EXHIBIT 10.2


                         [TEXAS LOTTERY COMMISSION SEAL]

                                 AMENDMENT NO. 1
                                     to the
                  CONTRACT FOR LOTTERY OPERATIONS AND SERVICES
                                   between the
                            TEXAS LOTTERY COMMISSION
                                       and
                                GTECH CORPORATION


      Pursuant to Section 3.3 of the Contract for Lottery Operations and
Services between the Texas Lottery Commission and GTECH Corporation dated
October 10, 2001 (the "Contract"), the Contract shall be and it hereby is
amended as follows:

1.    The Contract is amended to add new subsection 3.59.5 as follows:

      3.59.5   Gifts, Loans or Political Contributions. GTECH hereby agrees that
               GTECH, its officers, directors, agents and lobbyists, will not
               knowingly make a gift, loan or political contribution, either
               directly or indirectly, to any Texas State officer or a member of
               the Texas State Legislature, during the term of this Contract. It
               is expressly agreed that this provision shall not apply to
               subcontractors of GTECH who are providing goods and services
               under this Contract. Any violation of this provision may, at the
               sole discretion of the Texas Lottery, result in either the
               immediate termination of this Contract or liquidated damages in
               the amount of twenty five thousand dollars ($25,000) for each
               occurrence.

               GTECH agrees that its employees utilized for this Contract will
               be provided written notification of this provision upon
               commencement of employment and that GTECH will use its best
               efforts to ensure compliance with this provision by its
               employees. GTECH further agrees that it will immediately
               terminate any employee who knowingly makes a gift, loan, or
               political contribution, either directly or indirectly, to any
               Texas state officer or a member of the Texas state legislature,
               during the term of this Contract.

2.    In Section 3.35.1, "ten (10)" is replaced with "seventeen (17)".

3.    In Section 3.35.2, the first word - "The" - is replaced with the word "A",
and there is added at the end of the Section the following: "However, the
surety's non-renewal of said bond shall not be considered grounds for a claim
against said bond."

4.    It is agreed that this Amendment to the Contract may be executed and
delivered by the parties by facsimile transmission and in one or more separate
counterparts, each of which when so executed and delivered shall be deemed an
original (but all of which together shall constitute one and the same
Amendment).

5.    Except as amended hereby, all of the terms of the Contract remain in full
force and effect.


      The Texas Lottery Commission and GTECH Corporation have executed this
Amendment to the Contract on this the

18th day of October, 2001.


                                    TEXAS LOTTERY COMMISSION


                              by:   ____________________________________
                                    Linda Cloud, Executive Director
                                    Texas Lottery Commission
                                    P.O. Box 16630
                                    Austin, Texas  78761-6630




                                    GTECH CORPORATION


                              by:   ____________________________________
                                    Marc A. Crisafulli, Senior Vice President
                                    and General Counsel
                                    GTECH Corporation
                                    55 Technology Way
                                    West Greenwich, Rhode Island  02817




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