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                                                                   EXHIBIT 10.13

APN(s):
139-34-610-007,
139-34-610-040,
139-34-210-063,
139-34-210-064

Prepared By and Upon
Recordation Return To:

Brobeck, Phleger & Harrison LLP
550 South Hope Street
Los Angeles, CA  90071-2604
Attention:        John Francis Hilson, Esq.

Mail Tax Statements To:

BARDEN NEVADA GAMING, LLC
163 Madison Avenue, Suite 2000
Detroit, Michigan  48226
Attention: Don Barden
--------------------------------------------------------------------------------


                        AGREEMENT REGARDING GROUND LEASES

THIS AGREEMENT REGARDING GROUND LEASES (this "Agreement") is made as of the 6th
day of December, 2001 by BARDEN NEVADA GAMING, LLC, a Nevada limited liability
company ("Barden"), whose principal place of business is located at 163 Madison
Avenue, Suite 2000, Detroit, Michigan 48226, and FOOTHILL CAPITAL CORPORATION, a
California corporation ("Foothill"), whose principal place of business is
located at One Boston Plaza, Suite 1800, Boston, Massachusetts 02108.

                                 R E C I T A L S

                  A. Pursuant to that certain Loan and Security Agreement, dated
as of December 6, 2001 (as supplemented and otherwise amended from time to time,
the "Loan Agreement"), by and among Majestic Investor Holdings, LLC, a Delaware
limited liability company (the "Company"), Barden Colorado Gaming, LLC, a
Colorado limited liability company, Barden Mississippi Gaming, LLC, a
Mississippi limited liability company, and Barden (collectively, the
"Borrower"), and Foothill, Foothill has agreed to make certain financial
accommodations to Borrower. Unless the context otherwise requires, all
capitalized terms used and not otherwise defined herein shall have the meanings
ascribed thereto in the Loan Agreement.

                                        1

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                  B. Barden has guaranteed certain obligations and liabilities
under the Loan Agreement pursuant to that certain guaranty dated as of December
6, 2001, made by Barden in favor of Foothill (the "Guaranty").

                  C. Pursuant to the Loan Agreement and in order to induce
Foothill to make certain financial accommodations to Borrower, the parties have,
among other things, entered into that certain Deed of Trust, Security Agreement
and Fixture Filing with Financing Statement and Assignment of Rents, dated as of
December 6, 2001(the "Deed of Trust"), made by Barden, as trustor, to Fidelity
National Title Agency of Nevada, Inc., as trustee, for the benefit of Foothill,
as beneficiary, on the real property located in the City of Las Vegas, County of
Clark, State of Nevada, and commonly known as Fitzgeralds Las Vegas Casino (the
"Property"). Portions of the Property are owned in fee by Barden and portions of
the Property are leased by Barden (collectively, the "Leased Land") pursuant to
the "Ground Leases" (as hereinafter defined). The Leased Land is more
particularly described on Exhibit A attached hereto and incorporated herein, and
the "Ground Leases" are those leases, together with any and all amendments,
modifications, and assignments thereto, more particularly described on Exhibit B
attached hereto and incorporated herein.

                  D. Due to certain restrictions set forth in the Ground Leases,
Foothill has agreed to not encumber the Leased Land; and Barden has agreed to
not transfer or encumber the Leased Land or any portion thereof.

                              W I T N E S S E T H:

                  In consideration of the foregoing premises and for other good
and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Barden and Foothill hereby agree as follows:

                  1. Negative Pledge. Barden hereby agrees that it will not
create, incur, assume or suffer to exist any lien or security interest in the
leasehold interests (or any portion thereof), whether currently held or
hereinafter acquired, pursuant to the Ground Leases or on any portion of the
Leased Land that Barden may hereinafter acquire, other than Permitted Liens.

                  2. Transfer. Except as permitted by the Loan Agreement, Barden
hereby agrees that it will not convey, sell, sublease (other than space leases
and room rentals in the hotel and casino located on the Leased Land), assign,
transfer or otherwise dispose of, all or any portion of the leasehold interest,
whether currently held or hereinafter acquired, pursuant to the Ground Leases or
on any portion of the Leased Land that Barden may hereinafter acquire.

                  3. Release. Foothill hereby agrees that this Agreement will be
terminated and released of record simultaneously with the termination and
release of record of the lien of the Deed of Trust.

                  4. Governing Law. This Agreement shall be construed in
accordance with and be governed by the law (without giving effect to the
conflict of law principles thereof) of the State of California unless otherwise
governed by local law.

                                       2
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                  5. Further Assurances. Barden shall, at its own expense,
perform such acts as may be necessary, or that Foothill may request at any time,
to execute, acknowledge and deliver all such additional papers and instruments
and will do or cause to be done all further acts and things as may be proper or
reasonably necessary to carry out the purpose hereof. Without limiting the
general nature of Barden's obligations set forth in the preceding sentence, in
the event that, subsequent to the date hereof, Barden receives the consent of
any lessor under any Ground Lease to mortgage the Leased Land subject to such
Ground Lease (or is otherwise permitted to so encumber), Barden shall promptly
notify Foothill of such consent and Barden shall promptly execute and deliver to
Foothill a deed of trust encumbering such Leased Land, substantially in the form
of the Deed of Trust, and such deed of trust shall be recorded in the official
records of Clark County, Nevada.

                  6. Counterparts. This Agreement may be executed by the parties
to this Agreement on separate counterparts (including by telecopy), and all of
said counterparts taken together shall be deemed to constitute one and the same
instrument.

                  7. Successors and Assigns. The provisions of this Agreement
shall be binding upon and inure to the benefit of the parties hereto and their
respective successors and assigns (except that Barden may not encumber, assign
or transfer any of its rights or obligations hereunder without the prior written
consent of Foothill except as permitted under the Loan Agreement).

                [Remainder of this page intentionally left blank;

                            Signature page follows.]


                                       3
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                  IN WITNESS WHEREOF, Barden and Foothill have caused this
Agreement to be executed as of the day and year first above written.


                                            BARDEN NEVADA GAMING, LLC,
                                            a Nevada limited liability company

                                            By:     /s/ Michael E. Kelly
                                                    ----------------------------
                                            Name:   Michael E. Kelly
                                                    ----------------------------
                                            Title:  E.V.P., C.O.O, C.F.O
                                                    ----------------------------



                                            FOOTHILL CAPITAL CORPORATION,
                                            a California corporation,
                                            as lender


                                            By:     /s/ Kevin M. Coyle
                                                    ----------------------------
                                            Name:   Kevin M. Coyle
                                                    ----------------------------
                                            Title:  Sr. Vice President
                                                    ----------------------------




                                      S-1
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STATE OF CALIFORNIA   )
                      ) SS.
COUNTY OF LOS ANGELES )

                  On December 6, 2001 before me, Donna Wolfe, Notary Public,
personally appeared Michael E. Kelly personally known to me (or proved to me on
the basis of satisfactory evidence) to be the person whose name is subscribed to
the within instrument and acknowledged to me that he executed the same in his
authorized capacity, and that by his signature on the instrument the person, or
the entity upon behalf of which the person acted, executed the instrument.

                  WITNESS my hand and official seal.

Donna Wolfe                                 [SEAL]
--------------------------
SIGNATURE OF NOTARY PUBLIC                  My Commission Expires:  May 28, 2003




<PAGE>



STATE OF CALIFORNIA   )
                      ) SS.
COUNTY OF LOS ANGELES )

                  On December 6, 2001 before me, Donna Wolfe, Notary Public,
personally appeared Kevin M. Coyle personally known to me (or proved to me on
the basis of satisfactory evidence) to be the person whose name is subscribed to
the within instrument and acknowledged to me that he executed the same in his
authorized capacity, and that by his signature on the instrument the person, or
the entity upon behalf of which the person acted, executed the instrument.

                  WITNESS my hand and official seal.

Donna Wolfe                                 [SEAL]
--------------------------
SIGNATURE OF NOTARY PUBLIC                  My Commission Expires:  May 28, 2003