Exhibit 24

				POWER OF ATTORNEY

   Know all by those present, that the undersigned hereby constitutes and
appoints each of Martin E. Schloss, Leslie K. Case and Debra M. Aronowitz,
signing singly, the undersigned's true and lawful attorney-in-fact to:

1. execute for and on behalf of the undersigned, in the undersigned's
   capacity as an officer and/or director of Scientific Games Corporation
   (the "Company"), Forms 4 and 5 in accordance with Section 16(a) of the
   Securities Exchange Act of 1934 and the rules thereunder;

2. do and perform any and all acts for and on behalf of the undersigned
   which may be necessary or desirable to complete and execute any such
   Form 3, 4 and 5 and timely file such form with the United States
   Securities and Exchange Commission and any stock exchange or similar
   authority; and

3. take any other action of any type whatsoever in connection with the
   foregoing which, in the opinion of such attorney-in-fact, may be of
   benefit to, in the best interest of, or legally required by, the
   undersigned, it being understood that the documents executed by
   such attorney-in-fact on behalf of the undersigned pursuant to this
   Power of Attorney shall be in such form and shall contain such terms
   and conditions as such attorney-in-fact may approve in such
   attorney-in-fact's discretion.

   The undersigned hereby grants to each such attorney-in-fact full
power and authority to do and perform any and every act and thing
whatsoever requisite, necessary, or proper to be done in the exercise
of any rights and powers herein granted, as fully to all intents and
purposes as the undersigned might or could do if personally present,
with full power of substitution or revocation, hereby ratifying and
confirming all that such attorney-in-fact, or such attorney-in-fact's
substitute or substitutes, shall lawfully do or cause to be done by
virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-
in-fact, in serving in such capacity at the request of the undersigned,
are not assuming, nor is the company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934.

   This Power of Attorney shall remain in full force and effect until
the undersigned is no longer required to file Forms 4 and 5 with respect
to the undersigned's holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed
writing delivered to the foregoing attorneys-in-fact.

   IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of this 20th day of June, 2003.


				/s/ Cliff O. Bickell
       				Signature

      				Cliff O. Bickell
       				Print Name