UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                 ---------------

                                    FORM 8-K

              CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

       Date of Report (Date of Earliest Event Reported) February 26, 2004

                           COMMISSION FILE NO. 0-22191

                        LOTTERY & WAGERING SOLUTIONS INC.
                (Name of Registrant as Specified in its Charter)

                Delaware                               IRS NO. 65-0675901
(State or Other Jurisdiction of Incorporation)   (IRS Employer Identification)

           8201 PETERS ROAD, SUITE 1000, FT. LAUDERDALE, FLORIDA 33324
                    (Address of Principal Executive Offices)

                                 (954) 916-2610
              (Registrant's telephone number, Including Area Code)

                                 ---------------


<PAGE>

ITEM 4. Changes in Registrant's Certifying Accountant.

         (a)
                  (i) The Company has been informed that the accounting firm
which was previously engaged as the principal accountant to audit the financial
statements of the Company, Spear, Safer, Harmon & Co., has determined to
withdraw from practicing before the Securities and Exchange Commission, and has
accordingly resigned as the Company's accountant.

                  (ii) No report on the financial statements of the Company for
either of the last two years contained an adverse opinion or a disclaimer of
opinion or was qualified or modified as to uncertainty, audit scope, or
accounting principles.

                  (iii) The decision to retain new accountants was approved by
the Board of Directors of the Company.

                  (iv) During the two most recent fiscal years of the Company,
and the subsequent interim period, there were no disagreements with Spear,
Safer, Harmon & Co. on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, which
disagreements, if not resolved to the satisfaction of Spear, Safer, Harmon &
Co., would have caused it to make reference to the subject matter of the
disagreement(s) in connection with its report.

         (b) Effective February 26, 2004, the Company engaged the firm of
Berkovits, Lago & Company LLP as its new principal accountant to audit its
financial statements. Prior to engaging Berkovits, Lago & Company LLP, neither
the Company nor anyone on its behalf consulted such firm regarding (i) the
application of accounting principles to a specified transaction, either
completed or proposed; or the type of audit opinion that might be rendered on
the Company's financial statements, or (ii) any matter that was the subject of a
"disagreement" or a "reportable event" as those terms are described in Item 304
of Regulation S-K.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.

Exhibit No.                  Description

16              Letter to the Securities and Exchange Commission dated
                February 27, 2004 of Spear, Safer, Harmon & Co.


<PAGE>

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                         LOTTERY & WAGERING SOLUTIONS INC.


Date: February 26, 2004                  By: s/ Miles R. Greenberg
                                             ----------------------
                                             Chief Financial Officer



<PAGE>

                                INDEX TO EXHIBITS

Exhibit No.                             Description

16                 Letter to the Securities and Exchange Commission dated
                   February 27, 2004 of Spear, Safer, Harmon & Co.
[{"type": "8-K", "sequence": "1", "filename": "s15-4300_8k.txt", "description": "FORM 8-K", "secsgml_size_bytes": 4009}]
{"company-data": {"conformed-name": "LOTTERY & WAGERING SOLUTIONS INC", "cik": "0001026671", "assigned-sic": "7990", "irs-number": "650675901", "state-of-incorporation": "DE", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-22191", "film-number": "04642192"}, "business-address": {"street1": "9130 S DADELAND BLVD", "street2": "STE 1602", "city": "MIAMI", "state": "FL", "zip": "33156", "phone": "3054443888"}, "mail-address": {"street1": "9130 S DADELAND BLVD", "street2": "STE 1602", "city": "MIAMI", "state": "FL", "zip": "33156"}, "former-company": [{"former-conformed-name": "CCA COMPANIES INC", "date-changed": "19980617"}, {"former-conformed-name": "CONSERVER CORP OF AMERICA", "date-changed": "19961107"}]}
UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                 ---------------

                                    FORM 8-K

              CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

       Date of Report (Date of Earliest Event Reported) February 26, 2004

                           COMMISSION FILE NO. 0-22191

                        LOTTERY & WAGERING SOLUTIONS INC.
                (Name of Registrant as Specified in its Charter)

                Delaware                               IRS NO. 65-0675901
(State or Other Jurisdiction of Incorporation)   (IRS Employer Identification)

           8201 PETERS ROAD, SUITE 1000, FT. LAUDERDALE, FLORIDA 33324
                    (Address of Principal Executive Offices)

                                 (954) 916-2610
              (Registrant's telephone number, Including Area Code)

                                 ---------------
ITEM 4. Changes in Registrant's Certifying Accountant.

         (a)
                  (i) The Company has been informed that the accounting firm
which was previously engaged as the principal accountant to audit the financial
statements of the Company, Spear, Safer, Harmon & Co., has determined to
withdraw from practicing before the Securities and Exchange Commission, and has
accordingly resigned as the Company's accountant.

                  (ii) No report on the financial statements of the Company for
either of the last two years contained an adverse opinion or a disclaimer of
opinion or was qualified or modified as to uncertainty, audit scope, or
accounting principles.

                  (iii) The decision to retain new accountants was approved by
the Board of Directors of the Company.

                  (iv) During the two most recent fiscal years of the Company,
and the subsequent interim period, there were no disagreements with Spear,
Safer, Harmon & Co. on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, which
disagreements, if not resolved to the satisfaction of Spear, Safer, Harmon &
Co., would have caused it to make reference to the subject matter of the
disagreement(s) in connection with its report.

         (b) Effective February 26, 2004, the Company engaged the firm of
Berkovits, Lago & Company LLP as its new principal accountant to audit its
financial statements. Prior to engaging Berkovits, Lago & Company LLP, neither
the Company nor anyone on its behalf consulted such firm regarding (i) the
application of accounting principles to a specified transaction, either
completed or proposed; or the type of audit opinion that might be rendered on
the Company's financial statements, or (ii) any matter that was the subject of a
"disagreement" or a "reportable event" as those terms are described in Item 304
of Regulation S-K.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.

Exhibit No.                  Description

16              Letter to the Securities and Exchange Commission dated
                February 27, 2004 of Spear, Safer, Harmon & Co.
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                         LOTTERY & WAGERING SOLUTIONS INC.

Date: February 26, 2004                  By: s/ Miles R. Greenberg
                                             ----------------------
                                             Chief Financial Officer
INDEX TO EXHIBITS

Exhibit No.                             Description

16                 Letter to the Securities and Exchange Commission dated
                   February 27, 2004 of Spear, Safer, Harmon & Co.