EXHIBIT 4.12

                       DATED the 20th day of November 2002


                                WORLD GAMING PLC


                                       and


                                  DAVID CRAVEN



                              EMPLOYMENT AGREEMENT


                           relating to the position of
                    CHIEF EXECUTIVE OFFICER, WORLD GAMING PLC

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THIS DEED is made this 20th day of November 2002

BETWEEN

(1)      WORLD GAMING PLC whose Registered Office is situate at 47 Castle
         Street, Reading, Berkshire, England RG1 7SR (the "Company") and

(2)      DAVID CRAVEN of 3 Hatch End, Windmill Fields, Windlesham, Surrey,
         England GU20 6QB (the "Executive")

NOW THIS DEED WITNESSETH as follows: -

1.       DEFINITIONS

         In this Deed the following expressions shall have the following
meanings: -

1.1      Associated Company:            Any company which for the time being is
                                        a subsidiary or holding company (as
                                        those expressions are defined by Section
                                        736 of the Companies Act 1985) of the
                                        Company or any subsidiary (other than
                                        the Company) of any such holding
                                        company.

1.2      Intellectual Property Rights:  Means copyrights, patents, utility
                                        models, trade marks, service marks,
                                        design rights (whether registered or
                                        unregistered), database rights,
                                        know-how, trade or business names and
                                        other similar rights or obligations
                                        whether registerable or not in any
                                        country (including but not limited to
                                        the United Kingdom).

1.3      The Board:                     The Board of Directors from time to time
                                        of the Company or any duly authorized
                                        committee thereof having responsibility
                                        for the employment and duties of the
                                        Executive.

2.       APPOINTMENT

2.1.     With effect from the 15th day of July 2002 the Company shall employ the
         Executive and the Executive shall serve the Company as Chief Executive
         Officer upon the terms and conditions hereinafter contained and
         (subject to the provisions herein contained for earlier termination)
         such employment shall continue for a term of three (3) years and
         thereafter unless or until terminated by either party having given to
         other party not less than twelve (12) months' previous notice in
         writing of termination, such notice to expire at the end of or at any
         time after the end of the said term of three (3) years.

2.2      The Company reserves the right to make a payment in lieu of notice or
         of any unexpired period of notice. For the avoidance of doubt this
         right shall apply whether notice is given by the Company or by the
         Executive. Any payment in lieu of notice shall consist solely of the
         sum equivalent to the Executive's basic salary together with any other
         benefits or

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         consideration due to the Executive during the notice period or any
         other unexpired period of notice and shall be subject to such
         deductions for Tax and National Insurance as the Company is required to
         make.

2.3      Once notice to terminate the Executive's employment has been given by
         the Company or by the Executive, the Company:

         (a)      shall be under no obligation to vest in or assign to the
                  Executive any powers or duties or to provide any work for the
                  Executive;

         (b)      may exclude the Executive from any premises of the Company or
                  any part thereof, and

         (c)      may restrict fully or in part the Executive's access to the
                  Company's computer system, its employees, customers and
                  suppliers for any purpose related to the Company's business.

         Provided always that salary and all other contractual benefits shall
         not cease to be payable or provided by reason only that the Company is
         exercising its rights pursuant to this clause 2.2. This clause 2.2
         shall not affect the general right of the Company to suspend for good
         cause, nor affect the rights and obligations of the parties prior to
         the service of such notice. For the avoidance of doubt, all the other
         terms of employment will remain in effect.

2.4      The Executive's period of continuous employment commenced on 15th July
         2002

3.       DUTIES

3.1      The Executive shall:

         (a)      Undertake such duties and exercise such powers and observe
                  such restrictions as the Board shall from time to time
                  reasonably require.

         (b)      In the discharge of such duties and in the exercise of such
                  powers observe and comply with all reasonable regulations and
                  directions from time to time made or given by the Board.

         (c)      The Executive shall devote the whole of his time and attention
                  and abilities to the business and affairs of the Company
                  during his normal hours of employment or during hours outside
                  his normal hours of employment which he is required to work or
                  which he works ("the Hours of Work") and he shall not be
                  directly or indirectly engaged or concerned or interested in
                  any other trade or business or public office during the Hours
                  of Work.

         (d)      The Executive shall not, without the written consent of the
                  Company, outside the Hours of Work, be directly or indirectly
                  engaged or concerned or interested in any other trade or
                  business or public office in so far as it:

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                  (i)      is in competition with the Company's or Associated
                           Companies' business;

                  (ii)     affects his ability to perform his job; or

         (f)      Give to the Board such explanations information reports and
                  assistance as they may reasonably require in connection with
                  the activities of the Company.

         (g)      Be prepared to travel abroad from time to time on Company
                  business.

3.2      The Executive's duties hereunder shall be performed in the United
         Kingdom and at such other place as the Board shall from time to time
         direct and further the Board shall be at liberty to appoint the
         Executive to serve any of its Associated Company (without further
         remuneration unless otherwise agreed).

3.3      In the event that the Company moves from its UK premises at Station
         House, Station Road, Barnes Common, SW13 OHT to a new location in the
         UK more than 10 miles from its existing office location or a new
         overseas location the Company shall pay and indemnify the Executive for
         all reasonable relocation and housing costs associated with
         establishing residence in a house of similar value in the country of
         the Company's new premises. If the Company requires the Executive to
         relocate overseas, such a request shall be subject to the consent of
         the Executive not to be unreasonably withheld.

4.       OTHER ACTIVITIES

4.1      The Executive shall not without the written consent of the Board (which
         it may in its absolute discretion withhold) during the continuance of
         this Agreement be engaged or interested either directly or indirectly
         in any capacity in any trade business profession or occupation
         whatsoever whether as principal executive employee agent consultant
         member or otherwise other than the business of the Company but so that
         this provision shall not prohibit the holding (whether directly or
         through a nominee) of listed investments on a recognized Stock Exchange
         or of any Enterprise Investment Scheme Fund approved by the Board of
         Inland Revenue pursuant of section 311(1) and (3)-(5) (inclusive) of
         the Income and Corporation Taxes Act, 1988 by way of bona fide
         investment only unless the Company shall require him not to do so in
         any particular case on the ground that any company in which the
         Executive or such Fund has invested is or may be carrying on a business
         competing or tending to compete with the business of the Company or any
         Associated Company nor shall it prohibit the holding by the Executive
         of any shares in the Company or any Associated Company.

         In this Clause the expression "Occupation" shall include any other
         public or private work, which may hinder or interfere with the
         performance by the Executive of his duties under this Deed.

4.2      The Executive confirms that he has disclosed fully to the Company all
         the circumstances of which he is aware in respect of which there is, or
         there might be, a conflict of interest between the Company or any
         Associated Company, and the Executive or his immediate relatives, and
         he agrees to disclose fully to the Company any such circumstances which
         may arise during the employment.

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4.3      The Executive agrees to inform the Company if he is working for another
         Company, or obtain work with another Company while being employed by
         the Company, and to provide any information in relation to that work
         requested by the Company for the purpose of ensuring the Company's
         compliance with the Working Time Regulation, 1998. Non exhaustive
         examples of the type of information which may be requested by the
         Company are as follows:

         (a)      the identity and address of the Company;

         (b)      the hours being worked outside the employment of the Company;
                  and

         (c)      the time of day when the hours are being worked.

4.4      It is contemplated that in order to properly perform the Executive's
         duties his working hours may exceed the working time limit of 48 hours
         per week as provided in the Working Time Regulations, 1998. By signing
         this agreement, he will be opting out of the working time limit, which
         shall therefore not apply to this employment unless he decides to opt
         back into the application of the weekly working time limit on giving
         the Company three months' prior written notice.

5.       HOLIDAYS

5.1      In addition to England and Wales bank and statutory holidays the
         Executive shall be entitled to twenty-five (25) working days paid
         holiday per calendar year worked. Such holiday shall be taken at times
         to be approved by the Board having regard to the requirements of the
         Company's business. Holiday entitlement during the calendar year in
         which the Executive's employment commences and ceases will be based on
         his length of service in that calendar year and will be proportionate
         to the whole year's entitlement. Holidays shall be taken at a time
         convenient to the Company, to be requested and agreed at least one
         calendar month before the start of the holiday.

5.2      If the Executive's employment terminates (otherwise than pursuant to
         Clause 10 hereof) during or at the expiration of a calendar year and at
         that time he has not taken his holiday entitlement for that year in
         full he will be entitled upon leaving the Company's employ to holiday
         pay in lieu of holiday.

6.       SALARY

6.1      There shall be paid to the Executive by way of remuneration for his
         services under this Deed a salary at the rate of one hundred and
         seventy five thousand pounds sterling ((pound)175,000) per annum
         payable in accordance with Schedule 1 in equal monthly installments on
         the 28th day of every calendar month in arrears (and such remuneration
         shall be inclusive of any fees payable to him as Executive or other
         officer of the Company or any Associated Company). The Executive is not
         entitled to receive additional remuneration for hours worked outside
         normal hours of work..

6.2      By way of further remuneration in respect to every Financial Year (as
         defined below) during the continuance of the engagement of the
         Executive hereunder for which the Net

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         Profits (as defined below) of the Company and it subsidiaries shall
         exceed an amount agreed to in advance with the Board of Directors, or
         during which Financial Year the Executive has met such other criteria
         set by the Board and notified to the Executive not directly related to
         the Net Profits of the Company, the Board shall in its sole discretion,
         (subject as hereinafter provided) pay to the Executive a bonus
         (hereinafter called "the Bonus") of up to 100% of his base salary
         PROVIDED THAT:

         (a)      the bonus payable hereunder in respect of any Financial Year
                  shall not exceed the sum of the Executive's base salary in
                  such Financial Year (which sum is hereinafter called "the
                  Bonus Limit");

         (b)      the bonus payable for the period 15th July - 31st December
                  2002 shall be paid, if in the absolute discretion of the Board
                  of Directors, the performance of the Executive merits the
                  payment of a bonus. The amount payable in respect of such
                  period shall not exceed 5/12 X 100% of the Executive's base
                  salary.

6.3      The Company will pay the Bonus on the anniversary of each complete year
         the Executive has been employed by the Company. The amount of the Bonus
         shall be set at a level which in the Company's absolute discretion
         reflects the Executive's individual performance during the year in
         respect of which the bonus is paid.

6.4      For the purpose of sub-clause 6.2 the expression "Financial Year" means
         a year or other period for which the Company's accounts are made up and
         the expression "Net Profits" means the profits shown by the audited
         consolidated profit and loss account of the Company and its
         subsidiaries for the relevant Financial Year with the following
         adjustments unless already taken into account in such profit and loss
         account.

         (a)      after deducting all the expenses of working and management
                  Executive's remuneration (other than commission payable to the
                  Company hereunder or under any other agreement with Executive
                  or with any other Executive of the Company) depreciation as
                  charged in the audited accounts interest on borrowed monies
                  and any revenue expensed charged directly against reserves;

         (b)      before deducting any taxation or profits (including
                  corporation tax and any similar or additional or substituted
                  tax) or on capital gains;

         (c)      without taking into account profits and losses of a capital
                  nature arising on a disposal of fixed assets investments plant
                  or any other property of the Company of any subsidiary company
                  of the Company;

         (d)      after deducting such part of the profits or adding back such
                  part of the losses (as the case may be) of any subsidiary
                  company as shall be proportionate to such part (if any) of
                  such subsidiary as shall not be in the ownership of the
                  Company or of any subsidiary company of the Company on the
                  last day of such Financial Year;

         (e)      after making any further adjustments which the auditors of the
                  Company shall consider fair and reasonable.

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6.5      By way of further remuneration the Executive shall also receive from
         the Company the payments and benefits contained in Schedule 1.

7.       EXPENSES

7.1      The Executive shall be reimbursed all business expenses properly and
         reasonably incurred by him on behalf of the Company in performance of
         his duties under this Agreement PROVIDED THAT:

         (a)      the expenses are of a type generally approved by the Company
                  or are specifically authorized by the Board;

         (b)      the Executive produces satisfactory evidence of such expenses
                  being incurred including a valid V.A.T. receipt (where
                  applicable) in support of his expenses claim;

         Expenses will be reimbursed at the end of the month following that in
         which the expenses were incurred.

7.2      The Executive will be reimbursed the cost of business telephone calls.

8.       CAR

         The Company shall pay to the Executive in addition to his salary a car
         allowance of (pound)1,000.00 per month, in arrears, less deduction for
         tax and National Insurance contributions.

9.       SICK PAY

9.1      In case of sickness or other incapacity for work, the Executive must
         comply with the Company's rules, from time to time in force, regarding
         sickness notification and doctor's certificates, details of which can
         be obtained from the Human Resources department.

9.2      The Company reserves the right to require the Executive to undergo a
         medical examination not more than once in each calendar year unless
         specifically required by a independent doctor. Such medical examination
         to be undertaken by a doctor or a consultant nominated by it, in which
         event the Company will bear the cost thereof.

9.3      In respect of any absence due to sickness or injury during the period
         of the Executive's employment hereunder the Executive shall be entitled
         to receive his full salary during the first 52 weeks (in total) of such
         absence in any calendar year and one half of his full salary for the
         next 52 weeks in total of such absence and any payment of salary during
         any further period of absence in that calendar year shall be at the
         absolute discretion of the Company. Thereafter the Company shall make
         such payments to the Executive as it receives (if any) pursuant to the
         terms of any permanent health policy in force from time to time less
         deductions of income tax and National Insurance contributions, the
         Company undertaking to the Executive to pay such premiums as shall be
         required from time to time to keep such a policy in force it being the
         intention of the Company that the payments it

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         shall receive shall enable it to pay the Executive a sum equivalent to
         his net salary and benefits from time to time.

9.4      Any sum received by the Executive pursuant to clause 9.1 above shall be
         inclusive of any payment which the Company is required to make in
         respect to Statutory Sick Pay. The Executive shall keep the Company
         informed of the among of any National Health Insurance Sickness or
         Injury Benefits to which he is entitled (whether or not these are
         received) and which are not covered by Statutory Sick Pay and a
         deduction of the amount of such benefit will be made by the Company
         from any salary payable pursuant to the clause 8.1 above.

9.5      The Executive will be entitled to comparable executive private health
         cover through a company scheme paid for the Company ("the Scheme"). The
         Executive's spouse or children under the age of 18 years of age may
         also benefit from the Scheme in accordance with the terms and
         conditions outlined in the Scheme. The Company reserves the right to
         change the Scheme to a different Scheme or to vary or terminate the
         Scheme or any replacement Scheme without compensation if the Company
         decides to do so. In the event of the Executive taking part in the
         Scheme and any change being made, he will be informed in sufficient
         time prior to the renewal or termination of the Scheme so that he may
         review the situation and make his own alternative arrangements.

         If the Executive does not wish to make use of this facility, there is
         no entitlement to payment in lieu of participation in the Scheme.

9.6      If due to sickness or injury the Executive shall be absent from work
         for a longer period than six consecutive months or if he shall be so
         absent at different times for more than 180 days (whether working days
         or not) in any one period of fifty two (52) consecutive weeks then and
         in either of such cases the Company shall be entitled but only within
         two months of the right of termination arising forthwith to terminate
         the engagement of the Executive by notice in writing and thereupon the
         Executive shall have no claim against the Company in respect of such
         termination The length of the said notice to be given to the Executive
         hereunder shall be the minimum period permitted by statute and
         dependent on his length of service.

9.7      The Company shall effect for the benefit of the Executive's
         beneficiaries life assurance cover with a major reputable insurer at
         four time his then basic salary payable on the death in service of the
         Executive.

9.8      Any outstanding or prospective entitlement to private medical insurance
         cover shall not prevent the Company from exercising its right to
         terminate the Employment in accordance with Clause 10 below.

10.      DEFAULT

10.1     The Company shall have power forthwith to terminate the Executive's
         employment hereunder by immediate notice in writing and without payment
         in lieu in any of the following events that is to say:

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         (a)      If the Executive shall be guilty of any dishonesty violence or
                  serious misconduct whether or not in connection with his
                  duties hereunder;

         (b)      If the Executive shall commit any serious or persistent breach
                  of his obligations hereunder;

         (c)      If the Executive shall be convicted of any criminal offence
                  other than an offence which in the reasonable opinion of the
                  Board does not affect his position as a senior executive of
                  the Company;

         (d)      If the Executive shall have a bankruptcy petition flied
                  against him or be made bankrupt or compound with his
                  creditors;

         (e)      If the Executive shall become of unsound mind or become a
                  patient under the Mental Treatment Act 1983;

         (f)      If the Executive shall refuse or neglect to comply with any
                  lawful orders or directions deemed to be reasonable given to
                  him by the Board or any persons on behalf of the Board;

         (g)      If the Executive shall be disqualified from being a company
                  director by a disqualification order made pursuant to Company
                  Director Disqualification Act 1986.

10.2     If the Company becomes entitled to terminate the Executive's employment
         in accordance with the provisions of this Clause 10.1 above it shall
         (but without prejudice to its right subsequently to terminate such
         employment on the same or other ground) suspend the Executive on full
         pay if the Company determines that there is a need to formally
         investigate the matter giving rise to the Companies said right to
         terminate.

11.      INTELLECTUAL PROPERTY RIGHTS

11.1     All Intellectual Property Rights both in the UK (and abroad) arising in
         the course of or as a consequence of the employment or other work
         undertaken by the Executive for the Company or an Associated Company
         under this agreement shall belong to the Company or the relevant
         Associated Company.

11.2     Intellectual Property Rights arising under clause 11.1 above shall to
         the extent controllable by the Executive be free of claims of ownership
         by any third party and all work undertaken by the Executive in which
         Intellectual Property Rights might arise shall be the Executive's own
         original work and shall not in any way rely on, utilize or incorporate
         any work written or created by any third party or undertaken at any
         time by the Executive for any third party.

11.3     The Executive shall forthwith communicate to the Company any designs,
         discoveries or inventions or other matters potentially the subject of
         such Intellectual Property Rights, and shall at the request of the
         Company deliver to it all documents, drawings, models,

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         samples, prototypes and the like prepared by or for the Company in the
         possession or control of the Executive and which relate to such rights.

11.4     The Executive hereby assigns to the Company by way of future assignment
         all copyrights or other intellectual property rights arising under
         clause 11.1 above (and waives any equivalent moral rights) immediately
         on their coming into existence. Further, to the extent that full legal
         title to any Intellectual Property Right so arising shall fail
         automatically to belong to the Company by virtue of the provisions of
         this clause the Executive shall hold such right on trust for the
         Company absolutely, and shall (notwithstanding the prior termination of
         this for any reason) forthwith at the request of the Company execute
         any document or do anything required by the Company to vest in it (or
         as it shall direct) the full legal title to such Intellectual Property
         Rights and to enable it (or its nominee) to enjoy the benefit of such
         right provided that the Company shall be responsible for the costs of
         doing so.

11.5     Without prejudice to the generality of clause 11.4 above, the Executive
         hereby irrevocably authorizes the Company to appoint some person to act
         as his attorney in his stead to do all such things and execute all such
         documents as may be necessary for or incidental to grant to the Company
         the full benefit of this clause 11.

11.6     The Executive will do nothing (whether by omission or commission)
         during his employment or at any time thereafter to affect or imperil
         the validity of any intellectual Property Rights obtained, applied for
         or to be applied for by the Company or its nominee. In particular
         without limitation the Executive shall not disclose the subject matter
         of any inventions or designs which may be patentable or registerable
         before the Company has had the opportunity to apply for any
         patent/patents or registered design/designs. The Executive will at the
         direction and expense of the Company promptly render all assistance
         within his power to obtain and maintain such Intellectual Property
         Rights or any application for any extension thereof.

12.      CONFIDENTIALITY

12.1     As the Executive is likely in the course of his employment to obtain
         knowledge of the Company's trade secrets and other confidential
         information and in order to protect such trade secrets and other
         confidential information the Executive agrees without prejudice to any
         other duty implied by law or equity that:

         (a)      He will not during the period of his employment or at any time
                  thereafter whether on his own behalf or as the employee
                  partner or agent of any other person or firm disclose or allow
                  to be disclosed or use any trade secrets or confidential
                  information concerning the business dealings affairs or
                  conduct of the Company or an Associated Company or of any of
                  its clients or any other similar matters which may come to his
                  knowledge in the course of his employment.

         (b)      He will not use materials equipment or information which is
                  the property of the Company or is entrusted to him by or on
                  behalf of the Company in the course of

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                  his employment otherwise than as and for the purposes
                  authorized by the Company.

         (c)      He will, if requested by the Company, delete all confidential
                  information from any reusable material and destroy all other
                  documents and tangible items which contain or refer to any
                  confidential information and which are in his possession.

         (d)      Confidential information includes, but is not limited to, and
                  may include any other information as is deemed to be such by
                  the Company (from time to time) details about the Company's
                  technologies, products, technical data, drawings, diagrams,
                  plans, any matter or product in the research or testing stage
                  during and at the termination of his employment, information
                  on the Company's marketing or other computer data bases, sales
                  strategy, pricing and discount policies, service levels
                  agreements and support contracts whether reduced to writing or
                  not, remuneration and commissions of employees of the Company,
                  details of clients and suppliers, actual and potential
                  contracts or assets of the Company. Confidential information
                  may also include information which has been available to the
                  Company by a third party and which the Company is obliged to
                  keep confidential.

12.2     No part of Clause 12.1 shall apply to information that has entered the
         public domain through no fault of the Executive.

13.      RESTRICTIVE COVENANTS

13.1     The following words shall have the following meanings:

         "Termination Date" shall mean the date of termination of the
         Executive's employment with the Company.

         "Relevant Period" shall mean the 12-month period ending with the
         Termination Date.

         "Restricted Customer of the Company" shall mean any person, firm,
         company or other entity who was at any time in the Relevant Period a
         customer or client of the Company.

         "Restricted Customer of an Associated Company" shall mean any person,
         firm, company or other entity who was at any time in the Relevant
         Period a customer or client of an Associated Company.

         "Prospective Customer of the Company" shall mean any person, firm,
         company or other entity who was at the Termination Date negotiating
         with the Company with a view to dealing with the Company as a customer
         or client and has been so listed by the Company

         "Prospective Customer of an Associated Company" shall mean any person,
         firm, company or other entity who was at the Termination Date
         negotiating with an Associated Company with a view to dealing with the
         Associated Company as a customer or client and has been so listed by
         the Company

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         `Prohibited Business of the Company" shall mean any business or
         activity carried on by the Company at the Termination Date or at any
         time in the Relevant Period in which the Executive shall have been
         directly concerned in the course of his employment or at any time in
         the Relevant Period.

         "Prohibited Business of an Associated Company" shall mean any business
         or activity carried on by the Associated Company at the Termination
         Date or at any time in the Relevant Period in which the Executive shall
         have been directly concerned in the course of his employment or at any
         time in the Relevant Period.

         "Protected Supplier of the Company" shall mean any supplier of the
         Company in relation to the Prohibited Business with whom the Executive
         has had material dealings in the course of his employment or at any
         time during the Relevant Period and has been so listed by the Company.

         "Protected Supplier of an Associated Company" shall mean any supplier
         of the Associated Company in relation to the Prohibited Business with
         whom the Executive has had material dealings in the course of his
         employment or at any time during the Relevant Period and has been so
         listed by the Company

13.2     The Executive will have dealings in the course of his employment with
         customers, clients or suppliers of the Company and/or an Associated
         Company and have access to confidential information and in order to
         protect the goodwill of the Company and any Associated Company, the
         Executive agrees without prejudice to any other duty implied by law or
         equity, that during the period of his employment and for a period of 12
         months after the Termination Date the Executive will not without the
         prior written approval of the Company in any capacity and whether
         directly or indirectly through any other person, firm or company so as
         to compete with the Company:

         (a)      Canvas or solicit or by any other means, seek to conduct
                  Prohibited Business of the Company with any Restricted
                  Customer of the Company with whom the Executive has had any
                  material dealings in the course of his duties, or at any time
                  in the Relevant Period;

         (b)      Canvas or solicit or by any other means, seek to conduct
                  Prohibited Business of an Associated Company with any
                  Restricted Customer of an Associated Company with whom the
                  Executive has had any material dealings in the course of his
                  duties, or at any time in the Relevant Period;

         (c)      Conduct or deal in any Prohibited Business of the Company with
                  any Restricted Customer of the Company with whom the Executive
                  has had any material dealings in the course of his duties or
                  at any time in the Relevant Period;

         (d)      Conduct or deal in any Prohibited Business of an Associated
                  Company with any Restricted Customer of an Associated Company
                  with whom the Executive has had any material dealings in the
                  course of his duties, or at any time in the Relevant Period;

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         (e)      Canvas or solicit or by any other means, seek to conduct
                  Prohibited Business of the Company with any Prospective
                  Customer of the Company with whom the Executive has had any
                  material dealings in the course of his duties, or at any time
                  in the Relevant Period;

         (f)      Canvas or solicit or by any other means, seek to conduct
                  Prohibited Business of an Associated Company with any
                  Prospective Customer of an Associated Company with whom the
                  Executive has had any material dealings in the course of his
                  duties, or at any time in the Relevant Period;

         (g)      Conduct or deal in any Prohibited Business of the Company with
                  any Prospective Customer of the Company with whom the
                  Executive has had any material dealings in the course of his
                  duties, or at any time in the Relevant Period;

         (h)      Conduct or deal in any Prohibited Business of an Associated
                  Company with any Prospective Customer of an Associated Company
                  with whom the Executive has had any material dealings in the
                  course of his duties, or at any time in the Relevant Period;

         (i)      Seek to entice away from the Company or otherwise solicit or
                  interfere with the relationship between the Company and any
                  Protected Supplier of the Company;

         (j)      Seek to entice away from an Associated Company or otherwise
                  solicit or interfere with the relationship between an
                  Associated Company and any Protected Supplier of an Associated
                  Company;

         (k)      Conduct or deal in any Prohibited Business of the Company with
                  any Protected Supplier of the Company with whom the Executive
                  has had any material dealings in the course of his duties, or
                  at any time in the Relevant Period;

         (l)      Conduct or deal in any Prohibited Business of an Associated
                  Company with any Protected Supplier of an Associated Company
                  with whom the Executive has had any material dealings in the
                  course of his duties, or at any time in the Relevant Period;

         (m)      Solicit, entice or induce any executive, manager, senior
                  employee, or other employee with whom the Executive has had
                  dealings during the Relevant Period to leave the Company or an
                  Associated Company and become employed by any person, firm or
                  company which is in competition to the business of the Company
                  or an Associated Company, whether or not such person would
                  commit a breach of contract by reason of leaving and the
                  Executive will not approach any such executive, manager,
                  senior employee or employee with whom the Executive has had
                  dealings during the Relevant Period for such purpose or
                  authorize or knowingly approve the taking of such actions by
                  any person, firm or company;

         (n)      Be engaged, concerned or interested within Internet Gaming:

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<PAGE>

                  (i)      The research into, development, manufacture, supply
                           or marketing of any product which is of the same or
                           similar type to any product researched, or developed
                           or manufactured, or supplied, or marketed by the
                           Company during the 12 months immediately preceding
                           the Termination Date;

                  (ii)     The development or provision of any services
                           (including but not limited to technical and product
                           support, or consultancy or customer services) which
                           are of the same or similar type to any services
                           provided by the Company during the 12 months
                           immediately preceding the Termination Date;

                  Provided always that the provisions of this paragraph (n)
                  shall only apply in respect of products or services with which
                  the Executive was either personally concerned or for which the
                  Executive were responsible while employed by the Company
                  during the 12 months immediately preceding the Termination
                  Date.

13.3     Each of the obligations contained in paragraphs 13.1 and 13.2 above
         shall be construed as separate and severable obligations but in the
         event that any such obligation shall be found void, it would be valid
         if some part thereof were deleted or the period or area of application
         reduced or the references to an Associated Company were deleted so that
         such obligation shall apply with such modification as may be necessary
         to make it both valid and effective.

13.4     The Company expressly agrees that none of the foregoing provisions
         contained in this Clause 13 shall apply to the Executive in the event
         that his employment is legally deemed to have been terminated without
         just cause.

14.      PENSION

14.1     There is a contracting-out certificate in force for the Employment in
         relation to the State Earnings Related Pension Scheme.

14.2     The Executive will be eligible to participate in the Company's Pension
         Scheme ("the Scheme"). In consideration of the Executed contributing a
         minimum of three per cent (3%) of his annual basic salary into the
         Scheme the Company will make a contribution of 15 per cent (15%) of the
         Executive's annual basic salary to the Scheme, less any deduction it is
         required to make by law provided that such contribution shall not
         exceed the prescribed Inland Revenue limits on pension contribution
         from time to time in force. The Company's contribution begins three
         months from the commencement of the Executive's employment. Full
         details of the pension benefits are obtainable from the Company.

15.      SHARE OPTION SCHEME

         The Company has a Company Share Option Scheme ("the Scheme"). The
         Executive's participation in the Scheme shall be as outlined in
         Schedule 1 to this Agreement and as further agreed between the parties
         from time to time subject only to the rules of the Company Share Scheme
         (as amended from time to time). The Company shall procure that, in the
         event of a takeover offer being made for the Company as defined in
         Section

                                       13
<PAGE>

         428 of the Companies Act 1985, the Company's Share Option Committee
         shall provide for the complete acceleration of the dates of exercise of
         the Executive's share options so as to allow the exercise of those
         options (at the Executive's absolute discretion) as if they has all
         vested immediately prior to the make of the takeover offer.

16.      GRIEVANCES/DISCIPLINARY DECISIONS

         Should the Executive have any questions or grievances or be
         dissatisfied with any disciplinary decision concerning his employment
         be should refer it to the Board whose decision shall be final and
         binding.

17.      DIRECTORSHIP

17.1     In the event that the Executive is made a Director of the Company in
         accordance with Schedule 1 hereof, the Executive shall not thereafter
         the period of his employment hereunder resign his Directorship of the
         Company.

17.2     Upon the termination of this Deed howsoever arising the Executive shall
         at any time or from time to time thereafter upon the request of the
         Company of any Associated Company resign without claim for additional
         compensation from office as a Director of the Company or any Associated
         Company and should the Executive fail to do so the Company is hereby
         irrevocably appointed as his attorney in his name and on his behalf to
         sign and do any documents or things necessary or requisite to give
         effect thereto.

18.      PUBLICITY

         The Executive shall not at any time knowingly make any untrue statement
         in relation to the Company or any Associated Company and shall not
         after the termination of his employment hereunder wrongfully represent
         himself as being employed by or connected with the Company or any
         Associated Company.

19.      LIQUIDATION/AMALGAMATION

         The Executive will have no claim against the Company in respect of the
         termination of his employment under this Deed by reason of the
         liquidation of the Company for the purposes of amalgamation or
         reconstruction if he is offered employment on not less favorable terms
         than those contained in this Agreement with any person firm or company
         which acquires the whole or substantially the whole of the undertaking
         of the Company as a result of such amalgamation or reconstruction.

20.      DAMAGES

20.1     If the Executive becomes entitled to damages for the wrongful
         termination of his employment hereunder the Company shall be entitled
         to set off against such damages:

         (a) any redundancy payment made by the Company to the Executive;

                                       14
<PAGE>

         (b)      any payment made by the Company to the Executive pursuant to
                  an award or settlement of an unfair dismissal complaint and
                  made under the provisions of the Employment Rights Act 1996;

         (c)      any other payment whether ex gratia or otherwise made by the
                  Company to the Executive at any time on or after the said
                  termination and in consequence thereof.

20.2     If the Executive becomes entitled to any award for unfair dismissal
         under the provisions of the Employment Rights Act 1996 the Company
         shall be entitled to set off against such award both in respect of
         compensatory basic or other award:

         (a)      Any redundancy payment made by the Company to the Executive;
                  and

         (b)      Any other payment whether ex gratia or otherwise made by the
                  Company to the Executive at any time on or after the said
                  termination and in consequence thereof.

20.3     If the engagement of the Executive terminates on the expiry of the
         2-year period of this Agreement such termination shall not give rise to
         a claim for redundancy payment under Section 197 of the Employment
         Rights Act, 1996 or any modifications or re-enactment thereof.

21.      SHARE DEALING

21.1     The Executive shall not deal in any listed securities of the Company or
         any Associated Company save as permitted by:

         (a)      the provisions of the Company Securities (Insider Dealing) Act
                  1985 (as amended from time to time);

         (b)      the Model Code for Securities Transactions by Executives of
                  Listed Companies issued by The Stock Exchange (as amended from
                  time to time); and

         (c)      any code relating to dealings in listed securities of the
                  Company which may be adopted by the Board from time to time.

21.2     Copies of an explanatory note on the Company Securities (Insider
         Dealing ) Act, 1985 and the Model Code for Securities Transactions by
         Executives of Listed Companies issued by The Stock Exchange and copies
         of any such code as is mentioned at clause 19.1(c) above can be
         obtained upon request from the Secretary of the Company.

21.3     The Executive will furnish promptly to the Secretary of the Company
         and/or any relevant Associated Company written particulars of any share
         transaction which are requested to be notified in accordance with the
         provisions of Section 324 of the Companies Act, 1985 details of which
         can be obtained upon request from the Secretary of the Company.

                                       15
<PAGE>

22.      DATA PROTECTION

22.1     The Executive hereby gives his consent to the Company procuring and
         processing of personal data in his regard for the purposes of managing
         its human resources, performing any of its obligations under this
         Agreement or as otherwise permitted by law. Any such personal data held
         may be shared with the Company's associated companies in Antigua and
         Barbuda and internationally. All such information will, as far as
         practicable for the purposes for which it is held, be treated in a
         confidential manner.

22.2     As the Executive may during the course of his employment have access to
         personal data whether or not on computer, and whether in the office or
         at home or elsewhere, he must take adequate precautions to ensure the
         security of such data whilst in his possession so that neither the
         Company nor individuals are liable to prosecution as a result of loss
         or disclosure which might cause damage or distress to present, former
         or potential employees or to clients of the Company. The Executive must
         fully comply with all procedures and requirements imposed by the
         Company in this regard as set out in the Company's Data Protection
         Policy.

23.      USE OF COMMUNICATIONS

23.1     The Executive confirms that he is aware and consent to the monitoring
         by the Company of communications including e-mail and internet
         communications for the purpose of the Lawful Business Practice
         Regulations for purposes permitted otherwise by law, and for the
         purposes of giving effect to the terms and conditions of the Agreement
         and the Company's policies hereunder. A copy of the Company's Policy on
         the use of communications may be obtained from the Human Resources
         Department.

24.      CONTRACTS (RIGHTS OF THIRD PARTIES) ACT 1999

24.1     The parties hereby declare that no term of this agreement is intended
         by the parties to confer a benefit on any Third Party (as defined by
         the Contracts (Rights of Third Parties) Act 1999), nor is it intended
         to be enforceable by any Third Party. The provision of the said Act are
         hereby excluded.

24.2     The Executive confirms and warrants that the Executive shall not
         without the consent of the Company pursue any claims as a third party
         against the parties with whom the Company has contracted to provide
         benefits to the Executive under the terms of this agreement or any
         subsequent amendment thereto or otherwise.

25.      ENFORCEABILITY

         The termination of the Executive's employment hereunder will not affect
         such of its provisions as are expressed to have effect thereafter and
         will be without prejudice to any antecedent breach or liability.

                                       16
<PAGE>

26.      ENTIRE AGREEMENT

         This Deed contains the entire understanding between the parties and
         takes effect in substitution for all previous agreements and
         arrangements whether written or oral or implied between the Company and
         the Executive relating to the employment of the Executive (but without
         loss of continuity of employment) all which agreements and arrangements
         shall be deemed to have been terminated by mutual consent.

27.      NOTICE

         Any notice given under this Agreement shall be deemed to have been duly
         given if delivered by hand dispatched by either party thereto by
         recorded delivered post, by telex or fax and addressed to the other
         party at in the case of the Company its registered office and in the
         case of the Executive his last known address and any such notice shall
         be deemed to have been given on the day on which in the ordinary course
         of post or other communication it would be deemed to be delivered.

28.      GOVERNING LAW

         This Agreement shall be governed by the laws of England and Wales and
         the parties shall submit to the non-exclusive jurisdiction of the
         English Courts.

29.      LEGAL ADVICE

         The Executive has taken independent legal advice on the terms and
conditions contained in this Deed.


IN WITNESS WHEREOF the Company and the Executive have signed this document as a
deed the day and year first above written.


EXECUTED (by not delivered                  )
until the date hereof) as a DEED by         )
WORLD GAMING PLC                            )
acting by:                                  )

Chairman of the Board of Directors


SIGNED (by not delivered                    )
until the date hereof) as a DEED by         )
the said DAVID CRAVEN                       )
in the presence of: -                       )


WITNESS
_______

NAME:
ADDRESS:
OCCUPATION:           Attorney at Law

                                       17
<PAGE>
                                   SCHEDULE 1


                        (Additional Terms - David Craven)


1. OPTIONS AS AT JULY 15TH, 2002:       100,000 options, to vest 60 clays from
                                        date of employment, at $0.20 subject to
                                        a 6 month hold requirement.

2. ADDITIONAL OPTIONS:                  750,000 options, to vest in equal
                                        tranches of 33,333 options, monthly over
                                        the 24 month period commencing on March
                                        25, 2002, at the following exercise
                                        prices

                                        First 250,000 options (share price on
                                        July 15, 2002) Second 250,000 options
                                        $0.40 Third 250,000 options $1.00

3. BONUS OPTIONS:                       150,000 bonus options to be granted and
                                        vested on July 15, 2004. at the closing
                                        market price on July 15th, 2002 to be
                                        granted at the discretion of the Board
                                        of Directors

4. FINAL YEAR OPTIONS:                  Before the commencement of the final
                                        year and no later than 14th July 2004,
                                        the board shall agree with the Executive
                                        his final year options, the vesting
                                        period and exercise price.

5. DIRECTORSHIP:                        The Company shall request its directors
                                        to have the Executive appointed to Its
                                        Board of Directors from the date of the
                                        next annual general meeting held after
                                        the date of this Agreement and
                                        thereafter throughout the term of this
                                        Agreement provided nothing herein shall
                                        require the Company to procure such
                                        appointment.