Exhibit 3.6


                          CERTIFICATE OF INCORPORATION

                                       OF

                         GTECH LATIN AMERICA CORPORATION

                                    * * * * *

     FIRST: The name of the Corporation is GTECH Latin America Corporation.

     SECOND: The address of the Corporation's  registered office in the State of
Delaware is 1209 Orange Street, in the City of Wilmington, County of New Castle.
The  name of its  registered  agent at such  address  is The  Corporation  Trust
Company.

     THIRD:  The  purpose of the  Corporation  is to engage in any lawful act or
activity for which  corporations may be organized under the General  Corporation
Law of the State of Delaware.

     FOURTH:  The total  number of shares of all classes of capital  stock which
the Corporation  shall have authority to issue is one thousand (1,000) shares of
Common Stock,  par value One Dollar ($1.00) per share.

     FIFTH:  The  Corporation   shall  have  perpetual   existence.

     SIXTH:  In  furtherance  and not in limitation  of the powers  conferred by
statute,  the Board of Directors of the  Corporation is expressly  authorized to
make,  alter or repeal  the  By-Laws  of the  Corporation  as and to the  extent
provided in the By-Laws.

     SEVENTH:  Elections of directors  need not be by written  ballot unless the
By-Laws of the Corporation shall so provide.

     Meetings  of  stockholders  may be held  within  or  without  the  State of
Delaware,  as the By-Laws may provide.  The books of the Corporation may be kept
(subject  to any  provision  contained  in the  statutes)  outside  the State of
Delaware at such place or places as may be  designated  from time to time by the
Board of Directors or in the By-Laws of the Corporation.

     EIGHTH: A director of the Corporation  shall have no personal  liability to
the  Corporation  or to its  shareholders  for  monetary  damages  for breach of
fiduciary duty as a director except to the extent that Section 102(b)(7) (or any
successor or additional  provision) of the General  Corporation Law of the State
of Delaware, as amended from time to time, expressly provides that the liability
of a director may not be eliminated or limited.

     NINTH: The Corporation reserves the right to amend, alter, change or repeal
any provision contained in this certificate of incorporation,  in the manner now
or hereafter  prescribed by statute,  and all rights  conferred on  stockholders
herein are granted subject to this reservation.

     TENTH:  The name and  mailing  address  of the  incorporator  is Cynthia A.
Nebergall,  c/o GTECH  Corporation,  101 Dyer Street,  Providence,  Rhode Island
02903.

     I, the  undersigned,  being the  incorporator  hereinbefore  named, for the
purpose of forming a  corporation  pursuant  to the General  Corporation  Law of
Delaware, do make this certificate, hereby declaring and certifying that this is
my free act and deed and that the facts herein stated are true, and  accordingly
have hereunto set my hand this 28th day of November, 1989.


                                              /s/Cynthia A. Nebergall
                                                 -------------------------------
                                                 Cynthia A. Nebergall