Conversion of ADRs

World Gaming PLC
18 August 2005


                                                                  18 AUGUST 2005


                                World Gaming Plc
                       ('World Gaming' or 'the Company')

                  Conversion of ADRs to CREST Ordinary Shares

Background

In accordance with the resolutions passed at the EGM of World Gaming plc on 7
April 2005, the Company was admitted to the Alternative Investment Market of the
London Stock Exchange ('AIM') on 17 May 2005. At that time, the Company also
conducted a fundraising by means of a placement of newly issued Ordinary Shares
of the Company with institutional investors in the United Kingdom ('UK').

ADR holders can continue to trade their ADRs on the NASDAQ Bulletin Board using
the existing arrangements with the Company's US registrar, Continental Trust &
Stock Company ('Continental'). Shareholders that hold Ordinary Shares can trade
only on AIM and cannot convert their Ordinary Shares to ADRs.

The Company's management has now put in place an arrangement whereby ADR holders
can convert some or all of their ADRs to Ordinary Shares and, subject to
applicable securities law, can sell those shares on AIM.

This notice outlines that arrangement. Please read it carefully and contact your
licensed investment advisor or broker for advice in this regard. You also are
advised to consult with your tax advisors with respect to the tax consequences
of any conversion of your ADRs into Ordinary Shares, and with your legal
advisors with respect to compliance with applicable securities and other laws.

This notice is not investment advice whether you should or should not convert
your ADRs to Ordinary Shares and is provided for informational purposes only.
The Company makes no recommendation as to whether any shareholder should convert
his or her ADRs into Ordinary Shares.

Nothing herein shall be deemed to alter or amend the terms or conditions of the
Company's American Depositary Receipts or the Deposit Agreement dated March 21,
2001 among the Company, Continental and the holders of the Company's ADRs.

UK Share trading

In the UK, shares of AIM listed companies are traded on an electronic exchange
called CREST. The operator of CREST ('CRESTCO') does this through matching CREST
electronic messages, without transfer of physical share certificates (i.e., in a
de-materialised form) by an adjustment in the share register by the Company's UK
registrar, Capita Registrars ('Capita') and a payment by the buyer to the seller
through CRESTCO and the relevant brokers. The seller of shares instructs his/her
UK broker to sell shares through CREST and receives the sale price (less
commission), and similarly a buyer of shares instructs his/her UK broker to buy
shares and pays the relevant price to that broker.

Alternatively, ADR holders that choose to cancel their ADRs in exchange for
Ordinary Shares of the Company to be traded on AIM may prefer that their
Ordinary Shares be registered by way of paper certificates. There are, however,
significant disadvantages in dealing with the shares in paper form. Shareholders
that hold paper share certificates are unable to trade and settle electronically
- in the same way as the wholesale investor - and when they sell they may have
to wait longer to receive the proceeds. Moreover, if those certificates are
lost, stolen or destroyed there is a lengthy and often costly route to follow to
obtain replacements - during which time the shareholder may be unable to sell
the shares.

If a shareholder wishes to deal with his/her shareholding electronically through
CREST he/she will need to notify Continental of his/her broker and their CREST
participant ID number and account information so that the Ordinary Shares can be
registered in electronic form.

However, before any CREST trading can occur, the ADRs must be converted to CREST
shares held by Capita.

Transfer from ADR to CREST

The beneficial ADR holder will advise Continental that he/she requests to move
his/her holding to Ordinary Shares by delivering the ADRs via electronic
delivery (DWAC) or physical delivery to be cancelled, completing the form below
and by first paying the transfer fee (see Form 1) to Continental. Continental
then: (a) instructs their agent in the UK to transfer the Ordinary Shares via
CREST to the holder's broker and (b) then cancels the relevant number of ADRs.

No Transfer from CREST to ADR

US securities law does not permit the sale in the US of any Ordinary Shares
unless they have been registered or otherwise are exempt from registration.
CREST shares are dematerialised and do not permit any identification of where
the Ordinary Shares were initially created. As a result, once ADRs are converted
to Ordinary Shares, it will not be possible to convert them back to ADRs.

Costs

Part of the cost to you for this conversion from ADRs to Ordinary Shares is $75
per transfer (irrespective of size) payable to Continental, which must be
received by Continental prior to the conversion being processed. You should
speak to your licensed investment advisor or broker to understand all other fees
that may be incurred in this process.

US Securities Act Notice

The Ordinary Shares issued in connection with the Company's recent placement
have not been registered under the United States Securities Act of 1933 (the
'Securities Act') and may not be offered or sold in the United States or to U.S.
persons (as such term is defined in Regulation S under the Securities Act)
unless the shares are registered under the Securities Act, or an exemption from
the registration requirements of the Securities Act is available.

Enquiries:

World Gaming plc                                            Tel. [phone]
Daniel Moran, Chief Executive

Daniel Stewart Securities                                     Tel. [phone]
Ruari McGirr

Bishopsgate Communications Limited                            Tel: [phone]
Maxine Barnes
Dominic Barretto

The Ordinary Shares have not been and will not be registered under the U.S.
Securities Act of 1933 (the 'Securities Act') and may not be offered or sold in
the United States or to a U.S. person (as such term is defined in Regulations S
under the Securities Act) absent registration or an applicable exemption from
registration under the Securities Act.



                                     Form 1

                                World Gaming Plc

                       Conversion of ADRs to CREST shares

Continental Stock Transfer & Trust
17 Battery Place, 8th Fl
New York, NY 10004

Fax: [phone]
Phone Number [phone]

Attention Mr. R. Bernhammer


Gentlemen:

We are requesting that you convert ________ ADRs to Ordinary Shares.

We understand that the Ordinary Shares can not be reconverted back to ADRs.

The broker submitting the ADRs through the DWAC system submits the following:

Broker's name:    ______________________________________

Broker's DTC No.: ______________________________________

Number of ADRs:   ______________________________________

Upon cancellation of the ADRs please forward the Ordinary Shares to the
following broker:

Broker Name:              ______________________________________

CREST Participant ID:     ______________________________________

Shareholder Acct. Number: ______________________________________

I agree to pay Continental the sum of $75 (In Certified Cheque or Bank Draft)
for this transfer prior to the transfer being processed, which payment is
enclosed herewith.

Signature:                _____________________________

Name:                     _____________________________

Address:                  _____________________________
                          
                          _____________________________

Phone:                    _____________________________

Fax:                      _____________________________
 
E-mail:                   _____________________________

Date:                     _____________________________






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