Filed pursuant to Rule 424(b)(3)
                                                      Registration No. 333-83492

PROSPECTUS SUPPLEMENT NO. 5
TO PROSPECTUS DATED JUNE 3, 2002


                                  $175,000,000

                           GTECH Holdings Corporation

               1-3/4% Convertible Debentures due December 15, 2021
                     fully and unconditionally guaranteed by

                GTECH Corporation and Certain of its Subsidiaries
                                     -------

         This  prospectus  supplement no. 5 relates to the resale by the selling
securityholders  (including  their  pledgees,  donees,  assignees,  transferees,
successors  and  others  who  later  hold  any of  their  interests)  of  1-3/4%
Convertible   Debentures   due  December  15,  2021  issued  by  GTECH  Holdings
Corporation  and the shares of GTECH common stock  issuable  upon  conversion of
those debentures.

         This  prospectus  supplement  should  be read in  conjunction  with the
prospectus  dated June 3, 2002, as  supplemented  June 12, 2002,  June 18, 2002,
June 26, 2002 and July 19, 2002,  which is to be delivered with this  prospectus
supplement.  This  prospectus  supplement  is  qualified  by  reference  to  the
prospectus and prior  supplements,  except to the extent that the information in
this  prospectus   supplement   supersedes  the  information  contained  in  the
prospectus or prior  supplements.  Terms used in this prospectus  supplement and
not otherwise  defined  herein have the meanings with which they are used in the
prospectus.

         Neither the Securities and Exchange  Commission,  any state  securities
commission  nor any other  regulatory  body has approved or disapproved of these
securities  or  determined  if this  prospectus  is  truthful or  complete.  Any
representation to the contrary is a criminal offense.

         The table of selling  securityholders  contained in the  prospectus  is
hereby amended to add the entities named below as selling securityholders:



                                                                                          Number of
                                        Aggregate                       Shares of    Percentage of
                                        Principal                     GTECH Common  Shares of GTECH
                                        Amount of     Percentage of  Stock That May  Common Stock
                                      Debentures That   Debentures     Be Sold (1)   Outstanding (2)
                         Name          May Be Sold    Outstanding

                                                                                 
BNP Paribas Equity Strategies SNC(3)..  $2,500,000       1.43%           90,909              *

* Less than one percent (1%).



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(1)      Assumes  conversion  of all of the holder's  debentures at a conversion
price of $27.50 per share of common stock.  This conversion  price is subject to
adjustment,  however, as described under "Description of  Debentures--Conversion
Rights--Conversion Price Adjustments" beginning on page 19 of the prospectus. As
a result,  the number of shares of common stock issuable upon  conversion of the
debentures  may increase or decrease in the future.  Does not include  shares of
GTECH common stock that we may issue upon  purchase of  debentures  by us at the
option of the holder.

(2)      Calculated  according to Rule  13d-3(d)(i)  of the Exchange Act,  using
57,276,698  shares  of  common  stock  outstanding  as  of  June  21,  2002.  In
calculating this amount for each holder, we treated as outstanding the number of
shares of GTECH common stock  issuable  upon  conversion of all of that holder's
debentures,  but we did not assume conversion of any other holder's  debentures.
Does not include shares of GTECH common stock that we may issue upon purchase of
debentures by us at the option of the holder.

(3)      BNP  Paribas Equity  Strategies SNC beneficially  owns 19,647 shares of
GTECH common stock in addition to the debentures listed.


         Information  about other selling  securityholders  will be set forth in
additional prospectus supplements, if required.

                                  -------------

          Investing in the  debentures  involves risks that are described in the
prospectus,  including the section captioned "Risk Factors"  beginning on page 6
of the prospectus.

            The date of this prospectus supplement is August 21, 2002