James D. Cullen, P.A.
                         Legal Professional Association

James D. Cullen, Jr.       2150 Goodlette Road, Suite 200          Business Law
Admitted in Florida            Naples, Florida 34102               Corporations
  and Missouri                                                      Securities


                            Telephone: 941-434-8405
                            Facsimile: 941-643-6670
                            Email: JCullen@coconet.com

                                    10 October 1996



Dennis B. Schroeder
LottoWorld, Inc.
2150 Goodlette Road
Suite 200
Naples, FL 34102

RE: LottoWorld, Inc. ("LWI") Form S-8 Registration Statement

Dear Mr. Schroeder:

         As counsel for LWI I have reviewed the  Registration  Statement on Form
S-8 (the  "Registration  Statement") dated as of the date of this opinion and to
be filed by LWI with the  Securities  and  Exchange  Commission  with respect to
750,000  shares of the $.001 par value LWl common stock under  LottoWorld,  Inc,
Key Employee and  Consultant  Stock Option Program (the  "Program").  As General
Counsel, I have examined such documents,  corporate records and instruments as I
have deemed necessary or appropriate for the purposes of this opinion.

         Based on the  foregoing,  I am of the  opinion  that any  shares of LWI
common stock issued  pursuant to the terms and conditions of the Program will be
validly issued, fully paid and non-assessable.

         I hereby  consent to the filing of this opinion with the Securities and
Exchange Commission as an Exhibit to the Registration Statement.




                                           Very truly yours,

                                             
                                           /s/ James D. Cullen, Esq.
                                           ---------------------------
                                           James D. Cullen, Esq.