ADDENDUM TO LEASE

     This is an addendum to the lease entered into on November 16, 1993, between
Roger  Allen  Johnson, Jr., and Charles Bryant Johnson (hereinafter collectively
referred  to  as  "Landlord") and Magnolia Lady, Inc., a Mississippi corporation
(hereinafter  referred  to  as "Tenant").  This Addendum to Lease is intended to
extend  the  lease to the entire properties described as Parcels A, B, and C and
to  change, modify and add to some of the specific provisions of that lease; all
provisions  not  specifically  changed by this Addendum to Lease shall remain in
full force and effect as set out by the parties in the Lease between them signed
November  16,  1993.
                                    SECTION 1
                                 LEASED PROPERTY
          Subsection  1.01  shall  read  as  follows:
     1.01.     Upon  the  conditions, limitations, convenants and agreements set
forth  below,  Landlord  hereby  leases to Tenant, and Tenant hereby leases from
Landlord,  those  premises  (the  "Leased  Property")  consisting  of  that land
described  on Exhibits "A", "B", and "C" attached hereto and incorporated herein
by  reference,  together  will  all  improvements thereon, and all appurtenances
thereto  including,  without  limitation,  all  water  rights,  riparian rights,
littoral  rights and bottomland rights.  The Leased Property is leased to Tenant
for  any  lawful  use, including, without limitation, gaming.  Landlord reserves
all  mineral  rights  to  subject leased property and all other reservations set
forth  in  Section  9.04  of the lease, during the term of the lease.  The total
amount  of property leased herein, to be accurately determined by survey, totals
900-1,000  acres.

     Subsection  1.04  is  amended  to  read  as  follows:

1.04.     Landlord  quitclaims and releases for the term of this Lease to Tenant
non-exclusive  rights  of  way  or  easements across the parcels as described in
Exhibits  "B"  and "C" so as to provide access to both the North and South sides
of  U.S.  Highway  49.  Landlord  will not be required to pay any portion of the
costs  incurred  in  the construction of access roads to the Leased Property nor
any  expenses  that  might  be  incurred  in securing access to U.S. Highway 49.
Landlord  makes no warranty as to the suitability of the Leased Property for any
road  construction or location.  There shall be mutual access between the Leased
Property  and  the  property  described  in  Exhibit  "C" flowing under the road
elevation  or  bridge  at  U.S.  Highway  49.
<PAGE>

It is agreed that Landlord and family can farm, and exercise hunting and fishing
rights to, any parts of the Lease Property so long as it does not interfere with
the  Tenant's  business,  including  access  and construction, provided that the
foregoing  shall  not  be  construed  to permit the lease of hunting and fishing
rights  to  third  parties,  including  hunting  and  fishing  clubs.

                                    SECTION 3

                                      RENT

Paragraph  (b)  of  Subsection  3.02  is  amended  to  read  as  follows:

3.02     (b)     Five  and  one-half percent (5-1/2 %) of the "Gross Revenue" as
defined  in Mississippi Code Ann. Sec 75-76-5(p) derived from any and all gaming
or  gambling  activities,  including boarding fees, if any, on any casino vessel
moored  on  the  Lease  Property  and five and one-half percent (5-1/2 %) of the
revenue  derived from the sale of alcoholic beverages on such Casino Vessels the
Premises.  Any  future  gaming license fees based on gross revenue that might be
enacted  into  law  by  the  Mississippi Legislature or adopted by any political
subdivision  of  the  State  of  Mississippi,  including  the imposition of that
license  fee presently authorized by Mississippi code Annotated 75-76-195, shall
be  deducted from gross revenue as defined in the Lease on a monthly or pro-rata
basis;  or

Subsection  3.07  is  amended  to  read  as  follows:

3.07.  Tenant  shall  pay in addition to the $20,000.00 premium paid pursuant to
the  original  version  of  this  Agreement,  an additional rental of $40,000.00
annually  with  the  first  annual  payment  to  be  made at the signing of this
Addendum  to  Lease  which  may be used by the Landlord to pay for premiums of a
performance  bond in the sum of One Million Dollars ($1,000,000.00) or more.  In
the  event  the  Landlord  purchases  a  performance  bond, Tenant will be named
co-insured  and  a  certificate provided to Tenant.  This performance bond shall
cover  all  contingent  costs  of environmental clean up for the Leased Property
following  termination  or  expiration  of  the term of the Lease and would only
apply  in  the  event  Tenant  or  its  transferees  or  assignees refuse or are
economically  unable  to  remedy any conditions on the premises that violate any
federal, state and local laws and ordinances governing the environment or health
and  safety,  including those related to toxic or hazardous substances and other
contaminants.
<PAGE>

The  following  is  added  as  Subsection  3.22:

3.11.     Unless  otherwise  agreed upon by the Parties, the Tenant shall pay as
additional  rental a percentage of the gross revenue (as defined for Mississippi
Sales Tax purposes) of any business constructed on Parcels B and C, the activity
of  which  is  one  other  than  that  which furthers the direct convenience and
benefit  of  patrons while participating in and availing themselves of games and
gaming  machines of the gaming casino (activities for the direct convenience and
benefit  being  such  activities  as  restaurants,  child  care  centers,  etc.)


                                    SECTION 6

                         REPRESENTATIONS AND WARRANTIES

There  is hereby added an additional Subsection 6.04 and Subsection 6.05 to read
as  follows:

6.04     Tenant agrees to take all action necessary to obtain a license from the
Mississippi Gaming Commission and to place in operation a gaming casino having a
minimum  of  30,000 square feet located on the Leased Premises on Parcel C South
of  Highway  49,  on  or  before  July 1, 1995.  If the Tenant does not open for
operation  by  July  1,  1995,  a  casino  on  Parcel C, Tenant agrees to pay to
Landlord  a  penalty  in  the  amount  of  One  Hundred  Fifty  Thousand Dollars
($150,000.00)  per month beginning July 1, 1995, and continuing until the casino
is  open  for  operation.  Said penalty will be pro-rated on a daily basis for a
partial  month.  The  Parties recognize that despite the best efforts of Tenant,
delays  can  occur with construction and licensing of a casino.  Therefore, upon
mutual  agreement  of  the  parties,  this provision may be extended but only in
writing, signed by the parties.  Once a casino is opened for operation on Parcel
C  of  the  Leased Premises, the permanent cessation or termination of operation
[as  defined  in  Subsection 15.01(h)] of said casino shall at the option of the
Tenant  either  1) automatically terminate this lease as to Parcel B and C only,
notwithstanding  the  provisions  of  Subsection  15.01 (h), or 2) reinstate the
obligation  of the Tenant to pay the Landlord the monthly penalty of $150,000.00
per month, which penalty will thereafter continue to be paid until a like casino
again  begins  operation.

6.05.     Landlord agrees that it has no intention to compete with Tenant in the
casino  business  but,  nevertheless,  should  Landlord attempt to engage in the
casino  business  either  directly  or  indirectly  (specifically  excluded  is
investment in publicly traded stock) in Coahoma County, Mississippi, within five
(5)  years  from  the  date  of this Addendum to Lease Landlord agrees to notify
Tenant  in  writing  and grant Tenant the opportunity to participate in any such
venture.
<PAGE>

                                    SECTION 8

                          ALTERATIONS AND IMPROVEMENTS

Subsection  8.02  is  amended  to  read  as  follows:

8.02.     Landlord  agrees  to  sell  to  Tenant and Tenant agrees to buy at the
fixed  price  of  One  Dollar  ($1.00)  per cubic yard fill material in quantity
sufficient  for  Tenant's  construction  purposes  from  premises  set  forth in
Exhibits  "A",  "B",  and  "C".

                                   SECTION 20

                               MEMORANDUM OF LEASE

     This Addendum to Lease shall not be recorded.  The parties will execute and
record  a  memorandum  of  this  Addendum  to Lease, within ten (10) days of the
execution  of  the  Addendum  to  Lease.

     IN WITNESS WHEREOF, the parties hereto have executed this Addendum to Lease
the  day  and  year  first  above  written.

LANDLORD:                              TENANT:


__________________________________          MAGNOLIA  LADY,  INC.
Roger  Allen  Johnson,  Jr.



__________________________________          By:     _______________________
Charles  Bryant  Johnson                         Andrew  H.  Tompkins
                                        President