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                                                                   EXHIBIT 10(e)
                                  SECURED PROMISSORY NOTE

                                                                    Reno, Nevada
$5,618,734.00                                                       June 1, 2002

         FOR VALUE RECEIVED, Last Chance, Inc., a Nevada Corporation (Maker),
promises to pay to Prospector Gaming Enterprises, Inc., a Nevada corporation
(Payee) or order, at its offices located at 1400 South Virginia Street, Reno,
Nevada 89502, or at such other place as the holder hereof may designate in
writing from time to time, in currently available funds of the United States,
the principal sum of Five-Million Six-Hundred Eighteen Thousand Seven-Hundred
Thirty-Four Dollars ($5,618,734.00) together with interest on the unpaid
principal balance as described below.

1.  PAYMENT TERMS:

         1.1 Principal. Maker shall make monthly payments of principal in the
amount of Sixty-Six Thousand Eight-Hundred Eighty-Nine Dollars and Sixty-Nine
Cents ($66,889.69) on the 1st day of the 1st month after the month in which
this Note is executed, and continuing on the 1st day of each calendar month
thereafter until the 1st day of June, 2007, at which time the entire balance of
principal and accrued interest shall be due and payable.

           The outstanding principal balance of this Note, all accrued and
unpaid interest thereon and all other amounts due hereunder, may be prepaid at
any time without penalty.

         1.2.1 Interest. Borrow shall make monthly interest payments on the
outstanding principal balance of this Note which shall accompany the principal
payments required by Section 1.1. The interest rate applicable to the principal
balance of this Note is the prime rate as quoted by the Wall Street Journal,
from time to time, plus 250 basis points, provided, however, that the applicable
interest rate shall not be increased or decreased during the term of this Note
by greater than 300 basis points and the interest rate shall not be increased or
decreased in any one year period by greater than 100 basis points. Each change
in the interest rate hereunder shall become effective on the date on which a
change in the prime rate is published by the Wall Street Journal. The interest
rate applicable at the date of execution of this Note is Seven and 25/100
percent (7.25%) per annum.

         1.2.1 Prepayment. Maker reserves the right to prepay all or any portion
of the indebtedness evidenced by this Note at any time, without penalty. Any
sums prepaid shall first be applied to accrued interest on the principal balance
then unpaid and then to reduction of principal.

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2.  DEFAULT.

         2.1. Default and Acceleration. The unpaid balance of principal and
accrued interest shall without notice become immediately due and payable at the
option of Payee if any payment required in this Note is not paid within fifteen
(15) days following the date upon which the payment was due (Event of Default).
A default thereunder shall constitute a default under the Gold Ranch Casino
Lease.

3.  LOAN DOCUMENTS

         This Note is made and delivered pursuant to the provisions of the Asset
Purchase Agreement and the Integrated Agreements by and between Maker, Payee and
their Affiliates and is secured by a pledge of the Acquired Assets.

         All of the terms, covenants and conditions contained in the Asset
Purchase Agreement and the Integrated Agreements are hereby made part of this
Note to the same extent and with the same force as if they were fully set forth
herein. In the event of a conflict or inconsistency between the terms of this
Note and the Asset Purchase Agreement or the Integrated Agreements, the terms
and provisions of the Loan Agreement or the otherwise applicable Integrated
Agreement shall control.

4.  MODIFICATIONS AND AMENDMENTS.

         This Note may not be modified, amended, waived, extended, changed,
discharged or terminated orally or by any act or failure to act on the part of
Maker or Payee, but only by an agreement in writing signed by the party
against whom enforcement of any modification, amendment, waiver, extension,
change, discharge or termination is sought.

5.  WAIVERS.

         Except as otherwise provided in the Asset Purchase Agreement
or any applicable Integrated Agreement, Maker and all others who may become
liable for the payment of all or any part of this Note hereby severally waive
presentment and demand for payment, notice of dishonor, notice of intention to
accelerate, notice of acceleration, protest and notice of protest and
non-payment and all other notices of any kind. No extension of time for payment
of this Note or any installment hereof, and no alteration, amendment or waiver
of any provision of this Note, the Asset Purchase Agreement or the Integrated
Agreements made by agreement between Payee or any other Person shall release,
modify, amend, waive, extend, change, discharge, terminate or affect the
liability of Maker, and any other Person who may become liable for the payment
of all or any part of this Note. No notice to or demand on Maker shall be deemed
to be a waiver of the obligation of Maker or of the right of Payee to take
further action without further notice or demand as provided for in this Note.

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6.  GOVERNING LAW

         This Note And The Obligations Arising Hereunder Shall Be Governed By,
And Construed In Accordance With, The Laws Of The State Of Nevada.

7.  NOTICES.

         All notices or other written communications hereunder shall be
delivered in accordance with Section 17(c) of the Asset Purchase Agreement.

         IN WITNESS WHEREOF, Maker has duly executed this Note as of
the day and year first above written.


        Last Chance, Inc.


        By:  /s/ Ferenc B. Szony
             -------------------
                 Ferenc B. Szony
                 Its President

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