UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 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): AUGUST 15, 2006

                                ZONE 4 PLAY, INC.
             (Exact name of registrant as specified in its charter)


           NEVADA                  000-51255                98-0374121
--------------------------------------------------------------------------------
(State or other jurisdiction      (Commission              (IRS Employer
      of incorporation)           File Number)           Identification No.)


       103 FOULK ROAD, WILMINGTON, DE                              19803
-----------------------------------------------              -------------------
   (Address of principal executive offices)                      (Zip Code)

                                 (302) 691-6177
              (Registrant's telephone number, including area code)

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:

[_]  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))




ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On August 15, 2006, Zone 4 Play, Inc. issued a press release reporting its
financial results for the three and six months ended June 30, 2006. The press
release is attached hereto as Exhibit 99.1.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d)  Exhibits

99.1 Press Release dated August 15, 2006 by Zone 4 Play, Inc.

This press release, which has been furnished solely for Item 2.02, shall not be
deemed filed for the purpose of Section 18 of the Securities Exchange Act of
1934, as amended, or otherwise incorporated by reference into any filing
pursuant to the Securities Act of 1933, as amended, or the Securities Exchange
Act of 1934, as amended.




                                   SIGNATURES

     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.

                                                        ZONE 4 PLAY, INC.
                                                        (REGISTRANT)

                                                        BY: /S/ URI LEVY
                                                        ----------------
Date: August 15 2006                                    URI LEVY
                                                        CHIEF FINANCIAL OFFICER