**Exhibit 10.3****GAMBLER’S BONUS SWEEPSTAKES AGREEMENT**     This Sweepstakes Agreement (the “Agreement”) is made and effective as of the 31st day ofMarch, 2005 by and between Las Vegas Gaming, Inc., a Nevada corporation, (“LVGI”) and United CoinMachine Company, a Nevada corporation (“UCMC”), with reference to the following:**WHEREAS**, LVGI has developed and owns certain intellectual property rights, and**WHEREAS**, UCMC is in the business of operating a slot route in Nevada, and**WHEREAS**, the parties desire to commercially develop a sweepstakes game promoting UCMC’sRoute Operations and its Gamblers’ Bonus slot club and slot play system deployed at UCMC’saffiliated locations (hereinafter referred to as “Licensee(s)”).**NOW THEREFORE**, in consideration of the mutual covenants herein contained the parties agree asfollows:1) Sweepstakes. UCMC and LVGI shall jointly offer to Route Licensees a free promotionalgiveaway ticket system (as defined in Exhibit A), hereinafter referred to as the Game. UCMCand Route Licensees shall have sole and absolute discretion in determining how Licensee’s slotplayers will qualify for a promotional giveaway ticket. The prizes for the Game and fees areoutlined in Exhibit A. The grand prize is an aggregate payout in that multiple grand prizewinners will split the pay out equally. Any changes to the prize structure must be agreed toin writing by both Parties 2) LVGI Responsibilities. LVGI shall provide the following: a) A 32” LCD screen to all Licensees that agree to offer the Game.  b) Paying all validated prize winners.  c) Engineering support and back end database management, accounting, and reportingfunctions for a ticket printing system.  d) Sales support for UCMC’s efforts to have their Licensees offer the Game.  e) Replacement or repair of LCD screens as needed.  f) Secure the approval of the Nevada Gaming Control Board (“Gaming”) for back endfunctions, specifically the system used to generate the random ticket combination, thesystem used to generate the random winning ticket combinations, the system used toverify the winning ticket combination, satisfy all requirements imposed by Gamingregarding the fiduciary requirements for funding the prizes, and insure compliance withall Gaming requests.3) UCMC Responsibilities. UCMC shall provide the following: a) Use commercially reasonable efforts to market the Game to Licensees.  b) Provide LVGI with a monthly report of Game tickets issued.  c) Pay LVGI $1 for each ticket issued within 10 (ten) calendar days of the end ofthe month in which the tickets were issued, less any payout of winning tickets made byUCMC during the period.  d) Facilitate development of an on-site ticket printing system linked to UCMC’sGamblers Bonus system, and provide the parts required at UCMC’s cost.  e) UCMC’s will commit to the deployment of four (4) sites for the system, whichwill be mutually agreed upon. After the completion of a thirty (30) day trial of afully operational system consisting of these installed sites and formal approval byGaming , UCMC will commit to either (1) a minimum roll-out of an additional one hundred forty-six (146)
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   contracted orinstalled sites for the system within a 12-month period from the date of the trialcompletion; (2) relinquish all exclusivity rights to the product; or (3) with theagreement of both parties extend the trial before making a final commitment.  f) Ensure, using all commercially reasonable efforts, that at no time will anytickets be sold or traded for any item of value.*4)* Performance. If, after one year from the completion of the trial, ticketdistribution by UCMC averages less than 92 tickets per week per location during any onehundred eighty (180) day period during the term, LVGI shall have the right to terminate thisAgreement by providing 60 day written notice to UCMC. Upon receipt of such notification,UCMC, within twenty (20) business days, may elect to pay the difference, exclusive of the costof the payouts or about $0.40 per ticket, to bring the average up to 92 tickets per week perlocation. Upon termination by either Party, UCMC shall purchase all installed LCD screens fromLVGI at the current depreciated book value. Depreciation of the LCD screens will be made overa three (3) year period from the date of purchase.5) Term. The term of this Agreement will commence on the Effective Date and, unlessearlier terminated as provided below, will continue for a period equal to 5 years (5).6) Advertising. LVGI shall have the right to place advertisements on the LCD screensnot to exceed 20% of each loop with the written approval of UCMC.7) Exclusivity. The Game, in the state of Nevada, shall be provided exclusively to UCMCfor locations that operate 35 machines or less, provided that at least 150 sites have signedcontracts to offer the game within 12-months of the completion of a trial. This exclusivitywill continue for as long as the term and as long as the average number of sites on a 12-monthbasis remains above 150.8) Confidentiality. Each party agrees that it shall not disclose to any third party anyinformation concerning the customers, trade secrets, methods, processes or procedures or anyother confidential financial or business information of the other party which it learns duringthe course of its performance of this Agreement, without the prior written consent of suchother party. This obligation shall survive the cancellation or other termination of thisAgreement.9) Arbitration. Any controversy or claim arising out of or related to this Agreement,or the breach hereof, will be settled by arbitration before a panel of one arbitrator in LasVegas, Nevada in accordance with the Commercial Arbitration Rules of the American ArbitrationAssociation. All proceedings shall be held and a transcribed record prepared in English. Theaward rendered by the arbitrator shall be final, binding and conclusive upon the partieshereto and judgment upon the award rendered by the arbitrator may be entered in any courthaving jurisdiction thereof. The arbitration hearing will commence within ninety (90) daysafter appointment of the arbitrator. Unless the arbitrator finds that exceptionalcircumstances justify delay, the hearing will be completed and an award will be rendered inwriting within ninety (90) days after commencement of the hearing. The arbitrator may includein the award the prevailing party’s costs of arbitration and reasonable fees of attorneys,accountants and other professionals connected with the arbitration.10) Assignment. Either party may assign this Agreement or delegate its duties under thisAgreement to the surviving entity in a merger or consolidation in which it participates or toa purchaser of all or substantially all of its assets except that either party may not assignthis Agreement or delegate its duties hereunder to such surviving entity or purchaser which is itself a competitor or anaffiliate of
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  a competitor of the other party without prior written consent. In addition,LVGI may assign this Agreement to any person to whom it transfers all or substantially all ofits Proprietary Rights in the Games. Otherwise, neither party may assign any rights ordelegate any responsibilities under this Agreement (other than the right to receive payments)without the other party’s prior written consent, and any attempt to do so without thatconsent will be void. This Agreement will bind and inure to the benefit of the parties andtheir respective successors and permitted assigns. 11) Choice of Law. This Agreement shall be governed in all respects by the laws of theUnited States of America and the State of Nevada as such laws are applied to agreementsentered into and to be performed entirely within Nevada between Nevada residents. 12) Amendment. This Agreement may be amended or supplemented only by a writing thatrefers explicitly to this Agreement and that is signed on behalf of both parties. 13) Waiver. No waiver will be implied from conduct or failure to enforce rights. Nowaiver will be effective unless in writing signed on behalf of the party against whom thewaiver is asserted. 14) Contingencies. Neither party will have the right to claim damages or to terminatethis Agreement as a result of the other party’s failure or delay in performance due tocircumstances beyond its reasonable control, including but not limited to labor disputes,strikes, lockouts, shortages of or inability to obtain labor, energy, components, rawmaterials or supplies, war, riot, insurrection, epidemic, acts of God, or governmental actionnot the fault of the nonperforming party. 15) Severability. If any part of this Agreement is found invalid or unenforceable underany applicable law or be so held by applicable court decision, such unenforceability orinvalidity shall not render this Agreement unenforceable or invalid as a whole, and theremainder of this Agreement will remain in full force. 16) Force Majeure. Non-performance by either party (other than the payment of money)under this Agreement shall be excused to the extent that performance is rendered impossible byfire, flood, earthquake, acts of God or the public enemy or acts of the government, where aparty’s failure to perform is beyond the control and without the negligence of thenon-performing party 17) Indemnity and Release. a) Licensor agrees to indemnify and hold LVGI, its officers, employees anddirectors, harmless from and against any and all claims, actions, damages, liability,costs and expenses (including reasonable attorneys’ fees) arising from or out of; (i)any occurrence caused by the act or omission of Licensee, its customers, invitees,contractors, vendors or suppliers; (ii) any violation of any law, regulation orordinance applicable to Licensee; or (iii) any breach or violation of the terms of thisAgreement, except to the extent any of the foregoing is caused by the negligence orwillful misconduct of LVGI, its officers, employees or directors.  b) LVGI agrees to indemnify and hold Licensor, its officers, employees anddirectors harmless from and against any and all claims, actions, damages, liabilities,costs and expenses (including reasonable attorneys’ fees) arising from or relating to (i) anyoccurrence caused by the act or omission of LVGI; (ii) any violation of any law,
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   regulation or ordinance applicable to LVGI; (iii) any breach or violation of the terms ofthis Agreement, except to the extent any of the foregoing is caused by the negligence orwillful misconduct of Licensor, its officers, employees or directors.  c) All parties to this Agreement and their heirs, executors, administrators,successors and assigns, hereby release, remise, and forever discharge the State ofNevada, the Nevada Gaming Commission, the State Gaming Control Board, the NevadaAttorney General, and each of their members, agents, and employees in their individualand representative capacities, from any and all manner of actions, causes of action,suits, debts, judgments, executions, claims and demands whatsoever, known or unknown,in law or equity. Furthermore, all parties to this contract hereby agree to indemnifyand hold harmless, the State of Nevada, the Nevada Gaming Commission, the State GamingControl Board, the Nevada Attorney General, and each of their members, agents, andemployees in their individual and representative capacities from any and all claims,suits, and actions, brought by anyone associated with this Agreement.18) Fees. In any arbitration or action to enforce this Agreement, the prevailingparty will have the right to recover its costs and reasonable fees of attorneys, accountantsand other professionals, including costs and fees on appeal.19) Relationship of Parties. The parties to this Agreement are independent contractors.There is no relationship of agency, partnership, joint venture, employment or franchisebetween the parties. Neither party has the authority to bind the other or to incur anyobligation on its behalf. UCMC shall not have, and shall not represent that it has, anypower, right or authority to bind LVGI, or to assume or create any obligation orresponsibility, express or implied, on behalf of LVGI or in LVGI’s name, except as hereinexpressly permitted.20) Entire Agreement. This Agreement, including all Exhibits to this Agreement, whichare hereby incorporated by reference, represents the entire agreement between the partiesrelating to its subject matter and supersedes all prior representations, discussions,negotiations and agreements, whether written or oral.21) Compliance Committee/Licensing Approval. LVGI and UCMC acknowledge that both partieshold privileged gaming licenses. As a result, this Agreement is subject to the approval ofeach party’s compliance committee prior to and during the term of this Agreement. In theevent either party’s compliance committee determines, in its absolute discretion, that acontinued association with the other party or its agents could be detrimental to a gaminglicense the company holds, the committee may terminate this Agreement immediately upon noticeto the other party, without any liability whatsoever, except as to amounts previously accruedand owing. Additionally, this agreement and its on-going execution throughout the term aresubject to any Nevada Gaming Controls licensing approvals, if found to be applicable.     IN WITNESS WHEREOF, the parties have executed this Agreement through their duly authorizedrepresentatives as of the Effective Date set forth below. This agreement supersedes the oneexecuted previously by the parties.
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       Effective Date of this Agreement:   March 31, 2005         Las Vegas Gaming Inc.   United Coin Machine Company         /s/Russell R. Roth   /s/ J. Grant Lincoln   By: Russell R. Roth    By: J. Grant Lincoln  Its: Chief Executive Officer   Its: Chief Executive Officer  
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Exhibit A: Game Summary1. Game. The Gamblers Bonus Lottery promotional giveaway game will be offered in theform of a quick pick ticket in which players receive prizes for matching six out of sixnumbers in a random drawing of tickets between 000,000 and 999999, plus a Mega bonus ballbetween 0 and 25. Tickets will be provided to slot players at No Charge based off a definedand promoted winning hand combination that occurs during the normal course of play. Thenumber of tickets provided for each event is subject to various promotional variables (such astime of day, special event, etc.) but the slot player will not be charged for receiving theopportunity to win on a weekly prize drawing promotion. This system will track the number oftickets awarded by each location participating in the promotional giveaway(s) and reports willbe available for audit. The numbers used for the winning tickets will be based off a separateGaming approved random number controller that will draw a winning combination on a weeklybasis. The grand prize is an aggregate payout in that multiple winners split the grand prizeequally, but in all lower prizes multiple winners will receive the same award. LVGI isfinancially responsible for paying all winners. UCMC shall make the payouts for players thatcatch any six out of six numbers with the Mega bonus ball and LVGI will reimburse UCMC on amonthly basis or UCMC may deduct these payments from the amounts owed at the end of the monthfor tickets issued. The Game will award the following prizes:                                 Catch Payout 6 Sequential w/Mega Bonus Ball $1,000,000.00 6 Exact without Mega Bonus Ball $50,000.00 Any 6 with Mega Bonus Ball $25,000.00 Any 6 without Mega Bonus Ball $300.00 2. Fees: UCMC shall at the end of each month pay LVGI $1.00 for each ticketdistributed, less any payouts made for players that catch winning combinations in the priormonth by the tenth day of the month. UCMC shall provide LVGI a report which shows the numberof Licensees, tickets distributed, and payouts. LVGI shall have the right to inspect andverify winning tickets.3. Awards: In addition, to the payouts listed in the table, for the top three tierlevels the location that sells the winning ticket will receive a bonus that is to be paid outof the insurance for the Game and/or the proceeds of the system by LVGI. The location bonusesfor the system will be set at: a. 6 Sequential with Mega Bonus Ball: $25,000 total, to be splitbetween locations if more than one winning ticket is awarded for the same drawing.This payment will be the responsibility of LVGI.  b. 6 Exact without Mega Bonus Ball: $5,000/event, such that ifmultiple award tickets occur for the same drawing each location issuing a winningticket would receive this amount. These payments will be the responsibility ofLVGI.
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 c. Any 6 with Mega Bonus Ball: $2,000/event, such that ifmultiple award tickets occur for the same drawing each location issuing a winningticket would receive this amount. These payments will be the responsibility ofLVGI.Effective Date of this Agreement:            March 31, 2005   Las Vegas Gaming Inc. United Coin Machine Company   /s/ Russell R. Roth /s/ J. Grant LincolnBy: Russell R. Roth By: J. Grant LincolnIts: President Its: Chief Executive Officer
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