Exhibit 23.4
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                              James D. Cullen, P.A.
                         Legal Professional Association

                                                              Business Law
James D. Cullen, J       2150 Goodlette Road, Suite 200
Admitted in Florida           Naples, Florida 34102            Corporations
    And Missouri
                                                                Securities
                             Telephone: 941-434-8405
                             Facsimile: 941-643-6670
                           Email: JCullen@coconet.com


                                  16 April 1997


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

Re:   LottoWorld, Inc. ("LWI") Amendment No. 3 to Form S-3 Registration Form

Dear Mr. Schroeder:

      As  counsel  for  LWI,  I  have  reviewed  Amendment  No.3   to  Form  S-3
Registration  Statement (the  "Registration  Statement") dated as of the date of
this opinion to be filed with the Securities and Exchange Commission. As General
Counsel, I have examined such documents,  corporate records and instruments as I
have deemed necessary or appropriate for the purpose of this opinion.

      Based on the foregoing,  I am of the opinion that any shares of LWI common
stock issued  pursuant to this  Registration  Statement 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.












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