International Lottery & Totalizator Systems, Inc.


(3)	Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined):


o	Fee paid previously with preliminary materials.

o	Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the form or schedule and the date of its filing.

The 2003 Annual Meeting of Shareholders of International Lottery & Totalizator Systems, Inc. (the “Company” or “ILTS”) will be held at 3:00 p.m., Pacific Standard Time, on Thursday, November 6, 2003 at the Olympic Resort Hotel & Spa, 6111 El Camino Real, Carlsbad, California, for the purpose of:

Shareholders of record at the close of business on September 12, 2003 will be entitled to vote at the meeting. The transfer books will not be closed. The approximate date on which the proxy statement and form of proxy are first being sent or given to shareholders is September 24, 2003.

TO ENSURE YOUR REPRESENTATION AT THE MEETING, PLEASE DATE, SIGN AND MAIL PROMPTLY THE ENCLOSED PROXY, FOR WHICH A RETURN ENVELOPE IS PROVIDED.

Proxies in the form enclosed with this statement are solicited by the Board of Directors of the Company for use at the Annual Meeting of Shareholders to be held in Carlsbad, California, on November 6, 2003, including any adjournments or postponements thereof. Execution of a proxy will not in any way affect a shareholder’s right to attend the meeting and vote in person, and any holder giving a proxy has the right to revoke it at any time before it is exercised by filing with the Secretary of the Company a written revocation or duly executed proxy bearing a later date. The proxy will be suspended if the holder is present at the meeting and elects to vote in person.

The voting securities of the Company consist of its common shares of which 12,943,000 shares are outstanding as of September 12, 2003. Only holders of common shares of record on the books of the Company at the close of business on September 12, 2003, which is the record date, will be entitled to vote at the meeting. Each such holder of common shares is entitled to one vote for each said share, and has the right to cumulate his or her votes for directors if his or her candidate’s or candidates’ names have been placed in nomination prior to the voting and any shareholder has given notice at the meeting prior to the voting of that shareholder’s intention to cumulate his or her votes. The persons named in the enclosed proxy may or may not elect to give such notice and vote the shares they represent in such a manner.

Votes cast by proxy or in person at the Annual Meeting will be counted by the person appointed by the Company to act as Inspector of Election for the Annual Meeting. The Inspector of Election will treat shares represented by proxies that reflect abstentions or include “broker non-votes” as shares that are present and entitled to vote for purposes of determining the presence of a quorum. Abstentions or “broker non-votes” do not constitute a vote “for” or “against” any matter and thus will be disregarded in the calculation of “votes cast.” Any unmarked proxies, including those submitted by brokers or nominees, will be voted in favor of the nominees of the Board of Directors, as indicated on the accompanying proxy card.

The approximate date on which this proxy statement and form of proxy are first being sent or given to shareholders is September 24, 2003.

The Board currently consists of the following seven directors: Frederick A. Brunn, Chan Kien Sing, Theodore A. Johnson, M. Mark Michalko, Alain K. K. Lee, Ng Foo Leong, and Martin J. O’Meara, Jr. The current directors will serve until the Annual Meeting and until their respective successors have been duly elected and qualified. All of the current directors of the Company has been nominated and recommended for election to serve as a director for a term of one year and until his successor has been duly elected and qualified. Each of the director nominees has individually advised the Board that he is able and willing to serve as a director of the Company. If no contrary indication is made, proxies in the accompanying form are to be voted for each of the seven nominees for director or, if for any reason any of them become unavailable for election, the individuals named in the enclosed proxy may exercise their discretion to vote for any substitute nominee or nominees proposed by the Board of Directors.

The following table sets forth certain information regarding the beneficial ownership of the Company’s common shares as of September 15, 2003 by (i) each director and nominee for director of the Company, (ii) an executive officer, (iii) the executive officer and directors of the Company as a group and (iv) each person or entity who is a beneficial owner of more than 5% of the Company’s outstanding common shares. With respect to each director or nominee of the Company, the table also sets forth his age, the year he was first elected as a director, employment history for the past five years, and other directorships. With respect to the executive officer who is not a director, the table sets forth his age, position with the Company, and employment history for the past five years. For purposes of this proxy statement, beneficial ownership of securities is defined in accordance with the rules of the Securities and Exchange Commission and means generally the power to vote or exercise investment discretion with respect to securities, regardless of any economic interests therein. Except as otherwise indicated, the Company believes that the beneficial owners of the securities listed below have sole investment and voting power with respect to such shares, subject to community property laws where applicable.

During the period May 1, 2002 to April 30, 2003, three meetings of the Board of Directors were held. Each incumbent director attended all meetings of the Board of Directors held during the year in which he was a director, except that Chan Kien Sing missed two meetings and Ng Foo Leong missed one meeting.

The Board has an Executive Committee, which consists of Messrs. Chan, Johnson, Lee and Michalko. The Executive Committee held no meetings during the year. The Executive Committee may exercise all the authority of the Board in the management of the Company except for matters expressly reserved by law for board action.

The Board has an Executive Compensation Committee (the “Compensation Committee”) consisting of Messrs. Johnson, Lee and Chan. The Compensation Committee held no meetings during the year. Its function is to establish compensation for all executive officers of the Company and to administer the Company’s stock option plans.

The Board has an Audit Committee consisting of Messrs. Johnson, Lee and O’Meara. The Audit Committee held four meetings during the year. The Audit Committee reviews and evaluates internal auditing controls and recommends to the Board a firm of independent public accountants to serve as auditors. The Audit Committee reviews the periodic SEC filings with such auditors and the scope and result of their audit, fees for services and independence in servicing the Company. Director Lee, an employee of an affiliate of BLM, may not be considered to be an independent member of the Audit Committee under the Securities and Exchange Commission applicable rules relating to audit committees

The Board has a Nominating Committee consisting of Messrs. Chan, Johnson and Michalko. The Nominating Committee held one meeting during the year. The Nominating Committee seeks out, evaluates and recommends to the Board qualified nominees for election as directors of the Company and considers other matters pertaining to the size and composition of the Board. The Nominating Committee will give appropriate consideration to qualified persons recommended by shareholders for nomination as directors provided that such recommendations are accompanied by information sufficient to enable the Nominating Committee to evaluate the qualifications of the nominee.

The Affiliations Committee reviews and approves the fairness to the Company of any transactions between the Company and organizations affiliated with BToto. The members of the Committee are Messrs. O’Meara, Brunn, Johnson and Michalko. The Affiliations Committee held two meetings during the year.

Members of the Compensation Committee evaluate the performance of senior management, including the president, and review and approve the base compensation and bonuses for the Company’s executive officers. The Compensation Committee also administers the Company’s Executive Bonus Plan and employee stock option plans. The Compensation Committee periodically reports to the Board on its activities.

Compensation Philosophy. The Compensation Committee bases its decisions on the Company’s executive compensation philosophy, which relates the level of compensation to the Company’s success in meeting its annual and long-term performance goals, rewards individual achievement and seeks to attract and retain qualified executives. The Company’s executive compensation program consists of two principal components: (i) base salary and, (ii) a potential for an annual bonus under the Company’s Executive Bonus Plan based upon the Company achieving a threshold level of profitability as well as individual performance. The Company positions its overall executive compensation levels at or near the median of the range of compensation levels for other companies comparable to the Company located in Southern California and which are viewed as competitors for executive talent in the overall labor market. This data is obtained from surveys conducted by external compensation consultants and trade associations. In reviewing this data, the Company takes into account how its compensation policies and overall performance compare to similar indices for comparable companies.

The Company employs a formal performance review system for all employees and executive officers, including the president and the other Named Executive Officer (as defined on page 6). This process generates information that the Compensation Committee uses in making decisions on base compensation and awards under the Company’s Executive Bonus Plan. The president is responsible for preparing the reviews on all executive officers other than himself. The Compensation Committee Chairman is responsible for preparing the review on the president. All reviews are then discussed and approved by the Compensation Committee. Executive performance is measured both in terms of the performance of the Company as a whole and various individual performance factors, including the performance of divisions for which such officer had management responsibility and individual managerial accomplishments.

The Internal Revenue Code denies a deduction to any publicly held corporation for compensation paid to any “covered employee” (which is defined as the president and the corporation’s other four most highly compensated officers, as of the end of a taxable year) to the extent that the compensation of any individual covered employee exceeds $1 million in any taxable year of the corporation beginning after 1993. Compensation that is payable pursuant to written binding agreements entered into before February 18, 1993 and compensation that constitutes “performance-based compensation” is excludable in applying the $1 million limit. It is the Company’s policy to qualify the compensation paid to its top executives for deductibility under the law in order to maximize the Company’s income tax deductions. Based upon the Internal Revenue Service’s regulations and projected compensation payable to the Company’s “covered employees” for the 2004 taxable year, all compensation payable by the Company in fiscal year 2004 to such covered employees should be deductible by the Company.

Base Salaries. In determining base salaries for executive officers, the Compensation Committee reviews external comparative data and also receives recommendations from management. The Compensation Committee bases its decisions on such data, as well as internal salary comparisons and individual performance evaluations. Under this system, salary increases have generally the same effect as a cost of living adjustment, although increases are not expressly tied to any cost of living indicator. Increases are awarded, however, only to those executives who are performing at or above a satisfactory level.

Executive Bonus Plan. In addition to base compensation, executives are eligible to participate in the Company’s Executive Bonus Plan. With respect to the Executive Bonus Plan, the Compensation Committee has not set performance goals for fiscal year 2004. No bonus awards are made for any year in which the Company does not meet the performance goals. The amount of the bonus pool is based on a percentage of the Company’s net after tax profits above the profitability thresholds and shall not cause the net after tax profit to

fall below the threshold after computation of the bonus pool. During each year of the Executive Bonus Plan, the Company’s research and development budget must be maintained at a level to ensure that the Company’s new product development is sufficient to keep it competitive in its marketplace, and continuation product engineering sufficient to maintain the Company’s existing products is also required. The Compensation Committee retains discretion to adjust the bonus pool and awards based upon extraordinary circumstances and other criteria as determined by the Compensation Committee.

Individual awards under the Executive Bonus Plan are determined by the size of the bonus pool and individual performance of the executive. The Compensation Committee has structured the Executive Bonus Plan so that award potential is consistent with competitive norms and potentially represents a significant percentage of the executive’s overall compensation in any given year. Awards are paid after completion of the Company’s audited financial statements for that year.

No executive bonuses were awarded or paid for the fiscal year ending April 30, 2003.

Equity Participation. The Compensation Committee believes that equity participation serves to align the interests of executive officers with shareholder value. The number of stock options granted or restricted stock awarded takes into account the recipient’s position and is intended to recognize different levels of responsibility. In determining the level of stock option grants or restricted stock awarded, the Compensation Committee also considers competitive practices. As a result, grants and awards may vary from year to year.

The following table shows, for the fiscal years ending April 30, 2003 and April 30, 2002 and the calendar year ended December 31, 2000, the compensation earned by the President and the only other executive officer of the Company earning in excess of $100,000 during such years (the “Named Executive Officers”).

There have been no stock options or stock appreciation rights granted to executive officers since 1999.

The following table sets forth information with respect to the Named Executive Officers concerning unexercised stock options held as of April 30, 2003. There have been were no stock options exercised by executive officers in the last 5 years and there were no unexercised, in-the-money stock options at April 30, 2003.

Berjaya Lottery Management (H.K.) Ltd. (BLM) owns 71.4% of the outstanding voting stock of ILTS.

ILTS has entered into sales agreement to supply terminals, spares and services to entities affiliated with BLM, the Company’s largest shareholder. Revenues related to these agreements totaled $0.8 million and $4.6 million for the years ended April 30, 2003 and 2002, respectively.

In February of 2003, the Company received an order for terminals from Philippines Gaming Management Corporation, a BLM subsidiary, for delivery in the 2nd quarter of fiscal year 2004. The contract is valued at $0.7 million.

On February 12, 2001, the Affiliations Committee of the Board of Directors approved a $1.5 million loan to BLM at an interest rate of 9% per annum. The loan was paid in full during 2003 and ILTS common shares owned by BLM held as loan collateral by ILTS have been returned to BLM.

In November 2000, the Company and STM, executed an agreement for the Company to supply an on-line lottery system and services to STM for $8.1 million. The system went live in August 2002. Revenues totaling $0.2 million and $3.0 million were recognized on this contract in the fiscal years ending April 30, 2003 and 2002, respectively. There was no outstanding accounts receivable as of April 30, 2003 on this contract.

In August 2003, the Company and STM executed an agreement for the Company to supply lottery terminals and services to STM for $3.4 million. Delivery of the first terminals is expected in the Company’s 3rd fiscal quarter (November 2003 to January 31, 2004).

The Audit Committee of the Company (the Committee) is composed of three directors and operates under a written charter adopted by the Board of Directors (See page 11).

Management is responsible for the Company’s internal controls and preparing the Company’s consolidated financial statements. The Company’s independent accountants are responsible for performing an independent audit of the consolidated financial statements in accordance with generally accepted auditing standards and issuing a report thereon. The Committee is responsible for overseeing the conduct of these activities and recommending to the Board of Directors, the selection of the Company’s independent accountants. As stated above and in the Committee’s charter, the Committee’s responsibility is one of oversight. The Committee does not provide any expert or special assurance as to the Company’s financial statements concerning compliance with laws, regulations or generally accepted accounting principles. In

performing its oversight function, the Committee relies, without independent verification, on the information provided to them and on representations made by management and the independent auditors.

The Committee reviewed and discussed the Company’s consolidated financial statements for the year ended April 30, 2003 with management and the independent accountants. Management represented to the Committee that the Company’s consolidated financial statements were prepared in accordance with generally accepted accounting principles. The Committee discussed with the independent accountants matters required to be discussed by Statement on Auditing Standard No. 61, Communication with Audit Committees.

The Company’s independent accountants provided to the Committee the written disclosures required by Independence Standards Board Standard No. 1, Independence Discussions with Audit Committees, and the Committee with the independent accountants concerning their independence.

Based on the Committee’s discussion with management and the independent accountants and the Committee’s review of the representation of management and the report of the independent accountants, the Committee recommended that the Board of Directors include the audited consolidated financial statements in the Form 10-KSB for the year ended April 30, 2003 filed with the Securities and Exchange Commission.


	THE AUDIT COMMITTEE

	Theodore Johnson, Chairman
	Alain K.K. Lee
	Martin O’Meara, Jr.

During the fiscal years ending April 30, 2003 and April 30, 2002 and the four-month transition period ending April 30, 2001, the Company retained its principal auditors, Grant Thornton, LLP since May 21, 2002 and Arthur Andersen LLP until May 21, 2002, to provide services in the following categories and amounts:

The Audit Committee has considered whether the provision of non-audit services by the Company’s principal auditor is compatible with maintaining auditor independence.

The Company believes, based upon a review of reports furnished to the Company, that all reports were timely filed, and that, during fiscal year 2002, its principal shareholder, officers and directors complied with all filing requirements under Section 16(a) of the Securities Exchange Act of 1934.

All shareholders of record at the close of business on September 12, 2003, the record date for the determination of shareholders entitled to vote at the Annual Meeting, have been sent or are currently being sent a copy of the Company’s Annual Report, including financial statements for the year ended April 30, 2003.

The expense of preparing, printing and mailing the Notice of Annual Meeting and proxy material and all other expenses of soliciting proxies will be borne by the Company. In addition to the solicitation of proxies by use of the mails, the directors, officers and regular employees of the Company, who will receive no compensation in addition to regular salary, may solicit proxies by mail, telegraph, telephone, or personal interview. The Company may also reimburse brokerage firms, banks, trustees, nominees and other persons for their expenses in forwarding proxy material to the beneficial owners of shares held by them of record.

Management knows of no business that will be presented for consideration at the Annual Meeting other than that stated in the Notice of Annual Meeting. However, if any such matter shall properly come before the meeting, the persons named in the enclosed proxy form will vote the same in accordance with their best judgement.

Management has invited a representative from the Company’s independent auditors, Grant Thornton LLP, to attend the meeting.

Shareholder proposals for presentation at the 2004 Annual Meeting must be received by the Company no later than May 31, 2004 to be considered for inclusion in the 2004 proxy and proxy statement. In addition, pursuant to a rule of the SEC, if the Company has not received notice by July 31, 2004 of any matter a shareholder intends to propose for a vote at the next annual meeting of shareholders, then a proxy solicited by the Board may be voted on such matter in the discretion of the proxy holder, without discussion of the matter in the proxy statement soliciting such proxy and without such matter appearing as a separate item on the proxy card.

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF
INTERNATIONAL LOTTERY & TOTALIZATOR SYSTEMS, INC.

The undersigned hereby appoints James E. Snow and Donna G. Lee proxies, each with power to act without the other and with power of substitution, and hereby authorizes each of them to represent and vote as designated on the other side, all the shares of stock of International Lottery & Totalizator Systems, Inc., standing in the name of the undersigned with all powers which the undersigned would possess if present at the Annual Meeting of Shareholders to be held November 6, 2003 or any adjournment thereof.

Please join Management and the Board of Directors of
INTERNATIONAL LOTTERY & TOTALIZATOR SYSTEMS, INC.
for the year 2003 Annual Meeting of Shareholders


				FOR ALL NOMINEES	WITHHELD FROM ALL NOMINEES
	The Board of Directors recommends a vote FOR ELECTION OF DIRECTORS Nominees:			o	o

01	Frederick A. Brunn	05	M. Mark Michalko
02	Chan Kien Sing	06	Ng Foo Leong
03	Theodore A. Johnson	07	Martin J. O’Meara, Jr.
04	Alain K. K. Lee


	o
			For all nominees except as noted above


		Please mark your votes as indicated in this example.		x

In their discretion, the proxies are authorized to vote upon such other business as may properly come before the meeting.

NOTE: Please sign as name appears hereon. Joint owners should each sign. When signing as attorney, executor, administrator, trustee or guardian, please give full title as such.

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MZP0?C#BAK`B_\)'M:2D=\!`?\3DQ\518\18_)!,LTAJ?V)[F\$+]\6_M:7+Z M\"2OUK'VI9G!U%3]\C`?\S+_/_,T'[1AX[CTZ%WZW>B7RR&E4,GL: M@8KQ+8&<^`\0UZZQ6G$-@$"!!Q$N9-C0X4.($25.I%C1XD(K5ARR4KB"E<&% M"@5FO%BR(LF&'`5Z1'D-Y8J,'DW.A-ARH3.MR;<*!=SEJW&OE[MR30X_^/39MV:H4V.,@<.5>WWZ/]8UPYA`Y#-:B=' MWC`-LI6;^[/6WK\!!-]9>W7KW(@["YR*&JNI]EJT\<,<8?2PQQH9"B](!EU442&4>%1RQO:8_,U$)5=L M2,H3L]!*HEDBL+[WE1K,"0B(UVW#,O'B[2C4T$QQ*3/J6@U"U^^14 M+-S.40%+$CC`(U\LM#.QPRC$.#-D34.@C]8M1/-Q^U]%),,]5T4TX[ <]?134$,5=5122S7U5%1357555EMU]=6'`@(`.S\_ ` end -----END PRIVACY-ENHANCED MESSAGE-----


o Preliminary Proxy Statement		o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
x Definitive Proxy Statement
o Definitive Additional Materials
o Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12


NOTICE OF ANNUAL MEETING
PROXY STATEMENT
VOTING SECURITIES
ELECTION OF DIRECTORS
EXECUTIVE COMPENSATION AND OTHER INFORMATION
SUMMARY COMPENSATION TABLE
UNEXERCISED OPTIONS
CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS
AUDIT COMMITTEE REPORT
AUDIT FIRM FEE SUMMARY
SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE
OTHER MATTERS
SHAREHOLDER PROPOSALS


				Percent
Name of Beneficial Owner	Amount			of Class

Frederick A. Brunn, 58, Director since 1989. President from February 1994 to May 1997. Chief Executive Officer, San Diego Manufacturing Extension Center April 1998 to September 1999. Principal, California Motorcycle Tours, 1999 to present. Vice President, San Diego Tech Center, Transcore, December 2000 to April 2003.		51,408	(A)		*
Chan Kien Sing, 47, Director since June 1993. Group Executive Director of Berjaya Group Bhd, Malaysian holding company (Berjaya Group) since 1990.		15,002	(B)		*
Theodore A. Johnson, 62, Director since 1979. President, Minnesota Cooperation Office for Small Business and Job Creation, Inc. from 1980 to present.		33,608	(B)		*
M. Mark Michalko, 49, Director since February 1994. President since May 1997.		103,978	(C)		*
Alain K. K. Lee, 47, Director since May 1999. Executive Vice President, Roadhouse Grill, Inc. since July 1998 and Director since January 1998.		11,667	(D)		*
Ng Foo Leong, 52, Director since June 1993. Executive Director of Sports Toto Malaysia Sdn. Bhd. (STM) from 1985 to present, a lottery and gaming Company affiliated with Berjaya Sports Toto Berhad (BToto).		15,002	(B)		*
Martin J. O’Meara, Jr., 74, Director since 1979. President, The Budget Plan, Inc., a privately owned company engaged in the consumer loan business, and has been so employed for more than five years.		126,442	(B)		*
Timothy R. Groth, 55, Vice President, Technical Operations since 1994.		44,509	(C)		*
All directors and executive officers as a group (8 persons)			(A)(B)(		C	)(D) 3.3%
Berjaya Lottery Management (H.K.) Limited (BLM) a Subsidiary of BToto.		9,245,317	(E)		71.4	%


(A)		Includes 39,336 common shares issuable upon exercise of outstanding stock options that are exercisable within 60 days of September 15, 2003.

(B)		Includes 13,336 common shares issuable upon exercise of outstanding stock options that are exercisable within 60 days of September 15, 2003.

(C)		Includes 96,419 and 37,919 common shares issuable upon exercise of outstanding stock options that are exercisable within 60 days of September 15, 2003 by Mr. Michalko and Mr. Groth respectively.

(D)		Includes 6,667 common shares issuable upon exercise of outstanding stock options that are exercisable within 60 days of September 15, 2003.

(E)		Chan Kien Sing, Ng Foo Leong and Alain K.K. Lee are employees of affiliates of BLM. All three individuals disclaim beneficial ownership of such shares. BLM’s business address is Level 11 13th Floor, Menara Berjaya, KL Plaza, 179 Jalan Bukit Bintang, 55100 Kuala Lumpur, Malaysia.

*		Less than one percent of the outstanding common shares.



									Long Term
		Annual Compensation							Compensation Awards

		Fiscal									All Other
Name and Principal Position(s)		Year		Salary(1)		Bonus			Awards		Compensation(4)

M. Mark Michalko			2003	$	181,757		—			—		—
	President and Director		2002	$	173,593	$	57,750	(2)		—		—
			2000	$	167,674	$	24,750	(3)		—		—
Timothy R. Groth			2003	$	154,102		—			—		—
	Vice President, Technical Operations		2002	$	143,627	$	47,250	(2)		—		—
			2000	$	138,275	$	20,050	(3)		—		—

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o	Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.


(1)	Title of each class of securities to which transaction applies:


(2)	Aggregate number of securities to which transaction applies:


	By order of the Board of Directors,



	M. Mark Michalko
	President


(1)	Perquisites in fiscal years ending April 30, 2003 and April 30, 2002 and the fiscal calendar year 2000 are included under salary and did not exceed the lesser of $50,000 or 10% of the total salary and bonus for any such officer.

(2)	Bonus amounts paid in March 2002 relate to a portion of a bonus earned with respect to the fiscal year ending December 31, 2000 for Messrs. Michalko and Groth. No bonus was paid for the 4-month transaction period ending April 30, 2001 or for the fiscal years ending April 30, 2002 or April 30, 2003.

(3)	Paid in May 2001.

(4)	There have been no Company matching contributions to the employee 401(k) plan since 1998.



	Number of Unexercised
	Options at April 30, 2003

Name	Exercisable		Unexercisable

M. Mark Michalko		96,419		16,250
Timothy R. Groth		38,169		7,500


Fiscal year ending April 30, 2003	Grant Thornton

Audit and quarterly review fees	$	152,000
All other fees	$	28,000



	Cumulative Total Return

	12/97		12/98		12/99		12/00		4/01		4/02		4/03

INTERNATIONAL LOTTERY & TOTALIZATOR SYSTEMS, INC		100.00		14.10		33.35		20.51		27.08		41.03		17.23
RUSSELL 2000		100.00		97.45		118.17		114.60		115.53		123.24		97.65
PEER GROUP		100.00		80.03		72.91		67.88		102.80		205.21		211.23


DATE:	Thursday, November 6, 2003

TIME:	3 p.m.

PLACE:	Olympic Resort Hotel & Spa 6111 El Camino Real Carlsbad, California Call for directions if necessary (760) 438-8330

R.S.V.P	Jim Snow:	Tel: (760) 760-3629
		Fax: (760) 931-1789
		E-Mail: jsnow@ilts.com


(4)	Proposed maximum aggregate value of transaction:


(5)	Total fee paid:


(1)	Amount Previously Paid:


(2)	Form, Schedule or Registration Statement No.: