The use of game as a means of education is not a bad thing. Because game is entertaining. Human psychology is prefer to play than learning serious. In a game, education imparted through the practice or learning to the practice of (learning by doing). The purpose of this research is to develop and build game side scrolling 2d operation count mathematics based android, sub matter a sum, reduction, multiplication and division in integers a must. Data collection method used is interview, the literature study and documentation. Method of development a system used is mdlc (multimedia development life cycle). In manufacturing uses software Adobe Flash Prefessional CS6, Adobe Photoshop CS6 and Adobe Audition CS6. The result of this research of game side scrolling 2D operation count mathematics based android