DRAFT 2/20/98
                                                                   -------------

                          PATENT COLLATERAL ASSIGNMENT

         This  Agreement  is  made as of the  ____  day of  _____________,  1998
between  SPINTEKNOLOGY,  INC., a corporation  having a mailing  address at 901-B
Grier Drive,  Las Vegas,  Nevada 89119  ("Pledgor") and the individual or entity
identified on the signature page hereto.

         BACKGROUND.  Pledgor is a  wholly-owned  subsidiary  of Spintek  Gaming
Technologies,  Inc.  (the  "Debtor"),  which has executed and  delivered  its 6%
Secured Convertible Note due February 28, 2008 (the "Note") to the Secured Party
in the amount  described on the  signature  page hereto.  In order to induce the
Secured  Party to make the loan to Debtor  evidenced  by the Note,  Pledgor  has
agreed to assign to Secured Party certain patent rights.  This Agreement is made
subject to a prior agreement to NAC Investments Properties Inc. N.V. to secure a
principal amount of $100,000 (the "NAC Debt").

         NOW,  THEREFORE,  in consideration of the premises,  Pledgor and Debtor
hereby agrees with Secured Party as follows:

         1. To provide  security for the due and punctual  performance of all of
the Debtor's obligations under the Note, including, without limitation,  payment
in full of the principal and interest on the Note,  costs and  attorneys'  fees,
and all  indebtedness  to be incurred by Debtor to Secured Party with respect to
the Note  (hereinafter the  "Obligations"),  Pledgor hereby grants,  assigns and
conveys to Secured  Party the entire  right,  title and  interest  in and to and
grants Secured Party interest in the patent  applications  and patents listed in
Schedule A hereto,  including without  limitation all proceeds thereof (such as,
by way of example,  license royalties and proceeds of infringement  suits),  the
right to sue for past, present and future infringement  suits), the right to sue
for past, present and future  infringements,  all rights  corresponding  thereto
throughout  the world and all  re-issues,  divisions,  continuations,  renewals,
extensions   and   continuations-in-part   thereof   (collectively   called  the
"Patents").

         2. Pledgor covenants and warrants that:

                    (a) The Patents are  subsisting  and have not been  adjudged
                    invalid or unenforceable, in whole or in part;

                    (b) Except for the prior  assignment to secure the NAC Debt,
                    Pledgor  is the sole and  exclusive  owner of the entire and
                    unencumbered right, title and interest in and to each of the
                    Patents,   free  and  clear  of  any  liens,   charges   and
                    encumbrances,  including without limitation  licenses,  shop
                    rights and covenants by Debtor not to sue third persons; and

                    (c)  Pledgor  has the  unqualified  right to enter into this
                    Agreement  and  perform  its terms and has  entered and will
                    enter into written  agreements  with each of its present and
                    future  employees,  agents and consultants which will enable
                    it to comply with the covenants herein contained.


<PAGE>
         Except has specifically set forth above,  Pledgor does not warrant that
the Patents might not be declared invalid if challenged in court.

         3. Pledgor agrees that,  until all of the  Obligations  shall have been
satisfied in full, it will not enter into any agreement (for example,  a license
agreement)  which  is  inconsistent   with  Pledgor's   obligations  under  this
Agreement, without Secured Party's prior written consent.

         4. If,  before  the  Obligations  shall  have been  satisfied  in full,
Pledgor shall obtain rights to any new patentable inventions, or become entitled
to the benefit of any patent  application  or patent for any reissue,  division,
continuation,  renewal,  extension, or continuation-in-part of any Patent or any
improvement  on any Patent,  the  provisions of Paragraph 1 shall  automatically
apply thereto and Pledgor  shall give to Secured Party prompt notice  thereof in
writing hereof.

         5.  Pledgor  authorizes  Secured  Party to  modify  this  Agreement  by
amending Schedule A to include any future patents and patent  applications which
are Patents under Paragraph 1 or Paragraph 4 hereof.

         6. Unless and until  there shall have  occurred  and be  continuing  an
Event of Default (as defined below),  Secured Party hereby grants to Pledgor the
exclusive,  non-transferable  right and license to make, have made, use and sell
the  inventions  disclosed  and claimed in the Patents for Pledgor's own benefit
and  account  and for none  other.  Pledgor  agrees  not to sell or  assign  its
interest in, or grant any sublicense  under,  the license  granted to Pledgor in
this Paragraph 6, without the prior written consent of Secured Party.

         7. (a) The occurrence of one or more of the following  events shall, at
the option of Secured Party, constitute an "Event of Default" hereunder:

          (i) if Debtor  defaults in the payment of the Note or any  installment
     thereof or interest  thereon or any other  payment due Secured Party within
     five (5) days after its due date;

          (ii) if any warranty or  representation  of Pledgor  contained  herein
     shall be materially false or misleading when made;

          (iii) if Debtor  shall  cease to do business  as a going  concern,  or
     generally fail to meet its obligations as they mature; or

          (iv) an event of  default  occurs  under and as defined in the Note or
     other document or instrument evidencing or securing the indebtedness of the
     Note (each, a "Loan Document").

     (b)  If any  Event  of  Default  shall  have  occurred  and be  continuing,
Pledgor's license under the Patents as set forth in Paragraph 6, shall terminate
forthwith, and the Secured Party shall have, in addition to all other rights and
remedies  given it by this  Agreement,  those  allowed by law and 

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<PAGE>
the rights and remedies of a secured party under the Uniform  Commercial Code as
enacted in any  jurisdiction  in which the Patents may be located  and,  without
limiting the  generality of the  foregoing,  the Secured Party may  immediately,
without demand of performance and without other notice (except as set forth next
below) or demand whatsoever to Debtor, all of which are hereby expressly waived,
and without  advertisement,  sell at public or private sale or otherwise realize
upon, in Las Vegas,  Nevada,  or  elsewhere,  the whole or from time to time any
part of the Patents,  or any  interest  which the Debtor may have  therein,  and
after  deducting from the proceeds the sale or other  disposition of the Patents
all expenses  (including  all  reasonable  expenses for brokers'  fees and legal
services),  shall apply the residue of such  proceeds  toward the payment of the
Obligations.  Any  remainder  of the  proceeds  after  payment  in  full  of the
Obligations  shall  be paid  over to the  Debtor.  Notice  of any  sale or other
disposition  of the  Patents  shall be given to  Debtor  at least  five (5) days
before the time of any intended  public or private sale or other  disposition of
the Patents is to be made, which Debtor hereby agrees shall be reasonable notice
of such sale or other disposition.  At any such sale or other  disposition,  any
holder  of any Note or  Secured  Party  may,  to the  extent  permissible  under
applicable  law,  purchase the whole or any part of the Patents sold,  free from
any right of redemption on the part of Debtor,  which right is hereby waived and
released.

         8.  At  such  time  as  Debtor  shall  completely  satisfy  all  of the
Obligations  or the Note is converted into shares of Common Stock of the Debtor,
Secured  Party  shall  execute  and  deliver  to  Pledgor  and Debtor all deeds,
assignments  and other  instruments  as may be necessary or proper to re-vest in
Pledgor full title to the Patents,  subject to any disposition thereof which may
have been made by Secured Party pursuant hereto.

         9. Any and all fees,  costs and  expenses,  of whatever kind or nature,
including the reasonable attorneys' fees and legal expenses, incurred by Secured
Party in  connection  with  the  preparation  of this  Agreement  and all  other
documents  relating hereto and the consummation of this transaction,  the filing
or recording of any documents  (including all taxes in connection  therewith) in
public offices, the payment or discharge of any taxes, counsel fees, maintenance
fees, encumbrances or otherwise protecting, maintaining, preserving the Patents,
or in  defending or  prosecuting  any actions or  proceedings  arising out of or
related to the  Patents,  shall be borne and paid by Debtor on demand by Secured
Party  and  until  so  paid  shall  be  added  to the  principal  amount  of the
Obligations and shall bear interest at the Default Rate prescribed in the Note.

         10. Pledgor shall have the duty,  through counsel acceptable to Secured
Party, to prosecute  diligently any patent application of the Patents pending as
of the date of this  Agreement or thereafter  until the  Obligations  shall have
been paid in full, to make  application on unpatented but patentable  inventions
and to preserve and maintain  all rights in patent  applications  and patents of
the Patents.  Any expenses incurred in connection with such an application shall
be borne by Pledgor.  The  Pledgor  shall not abandon any right to file a patent
application,  or any pending patent application or patent without the consent of
the Secured Party, which consent shall not be unreasonably withheld.

         11.  Secured  Party shall have the right but in no way be  obligated to
bring suit in its own name to enforce the Patents and any license thereunder, in
which event Debtor  shall at the request of 

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<PAGE>
Secured  Party  do any  and all  lawful  acts  and  execute  any and all  proper
documents  required by Secured Party in aid of such enforcement and Debtor shall
promptly, upon demand,  reimburse and indemnify Agent for all costs and expenses
incurred by Secured Party in the exercise of its rights under this Paragraph 11.

         12. No course of dealing  between  Pledgor or Debtor and Secured Party,
nor any failure to exercise, nor any delay in exercising, on the part of Secured
Party, any rights, power or privilege hereunder or under any Loan Document shall
operate as a waiver  thereof;  nor shall any single or partial  exercise  of any
rights, power or privilege hereunder or thereunder preclude any other or further
exercise thereof or the exercise of any other right, power or privilege.

         13. All of Secured  Party's  rights and  remedies  with  respect to the
Patents,  whether  established hereby or by the Note, or by any Loan Document or
by law shall be cumulative and may be exercised singularly or concurrently.

         14.  Notwithstanding  anything  contained in this Security Agreement to
the contrary,  the Secured Party understands and acknowledges that the rights of
the  Secured   Party  are  subject  to  and  may  be  limited  by  that  certain
Intercreditor  Agreement  by and among the Debtor and each of the Holders of the
Notes, a form of which is attached hereto as Exhibit "A."

         15. The provisions of this  Agreement are severable,  and if any clause
or provision shall be held invalid and unenforceable in whole or in party in any
jurisdiction,  then such invalidity or  unenforceability  shall affect only such
clause or provision, or part thereof, in such jurisdiction, and shall not in any
manner affect such clause or provision in any other  jurisdiction,  or any other
clause or provision of this Agreement in any jurisdiction.

         16. This Agreement is subject to modification  only by a writing signed
by the parties, except as provided in Paragraph 5.

         17. The  benefits  and  burdens of this  Agreement  shall  inure to the
benefit of and be binding upon the respective  successors and permitted  assigns
of the parties.

         18. The validity and  interpretation  of this  Agreement and the rights
and  obligations of the parties  hereunder  shall be governed by the laws of the
State of Nevada.

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<PAGE>
         WITNESS the  execution  hereof  under seal as of the day and year first
above written.

                            SPINTEKNOLOGY, INC.


                            By:__________________________________________

                            Title:________________________________________


Secured Party:_______________________

Address:____________________________
        ____________________________

Principal Amount of Note: $_______________



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<PAGE>

    Schedule A to a Patent Collateral Assignment dated _______________, 1998,
 between Spinteknology, Inc. and Holder of 6% Secured Convertible Note Due 2008


Application or
Patent No.                                           Country
-----------------------------------------------------------------

08/414,238                                           USA
60/005,312                                           USA
08/506,513                                           USA

Corresponding PCI International Patent Application filed March 26, 1996.

E.P.O.  PATENT APPLICATIONS AND RESERVATIONS OF RIGHT TO FILE FOR EXAMINATION:

         Austria (F)                                  Ireland (F)
         Belgium (F)                                  Italy (F)
         Switzerland & Liechtenstein (F)              Luxembourg (F)
         Germany (F)                                  Monaco (F)
         Denmark (F)                                  Netherlands (F)
         Spain (F)                                    Portugal (F)
         France (F)                                   Sweden (F)
         United Kingdom (?)                           Finland (F)
         Greece (F)

Applications  filed  are  designated  by F,  designations  of  right to file are
designated by I.

P.C.T. PATENT APPLICATIONS AND RESERVATIONS OF RIGHT TO FILE FOR EXAMINATION:

         Albania (I)                                  Liberia (I)
         Armenia (I)                                  Lesotho (I)
         Austria (F)                                  Lithuania (I)
         Australia (F)                                Luxembourg (F)
         Azerbaijan (I)                               Latvia (I)
         Barbados (I)                                 Republic of Moldova (I)
         Bulgaria (I)                                 Madagascar (I)
         Brazil (I)                                   Macedonia (I)
         Belarus (I)                                  Mongolia (I)
         Canada (F)                                   Malawi (I)
         Switzerland & Liechtenstein (F)              Mexico (I)
         China (I)                                    Norway (I)
         Czech Republic (I)                           New Zealand (I)
         Germany (F)                                  Poland (I)
         Denmark (F)                                  Portugal (F)

(P.C.T. CONTINUED)

         Estonia (I)                                  Romania (I)
         Spain (F)                                    Russian Federation (I)
         Finland (F)                                  Sudan (I)
         United Kingdom (F)                           Sweden (F)
         Georgia (I)                                  Singapore (I)
         Hungary (I)                                  Slovenia (I)
         Iceland (I)                                  Slovakia (I)
         Japan (I)                                    Tajikistan (I)
         Kenya (I)                                    Turkmenistan (I)
         Kyrgyzstan (I)                               Turkey (I)
         Democratic People's                          Trinidad & Tobago (I)
           Rep. of Korea (I)                          Ukraine (I)
         Republic of Korea (I)                        Uganda (I)
         Kazakstan (I)                                USA (F)
         Sri Lanka (I)                                Uzbekistan (I)
                                                      Viet Nam (I)

Applications  filed  are  designated  by F,  designations  of  right to file are
designated by I.

In addition to P.C.T. individual companies,  intentions have been filed with the
following   regional  patent  areas:   AP/ARIPO  patent,   EA/Eurasian   Patent,
EP/European Patent and OA/OAPI Patent.