all required and undisputed postpetition tax payments in connection therewith on a timely basis or, the Debtors have promptly addressed any late tax filings (and made any corresponding payments) that may have been missed during the reporting period due to unintentional oversight.¹


5/20/10		/s/ Ryan G. O’Desky

Date		Ryan G. O’Desky
Chicago, Illinois		Chief Financial Officer and Treasurer


¹		The Debtors use Paychoice, a third party payroll processor, for the remittance of payroll taxes. Paychoice is responsible for remitting both the employee and employer portion of payroll tax liabilities to the appropriate jurisdictions. Moreover, by first day orders entered by the Court on February 13, 2009, the Debtors received authority to pay certain prepetition payroll and “trust fund” taxes.

FORM MOR-4

10 of 12


In re:		Case No. 09-10465 (KG)
Midway Games Inc., et al.,		Jointly Administered
Debtors		Reporting Period: 03/01/10 - 03/31/10

MOR-4: SUMMARY OF UNPAID POSTPETITION ACCOUNTS PAYABLE


	Number of Days Past Due
	Current		1-30		31-60		61-90		over 90		Total
Accounts Payable	$	0.00	$	39,006.89	$	0.00	$	0.00	$	146,686.37	$	185,693.26
Professional Fees 1	$	0.00	$	291,198.59	$	29,234.55	$	37,209.60	$	57,344.35	$	414,987.09


Total Postpetition Accounts Payable	$	0.00	$	330,205.48	$	29,234.55	$	37,209.60	$	204,030.72	$	600,680.35

Notes

The postpetition accounts payable reported represents open and outstanding trade vendor invoices that have been entered into the Debtors’ accounts payable system during the period that the Debtors intend to pay in accordance with the various orders of the Bankruptcy Court. This summary does not include any accruals for invoices not yet received or approved which may be included in accounts payable on the balance sheet.


1)		Includes $35,169.55 to Milbank, Tweed, Hadley, & McCloy; $14,935.11 to Richards, Layton, & Finger; $59,390.80 to Blank Rome LLP; $241,331.78 to FTI Consulting; $6,815.50 to Venturity Financial Partners, $35,000.00 to FD-Ashton Partners, and $22,344.35 to Huron Consulting for Restructuring Professional Fees not included on MOR-lb because the Debtors were not yet authorized to pay these amounts.

FORM MOR-4

11 of 12


In re:
Midway Games Inc., et. al.,		Case No. 09-10465 (KG)
Debtors		Jointly Administered
		Reporting Period: 03/01/10 - 03/31/10

MOR-5: ACCOUNTS RECEIVABLE RECONCILATION AND AGING


ACCOUNTS RECEIVABLE RECONCILATION	Amount
Total trade accounts receivable at the beginning of the reporting period	$	409,666.00
+ Amounts billed during the period		—
- Amounts collected and adjusted during the period	$	0.00
Total trade accounts receivable at the end of the reporting period	$	409,666.00


ACCOUNTS RECEIVABLE AGING	Amount
0 - 30 days old	$	0.00
31 - 60 days old		0.00
61- 90 days old		—
90 + days old	$	409,666.00
Total trade accounts receivable	$	409,666.00
Royalty receivables		67,831.98
Other receivables		—
Allowance for doubtful accounts		(477,497.98	)
Net receivables	$	0.00


General Notes

1)		All trade accounts receivable and related allowances are reported at Midway Home Entertainment Inc.

2)		Trade accounts receivable are aged from invoice date based on individual customer credit terms.

3)		Royalty receivables are not aged and are reported at Midway Amusement Games, LLC.

4)		Receivable allowances are not aged.

5)		All trade accounts receivable from customers with invoiced amounts outstanding, net of discounts and allowances, were sold to Warner Bros. Entertainment Inc. on July 10, 2009. The remaining trade accounts receivable amounts relate to customers for which only credit memos and/or outstanding price protection remained that had not been previously applied to invoices.

		All customer credits were moved to current liabilities in October 2009.

MOR-5: DEBTOR QUESTIONNAIRE


Must be completed each month		Yes	No
1.	Have any assets been sold or transferred outside of the normal course of business this reporting period? If yes, provide an explanation below.		X

2.	Have any funds been disbursed from any other account than a debtor in possession account this reporting period? If yes, provide an explanation below.		X

3.	Have all post petition tax returns been timely filed? If no, provide an explanation below.		X — see (1) below

4.	Are workers compensation, general liability, and other necessary insurance coverages in effect? If no, provide an explanation below.	X

5.	Has any bank account been opened during the period? If yes, provide documentation identifying the opened account(s). If an investment account has been opened provide the required documentation pursuant to Delaware Local Rule 4001-3.		X


(1)		To the best of my knowledge, information, and belief, during the reporting period the Debtors filed all necessary federal, state, and local tax returns, with the exception of the 2009 franchise tax annual report for the state of Delaware, and made all required and undisputed postpetition tax payments in connection therewith on a timely basis or, the Debtors have promptly addressed any late tax filings (and made any corresponding payments) that may have been missed during the reporting period due to unintentional oversight

FORM MOR-5

12 of 12

MIDWAY GAMES INC 8-K