Exhibit 23.2
                                                Consent of Harry Winderman, Esq.


February 2, 1999

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 1,216,667 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.