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                                                                   EXHIBIT 10.25

                FIRST AMENDMENT TO VESSEL CONSTRUCTION CONTRACT

                                by and between

                      HOLLYWOOD CASINO SHREVEPORT, Owner

                                      and

                        LEEVAC SHIPYARDS, INC., Builder


     THIS FIRST AMENDMENT TO VESSEL CONSTRUCTION CONTRACT, entered into
effective as of the 1st day of September, 1999, shall modify, delete from and
add and replace by substitution, Article 9 of the Vessel Construction Contract,
which Article 9 shall read as follows:

                       "Article 9 - Risks and Insurance
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     9.1   BUILDER'S RISK AND LIABILITY INSURANCE

           9.1.1   Until Delivery and Acceptance of the Vessel, Owner shall, at
                   its own expense, insure the Vessel and all Materials,
                   Components and equipment to be use therein, and the Owner
                   furnished Materials, Components and equipment from time to
                   time delivered to either of the Shipyards. The amount of
                   insurance, shall be at least equal to the Contract Sum plus
                   the value of all Owner furnished Materials, Components and
                   equipment.

                   The Builder and all specified OCIP non-enrolled
                   Subcontractors and sub-Subcontractors shall purchase and
                   maintain insurance covering the type of claims set forth
                   below which may arise out of or result from the Builder's
                   operations under the Contract, whether such operations be by
                   Builder or by any non-enrolled Subcontractor or sub-
                   Subcontractor or by anyone directly or indirectly employed by
                   any of them or by anyone for whose acts any of them may be
                   liable:

                   9.1.1.1 Claims under workers' or Worker's Compensation,
                           disability benefit and other similar employee benefit
                           acts which are applicable to the Work to be
                           performed.

                   9.1.1.2 Claims for damages because of bodily injury,
                           occupational sickness or disease, or death of the
                           Builder's employees.

                   9.1.1.3 Claims for damages because of bodily injury, sickness
                           or disease, or death of any person other than the
                           Builder's employees.
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                   9.1.1.4 Claims for damages insured by usual personal injury
                           liability coverage which are sustained (1) by a
                           person as a result of an offense directly or
                           indirectly related to employment of such person by
                           the Builder, or (2) by another person.

                   9.1.1.5 Claims for damages, other than to the Work itself,
                           because of injury to or destruction of tangible
                           property including loss of use resulting therefrom.

                   9.1.1.6 Claims for damages because of bodily injury, death of
                           a person or property damage arising out of ownership,
                           maintenance or use of a motor vehicle.

                   9.1.1.7 Claims involving contractual liability insurance
                           applicable to the Builder's obligations under Article
                           21.

                   9.1.1.8 Claims involving damage to the Work itself.

           9.1.2.  All insurance policies obtained by Builder pursuant to its
                   obligations under this Article 9, shall contain waivers of
                   subrogation in favor of the Owner and Owner's Indemnitees,
                   and in the event that Owner obtains financing, any lender or
                   lenders, all without liability for the payment of any premium
                   and shall name Owner, Owner's Indemnitees and Owner's lender
                   or lenders as additional assureds.

           9.1.3   The insurance required by this Article 9 hereof shall include
                   the following types and amounts of insurance.

                   9.1.3.1 Builder's Risk

                           Until the Vessel has been completed, physically
                           delivered and Delivery and Acceptance by Owner has
                           occurred, the Vessel and all Materials, Components,
                           outfitting, equipment, and appliances to be installed
                           in the Vessel, including all Materials, Components,
                           outfitting, equipment and appliances provided by
                           Owner and delivered to any of the Shipyards for and
                           to be used in the construction thereof, shall be
                           declared under the Builder's Risk Policy in force and
                           effect at the time the Vessel's keel or bottom plate
                           is laid, with an assigned value equal to the Contract
                           Sum plus the value of all such Owner furnished
                           Materials, Components and equipment.

                           Such Builder's Risk Policy shall be on a form
                           substantially similar to AIG's all risk form
                           including hull and machinery and Protection and

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                           Indemnity with limits of $25,000,000, including
                           United States Longshoreman and Harbor Workers and
                           Jones Act with a deductible not greater than $25,000,
                           including movement of the Work between the Shipyards
                           and the Site Delivery Point.

                           Builder and its Subcontractors shall be named as
                           additional assureds under the Builder's Risk Policy,
                           with waivers of subrogation. The Builder's Risk
                           Policy shall not provide coverage to Builder's or
                           Subcontractors' machinery, tools or equipment.

                           Any loss insured under Owner's Builder's Risk Policy
                           or any other property insurance shall be adjusted by
                           Owner as fiduciary and made payable to Owner as
                           fiduciary for any insured thereunder, as their
                           interests appear. Any dispute as to Owner's
                           adjustment or intended payment shall be resolved in
                           accordance with Article 22.

                   9.1.3.2 Other Insurance

                           The Builder shall be responsible for initiating,
                           maintaining and supervising all safety precautions
                           and programs in connection with the performance of
                           the Contract.

                           Builder shall also purchase and maintain, at its
                           expense, during the performance of Builder's
                           obligation under the Contact, Workmen's Compensation
                           Insurance, at statutory amounts, with Longshoreman &
                           Harbor Workers Compensation Act coverage endorsement,
                           Employer's Liability Insurance in the amount of at
                           least One Million ($1,000,000) Dollars and Commercial
                           General Liability Insurance against property damage,
                           death, personal injury and maintain completed
                           operations coverage, in the amount of not less than
                           One Million ($1,000,000) Dollars per occurrence,
                           endorsed to provide specific coverage for the
                           Builder's obligations to Owner under the Contract,
                           including but not limited to those under Article 21
                           of the Agreement and any "watercraft exclusion" for
                           non-owned vessels deleted.

                           All OCIP non-enrolled Subcontractors and sub-
                           Subcontractors shall also purchase and maintain, at
                           their expense, during the performance of Builder's
                           obligation under the Contract, Workmen's Compensation
                           Insurance, at statutory amounts, with Longshoreman &
                           Harbor Workers Compensation Act coverage endorsement,
                           Employer's Liability Insurance in the amount of at
                           least One Million ($1,000,000) Dollars and Commercial
                           General Liability Insurance against property damage,
                           death, personal injury and completed operations
                           coverage in

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                           the amount of not less than One Million ($1,000,000)
                           Dollars per occurrence, endorsed to provide specific
                           coverage for the Builder's obligations to Owner under
                           the contract, including but not limited to those
                           under Article 21 of the Agreement and any "watercraft
                           exclusion" for non-owned vessels deleted.

                           Additionally, Builder shall purchase and maintain at
                           its expense, during the performance of the Contract
                           the following:

                           (i)   Protection and Indemnity Insurance only as to
                                 Builder's vessels, including Jones Act
                                 coverage, with a limit of no less than One
                                 Million ($1,000,000) Dollars;

                           (j)   Automobile Liability Insurance covering the use
                                 of all owned, non-owned and hired vehicles with
                                 bodily injury and property limit of no less
                                 than One Million ($1,000,000) Dollars;

                           (k)   Pollution Liability Insurance with a limit of
                                 no less than Five Million ($5,000,000); and

                           (l)   Umbrella Liability coverage with a limit of not
                                 less than Fifty Million ($50,000,000) Dollars
                                 excess over and above the primary insurance
                                 limits stated above. All umbrella coverage will
                                 include blanket contractual liability - all
                                 written and oral contracts; premises operations
                                 liability; explosion, collapse; personal injury
                                 liability; independent contractors coverage;
                                 broad form property damage liability; cross-
                                 liability coverage and products and operations
                                 coverage with watercraft exclusion removed.

                   Additionally, all OCIP non-enrolled Subcontractors and sub-
                   Subcontractors shall purchase and maintain at their expense,
                   during the performance of the Contract the following:

                           (a)   If furnishing any vessel, Protection and
                                 Indemnity Insurance, including Jones Act
                                 coverage, with a limit of no less than One
                                 Million ($1,000,000) Dollars; and

                           (b)   Automobile Liability Insurance covering the use
                                 of all owned, non-owned and hired vehicles with
                                 a bodily injury and property limit of no less
                                 than One Million ($1,000,000) Dollars.

           9.1.3.3 Insurers' Form and Proof

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                           (a)   Certificates of Insurance acceptable to Owner
                                 shall be delivered to Owner prior to the
                                 commencement of the Work. These Certificates
                                 and the insurance policies required by this
                                 Article 9 shall contain a provision that the
                                 coverages afforded under the policies will not
                                 be canceled or allowed to expire until at least
                                 thirty (30) days written notice has been given
                                 to the Owner. If any of the foregoing insurance
                                 coverages are required to remain in force after
                                 final payment and are reasonably available, an
                                 additional certificate evidencing continuation
                                 of such coverage shall be submitted.
                                 Information concerning reduction of coverage
                                 shall be furnished by the Builder with
                                 reasonable promptness.

                           (b)   The Owner and the Builder shall cooperate in
                                 connection with the collection of any insurance
                                 monies that may be due in the event of loss and
                                 the Owner the Builder shall execute and deliver
                                 such proofs of loss and other instruments which
                                 may be required for the purpose of obtaining
                                 recovery of any such insurance monies.

                   9.1.3.4 OCIP non-enrolled Subcontractor Insurance

                           Builder shall additionally require that (a) OCIP non-
                           enrolled Subcontractors and sub-Subcontractors whose
                           contracts are valued at Two Million ($2,000,000)
                           Dollars or more carry commercial general liability
                           insurance in the amount of Five Million ($5,000,000)
                           Dollars and (b) OCIP non-enrolled Subcontractors and
                           sub-Subcontractors whose contracts are valued at less
                           than Two Million ($2,000,000) Dollars carry no less
                           than One Million ($1,000,000) in commercial general
                           liability insurance.

                   9.1.3.5 Maintenance of insurance by the Builder as specified
                           in this Article 9 shall in no way be interpreted as
                           relieving the Builder of any responsibility whatever
                           and the Builder may carry, at his own expense, such
                           additional insurance as it deems necessary.

     9.2   PERFORMANCE BOND AND PAYMENT BOND

           9.2.1   Within three (3) business days after Owner's receipt of the
                   proceeds of the financing necessary to construct its
                   riverboat casino complex in Shreveport, Builder shall deliver
                   to Owner a payment and performance bond of a surety company
                   licensed to do business in the State of Louisiana,
                   conditioned on completion of the Work in accordance with the
                   Contract, free and clear of all

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                   mechanics and other liens. Such bond shall be written to 100%
                   of the Contract Sum, executed on a form and by such company,
                   as Owner shall approve. The cost of the bond shall be
                   included in the Contract Sum. The Builder shall furnish the
                   bond to Owner. Upon the request of any person or entity
                   appearing to be a potential beneficiary of such bond, the
                   Builder shall promptly furnish a copy of the bond or permit a
                   copy to be made.

     9.3   Notwithstanding any of the provisions of this Agreement with respect
           to any contractual obligation of the Builder and any Subcontractor or
           sub-Subcontractor to provide insurance on behalf of Owner, any other
           insurance maintained by Owner shall be excess and non-contributing
           with such insurance required by Builder and any Subcontractor.

     9.4   Owner has determined that a prearranged owner controlled insurance
           program (an "OCIP") covering certain enrolled Subcontractors and sub-
           Subcontractors will be most efficient. In connection therewith, the
           Owner, at its cost and expense, shall provide an OCIP covering such
           enrolled Subcontractors and sub-Subcontractors. Such OCIP shall
           afford coverage no less than that required by the Contract Documents,
           unless the Builder consents to a lesser coverage, which consent shall
           not be unreasonably withheld, conditioned or delayed. Builder shall
           deduct from the Contract Sum, and the Contract Sum will thereby be
           reduced by, the cost of insurance required of each OCIP enrolled
           Subcontractor and sub-Subcontractor (the "Insurance Deduction"). In
           consideration for Builder's agreement to an OCIP, Owner agrees to pay
           to Builder an amount equal to twenty-five percent (25%) of the
           difference between the premium paid by Owner for the OCIP and the
           Insurance Deduction (the "Builder's Share of Insurance Savings").
           Such payment shall be made by Owner to Builder within thirty (30)
           days from the date that the Builder's Share of Insurance Savings is
           determined and agreed upon by Owner and Builder.

     9.5.  All insurance specified in this Article 9 shall be limited in scope,
           coverage and amount to the liabilities and risk specifically assigned
           and assumed by each party and, where applicable, the "additional
           assureds" and "waiver of subrogation" endorsements shall be subject
           to, limited by and shall afford no coverage greater than that
           required by the indemnification contained in Article 21.

     9.6   OCIP enrolled Subcontractors and sub-Subcontractors will be those
           generating payroll at the Bossier/Shreveport sites and Builder's
           Shipyards in Jennings, Louisiana, and Orange, Texas. OCIP enrolled
           Subcontractors and sub-Subcontractors will need to identify their
           insurance costs for the above coverage via insurance worksheet and
           instructions provided in the pre-bid booklet. Their contracts, and
           the Contract Sum, will be reduced by the agreed upon insurance cost.
           An average rate will be developed and used to compute the Insurance
           Deduction. If an adjustment to the Insurance Deduction is necessary
           because of a change such as increased payroll, such an adjustment
           will be made prior to final payment to the

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           Builder . OCIP enrolled Subcontractors and sub-Subcontractors are
           responsible for providing proof of automobile liability for owned,
           hired, and non-owned vehicles for a limit of One Million ($1,000,000)
           Dollars. OCIP enrolled Subcontractors and sub-Subcontractors must
           also provide evidence of off site Workers Compensation insurance at
           statutory limits and, General Liability insurance in an amount of not
           less than One Million ($1,000,000) Dollars."


All other provisions of the Vessel Construction Contract shall remain in full
force and effect as written.

Owner and Builder acknowledge and agree that this First Amendment to Vessel
Construction Contract is subject to the review and approval of the Louisiana
Authorities.

IN WITNESS WHEREOF, the parties hereto have caused this  First Amendment to
Vessel Construction Contract to be executed by their proper authorized
representative, thereunto duly authorized.

                               LEEVAC SHIPYARDS, INC.


                               Name:
                                     -----------------------------
                               Title:
                                     -----------------------------
                               Date:
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                               HOLLYWOOD CASINO SHREVEPORT,
                                  A LOUISIANA PARTNERSHIP


                               BY: HCS I, INC., its Managing General Partner


                                    Name:
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                                    Title:
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                                    Date:
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