GTECH Holdings Corp.

55 Technology Way
West Greenwich, R.I. 02817
401-392-1000; fax 401-392-1234
E-mail: shareowner-svcs@email.bony.com

GTECH, the sometimes controversial online lottery company, operates or supplies
28 of the 38 online lottery authorities in the United States and has agreements
to operate or supply 54 of the 94 online lotteries internationally. The company,
in its annual report, noted increased competition for online business. Recently
the company announced its Polish subsidiary, Gryteck, had signed a new 11-year
agreement with Totalizator Sporowy, a government owned lottery organization in
Warsaw. The company said the contract is valued at some $110 million.

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Stock Information
Exchange: NYSE
Symbol: GTK
Annual meeting: July 9, 2001
Shares of common stock outstanding as of June 8, 2001: 29,400,000
Stock price as of Friday, June 8, 2001: $37.42
Market value as of Friday, June 8, 2001: $1,100,148,000
12-month high stock price: $38.90
12-month low stock price: $15.38

Operating Results

Directors

Howard S. Cohen 54, director since 2001, president and chief executive
officer of the company. Shares: 30,000

Robert M. Dewey, 69, director since 1995, retired, senior advisor, Donaldson,
Lufkin & Jenrette, investment bankers. Shares: 65,379

Philip R. Lochner, Jr., 58, director since 2001, director and consultant.
Shares: 0

Burnett W. Donoho, 61, director since 1992, consultant, formerly was president
and chief executive officer of Wellbridge Co., an operator of health clubs. Shares:
49,067

The Rt. Hon. Sir Jeremy Hanley KCMG, 55, director since 2001, member, European
Advisory Board of Credit Lyonnais, the French bank. Shares: 0

Lt. Gen. (Ret.) Emmett, Paige, Jr., 70, director since 1997, president
and chief operating officer of OAO Corp., a systems engineering and information
systems and services company. Shares: 35,165

Anthony Ruys, 53, director since 1996, vice chairman of the executive board
of Heineken N.V., a Netherlands-based international brewery group. Shares: 44,240

W. Bruce Turner, 41, director since 1999, was elected non-executive chairman
of the board on July 2000, but subsequently served as the company’s acting chief
executive officer. Shares: 102,564

Directors’ fees
Non-employee directors receive an annual retainer of $30,000, plus $1,000 per
day (other than a day on which there is a board meeting) for attending committee
meetings, other meetings or functions, plus $1,000 whenever a director spent five
hours or more on any day — other than those days previously mentioned — for
company business. Some directors also received additional compensation for special
services, including $63,000 to Turner in his role as acting CEO; Dewey, $7,000;
Donoho, $6,000; Lord Moore, $5,000; General Paige, $7,000; Ruys, $2,000.

Institutional ownership
Barclays Bank Plc, 3,286,377 shares;
Snyder Capital Management, 2,117,600 shares;
Tiger Management Corp., 1,067,455 shares.

Executive compensation

(1) In July 2000, O’Connor’s employment with the company was terminated, and
he received a lump sum payment of $8,748,785, immediate vesting in full of all
unvested stock options (287,500 shares), and other considerations.

Exercised stock options

Source: Proxy statement, annual report, quarterly reports, and other PBN
research