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                                 EMPLOYMENT AGREEMENT


     This Employment Agreement (this "Agreement") is made and entered into as of
the 26th day of November, 1997, by and between Casino Data Systems, a Nevada
corporation ("CDS") and Kenneth Hardesty ("Employee").  For good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, CDS
and Employee hereby agree as follows:

1.   EMPLOYMENT; SERVICES.

     1.1  CDS hereby hires and employs Employee, and Employee hereby accepts
          such hiring and employment, for the position of Chief Executive
          Officer and for the purpose of performing those services (the
          "Services") which are usual and customary for a Chief Executive
          Officer.  Employee shall use diligent efforts and shall devote such
          time and energies as may be reasonably required to perform the
          Services to the best of his ability.  Employee shall have oversight
          responsibility of and authority over all other employees of CDS.

     1.2  During the term of this Agreement, Employee shall not (i) work as an
          employee of or independent consultant or contractor for, or provide
          any other services for hire or benefit to, any third party that
          competes with CDS or its related entities, or (ii) engage in any
          activity that in any way competes with the interests of CDS, whether
          Employee is acting by himself or as an officer, director, shareholder,
          partner, fiduciary, or otherwise, unless Employee shall first receive
          the written consent of a majority of the Board of Directors (the
          "Board").

     1.3  Employee shall report only to the Board.  The Board shall at all times
          during the term of this Agreement have final and complete authority
          over Employee with respect to all decisions related to the Services
          and the direction and control of Employee.  In all such cases, the
          Board shall act by majority vote.  In every case under this Agreement
          where a vote of the Board is required, such vote shall not include
          Employee's vote at any time that Employee is a member of the Board.

2.   TERM.

     2.1  The term of this Agreement shall commence on December 8, 1997 (the
          "Effective Date") and shall expire on December 8, 2001, unless
          terminated earlier pursuant to one or more of the following
          provisions:

          2.1.1     CDS shall have the right to terminate this Agreement and the
                    Services by delivery of written notice to Employee, provided
                    that a majority of the Board has voted to terminate this
                    Agreement not less than thirty (30) days prior to the
                    delivery of such notice.  In such case, this Agreement shall
                    terminate thirty (30) days following the date of delivery of
                    such notice.


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          2.1.2     Employee shall have the right to terminate this Agreement
                    and the Services by delivery of written notice to CDS at any
                    time.  In such case, this Agreement shall terminate thirty
                    (30) days following the date of delivery of such notice.

          2.1.3     This Agreement shall terminate upon Employee's death.

     2.2  In the event that any of the following events occurs:

          (a)  This Agreement is terminated by CDS without "Good Cause" (defined
               below), or

          (b)  Employee resigns for "Good Reason" (defined below) prior to the
               expiration of this Agreement's term,

          then, in addition to all Base Salary, prorated Bonus and benefits due
          to the effective date of termination, CDS shall also pay to Employee
          additional Base Salary, prorated Bonus and benefits: (i) if such
          termination or resignation occurs on or before December 8, 1998, for
          one additional year after the effective date of such termination or
          resignation; or (ii) if such termination or resignation occurs after
          December 8, 1998, either for six additional months after the effective
          date of such termination or resignation or until the normal expiration
          date of this Agreement, whichever time period is shorter.

     2.3  If this Agreement is terminated by CDS prior to the end of its term
          for Good Cause or if Employee resigns for other than Good Reason, then
          CDS shall pay Employee's Salary, prorated Bonus and benefits only
          through the effective date of termination of employment.

     2.4  As used herein, "Good Cause" shall mean any of the following:

          (a)  Employee persists in taking actions reasonably considered to be
               in material breach of this Agreement by CDS after notice that
               such actions are a material breach of his obligations hereunder;
               or

          (b)  Employee is guilty of any grave misconduct or willful material
               neglect in any discharge of any of his material duties hereunder
               to the serious detriment of CDS; or

          (c)  Employee is convicted of any serious criminal offense which, in
               the reasonable opinion of the Board, affects his position as an
               employee of CDS; or

          (d)  Employee has, at any time during or following the Effective Date,
               engaged in any conduct or has engaged in relationships with other
               persons that would, in the reasonable opinion of the Board,
               jeopardize any existing or future gaming licenses held or sought
               by CDS.


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     2.5  As used herein, "Good Reason" shall mean that a "Change in Control" as
          defined in Section 11.12 of the CDS 1993 Stock Option and Compensation
          Plan, as amended (the "Plan") has occurred and thereafter one or more
          of the following occurs:

          (a)  Employee has been demoted; or

          (b)  Employee has incurred a substantial reduction in his authority or
               responsibility; or

          (c)  There has been a material change in Employee's working hours or
               working days to non-normal working hours or non-normal working
               days; or

          (d)  Employee has incurred material reduction in his remuneration
               either as base pay or benefits.

3.   COMPENSATION.

     3.1  From and after the Effective Date, CDS shall pay to Employee a gross
          base salary (the "Base Salary") equal to Two Hundred Fifty Thousand
          Dollars ($250,000.00) per annum, which Base Salary shall be payable in
          twenty-six equal installment of Nine Thousand Six Hundred Fifteen and
          38/100 Dollars ($9,615.38).  Such installments shall be paid in
          arrears every two (2) weeks.  The Base Salary may be increased by the
          Board.

     3.2  Employee shall receive an annualized bonus (the "Bonus") of up to 50%
          of his Base Salary payable at such time and manner designated by the
          Board.  One-half of the bonus is guaranteed during the first year of
          this Agreement.  The remaining one-half of the Bonus shall be
          dependent upon Executive's satisfaction of certain criteria mutually
          agreed upon by Executive and the Board.  The Board and Executive will
          review and, if mutually agreed, revise the criteria for the Bonus at
          least annually.

     3.3  Employee shall receive a relocation expense allowance in the amount of
          Thirty Thousand Dollars ($30,000), payable December 8, 1997.
          Relocation expenses shall include the cost of family travel to locate
          a new residence, sales commissions and other expenses of selling his
          current residence, all moving and moving-related expenses, and any
          mortgage "points" payable at the closing with respect to his new
          residence.

     3.4  CDS shall withhold all relevant income taxes, unemployment insurance,
          Social Security contributions, workers' compensation insurance, and
          other customary amounts from Employee's Base Salary and Bonus, if any,
          prior to distribution of the net proceeds therefrom to Employee.

     3.5  Employee shall be eligible for any other benefits as may be provided
          by CDS from time to time for its executive employees, pursuant to CDS'
          policies and eligibility requirements with respect thereto.  Such
          benefits may be amended, changed, or terminated from time to time by
          the Board, in its sole and absolute discretion, provided


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          that CDS takes such action with respect to all employees similarly
          situated as Employee and does not discriminate against Employee in any
          such action.

     3.6  CDS shall have the right to purchase "key man" insurance covering
          Employee at any time.  Any such policy and the proceeds therefrom
          shall at all times remain the property of CDS, which shall at all
          times be the designated beneficiary thereunder and neither Employee
          nor his estate, heirs, or beneficiaries shall have any right, title or
          interest therein or thereto.

4.   NON-COMPETITION.

     4.1  This non-competition provision shall remain in effect until:

          (a)  Employee dies; or

          (b)  Employee's employment with CDS is terminated without Good Cause
               or is terminated by Employee for Good Reason; or

          (c)  Two years after the date of the termination of Employee's
               employment by CDS for Good Cause or the termination of Employee's
               employment by Employee without Good Reason; or

          (d)  Two years after the termination of Employee's employment with CDS
               by reason of the expiration of this Agreement and Employee's
               election not to renew this Agreement for other than Good Reason.

          The term of this non-competition provision shall expire as specified
          in the applicable subparagraph above upon the happening of the first
          of any of the above events to occur.

     4.2  During the term of this non-competition provision, Employee shall not,
          either directly or indirectly, for or by himself or for or in
          conjunction with any other person, company, or other entity, whether
          as an employee, independent contractor, consultant, shareholder,
          owner, or otherwise, engage in any activity in any location or place
          in the world if such activity directly or indirectly competes with the
          business of CDS.  Without limiting the generality of the foregoing,
          during the term of this non-competition provision, Employee shall not
          call upon any customer or potential customer of CDS or any related
          entity of CDS, perform any of the Services or other activities which
          he performed while in the employ of CDS for a competitor of CDS or its
          related entities, solicit orders for any products or services similar
          to those products or services offered by CDS, sell any products or
          services competing with the products or services of CDS, divert or
          take away any customer or business opportunity of CDS or any related
          entity of CDS, entice or hire away any employee from CDS or any
          related entity of CDS, or otherwise compete with CDS in any manner
          during the term of this Agreement.


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5.   CONFIDENTIALITY; PROPRIETARY RIGHTS OF CDS; DISCLAIMER OF RIGHTS TO
     TECHNOLOGY AND INTELLECTUAL PROPERTY.

     5.1  At all times during the term of this Agreement and from and after the
          termination of this Agreement, whether such termination takes place in
          accordance with the provisions of this Agreement or for any other
          reason, and whether this Agreement is terminated for or without cause,
          Employee shall keep strictly confidential and secret any and all
          proprietary or confidential information related to CDS or CDS'
          business, whether such information is obtained by Employee in the
          course of his employment or otherwise.  Without limiting the
          generality of the foregoing, Employee shall not disclose to any other
          person, company, or entity (except in connection with Employee's
          duties and obligations consistent with the terms of this Agreement and
          the scope of the Services) any aspect of CDS' business methods,
          manufacturing processes, business secrets, business systems or
          products, customer names, prospective customers, accounting systems,
          computer software or hardware systems, or marketing or business plans.

     5.2  The foregoing notwithstanding, Confidential Information does not
          include any of the following:

          (a)  information which through no wrongful act or failure to act on
               the part of Employee becomes generally known or available, or

          (b)  information which is furnished to others by CDS without
               restriction on disclosure, or

          (c)  information which is hereafter furnished to Employee by third
               parties as a matter of right and without restriction on
               disclosure, or

          (d)  information which is known to others in the industry or is
               ascertainable from other sources without a breach by the other
               sources of any nondisclosure agreement on their part.

     5.3  At all times during the term of this Agreement and from and after the
          termination of this Agreement, Employee shall hold in a fiduciary
          capacity for the benefit of CDS and shall disclose fully to CDS
          immediately upon origination, discovery, invention or acquisition, any
          and all inventions, discoveries, improvements, apparatus, processes,
          compounds, formulae, computer programs, patents, licenses, copyrights
          and trademarks made, invented, discovered, developed or secured by
          Employee during his employment by CDS, solely or jointly with others,
          or otherwise, and which may be directly or indirectly useful in, or
          relate to, the manufacture, production, sale, development, or use of
          any product or service of CDS, and all of the foregoing shall be owned
          exclusively by CDS.  Employee agrees and acknowledges that the
          compensation paid to Employee under this Agreement is full and
          adequate consideration for Employee's covenants under this Section 5.3
          and that Employee shall not be entitled to receive any other
          compensation, fee, commissions, royalty or other amount in connection
          therewith.


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6.   INDEMNITY; SURVIVAL.

     6.1  Employee and CDS shall indemnify, defend, and hold harmless the other
          from and against any and all loss, cost, damage, liability, or
          expense, as a result of reckless or malicious conduct of the other, or
          a willful breach of a duty of good faith.  This indemnity shall only
          apply to Employee's actions and duties as an employee of CDS.  This
          indemnity is not intended to nor shall it be interpreted to alter,
          amend or in any way affect Employee's actions or duties as a member of
          the Board, or the respective indemnification provisions affecting or
          relating to all Directors of CDS.

     6.2  The provisions of Articles 4, 5 and 6 of this Agreement shall survive
          the termination of this Agreement.

7.   MISCELLANEOUS PROVISIONS.

     7.1  FILES.  All records contained in the files of CDS (other than
          Employee's personal financial information) shall be the property of
          CDS and Employee shall not remove such records upon the termination of
          Employee's employment with CDS.

     7.2  ENTIRE AGREEMENT; AMENDMENTS.  This Agreement constitutes the entire
          agreement between the parties with respect to the subject matter
          hereof and supersedes all prior agreements between the parties with
          respect thereto.  This Agreement may not be altered, amended, changed,
          terminated or modified in any respect or particular unless the same
          shall be in writing and signed by the part to be charged.

     7.3  ATTORNEY'S FEES.  In the event of any action for breach of, to enforce
          the provisions of, or otherwise arising out of or in connection with
          this Agreement, the prevailing party in such action, as determined by
          the court in such action, shall be entitled to receive its reasonable
          attorneys' fees and costs form the other party.  If a party
          voluntarily dismisses an action, a reasonable sum as attorneys' fees
          shall be awarded to the other party.

     7.4  NEVADA LAW; JURISDICTION AND VENUE.  This Agreement shall be governed
          by and construed in accordance with the laws of the State of Nevada.
          This parties hereby consent to the personal jurisdiction of any court
          of competent jurisdiction with the State of Nevada.  The exclusive
          venue for any action or proceeding relating to or arising out of this
          Agreement shall be Clark County, Nevada.

     7.5  BINDING EFFECT.  Employee acknowledges that Employee's obligations and
          duties under this Agreement are unique personal services benefiting
          CDS and shall not be delegated in any manner or respect nor shall this
          Agreement be assigned by Employee.  This Agreement may not be assigned
          by CDS without Employee's prior consent, except in connection with any
          sale or transfer of all or part of CDS' business, in which case no
          consent of Employee shall be required.  This Agreement shall be
          binding upon and inure to the benefit of any permitted heirs,
          successors, and assigns.


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     7.6  VALIDITY.  Wherever possible, each provision of this Agreement shall
          be interpreted in such a manner as to be valid based upon applicable
          law.  But, if any provision or part of any provision of this Agreement
          shall be held by a court of competent jurisdiction to be invalid or
          prohibited thereunder, such provision or part of any such provision
          shall be ineffective only to the extent of such invalidity or
          prohibition, without invalidating the remainder of such provision or
          the remaining provisions of this Agreement.

     7.7  HEADINGS.  The headings of the paragraphs of this Agreement are
          inserted solely for convenience of reference and are not a part of and
          are not intended to govern, limit or aid in the construction of any
          term or provision of this Agreement.

     7.8  NOTICES.  Any notice required or permitted to be given under this
          Agreement shall be in writing and delivered in person to the other
          party, or sent by certified United States Mail, with postage prepaid.

     7.9  WAIVER.  The failure of either party to enforce any of its rights or
          remedies in connection with a breach of this Agreement by the other
          party or in any other case shall not be deemed to be a waiver of said
          first party's rights or remedies with respect thereto or with respect
          to any other breach of this Agreement by the other party.  No such
          waiver of rights or remedies shall exist unless the same shall be in
          writing and signed by the party to be charged.

     7.10 REMEDIES. Employee acknowledges that CDS' remedy at law for any breach
          or threatened breach by Employee of Articles 4 and 5 hereof will be
          inadequate.  Therefore, CDS shall be entitled to injunctive and other
          equitable relief restraining Employee from violating those
          requirements, in addition to any other remedies that may be available
          to CDS under this Agreement or applicable law.

     IN WITNESS WHEREOF, CDS and Employee have executed this Agreement as of the
date first set forth above.

                                             CASINO DATA SYSTEMS,
                                                a Nevada corporation

/s/ Kenneth S. Hardesty                      By:  /s/ Steven Weiss
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Kenneth Hardesty                                Its:   Chairman
                                                      -------------------------


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