UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): ~~February~~January 1225, 2010

Electronic Game Card, Inc.

(Exact name of registrant as specified in charter)

Nevada	000-25843	87-0570975
(State or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification No.)

5405 Alton Parkway, Suite A-353, Irvine, CA 92604

(Address of principal executive offices)

Registrant's telephone number, including area code: 866-924-2924

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

SECTION 45 -– ~~MATTERS~~CORPORATE ~~RELATED~~GOVERNANCE ~~TO ACCOUNTANTS~~ AND ~~FINANCIAL STATEMENTS~~MANAGEMENT

Item 45.02 ~~Non-Reliance~~ Departure onof ~~Previously~~Directors ~~Issued~~or ~~Financial~~Certain ~~Statements~~Officers; orElection aof ~~Related~~Directors; ~~Audit~~Appointment ~~Report~~of orCertain ~~Completed~~Officers; ~~Interim~~Compensatory ~~Audit~~Arrangements ~~Report~~of Certain Officers.

(ba) On ~~February~~Resignation ~~12, 2009, Mendoza Berger and Company, LLP (“M&B”), the independent auditors for Electronic Game Card, Inc. (“EGCI”), informed the EGCI Board~~ of Directors ~~that it had withdrawn its audit opinions for EGCI’s financial statements for the years ended December 31, 2006, 2007 and 2008~~.

~~M&B~~On ~~advised~~January ~~EGCI~~25, ~~that~~2010, itAnna ~~had~~Houssels, ~~become~~a ~~aware~~director ofand ~~irregularities~~the inexecutive ~~the~~vice ~~audit~~president ~~confirmation~~of sales of aElectronic ~~bank~~Game ~~account~~Card, ~~represented~~Inc. (“EGCI”), submitted to ~~M&B~~the asBoard ~~having~~of ~~been~~Directors ~~held~~(the by“Board”) ~~Electronic~~a ~~Game~~notice ~~Card~~of ~~(UK)~~intent ~~Limited~~to ~~(“EGC~~resign ~~Ltd”),~~as a ~~wholly~~director. Ms. ~~owned~~Houssels ~~subsidiary~~was also a member of ~~EGCI~~the ~~that~~Compensation ~~conducts~~Committee ~~its~~of ~~European~~EGCI’s ~~operations~~Board of Directors. ~~Based~~Ms. ~~upon~~Houssels ~~M&B's~~formally ~~investigation~~resigned ~~and inability~~from tothe ~~confirm~~Board ~~the~~on ~~balances~~February in11, ~~the~~2010. Pursuant ~~account~~to Article III, ~~M&B~~Section ~~concluded~~3.13 ~~that~~of ~~its~~EGCI’s ~~prior~~by-laws, ~~audits~~Ms. ~~could~~Houssels’s noresignation ~~longer~~became beeffective ~~relied~~on ~~upon~~February ~~and~~21, 2010. EGCI believes that itthe ~~was~~disagreement ~~withdrawing~~that ~~its~~led ~~audit~~to ~~opinions~~Ms. ~~related~~Houssels’s resignation relates to her dissatisfaction with what Ms. Houssels perceived as EGCI’s ~~financial~~lack ~~statements~~of responsiveness to her requests for ~~the~~documentation ~~years~~and ~~ended~~clarification ~~December~~of ~~31,~~certain ~~2006,~~issues ~~2007~~related ~~and~~to ~~2008~~various ascorporate oftransactions. Ms. ~~February~~Houssels’s ~~12,~~resignation ~~2010~~letter is attached hereto as Exhibit 17.1.

~~Kevin~~By ~~Donovan~~letter dated February 25, 2010, Lee Cole submitted his resignation as a member of the ~~Chief~~Board ~~Executive~~of ~~Officer~~EGCI. Mr. Cole was a member of ~~ECCI,~~the Audit Committee and the Compensation Committee of EGCI’s Board. ~~has~~Pursuant ~~discussed~~to ~~all~~Article ~~matters~~III, ~~described~~Section ~~above~~3.13 ~~with~~of ~~M&B~~EGCI’s by-laws, ~~and~~Mr. ~~has~~Cole’s ~~provided~~resignation abecame effective on March 8, 2010. A copy of ~~this~~Mr. ~~Form~~Cole’s ~~8-K~~resignation toletter ~~M&B~~is attached hereto as Exhibit 17.2.

EGCI ~~intends~~believes that the disagreement that led to ~~determine~~Mr. ~~the~~Cole’s ~~adjustments~~resignation ~~necessary~~related to ~~reissue~~his ~~its~~dissatisfaction ~~prior~~with ~~financial~~the ~~statements,~~way ~~and~~the ~~file~~EGCI’s ~~amended~~U.S. ~~Annual~~operations ~~Reports~~were onbeing ~~Form~~run. EGCI ~~10-K~~is investigating the claims Mr. Cole makes in his resignation letter. Until such time as EGCI completes the preparation of its audited financial statements for the ~~years~~year ended December 31, ~~2006,~~2009 ~~December~~and ~~31,~~resolves ~~2007~~the ~~and~~issues ~~December~~related ~~31,~~to ~~2008,~~the ~~and~~withdrawal ~~amended~~of ~~Quarterly~~its ~~Report~~independent onaccountants’ ~~Form~~audit ~~10-Q~~opinions for the ~~periods~~years ended ~~March~~December 31, ~~2009~~2006, ~~June~~2007 30and 2008, ~~2009~~EGCI ~~and~~cannot ~~September~~confirm ~~30,~~the ~~2009 as~~accuracy ~~soon~~of asthe ~~practicable~~financial information Mr. Cole asserts in his letter.

2(b) Departure of Executive Officers.

On January 25, 2010, Anna Houssels submitted to the Board a notice of intent to resign from her position as executive vice president of sales of EGCI because she believed that EGCI was in breach of the terms of her employment agreement. Ms. Houssels and EGCI are negotiating the terms of her severance arrangements. Those terms have not been finalized.

On March 25, 2010, Linden Boyne confirmed his previously expressed intention to resign as EGCI’s Interim Chief Financial Officer and Secretary.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On February 22, 2010, the Board amended Article III, Section 3.07 of EGCI’s by-laws to provide that notice of any special meeting of the Board shall be given on 48 hours written notice rather than 10 days written notice. This amendment was effective immediately.

Item 8.01 Other Events.

On April 8, 2010, EGCI issued a press release, which is attached hereto as Exhibit 99.

SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS.

Item 9.01 Financial Statements and Exhibits.

(d)	Exhibits.

	The following exhibits are filed with this report.

	17.1	Notice of Intent to Resign from Anna Houssels
	17.2	Notice of Resignation from Lee Cole
	99.1	Press Release dated April 8, 2010

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Electronic Game Card, Inc.
	By:	/s/ Kevin Donovan
		Title: Chief Executive Officer
		February 19, 2010
		April 8, 2010

3 2

Exhibit Index

Exhibit
Number	Exhibit Title or Description

17.1	Notice of Intent to Resign from Anna Houssels
17.2	Notice of Resignation from Lee Cole
99.1	Press Release dated April 8, 2010

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