Exhibit 23.2

                        Consent of Harry Winderman, Esq.

June 30, 1998

Board of Directors
Atlantic International Entertainment, Ltd.

Gentlemen:

         I have acted as counsel for Atlantic International Entertainment,  Ltd.
(the  "Corporation")  in  connection  with the  registration  on Form  SB-2 (the
"Registration  Statement") of 320,513 shares of the Corporation's  Common Stock,
$.0001 par value per share registering the shares of Common Stock of the Selling
Stockholders enumerated on Schedule "A" attached hereto.

         On the basis of such  investigation as I deemed necessary,  I am of the
opinion that:

         (1)  the Corporation has been duly incorporated and is validly existing
              under the laws of the State of Delaware; and

         (2)  the  Common  Shares  have been  duly  authorized  and are  validly
              issued,  fully paid and nonassessable.


         I hereby  consent to the use of my name under the heading  "Validity of
         Shares of Common Stock" in the Prospectus  included in the Registration
         Statement  and to the  filing  of this  opinion  as an  Exhibit  to the
         Registration Statement.

Very truly yours,

/S/ HARRY WINDERMAN
HARRY WINDERMAN, ESQ.