Exhibit 10.4  ISLE OF CAPRI CASINOS, INC.
DEFERRED BONUS PLAN
Code Section 409A Compliance Amendment  Whereas,Isle of Capri
Casinos, Inc.,a corporation organized and
existing under the laws of the State of Delaware (the Company), maintains the
Deferred Bonus Plan, which plan was first established as of April 26,
1998, and subsequently amended from time to time (the Plan);  Whereas,such Plan now
constitutes a deferred compensation arrangement within the meaning of Section 409A
of the Internal Revenue Code of 1986, as amended, and must be amended to comply
with the final regulations promulgated thereunder;  Now, Therefore,the Plan shall
be amended as follows, such amendment to be effective as of January1,2009, or at the earlier time or times set forth below.  1.Bonus Deferrals and Payments:  Section 2
of the Plan shall be amended and restated in its entirety as follows:  2.The Deferred Bonus:  (a)No portion of
any Cash Bonus shall be subject to deferral hereunder.  (b)Any Cash Bonus
previously deferred hereunder (a Deferred Bonus) shall be paid in the form of
a single-sum upon the earlier of:  i.An Eligible
Employees death or Disability;  ii.The fifth
anniversary of the last day of the Companys fiscal year immediately preceding
the Bonus Award Date; or  iii.The occurrence
of an Extraordinary Transaction, provided that if such transaction does not
also constitute a change in control within the meaning of Code Section 409A
and the regulations promulgated hereunder, payment shall be made upon the
earlier of (x) the occurrence of a Separation From Service in connection
with such transaction or during the 24-month period thereafter, or (y) as
otherwise provided herein.  (c)Notwithstanding
the generality of the foregoing, effective for any payment made on or after January1,2005, if an
Eligible Employee is a Specified Employee as of his or her Separation Date, the
commencement of any payment made on account of his or her Separation From
Service, as determined in accordance with Code Section 409A, shall be
delayed until the first business day of the seventh whole calendar month
following his or her Separation Date. In the event of any delay required
hereunder, payment shall be made without liability for interest or loss of
investment opportunity thereon.  2.Compliance Definitions:  Notwithstanding any
provision of the Plan to the contrary, the following Section 16 shall be added
to the Plan to read in its entirety as follows, effective as of January 1,
2005:


16.Compliance
Definitions.Capitalized
terms used herein shall have the meanings ascribed to them below; in the event
of a conflict between a definition included herein and the same or a similar
term defined elsewhere in the Plan, the terms of this Section 16 shall
govern.  (a)The termDisabilityshall mean that
an Eligible Employee, by reason of a medically determinable physical or mental
impairment that can be expected to result in death or last for a continuous
period of not less than 12 months, (i) has been receiving income replacement
benefits for a period of not less than three months under a separate long-term
disability plan or policy maintained by the Company or an Affiliate, or (ii) is
unable to engage in any substantial gainful employment.  (b)The termSpecified
Employeeshall be determined in accordance with Code Section 409A
and shall generally mean that an Eligible Employee is a key employee of the
Company or an Affiliate within the meaning of Code Section 416(i), (ii)or(iii), but
determined without regard to paragraph (i)(5) thereof, as of his or her
Separation Date. An Eligible Employee who satisfies such requirement as of a December 31st
shall be considered a Specified Employee hereunder during the12-monthperiod
commencing on the immediately following April lst.  (c)The termSeparation
Dateor  Separation From Serviceshall mean the later of the date on which (a) an Eligible
Employees employment with the Company and its affiliates ceases, or (b) the
Company and such Eligible Employee reasonably anticipate that the Eligible
Employee will perform no further services for the Company and its affiliates,
whether as a common law employee or independent contractor. Notwithstanding the
foregoing, an Eligible Employee may be deemed to incur a Separation Date if he
or she continues to provide services to the Company or an affiliate, provided
such services are not more than 20% of the average level of services performed
by such Eligible Employee, whether as an employee or independent contractor,
during the immediately preceding 36-month period.  This 409 Compliance Amendmentwas adopted this 22ndday of December, 2008, to be effective as of
the date or dates set forth herein.  Isle of Capri Casinos, Inc.:By:
  /s/
  R. Ronald BurgessIts:
  SVP,
  Human ResourcesDate:
  12/22/08  2