<PAGE>


                      SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D.C., 20549
                                  FORM 10-Q/A

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
    OF 1934

    FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1998.

                               OR

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

                         COMMISSION FILE NUMBER 1-11853


                              ARGOSY GAMING COMPANY
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


          DELAWARE                                              37-1304247
(STATE OR OTHER JURISDICTION                                 (I.R.S. EMPLOYER
     OF INCORPORATION)                                      IDENTIFICATION NO.)
                               219 PIASA STREET
                            ALTON, ILLINOIS 62002
                               (618) 474-7500
           (ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING
              AREA CODE, OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)

 Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.     Yes [ X ]    No [  ]

                     APPLICABLE ONLY TO CORPORATE ISSUERS:

 Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date:  24,498,333 shares of Common
Stock, $.01 par value per share, as of August 13, 1998.


                AMENDING PART I ITEM 2 -- MANAGEMENT'S DISCUSSION AND
              ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

<PAGE>

                               TABLE OF CONTENTS


                                    PART I




Item 2  Management's Discussion and Analysis of Financial Condition and
        Results of Operations                                                 1
<PAGE>


                             ARGOSY GAMING COMPANY
               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS


OVERVIEW

     The Company opened its first riverboat casino, the Alton Belle Casino, in
Alton, Illinois in September 1991.  Subsequently, the Company opened the Argosy
Casino in Riverside, Missouri in June 1994; the Belle of Baton Rouge in Baton
Rouge, Louisiana in September 1994; and the Belle of Sioux City in Sioux City,
Iowa in October 1994.  In addition, the Company, through its 57.5% equity
interest in Indiana Gaming Company, L.P., opened a temporary casino in
Lawrenceburg, Indiana on December 10, 1996, and opened the permanent pavilion
on December 10, 1997.

     The Company's results of operations for the six and three months ended
June 30, 1998 were favorably impacted by improved performance at Lawrenceburg
due to the opening of the permanent pavilion in December of 1997, and by
improved performance in Alton and Sioux City due to focused marketing efforts
and operating efficiencies.  The Company's results of operations were adversely
affected by increased competition at the Riverside property and by a market
decline in Baton Rouge due to increased competition from other gaming
opportunities in nearby locations. Under the terms of the development agreement
with the City of Baton Rouge the Company is required to pay a head tax of $2.50
per passenger until such time as the Company commences construction on a hotel
near the Company's facility.  Once construction commences on the hotel the head
tax ceases and the Company would save approximately $3.5 million annually.  The
Company is in negotiations with several developers pertaining to the
construction of a hotel.  While the Company believes it will structure an
agreement for the development of the hotel, no assurances can be given as to
the timing of the development of a hotel or as to the required financial
commitment of the Company with respect to the development of a hotel.  The
Company's ability to recover the carrying amount of the long-lived assets of
its Baton Rouge operations is dependent on several things including achieving
anticipated operating results, the competitive environment, and the hotel
development, which would stop the $2.50 incremental head tax.  If the Company
is unable to develop the hotel or if the Company's operating results do not
improve through cost efficiencies or following the elimination of video poker
at competing outlets, management's evaluation of recoverability could change
and the Company could take a charge amounting to a substantial portion of the
$115 million of Baton Rouge investment.

     These factors have resulted in the Company reporting increased revenues
and operating income at Lawrenceburg, Alton and Sioux City and decreased
operating income at Riverside for the six and three months ended June 30, 1998.
Baton Rouge reported decreased revenues and increased operating losses for the
six months ended June 30, 1998 and decreased revenues and operating losses for
the three months ended June 30, 1998. The Company expects the competitive
environment in each of its markets to remain intense.

     The Company is in a net operating loss carryforward position at June 30,
1998 and, as such, the Company has not recorded any federal tax benefits on its
1998 and 1997 operating losses due to the uncertainty of realization.


                                      1
<PAGE>


                             ARGOSY GAMING COMPANY
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS
                                  (CONTINUED)

<TABLE>
<CAPTION>

                                     SIX MONTHS ENDED             THREE MONTHS ENDED
                                 -------------------------    -------------------------
                                  JUNE 30,       JUNE 30,       JUNE 30,      JUNE 30,
                                    1998          1997            1998         1997
                                 -----------   -----------    -----------   -----------
                                 (unaudited)   (unaudited)    (unaudited)   (unaudited)
<S>                               <C>           <C>            <C>           <C>
CASINO REVENUES
  Alton                           $ 34,317      $ 32,055       $ 17,288      $ 15,633
  Riverside                         35,355        31,667         16,996        15,217
  Baton Rouge                       24,285        26,196         12,181        13,405
  Sioux City                        10,851        10,248          5,590         5,339
  Lawrenceburg                     120,065        57,418         64,495        31,698
                                  --------      --------       --------      --------
    Total                         $224,873      $157,584       $116,550      $ 81,292
                                  --------      --------       --------      --------
                                  --------      --------       --------      --------

NET REVENUES
  Alton                           $ 36,448      $ 34,685       $ 18,390      $ 16,943
  Riverside                         37,860        34,175         18,246        16,388
  Baton Rouge                       25,543        27,644         12,839        14,131
  Sioux City                        11,306        10,739          5,829         5,607
  Lawrenceburg                     128,811        61,869         69,060        33,989
  Other                                189           892             93           451
                                  --------      --------       --------      --------
    Total                         $240,157      $170,004       $124,457      $ 87,509
                                  --------      --------       --------      --------
                                  --------      --------       --------      --------

INCOME (LOSS) FROM OPERATIONS(1) 
  Alton                           $  7,079      $  5,308       $  3,686      $  2,678
  Riverside                          1,375         2,807            761         1,163
  Baton Rouge                       (1,915)       (1,094)          (458)         (746)
  Sioux City                           792           349            528           365
  Lawrenceburg                      37,062        11,139         19,775         7,089
  Jazz                              (2,456)         (844)        (1,737)         (477)
  Corporate(3)                      (5,083)       (6,521)        (2,220)       (2,901)
  Other                             (1,813)         (327)          (945)          (65)
                                  --------      --------       --------      --------
    Total                         $ 35,041      $ 10,817       $ 19,390      $  7,106
                                  --------      --------       --------      --------
                                  --------      --------       --------      --------

EBITDA(1)(2)
  Alton                           $  9,022      $  7,417       $  4,665      $  3,767
  Riverside                          4,406         5,545          2,315         2,532
  Baton Rouge                          691         1,695            855           651
  Sioux City                         1,306           826            788           606
  Lawrenceburg                      42,981        16,529         22,813        10,021
  Jazz                              (2,673)       (1,239)        (1,851)         (693)
  Corporate(3)                      (4,670)       (5,266)        (2,013)       (2,243)
  Other                                349         1,712            121           973
                                  --------      --------       --------      --------
    Total                         $ 51,412      $ 27,219       $ 27,693      $ 15,614
                                  --------      --------       --------      --------
                                  --------      --------       --------      --------
</TABLE>

                                      2
<PAGE>


                             ARGOSY GAMING COMPANY
                MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS
                                  (CONTINUED)

(1)  Income from operations and EBITDA are presented before consideration of
     any management fee paid to the Company or intercompany rent charges in
     Baton Rouge and in the case of Sioux City and Lawrenceburg before the 30%
     and 42.5% minority interests, respectively.

(2)  "EBITDA" is defined as earnings before interest, taxes, depreciation and
     amortization and is presented before any management fees paid to Argosy.
     EBITDA should not be construed as an alternative to operating income, or
     net income (as determined in accordance with generally accepted accounting
     principles) as an indicator of the Company's operating performance, or as
     an alternative to cash flows generated by operating, investing and
     financing activities (as an indicator of cash flow or a measure of
     liquidity).  EBITDA is presented solely as a supplemental disclosure
     because management believes that it is a widely used measure of operating
     performance in the gaming industry and for companies with a significant
     amount of depreciation and amortization.  EBITDA may not be comparable to
     similarly titled measures reported by other companies.  The Company has
     other significant uses of cash flows, including capital expenditures,
     which are not reflected in EBITDA.

(3)  Excludes severance expenses of approximately $1.8 million for the six
     months ended June 30, 1997.







                                      3
<PAGE>


                             ARGOSY GAMING COMPANY
               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS
                                  (CONTINUED)


SIX MONTHS ENDED JUNE 30, 1998 COMPARED TO SIX MONTHS ENDED JUNE 30, 1997

     CASINO--Casino revenues for the six months ended June 30, 1998 increased
by $67.3 million to $224.9 million from $157.6 million for the six months ended
June 30, 1997 due primarily to a $62.7 million increase in casino revenues at
the Lawrenceburg casino, which generated total casino revenues of $120.1
million for the six months ended June 30, 1998.  The Company's other properties
reported an aggregate 5% increase in casino revenues from $100.2 to $104.8
million.  In particular, Alton casino revenues increased from $32.1 to $34.3
million, Riverside casino revenues increased from $31.7 to $35.4 million, Sioux
City casino revenues increased from $10.2 to $10.9 million offset by a decrease
in Baton Rouge casino revenues from $26.2 to $24.3 million.

     Casino expenses increased to $107.4 million for the six months ended June
30, 1998 from $79.6 million for the six months ended June 30, 1997.  This is
primarily due to an increase in Lawrenceburg casino expenses of  $25.5 million
to $50.9 million, attributable to the overall increase in Lawrenceburg casino
revenues of $62.7 million.

     ADMISSIONS--Admissions revenue increased $3.7 million to $7.2 million for
the six months ended June 30, 1998 due to an increased number of customers at
the Lawrenecburg casino.

     FOOD AND BEVERAGE--Food, beverage and other revenues increased $6.4
million to $23.6 million for the six month period ended June 30, 1998, due to
the increased casino revenues generated by the Lawrenceburg casino.  Food,
beverage and other net profit improved $0.8 million to $3.9 million for the six
months ended June 30, 1998 due primarily to the increases in customers at the
Lawrenceburg casino.

     OTHER OPERATING EXPENSES--Other operating expenses decreased $0.5 million
to $13.3 million for the six months ended June 30, 1998.

     SELLING, GENERAL AND ADMINISTRATIVE--Selling, general and administrative
expenses increased $13.1 million to $48.1 million for the six months ended June
30, 1998 due primarily to an increase of $9.9 million at Lawrenceburg relating
to expanded marketing and operating costs of the larger facility, an increase
of $1.5 million at Riverside due to expanded marketing efforts and a $1.0
million charge related to deferred lease costs at the Catfish Town real estate
project in Baton Rouge.

     DEPRECIATION AND AMORTIZATION--Depreciation and amortization remained the
same at $16.4 for the six months ended June 30, 1998 compared to the six months
ended June 30, 1997.

     INTEREST EXPENSE--Net interest expense increased $6.4 million to $26.8
million for the six months ended June 30, 1998.  The increase in interest
expense is primarily attributable to additional loans by the partners of the
Lawrenceburg casino, an equipment loan at the Indiana partnership and a
decrease of $2.1 million in the amount of interest capitalized due to the
completion of the final phase of the Lawrenceburg project.

     NET LOSS--Net loss decreased from $13.3 million for the six months ended
June 30, 1997 to $2.3 million for the six months ended June 30, 1998 due
primarily to the factors discussed above and approximately $1.8 million in
severance expenses recognized in 1997.


                                      4
<PAGE>


                             ARGOSY GAMING COMPANY
               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS
                                  (CONTINUED)


THREE MONTHS ENDED JUNE 30, 1998 COMPARED TO THREE MONTHS ENDED JUNE 30, 1997

     CASINO--Casino revenues for the three months ended June 30, 1998 increased
by $35.3 million to $116.6 million from $81.3 million for the three months
ended June 30, 1997 due primarily to a $32.8 million increase in casino
revenues at the Lawrenceburg casino, which generated total casino revenues of
$64.5 million for the three months ended June 30, 1998.  The Company's other
properties reported an aggregate 5% increase in casino revenues from $49.6 to
$52.1 million.  In particular, Alton casino revenues increased from $15.6 to
$17.3 million, Riverside casino revenues increased from $15.2 to $17.0 million,
Sioux City casino revenues increased from $5.3 to $5.6 million offset by a
decrease in Baton Rouge casino revenues from $13.4 to $12.2 million.

     Casino expenses increased to $54.7 million for the three months ended June
30, 1998 from $40.4 million for the three months ended June 30, 1997.  This
increase is primarily due to increased Lawrenceburg casino expenses of  $13.3
million to $26.9 million attributable to the overall increase in Lawrenceburg
casino revenues of $32.8 million.

     ADMISSIONS--Admissions revenue increased $2.1 millions to $4.0 million for
the three months ended June 30, 1998 due to an increase in the number of
customers at the Lawrenceburg casino.

     FOOD AND BEVERAGE--Food, beverage and other revenues increased $3.6
million to $12.4 million for the three month period ended June 30, 1998, due to
the increased casino revenues generated by the Lawrenceburg casino.  Food,
beverage and other net profit improved $0.4 million to $2.0 million for the
three months ended June 30, 1998 due primarily to the increases in customers at
the Lawrenceburg casino.

     OTHER OPERATING EXPENSES--Other operating expenses remained approximately
the same at $6.7 million for the three months ended June 30, 1998 compared to
the three months ended June 30, 1997.

     SELLING, GENERAL AND ADMINISTRATIVE--Selling, general and administrative
expenses increased $7.4 million to $24.8 million for the three months ended
June 30, 1998 due primarily to an increase of $6.0 million at Lawrenceburg
relating to expanded marketing and operating costs of the larger facility and a
$1.0 million charge related to deferred lease costs at the Catfish Town real
estate project in Baton Rouge.

     DEPRECIATION AND AMORTIZATION--Depreciation and amortization decreased
$0.2 million from $8.5 million for the three months ended June 30, 1997 to $8.3
million for the three months ended June 30, 1998.

     INTEREST EXPENSE--Net interest expense increased $3.5 million to $13.4
million for the three months ended June 30, 1998.  The increase in interest
expense is primarily attributable to additional loans by the partners of the
Lawrenceburg casino, an equipment loan at the Indiana partnership and a
decrease of 1.5 million in the amount of interest capitalized due to the
completion of the final phase of the Lawrenceburg project.


                                      5
<PAGE>


                             ARGOSY GAMING COMPANY
               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS
                                  (CONTINUED)

COMPETITION

     The Company's Alton Casino faces competition from four other riverboat
casino facilities currently operating in the St. Louis area and expects the
level of competition to remain intense in the future.  The most recent casino
complex to open includes two independently owned facilities, each of which
operate two dockside vessels.  This casino complex, which increased gaming
capacity in St. Louis by approximately 50%, opened in March of 1997.  The
Company's Riverside Casino currently faces competition from three casino
companies in the Kansas City area that offer dockside gaming, two of which
offer two gaming vessels each.  Until July 1998, there was an additional
competitor in the Kansas City market which recently closed their facility.  The
Company's Baton Rouge Casino faces competition from one casino located in
downtown Baton Rouge, a nearby native American casino and multiple casinos
throughout Louisiana.  Currently, the Company faces competition in Sioux City,
Iowa, from two land-based Native American casinos, slot machines at a pari-
mutual race track in Council Bluffs, Iowa and from two riverboat casinos in the
Council Bluffs, Iowa/Omaha, Nebraska market.  The Indiana Partnership faces
competition from one other riverboat casino in the Cincinnati market, which
opened in October 1996.  There could be further unanticipated competition in
any market which the Company operates as a result of legislative changes or
other events.  The Company expects each market in which it participates, both
current and prospective, to be highly competitive.

LIQUIDITY AND CAPITAL RESOURCES

     In the six months ended June 30, 1998, the Company generated cash flows
from operating activities of $33.1 million compared to $16.5 million for the
same period in 1997.  Cash flow from operating activities  increased by $25.7
million for the six months ended June 30, 1998 over the same period in 1997
when the effect of  an income tax receivable of $9.1 million for 1997 is
excluded from total 1997 cash flows.  This increase is attributable to the
opening of the Lawrenceburg permanent pavilion in December 1997 as well as
increased cash flows from the Company's Alton and Sioux City properties.

     In the six months ended June 30, 1998, the Company used cash flows for
investing activities of $15.9 million versus $31.9 million for the six months
ended June 30, 1997.  The primary use of funds in both periods was the
investment in the construction of the Lawrenceburg facility.  Overall capital
expenditures have decreased between periods reflecting the substantial
completion of the Lawrenceburg casino.

     During the six months ended June 30, 1998, the Company used $11.2 million
in cash flows for financing activities compared to generating $22.2 million of
cash flows from financing activities for the same period in 1997.  The uses of
cash flows in 1998 were to repay loans related to the Company's Lawrenceburg
casino, and for payments on installment contracts and other long-term debt
offset by the net proceeds of $7.4 million from the sale of Preferred Stock and
Warrants in June 1998.  In 1997, the Company had net proceeds from partnership
loans of $26.1 million, offset by payments on long-term debt and installment
contracts of $3.2 million.

     As of June 30, 1998, the Company had approximately $65.3 million of cash,
cash equivalents, and marketable securities, including approximately  $29.8
million held at the Indiana Partnership.  Approximately $7.9 million of the
cash held at the Indiana Partnership is expected to be used towards the
completion of the Lawrenceburg project.  In addition, the Company had $14.0 of
restricted cash, $10.9 million of which is in a disbursement account to be used
to fund the Company's portion of the remaining Lawrenceburg construction costs
and which cannot be used for any other purpose.  In addition to the
disbursement account, the Indiana Partnership has placed approximately $3.1
million in an escrow account representing unbilled construction costs


                                      6
<PAGE>


                             ARGOSY GAMING COMPANY
               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS
                                  (CONTINUED)


of the permanent Lawrenceburg facility.  The Company has outstanding $235
million of First Mortgage Notes which were issued in June 1996 and are due June
2004.  Additionally, the Company has outstanding $115 million of Convertible
Subordinated Notes outstanding which were issued in June 1994 and are due June
2001.

  In June 1998, the Company issued $8 million of Convertible Preferred Stock
together with Warrants to purchase an additional 292,612 shares of Common
Stock.  The Preferred Shares provide for a 4% dividend per annum, payable in
cash or in kind at the time of conversion or maturity at the Company's option.
The Convertible Preferred Shares mature in seven years and the Company has the
right for force conversion and/or redeem the Holder at maturity.  The Warrants
expire in five years.  The Convertible Preferred Shares are puttable to the
Company for cash if certain triggering events occur.  This transaction provides
for put and call options which, subject to certain restrictions and
limitations, allows for up to an additional $8.0 million of Convertible
Preferred Shares and Warrants to be issued.

  The Company estimates that the total construction costs of the Lawrenceburg
casino and entertainment project will approximate $228 million (excluding
capitalized interest).  This forward looking statement involves certain risks
and uncertainties and this amount is subject to numerous factors including
weather and other construction risks.  As of June 30, 1998, approximately $210
million has been contributed to the partnership for the project by all
partners.  The remaining Lawrenceburg construction costs will be funded from
cash on hand in Lawrenceburg and from the Company from the disbursement account
under provisions of the partnership agreement, as Conseco has fulfilled its
funding obligation as of June 30, 1998.  The Company expects that the
restricted cash on hand at June 30, 1998, together with the $7.9 remaining
proceeds from the equipment financing, will be sufficient to complete the
Lawrenceburg project.

  As a result of its June 1995 acquisition of Jazz, the Company is now the
developer of the Catfish Town real estate project in Baton Rouge, Louisiana.
The Company estimates that the completion of the Catfish Town project will cost
an additional $2 to $5 million (primarily tenant allowance) as of June 30,
1998.  Further, if a Predecessor entity of the Company's  status as an S-
Corporation, which has been asserted as an issue by the IRS during an ongoing
audit, is successfully challenged, the Company currently estimates that it
would require up to approximately $12.9 million (excluding penalties) to fund
the potential income tax liability.

  The Company believes that cash on hand will be sufficient to fund its current
capital expenditure obligations, including the completion of the permanent
Lawrenceburg casino development, debt service obligations and operating
requirements during the next twelve months. However, the Company's ability to
meet its operating and debt service requirements, is substantially dependent
upon the success of the Lawrenceburg casino.  If events that negatively impact
its sources or uses of cash, such as a significant deterioration in the
operating results of the Company's casino properties particularly in
Lawrenceburg, or an adverse IRS ruling, the Company may be unable to meet
future debt service payments without obtaining additional debt or additional
equity financing or without the disposition of assets.  No assurance can be
given that the Company would be able to obtain such additional financing on
suitable terms or sell assets on favorable terms, if required.  In light of the
foregoing, the Company recently issued the $8 million of Convertible Preferred
Stock, mentioned above, and is considering various other long-term options with
respect to the Company's capital structure, including additional financings and
asset dispositions.


                                      7
<PAGE>


                             ARGOSY GAMING COMPANY
               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS
                                  (CONTINUED)

YEAR 2000

  The Company has determined that it will need to modify or replace significant
portions of its software so that its computer systems will function properly
with respect to dates in the Year 2000 and beyond.  As the Company is dependent
on third party software for all of its major applications the Company has
initiated discussions with its significant software vendors and financial
institutions to ensure that those parties have appropriate plans to remediate
Year 2000 issues.  Through these discussions, the Company has determined that
all of the systems that are critical to the Company's operations are either
2000 compliant or that 2000 compliant versions exist that can be implemented by
the Company.

  The next phase in the Company's efforts will be to plan for and implement the
Year 2000 versions of the software into the Company's systems.  The Company has
a June 1999 target date to complete its implementation efforts.

  As of June 30, 1998, the Company has incurred less than $25,000 of costs
related to Year 2000 issues.  The Company estimates it will incur less than
$250,000 in future expenses to ensure all systems will function properly with
respect to dates in the Year 2000.  These expenses are not expected to have a
material impact on the financial position, cash flow or operations of the
Company.


CAUTIONARY STATEMENTS FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE
PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

  THIS REPORT CONTAINS FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF THE
PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995.  WHEN USED IN THIS DOCUMENT,
THE WORDS "ANTICIPATE", "BELIEVE", "ESTIMATE" AND "EXPECT" AND SIMILAR
EXPRESSIONS ARE GENERALLY INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS.
INVESTORS ARE CAUTIONED THAT ANY FORWARD-LOOKING STATEMENTS, INCLUDING THOSE
REGARDING THE INTENT, BELIEF OR CURRENT EXPECTATIONS OF THE COMPANY OR ITS
MANAGEMENT, ARE NOT GUARANTEES OF FUTURE PERFORMANCE AND INVOLVE RISKS AND
UNCERTAINTIES, AND THAT ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE IN THE
FORWARD-LOOKING STATEMENTS AS A  RESULT OF VARIOUS FACTORS INCLUDING, BUT NOT
LIMITED TO, (I) GENERAL ECONOMIC CONDITIONS IN THE MARKETS IN WHICH THE COMPANY
OPERATES, (II) INCREASED COMPETITIVE PRESSURES IN THE MARKETS IN WHICH THE
COMPANY OPERATES, (III) THE EFFECT OF FUTURE LEGISLATION OR REGULATORY CHANGES
ON THE COMPANY'S OPERATIONS, AND (IV) OTHER RISKS DETAILED FROM TIME TO TIME IN
THE COMPANY'S SECURITIES AND EXCHANGE COMMISSION FILINGS.  THE COMPANY DOES NOT
INTEND TO UPDATE THESE FORWARD-LOOKING STATEMENTS.





                                      8
<PAGE>


                             ARGOSY GAMING COMPANY
                                  SIGNATURES



     Pursuant to the requirement 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.




Date: October 1, 1998          /s/   Dale R. Black
                               -------------------------------------------
                               Dale R. Black
                               Vice President-Chief  Financial Officer
                               (Principal Accounting Officer)









                                      9