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Autotote to Commence Tender Offer and Consent Solicitation

24 July 2000

NEW YORK, New York--(Press Release)--July 24, 2000--Autotote Corporation (ASE:TTE) announced today that it is commencing a tender offer and consent solicitation relating to all of its $110,000,000 aggregate principal amount of outstanding 10-7/8% Series B Senior Notes Due 2004 (the ``Notes'').

In connection with the tender offer, the Company is also soliciting consents to certain amendments (the ``Proposed Amendments'') to the indenture under which the Notes were issued (the ``Indenture'').

As described in more detail in the Offer to Purchase and Consent Solicitation Statement dated July 24, 2000, the total consideration for each $1,000 principal amount of Notes tendered and accepted for payment pursuant to the tender offer will be an amount equal to (a) the present value of a Note in the principal amount of $1,000 using the redemption price of the Notes (105.438% of the principal amount thereof) on the earliest redemption date (August 1, 2001) on the basis of a yield to the earliest redemption date equal to the sum of (i) the yield of the applicable reference security (5-1/2% U.S.

Treasury Note due July 31, 2001), as calculated by the Dealer Manager in accordance with standard market practice, plus (ii) 50 basis points (such price being rounded to the nearest cent per $1,000 principal amount of Notes), plus (b) accrued interest payable on the Notes to (but not including) the payment date.

This amount includes a consent payment equal to $25.00 per $1,000 principal amount of the Notes purchased that will be paid only for tendered Notes for which consents have been validly delivered and not revoked prior to 12:00 midnight, New York City time, on the later of August 4, 2000, or the first date on which the requisite consents for amending the Indenture (the ``Requisite Consents'') have been obtained. The tender offer will terminate at 9:00 A.M., New York City time, on Monday, August 21, 2000, unless extended.

The tender offer and consent solicitation are being made in connection with the proposed acquisition (the ``Scientific Games Acquisition'') by the Company of Scientific Games Holdings Corp. (``Scientific Games''). The purpose of the tender offer is to acquire all of the Notes.

The purpose of the consent solicitation and the Proposed Amendments is to eliminate substantially all of the restrictive covenants and certain related provisions contained in the Indenture, except that the purpose of certain interim amendments (the ``Interim Amendments'') included in the Proposed Amendments is to permit, prior to the time that other Proposed Amendments become operative, the Company to incur up to $200 million of indebtedness (the ``New Indebtedness'') intended to be used, together with the proceeds of borrowings under senior secured credit facilities and of a proposed issuance of convertible preferred stock and available cash on hand, to finance (w) the tender offer and the consent payments, (x) repayment of substantially all other existing indebtedness of the Company and Scientific Games (other than the Company's convertible subordinated debentures), (y) the cost of the Scientific Games Acquisition and (z) other costs and expenses in connection with the foregoing.

An amount not less than the net proceeds to the Company of the New Indebtedness will initially be held in escrow and will not be used until the consummation of the Scientific Games Acquisition and the acceptance for payment of Notes, the tender of which represents the Requisite Consents, pursuant to the tender offer, except that, if the tender offer is terminated or withdrawn prior to acceptance for payment of any Notes, the amount held in escrow will be used, together (if necessary) with other available funds, to redeem or repay the New Indebtedness at a redemption or repayment price not in excess of 101% of the principal amount thereof plus accrued and unpaid interest thereon to the date of redemption or repayment.

The tender offer is conditioned upon, among other things, consummation of the Scientific Games Acquisition and the satisfaction of an amendment condition and a financing condition, each as described in more detail in the Offer to Purchase and Consent Solicitation Statement.

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