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EXHIBIT 10.2




AMERISTAR CASINOS, INC.

2006 ANNUAL BONUS PROGRAM

FOR CORPORATE SENIOR MANAGEMENT




Adopted by the Compensation Committee

of the Board of Directors

March 30, 2006




          This 2006 Annual Bonus Program for Corporate Senior Management (this “Program”) is
being adopted by the Compensation Committee (the “Compensation Committee”) of the Board of
Directors of Ameristar Casinos, Inc. (the “Company”) to provide a more direct alignment
between the annual bonus compensation payable to the Company’s Corporate Senior Management
personnel (as defined below) and the Company’s performance. The Company’s EBITDA (as defined
below) is being used to measure Company performance because it is a widely-used measure of
performance in the gaming industry and is used internally by management to measure the Company’s
operating performance.



          For purposes of this Program, each member of Corporate Senior Management shall receive an
annual cash bonus (the “Earned Bonus”) for 2006 determined exclusively by reference to the
Company’s EBITDA, such person’s weighted-average base salary (the “Base Salary”) and such
person’s Performance Grade for the year ending December 31, 2006. Notwithstanding the foregoing,
the Earned Bonus shall be subject to such downward or upward discretionary adjustments, if any, as
shall be made by the Compensation Committee acting in its discretion in response to material
changes in the condition or performance of the Company or its business, or based on any other
factors deemed relevant by the Compensation Committee. Nothing contained in this Program shall
preclude the Compensation Committee, acting in its discretion, from awarding any member of
Corporate Senior Management any additional cash bonus or other compensation.



          For purposes of this Program, “EBITDA” means the Company’s consolidated earnings
before interest, taxes, depreciation, amortization and non-recurring items, as reported in the
Company’s public earnings release for the year ending December 31, 2006; provided,
however, that for purposes of this Program, EBITDA shall be determined: (i) without
deduction for any annual cash bonus paid or payable for 2006 to the Company’s Chairman of the Board
and Chief Executive Officer; (ii) by assuming that any property or other business unit of the
Company that is sold or otherwise disposed of during 2006 continued to perform as it had been
performing prior to its disposition (with such performance being measured by extrapolating its
year-over-year performance through the date of disposition for the remainder of the year); and
(iii) by excluding the performance of any property or other business unit acquired during 2006.
For purposes of this Program, “Corporate Senior Management” means each of the individuals,
if any, who hold the following positions with the Company as of December 31, 2006:



 









 







(i) President/Chief Operating Officer (excluding Craig H. Neilsen); (ii) Executive Vice President;
(iii) Senior Vice President; (iv) Chief Information Officer; (v) Chief Marketing Officer; or (vi)
Chief Accounting Officer/Controller. For purposes of this Program, “Performance Grade”
means that percentage corresponding to each letter grade used in the calculation of annual merit
bonuses paid to team members, where A = 100%; A- = 92%; B+ = 85%; B = 80%; B- = 75%; C+ = 40%; and
C = 28%.



          For purposes of this Program, (i) the “EBITDA Target” for each member of Corporate
Senior Management shall be $257,500,000 and (ii) the “Target Bonus” for each member of
Corporate Senior Management shall be the following percentage of his or her Base Salary: (a) for
the President/Chief Operating Officer (which position is currently vacant), 100%; (b) for an
Executive Vice President (currently, Gordon R. Kanofsky), 85%; (c) for a Senior Vice President
(currently, Thomas M. Steinbauer, Angela R. Frost, Peter C. Walsh, Alan Rose and Richard deFlon),
75%; (d) for the Chief Information Officer (currently, Ursula Conway), 65%; (e) for the Chief
Marketing Officer (currently, Paul Eagleton), 65%; and (f) for the Chief Accounting
Officer/Controller (currently, Thomas L. Malone), 65%.



          Each member of Corporate Senior Management shall be awarded an Earned Bonus for 2006 equal to
(i) such individual’s Target Bonus, multiplied by (ii) the Applicable Bonus Percentage, multiplied
by (iii) such individual’s Performance Grade. The “Applicable Bonus Percentage” means:
(i) if EBITDA is less than or equal to 90.0% of the EBITDA Target (i.e., $231,750,000), 0%; (ii) if
EBITDA is equal to or greater than 110.0% of the EBITDA Target (i.e., $283,250,000), 200.0%; and
(iii) if EBITDA is greater than 90.0% of the EBITDA Target but less than 110.0% of the EBITDA
Target (i.e., between $231,750,000 and $283,250,000), the percentage equivalent, rounded to the
nearest one-hundredth of one percentage point (0.01%), of (a) the dollar amount by which EBITDA
exceeds $231,750,000, divided by (b) $25,750,000.



          Solely by way of example, a Senior Vice President whose Base Salary is $350,000 would have a
Target Bonus of 75% of Base Salary, or $262,500. If actual EBITDA is $250,000,000 and his
Performance Grade is A-, his Earned Bonus would be 70.87% (the Applicable Bonus Percentage) of
Target Bonus, multiplied by 0.92 (the percentage corresponding to his Performance Grade), or
$171,151. The Applicable Bonus Percentage is calculated as: $250,000,000 minus $231,750,000
equals $18,250,000, divided by $25,750,000 equals 70.87%. If actual EBITDA is $270,000,000, his
Earned Bonus would be 148.54% of Target Bonus, multiplied by 0.92, or $358,724. The Applicable
Bonus Percentage is calculated as: $270,000,000 minus $231,750,000 equals $38,250,000, divided by
$25,750,000 equals 148.54%.



          Earned Bonuses shall be paid as soon as practicable following the determination thereof. Each
member of Corporate Senior Management shall have the right to defer all or part of any bonus
awarded under this Program by election made pursuant to and in accordance with the Company’s
Deferred Compensation Plan.



          This Program may be amended or terminated at any time by the Compensation Committee, acting in
its discretion. Nothing contained in this Program shall confer upon any person any contractual or
other right to receive any cash bonus or other compensation or to remain in the employ of the
Company.



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