Exhibit 10.1

EXECUTION COPY

THIRD AMENDMENT dated as of October 13, 2009 (this “ Amendment ”), to the Credit Agreement dated as of June 9, 2008, (as amended, supplemented or otherwise modified from time to time, the “ Credit Agreement ”), among SCIENTIFIC GAMES INTERNATIONAL, INC., a Delaware corporation (the “ Borrower ”), SCIENTIFIC GAMES CORPORATION, a Delaware corporation (“ Holdings ”), the several lenders from time to time party thereto and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “ Administrative Agent ”).

WHEREAS:

A.                                    Unless otherwise noted herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement.

B.                                      The Borrower has requested that the Administrative Agent and the Lenders amend certain provisions of the Credit Agreement.

C.                                      The Administrative Agent and the undersigned Lenders are willing to amend certain provisions of the Credit Agreement, all on the terms and conditions hereinafter set forth.

NOW, THEREFORE, in consideration of the above recitals and the covenants and conditions hereinafter set forth, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, each of Holdings, the Borrower, the Administrative Agent and the undersigned Lenders hereby agree as follows:

SECTION 1.  Amendments to Credit Agreement .  The Credit Agreement is hereby amended as follows:

(a)  Section 1.1 of the Credit Agreement is hereby amended by revising the definition of “Permitted Additional Senior Indebtedness” by replacing the word “five”