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                                                                    EXHIBIT 4.13




                    FIRST AMENDMENT TO CASH COLLATERAL AND
                            DISBURSEMENT AGREEMENT
                            ----------------------



     THIS FIRST AMENDMENT TO CASH COLLATERAL AND DISBURSEMENT AGREEMENT (this
"Amendment") is made and entered into as of  the 1st day of January, 2000, to be
effective for all purposes as of August 10, 1999 (the "Effective Date"), by and
among SHREVEPORT CAPITAL CORPORATION, HOLLYWOOD CASINO SHREVEPORT, FIRST
AMERICAN TITLE INSURANCE COMPANY and STATE STREET BANK AND TRUST COMPANY.

                                   RECITALS
                                   --------

     WHEREAS, the parties previously have entered a Cash Collateral and
Disbursement Agreement dated August 10, 1999 (the "Agreement"); and

     WHEREAS, the parties desire to amend the Agreement as set forth in this
Amendment;

                                   AGREEMENT
                                   ---------

     NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto agree as
follows:

     1.  Amendment to Section 5.  Effective as of the Effective Date, Section 5
         ----------------------
         of the Agreement is hereby amended by deleting the reference to
         "September 1, 1999" in the first sentence thereof and replacing it with
         a reference to "February 1, 2000".

     2.  Choice of Law.  The existence, validity, construction, operation and
         -------------
         effect of any and all terms and provisions of this Amendment shall be
         determined in accordance with and governed by the laws of the State of
         New York.

     3.  Counterparts.  This Amendment may be executed in one or more
         ------------
         counterparts, each of which shall be deemed an original but all of
         which together shall constitute one and the same instrument.


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     IN WITNESS WHEREOF, the parties have executed this Amendment as of the date
first above written.


                                  SHREVEPORT CAPITAL CORPORATION

                                  By:     /s/ Paul C. Yates
                                          -------------------------------------
                                  Name:   Paul C. Yates
                                  Title:  Executive Vice President, Chief
                                          Financial Officer, Treasurer and
                                          Assistant Secretary


                                  HOLLYWOOD CASINO SHREVEPORT

                                  By:     HCS I, Inc., its managing general
                                          partner

                                          By:     /s/ Paul C. Yates
                                                  -----------------------------
                                          Name:   Paul C. Yates
                                          Title:  Executive Vice President,
                                                  Chief Financial Officer,
                                                  Treasurer and Assistant
                                                  Secretary



                                  FIRST AMERICAN TITLE INSURANCE COMPANY

                                  By:
                                          -------------------------------------
                                  Name:
                                          -------------------------------------
                                  Title:
                                          -------------------------------------


                                  STATE STREET BANK AND TRUST COMPANY

                                  By:
                                          -------------------------------------
                                  Name:
                                          -------------------------------------
                                  Title:
                                          -------------------------------------