EXHIBIT 10.15

                SPINTEK GAMING TECHNOLOGIES, INC.
                            BONUS PLAN

   1.  PURPOSE
     The purpose of the Spintek Gaming Technologies, Inc. Bonus
Plan (the "Bonus Plan") is to provide incentive compensation to
certain key employees (the term "employee" as used herein shall
include officers, directors and advisory directors) of Spintek
Gaming Technologies, Inc. (the "Company").  This Bonus Plan is also
intended to benefit the Company by creating incentives to
participating key employees.  Compensation under this Bonus Plan
shall be based upon the grant of Performance Units that will
provide cash compensation to the grantee employee based on
increases in the market value of the Company's common stock as set
forth below in this Bonus Plan.

   2.  ADMINISTRATION
     This Bonus Plan shall be administered by the Compensation
Committee (the "Committee") of the Board of Directors of the
Company.  Subject to the provisions of this Bonus Plan, the
Committee shall have exclusive power to select the key employees to
be granted Performance Units, to determine the number of
Performance Units to be granted to each key employee selected and
to determine the time or times when Performance Units will be
 granted.The Committee shall have authority to interpret this
Bonus Plan, to adopt and revise rules and regulations relating to
this Bonus Plan, to determine the conditions subject to which any
grants may be made or be payable, including conditions relating to
vesting or maturity and to make any other determinations which it
believes necessary or advisable for the administration of this
Bonus Plan.  The authority granted to the Committee will be
exercised based upon recommendations received from the management
of the Company.  Determinations by the Committee shall be made by
majority vote and shall be final and binding on all parties with
respect to all matters relating to this Bonus Plan.

   3.  PERFORMANCE UNITS.
     Each "Performance Unit" granted shall represent 1/10th of one
percent of the "Total Market Value" (as defined in Section 7(b)
below).  The maximum number of Performance Units that may be
granted under this Bonus Plan shall not exceed an aggregate of
twelve percent (12%) of the Total Market Value (i.e., not more than
120 Performance Units).  If any Performance Units granted under
this Bonus Plan shall be forfeited or cancelled, such Performance
Units may again be granted under this Bonus Plan.  Performance
Units that are redeemed may not again be granted under this Bonus
Plan.  Performance Units do not entitle the grantee employee to
payment equal to the percentage of Company market value represented
by the Performance Units; instead, Performance Units are redeemable
for a cash payment (subject to the limitations in the Bonus Plan

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and in the particular grant) based on appreciation in value of the
Performance Unit after the date of grant, i.e., the excess of the
"Ending Value" (as defined below) over the "Beginning Value" (as
defined below) of the respective Performance Unit.

   4.  GRANTS
      (a) Participants.  Performance Units shall be granted to such
key employees of the Company as the Committee shall determine, who
shall hereafter be referred to as "Participants".  Performance
Units shall be granted at such time or times and shall be subject
to such terms and conditions, in addition to the terms and
conditions set forth in this Bonus Plan, as the Committee shall
determine.

      (b) Grant Notices.  Each grant of Performance Units under
this Bonus Plan to a Participant shall be communicated by the
Committee in writing to the Participant within (30) days after the
date of grant, noting the Beginning Value assigned to each
Performance Unit by the Committee and the time at which the Ending
Value will be determined (each such notice being referred to herein
as a "Grant Notice").

      (c) Accounts.  Performance Units granted to a Participant
shall be credited to a Performance Unit Account (the "Account")
established and maintained for such Participant.  The Account of a
Participant shall be the record of the Performance Units granted to
the Participant under this Bonus Plan, is solely for accounting
purposes and shall not require a segregation of any Company assets.

   5.  VESTING AND MATURITY OF PERFORMANCE UNITS

      (a) Vesting.  Performance Units shall fully vest in all
respects upon the date of the respective Grant Notice unless
otherwise provided by the Committee in the Grant Notice. 
Notwithstanding that Performance Units have vested, no compensation
shall be paid with respect to the same until the Performance Units
have matured (i.e. have become "Mature Performance Units") in
accordance with the terms of this Bonus Plan unless otherwise
provided in the respective Grant Notice.

      (b) Maturity.  Performance Units granted to a Participant
shall mature according to the following schedule:
         Anniversary of Grant       Percentage of
                 Date               Mature Units
                 First                  25%
                 Second                 50%
                 Third                  75%
                 Fourth                100%

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      (c) Acceleration/Deferral of Maturity.  Notwithstanding the
provisions of paragraph (b) all Performance Units granted to a
Participant may become fully matured upon such terms and conditions
as may be set forth in the Grant Notice by the Committee if the
Participant's Performance Units are not forfeited under section
6(e) hereof.  

   6.  PAYMENT FOR REDEEMED PERFORMANCE UNITS

      (a) Unit Appreciation.  At such time as a Participant is
entitled to receive compensation with respect to Performance Units,
the Participant shall be entitled upon his or her election to
receive from the Company cash payment(s) (the "Unit Appreciation"),
with respect to each Performance Unit redeemed, determined as
follows:  (i) the Ending Value as determined by the Committee
pursuant to Section 7(a) of each Performance Unit to be redeemed,
(ii) reduced by the Beginning Value as determined pursuant to
Section 7(a) of such Performance Unit.  If the Ending Value is
equal to or less than the Beginning Value, then the Unit
Appreciation will be zero.

      (b) Redemption Notice.  After the first anniversary of any
Grant Notice, the Participant shall be entitled upon his or her
election communicated to the Committee in writing (such writing
being referred to herein as a "Redemption Notice") to receive from
the Company the Unit Appreciation of each then Mature Performance
Unit in the Participant's Account.

      (c) Required Redemption.  If the Participant does not elect
to redeem his or her Performance Units on or before the third
anniversary date of termination of such Participant's employment by
the Company, the Company may at any time after the third
anniversary make the election to redeem such Participants's
Performance Units and the Participant shall be required to accept
payment for the Unit Appreciation of the Performance Units.

      (d) Payment.  Payment to a Participant of the Unit
Appreciation for redeemed Performance Units shall be made in cash
either in a lump sum or in equal annual installments over a period
not to exceed 3 years (without interest and without decrease or
increase in Unit Appreciation over the period of deferred payment). 
The Committee shall have the sole discretion to determine the
method of payment under this Bonus Plan and the period over which
such payment shall be made, such determination to be made by the
Committee upon receipt of the Redemption Notice unless otherwise
provided in a respective Grant Notice for the Performance Units
being redeemed.  Payment will be made or commence within sixty (60)
days after the Company's receipt of the Participant's Redemption
Notice.

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      (e) Cancellation.  Notwithstanding any other provision of
this Bonus Plan (but subject to any contrary provisions of a
particular Grant Notice), all rights to any payments hereunder to
a Participant will be discontinued and forfeited and a
Participant's Performance Units will be cancelled, and the Company
will have no further obligation hereunder to such Participant, if
any of the following circumstances occur:

          (i) The Participant is discharged from employment with
the Company for cause (the term "cause" to refer to willful failure
to perform assigned duties, criminal conviction, or dishonesty
unless such term is otherwise defined in the Participant's
employment agreement, if any, in which case the term shall be
defined in accordance with such Participant's employment
agreement);

         (ii) The Participant engages in competition with the
Company during, or within two years following termination of the
Participant's employment with the Company; or

         (iii) The Participant performs acts of willful malfeasance
or gross negligence in a matter of material importance to the
Company.

     Subject to any limitations in a particular Grant Notice, the
Committee shall have sole discretion with respect to the
application of the provisions of this paragraph and such exercise
of discretion shall be conclusive and binding upon the Participant,
and all other persons.

   7.  VALUATION OF PERFORMANCE UNITS

      (a) Beginning/Ending Values.  For all purposes of this Bonus
Plan, the "Beginning Value" of each Performance Unit will be an
amount equal to the greater of (i) such amount as shall be
determined by the Committee in its sole discretion or (ii) 1/10th
of one percent (1%) of the Total Market Value of the Company as of
the date that the Committee determines to grant the respective
Performance Unit.  The "Ending Value" of a Performance Unit shall
equal 1/10th of the Total Market Value as of the date specified in
the respective Grant Notice for determination of the Ending Value
for such Performance Unit.

      (b) Total Market Value.  "Total Market Value" shall refer to
the total market value of all of the issued and outstanding common
stock of the Company determined by the average "asked" price
reported in the NASDAQ "Pink Sheets" or elsewhere for the common
stock of the Company for the thirty (30) days immediately prior to
the date Total Market Value is determined.  The thirty (30) day

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period shall be a period of thirty (30) calendar days regardless of
the number of business days, but the average "asked" price shall be
computed by only taking into account days for which trades of the
Company's common stock are reported.

   8.  CHANGES IN CAPITAL AND CORPORATE STRUCTURE
     In the event of any change in the number of outstanding shares
of common stock of the Company by reason of an issuance of
additional shares, recapitalization, reclassification,
reorganization, stock split, reverse stock split, combination of
shares, common stock dividend or similar transaction, the number of
Performance Units held by Participants under this Bonus Plan will
stay the same since Performance Units represent percentage
interests in the Total Market Value.  Market value, if any, of
preferred stock of the Company will not be taken into account to
determine Unit Appreciation even if such preferred stock is issued
as a dividend on common stock.

   9.  NONTRANSFERABILITY
     Performance Units granted under this Bonus Plan, and any
rights and privileges pertaining thereto, may not be transferred,
assigned, pledged or hypothecated in any manner, by operation of
law or otherwise, other than by will or by the laws of descent and
distribution, and shall not be subject to execution, attachment or
similar process.  In the event of a Participant's death, payment of
any redemption price due under this Bonus Plan shall be made to the
duly appointed and qualified executor or other personal
representative of the Participant to be distributed in accordance
with the Participant's will or applicable intestacy law; or in the
event that there shall be no such representative duly appointed and
qualified within six (6) months after the date of death of such
deceased Participant, then to such persons as, at the date of his
death, would be entitled to share in the distribution of such
deceased Participant's personal estate under the provisions of the
applicable statute then in force governing the descent of intestate
property, in the proportions specified in such statute.

  10.  WITHHOLDING
     The Company shall have the right to deduct from all amounts
paid pursuant to this Bonus Plan any taxes required by law to be
withheld with respect thereto.

  11.  VOTING AND DIVIDEND RIGHTS
     No Participant shall be entitled to any voting rights, to
receive any dividends, or to have his Account credited or increased
as a result of any dividends or other distribution with respect to
the common or preferred stock of the Company.

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  12.  MISCELLANEOUS PROVISIONS
      (a) No Implied Rights.  No employee or other person shall
have any claim or right to receive a grant under this Bonus Plan
unless specified by a written agreement of employment by the
Company.  Neither this Bonus Plan nor any action taken hereunder
shall be construed as giving any employee any right to be retained
in the employ of the Company.

      (b) Unfunded Plan.  This Bonus Plan shall at all times be
entirely unfunded and no provision shall at any time be made with
respect to segregating assets of the Company for payment of any
benefits hereunder.  No Participant or other person shall have any
interest in any particular assets of the Company by reason of the
right to receive a benefit under this Bonus Plan, and any such
Participant or other person shall have only the rights of a general
unsecured creditor of the Company with respect to any rights under
this Bonus Plan.

      (c) Interpretation.  Except when otherwise required by the
context, any masculine terminology in this document shall include
the feminine, and any singular terminology shall include the
plural.  Captions and headings are included only for convenience of
reference and shall not be consulted for interpretation of any
provision hereof.

  13.  AMENDMENT OF THIS BONUS PLAN
     The Board of Directors of the Company may alter or amend this
Bonus Plan from time to time without obtaining the approval of the
stockholders of the Company.  No amendment to this Bonus Plan may
alter, impair or reduce the number of Performance Units granted
under this Bonus Plan prior to the effective date of such amendment
without the written consent of any affected Participant.

  14.  EFFECTIVENESS AND TERMS OF PLAN
     The effective date of this Bonus Plan shall be June 1, 1997. 
The Committee may at any time terminate this Bonus Plan and unless
sooner terminated by the Committee, this Bonus Plan shall terminate
on May 31, 2006.  No Performance Units shall be granted pursuant to
this Bonus Plan after the date of termination of this Bonus Plan,
although after such date payments shall be made with respect to
Performance Units granted prior to the date of termination.