Exhibit 10.1





EXHIBIT 10.1




Execution Version 



FIRST AMENDMENT TO THIRD

AMENDED AND RESTATED CREDIT AGREEMENT




This FIRST AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this
“Amendment”), dated as of April 28, 2010, is made by and among PINNACLE ENTERTAINMENT,
INC., a Delaware corporation (the “Borrower”), BARCLAYS BANK PLC, as the administrative
agent (the “Administrative Agent”) and the Required Lenders.



Recitals




Whereas, the Borrower, the Lenders, and the Administrative Agent have entered into that
certain Third Amended and Restated Credit Agreement dated as of February 5, 2010 (the “Credit
Agreement”). Unless otherwise noted herein, any terms defined in the Credit Agreement and not
defined in this Amendment are used herein as defined in the Credit Agreement;



Whereas, the Borrower has informed the Administrative Agent and the Lenders that it plans to
discontinue development of the Sugarcane Bay Property and has requested certain amendments to the
Credit Agreement; and



Whereas, subject to the terms and conditions set forth herein, the Required Lenders are
willing to amend the Credit Agreement as hereinafter set forth.



Now Therefore, in consideration of the premises and the mutual agreements set forth herein,
the Borrower, the Administrative Agent and the Required Lenders agree as follows:



Section 1. Amendments to Credit Agreement. Subject to the conditions and upon the terms set
forth in this Amendment and in reliance on the representations and warranties of the Borrower set
forth in this Amendment, the Credit Agreement is hereby modified and amended, as of the First
Amendment Effective Date, as follows:




1.1 Amendment to Section 7.4. Section 7.4 of the Credit Agreement is amended
by (a) deleting the “and” and the end of clause (c) thereof; (b) deleting the period at the
end of clause (d) thereof and replacing it with “; and” and (c) adding the following new
clause (e) and the end thereof:




“(e) Any Person may merge, consolidate, amalgamate, liquidate, dissolve or
Dispose of all or substantially all of its assets in a transaction that is a
Disposition, or a series of transactions that are Dispositions, permitted pursuant
to Section 7.5 (other than Section 7.5(c)).”




1.2 Amendment to Section 7.19. Section 7.19 of the Credit Agreement is
restated in its entirety as follows:




“7.19 Baton Rouge Project Construction Covenants. On and after January
1, 2010, apply more than $25,000,000 of funds from any source to the Expenses for
the Baton Rouge Project until the Borrower shall have received New Capital Available
Proceeds in an amount equal to or greater than $40,000,000.”


 


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1.3 Amendment to Schedule 7.5(g). Schedule 7.5(g) of the Credit Agreement is
replaced in its entirety with the Schedule 7.5(g) attached to this Amendment as Schedule I.



Section 2. Representations and Warranties of the Borrower. In order to induce the Required
Lenders to enter into this Amendment, the Borrower represents and warrants to the Lenders that:




2.1 Organizational Power; Authorization; Enforceable Obligations. The Borrower
has the organizational power and authority, and the legal right, to make, deliver and
perform this Amendment and each Subsidiary Guarantor has the organizational power and
authority, and the legal right, to make, deliver and perform the Consent of Guarantors in
the form of Exhibit A attached hereto (the “Consent”). Each Loan Party has
taken all necessary corporate or other action to authorize the execution, delivery, and
performance of this Amendment and the Consent, as applicable, and the performance of the
Loan Documents to which it is a party as modified by this Amendment. This Amendment and the
Consent have each been duly executed and delivered on behalf of each Loan Party that is a
party thereto. This Amendment, the Consent, and the Loan Documents, as amended by this
Amendment, constitute a legal, valid and binding obligation of each Loan Party that is a
party thereto, enforceable against each such Loan Party in accordance with its terms, except
as enforceability may be limited by applicable bankruptcy, insolvency, reorganization,
moratorium or similar laws affecting the enforcement of creditors’ rights generally and by
general equitable principles (whether enforcement is sought by proceedings in equity or at
law).




2.2 No Legal Bar. The execution, delivery and performance of this Amendment,
the Consent and the Loan Documents, as modified by this Amendment, will not violate in any
material respect any Requirement of Law or any Contractual Obligation of the Borrower or any
of its Subsidiaries and will not result in, or require, the creation or imposition of any
Lien on any of their respective properties or revenues pursuant to any Requirement of Law or
any such Contractual Obligation (other than the Liens created by the Security Documents or
permitted thereunder). No Requirement of Law or Contractual Obligation applicable to the
Borrower or any of its Subsidiaries could reasonably be expected to have a Material Adverse
Effect.




2.3 No Default. After giving effect to this Amendment, no event has occurred,
is continuing, or will result from, the execution and delivery of this Amendment or the
Consent that would constitute a Default or an Event of Default.




2.4 Representations and Warranties. After giving effect to this Amendment,
each of the representations and warranties made by any Loan Party in or pursuant to the Loan
Documents shall be true and correct in all material respects as if made on and as of the
First Amendment Effective Date.



Section 3. Conditions to Effectiveness of this Amendment. This Amendment, and the consents
and approvals contained herein, shall be effective on the date (such date, the “First Amendment
Effective Date”) when each of the following conditions has been satisfied:




3.1 Execution of Amendment. The Borrower and the Required Lenders shall have
executed and delivered this Amendment.




3.2 Execution of Subsidiary Guarantor Consent. Each of the Guarantors shall
have executed and delivered the Consent of Guarantors in the form of Exhibit A
attached hereto.


 


2









 






3.3 Representations and Warranties. Each of the representations and warranties
made by any Loan Party in or pursuant to the Loan Documents shall be true and correct in all
material respects on and as of the First Amendment Effective Date as if made on and as of
such date after giving effect to this Amendment.




3.4 No Default. After giving effect to this Amendment and the extension of
credit to be made on such date, if any, and the application of the proceeds of such
extension of credit, no Default or Event of Default shall have occurred and be continuing on
the First Amendment Effective Date.




3.5 Approvals. All governmental and third party approvals necessary or
advisable in connection with the transactions contemplated by this Amendment and the
amendments to the other Loan Documents, if any, shall have been obtained and be in full
force and effect or otherwise applied for or requested (and the Borrower has no reason to
believe that they will not be obtained in due course), and all applicable waiting periods
shall have expired without any action being taken or threatened by any competent authority
which would restrain, prevent or otherwise impose adverse conditions on the amendments
contemplated hereby.



Section 4. Effect Of Amendment; Ratification. This Amendment is a Loan Document. From and
after the date on which this Amendment becomes effective, all references in the Loan Documents to
the “Credit Agreement” shall mean the Credit Agreement as amended hereby. Except as expressly
amended hereby or waived herein, the Credit Agreement and the other Loan Documents, including the
Liens granted thereunder, shall remain in full force and effect, and all terms and provisions
thereof are hereby ratified and confirmed.



Section 5. Borrower Confirmation. The Borrower confirms that as amended hereby, each of the
Loan Documents is in full force and effect, and that none of the Loan Parties has any defenses,
setoffs or counterclaims to its Obligations.



Section 6. GOVERNING LAW. THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES UNDER
THIS AMENDMENT SHALL BE GOVERNED BY, CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAWS OF THE
STATE OF NEW YORK.



Section 7. No Waiver. Except as expressly set forth herein, the execution, delivery and
effectiveness of this Amendment does not constitute a waiver of any Default or Event of Default,
amend or modify any provision of any Loan Document or constitute a course of dealing or any other
basis for altering the Obligations of any Loan Party.



Section 8. Integration. The Credit Agreement and the other Loan Documents (as amended by this
Amendment) represents the entire agreement of the parties with respect to the subject matter
hereof, and there are no promises, undertakings, representations or warranties by the
Administrative Agent, the Lead Arranger or any Lender relative to the subject matter hereof not
expressly set forth or referred to herein.



Section 9. Captions. The catchlines and captions herein are intended solely for convenience
of reference and shall not be used to interpret or construe the provisions hereof.



Section 10. Counterparts. This Amendment may be executed by one or more of the parties to
this Amendment on any number of separate counterparts, and all of said counterparts taken together
shall be deemed to constitute one and the same instrument. Delivery of an executed signature page
of this



 


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Amendment shall be effective as delivery of a manually executed counterpart hereof. A set of
the copies of this Amendment signed by all the parties shall be lodged with the Administrative
Agent.



[Remainder of page intentionally left blank]



 


4








 





IN WITNESS WHEREOF, each of the undersigned has duly executed this Amendment as of the date
set forth above.



	 	 	 	 	 
	BORROWER:	

PINNACLE ENTERTAINMENT, INC., a 

Delaware corporation

 	 
	 	By:  	/s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Executive Vice President
and Chief Financial Officer 	 



 


First Amendment Signature Page









 





	 	 	 	 	 



	 	 	 	 	 
	ADMINISTRATIVE AGENT:	

BARCLAYS BANK PLC

 	 
	 	By:  	/s/ Craig Malloy
 	 
	 	 	Name:  	Craig Malloy 	 
	 	 	Title:  	Director 	 



 


First Amendment Signature Page









 





	 	 	 	 	 
	 	LENDER:



Barclays Bank PLC

 	 
	 	By:  	/s/ Craig Malloy
 	 
	 	 	Name:  	Craig Malloy 	 
	 	 	Title:  	Director 	 



 


First Amendment Signature Page









 





	 	 	 	 	 



	 	 	 	 	 
	 	LENDER:



JPMORGAN CHASE BANK, N.A.

 	 
	 	By:  	/s/ Marc Costantino
 	 
	 	 	Name:  	Marc Costantino 	 
	 	 	Title:  	Executive Director 	 



 


First Amendment Signature Page









 





	 	 	 	 	 



	 	 	 	 	 
	 	LENDER:




Deutsche Bank Trust Company Americas

 	 
	 	By:  	/s/ Mary Kay Coyle
 	 
	 	 	Name:  	Mary Kay Coyle 	 
	 	 	Title:  	Managing Director 	 
	 
	 	 	 
	 	By:  	                                                  /s/ Robert M. Wood, Jr.
 	 
	 	 	Name:  	Robert M. Wood, Jr. 	 
	 	 	Title:  	Director 	 



 


First Amendment Signature Page









 




	 	 	 	 	 
	 	LENDER:




Credit Agricole Corporate and Investment Bank

f/k/a Calyon (New York Branch)

 	 
	 	By:  	/s/ David Bowers
 	 
	 	 	Name:  	David Bowers 	 
	 	 	Title:  	Managing Director 	 



 


First Amendment Signature Page









 





	 	 	 	 	 



	 	 	 	 	 
	 	LENDER:



Capital One, N.A.

 	 
	 	By:  	/s/ Ross Wales
 	 
	 	 	Name:  	Ross Wales 	 
	 	 	Title:  	Senior Vice President 	 



 


First Amendment Signature Page









 





	 	 	 	 	 



	 	 	 	 	 
	 	LENDER:



Bank of America, N.A.

 	 
	 	By:  	/s/ Brian D. Corum
 	 
	 	 	Name:  	Brian D. Corum 	 
	 	 	Title:  	Senior Vice President 	 



 


First Amendment Signature Page









 





	 	 	 	 	 



	 	 	 	 	 
	 	LENDER:



UBS Loan Finance LLC

 	 
	 	By:  	/s/ Irja R. Otsa
 	 
	 	 	Name:  	Irja R. Otsa 	 
	 	 	Title:  	Associate Director 	 
	 



	 	 	 	 	 
	 	 	 
	 	By:  	                                                  /s/ Mary E. Evans
 	 
	 	 	Name:  	Mary E. Evans 	 
	 	 	Title:  	Associate Director 	 
	 




 


First Amendment Signature Page











 




Exhibit A




CONSENT OF GUARANTORS




Each of the undersigned is a Guarantor of the Obligations of the Borrower under the Credit
Agreement and hereby (a) consents to the foregoing Amendment, (b) acknowledges that notwithstanding
the execution and delivery of the foregoing Amendment, the obligations of each of the undersigned
Guarantors are not impaired or affected and the Guaranties continue in full force and effect and
(c) ratifies its Guaranty and each of the Loan Documents to which it is a party.


 


 









 





IN WITNESS WHEREOF, each of the undersigned has executed and delivered this CONSENT OF
GUARANTORS as of the 28 day of April, 2010.



	 	 	 	 	 
	 	BILOXI CASINO CORP., a Mississippi corporation

CASINO MAGIC CORP., a Minnesota corporation

ST. LOUIS CASINO CORP., a Missouri corporation

 	 
	 	By:  	/s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Chief Financial Officer 	 
	 
	 	CASINO ONE CORPORATION, a Mississippi

Corporation

PNK (BOSSIER CITY), INC., a Louisiana corporation

 	 
	 	By:  	/s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Treasurer 	 
	 
	 	BELTERRA RESORT INDIANA, LLC,

a Nevada limited liability company

 	 
	 	By:  	 Pinnacle Entertainment, Inc., its sole member
 	 
	 
	 	 	 
	 	By:  	                  /s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Executive Vice President and

Chief Financial Officer 	 
	 
	 	BOOMTOWN, LLC,

a Delaware limited liability company

 	 
	 	By:  	  Pinnacle Entertainment, Inc., its sole member
 	 
	 
	 	 	 
	 	By:  	                  /s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Executive Vice President and

Chief Financial Officer 	 
	 



Consent of Guarantors to First Amendment





 


 









 







	 	 	 	 	 
	 	OGLE HAUS, LLC,

an Indiana limited liability company

 	 
	 	By:  	 Belterra Resort Indiana, LLC, its sole member
 	 
	 
	 	 	 
	 	By:  	                                                     Pinnacle Entertainment, Inc., its sole member
 	 
	 
	 	 	 
	 	By:  	                    /s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Executive Vice President

and Chief Financial Officer 	 
	 
	 	PNK (LAKE CHARLES), L.L.C., a Louisiana limited

liability company

 	 
	 	By:  	 Pinnacle Entertainment, Inc., its sole member and manager
 	 
	 
	 	 	 
	 	By:  	                     /s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp                                      	 
	 	 	Title:  	Executive Vice President

and Chief Financial Officer 	 
	 
	 	PNK (RENO), LLC, a Nevada limited liability company

 	 
	 	By:  	 Pinnacle Entertainment, Inc., its sole member
 	 
	 
	 	 	 
	 	By:  	                  /s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Executive Vice President

and Chief Financial Officer 	 
	 
	 	LOUISIANA-I GAMING, a Louisiana partnership in

Commendam

 	 
	 	By:  	 Boomtown, LLC, its general partner
 	 
	 
	 	 	 
	 	By:  	                                                    Pinnacle Entertainment, Inc., its sole member
 	 
	 
	 	 	 
	 	By:  	                      /s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Executive Vice President

and Chief Financial Officer 	 
	 



Consent of Guarantors to First Amendment




 


 









 







	 	 	 	 	 
	 	PNK (ES), LLC,

a Delaware limited liability company

 	 
	 	By:  	 Pinnacle Entertainment, Inc., its sole member
 	 
	 
	 	 	 
	 	By:  	                       /s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Executive Vice President

and Chief Financial Officer 	 
	 
	 	PNK (ST. LOUIS RE), LLC,

a Delaware limited liability company

 	 
	 	By:  	 Pinnacle Entertainment, Inc., its sole member
 	 
	 
	 	 	 
	 	By:  	                  /s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Executive Vice President

and Chief Financial Officer 	 
	 
	 	PNK (CHILE 1), LLC,

a Delaware limited liability company

 	 
	 	By:  	 Pinnacle Entertainment, Inc, its sole member
 	 
	 
	 	 	 
	 	By:  	                   /s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Executive Vice President

and Chief Financial Officer 	 
	 
	 	PNK (CHILE 2), LLC,

a Delaware limited liability company

 	 
	 	By:  	 Pinnacle Entertainment, Inc, its sole member
 	 
	 
	 	 	 
	 	By:  	                   /s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Executive Vice President

and Chief Financial Officer 	 
	 



Consent of Guarantors to First Amendment





 


 









 







	 	 	 	 	 
	 	PNK (BATON ROUGE) PARTNERSHIP,

a Louisiana partnership

 	 
	 	By:  	 PNK Development 8, LLC, its Managing  Partner
 	 
	 	 	 
	 	By:  	                                                     Pinnacle Entertainment, Inc., its sole member
 	 
	 	 	 
	 	By:  	                      /s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Executive Vice President

and Chief Financial Officer 	 
	 
	 	PNK Development 7, LLC,

a Delaware limited liability company

 	 
	 	By:  	 Pinnacle Entertainment, Inc., its sole member
 	 
	 
	 	 	 
	 	By:  	                  /s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Executive Vice President

and Chief Financial Officer 	 
	 
	 	PNK Development 8, LLC,

a Delaware limited liability company

 	 
	 	By:  	 Pinnacle Entertainment, Inc., its sole member
 	 
	 
	 	 	 
	 	By:  	                  /s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Executive Vice President

and Chief Financial Officer 	 
	 
	 	PNK Development 9, LLC,

a Delaware limited liability company

 	 
	 	By:  	 Pinnacle Entertainment, Inc., its sole member
 	 
	 
	 	 	 
	 	By:  	                  /s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Executive Vice President

and Chief Financial Officer 	 
	 



Consent of Guarantors to First Amendment




 


 











 




	 	 	 	 	 
	 	PNK (SCB), L.L.C.,

a Louisiana limited liability company

 	 
	 	By:  	PNK Development 7, LLC, its sole member
 	 
	 	 	 
	 	By:  	                                                    Pinnacle Entertainment, Inc., its sole member
 	 
	 	 	 	 
	 	By:  	                       /s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Executive Vice President
and Chief Financial Officer 	 
	 
	 	PNK (STLH), LLC,

a Delaware limited liability company

 	 
	 	By:  	Pinnacle Entertainment, Inc., its sole member
 	 
	 	 	 	 
	 	By:  	                       /s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Executive Vice President
and Chief Financial Officer 	 
	 
	 	President Riverboat Casino-Missouri, Inc., a

Missouri corporation

 	 
	 	By:  	/s/ Stephen H. Capp
 	 
	 	 	Name:  	Stephen H. Capp 	 
	 	 	Title:  	Chief Financial Officer 	 
	 



Consent of Guarantors to First Amendment




 


 









 







	 	 	 	 	 
	 	YANKTON INVESTMENTS, LLC,

a Nevada limited liability company

 	 
	 	By:  	/s/ John A. Godfrey
 	 
	 	 	Name:  	John A. Godfrey 	 
	 	 	Title:  	Manager 	 
	 



Consent of Guarantors to First Amendment





 


 









 







Schedule I




Schedule 7.5(g)




Designated Assets



 


 









 





Schedule 7.5(g)




List of Designated Assets




	 	 	 
	Description of Asset	 	Location
	All owned and leased Property related to the PRC-MO Property,
including but not limited to the lease and sublease with the
City of St. Louis and The Port Authority of the City of St.
Louis

	 	Missouri
	 
	 	 
	Ownership interest in ODS Technologies, L.P. and all rights,
title and interest in and to that certain Investment Agreement,
dated July 30, 1997, between ODS Technologies, L.P. and Pinnacle
Entertainment, Inc, as amended and any other agreement related
to Pinnacle Entertainment, Inc.’s ownership interest in ODS
Technologies, L.P.

	 	N/A
	 
	 	 
	St. Louis City Owned Property (Parking)

	 	Missouri
	806-808 North 1st Street (Parking)
	 	 
	 
	 	 
	St. Louis City Owned Property (HoteLumiere) 901 N. First Street

	 	Missouri
	 
	 	 
	St. Louis City Owned Properties (Parking)

	 	Missouri
	 
	 	 
	920 N. First Street
	 	 
	925 N. First Street
	 	 
	928 N. First Street
	 	 
	930 N. First Street
	 	 
	934 N. First Street
	 	 
	942 N. First Street
	 	 
	900 N. First Street
	 	 
	914 N. First Street
	 	 
	 
	 	 
	1016 N. First Street
	 	 
	1020 N. First Street
	 	 
	1024 N. First Street
	 	 
	1012 N. First Street
	 	 
	1004 N. First Street
	 	 
	1000 N. First Street
	 	 
	1028 N. First Street
	 	 






 


 









 





	 	 	 
	Description of Asset	 	Location
	St. Louis City Owned Properties (Parking for President Casino)

	 	Missouri
	 
	 	 
	1005 N. Wharf Street
	 	 
	901 N. Wharf Street
	 	 
	1003 N. Wharf
	 	 
	1030 R N. Commercial Street
	 	 
	1030 N. Commercial Street
	 	 
	 
	 	 
	St. Louis City Owned Properties (Condo Development)

	 	Missouri
	 
	 	 
	807 N. Leonor K. Sullivan Blvd.
	 	 
	805 N. Leonor K. Sullivan Boulevard
	 	 
	803 N. Leonor K. Sullivan Boulevard
	 	 
	1 Morgan Street
	 	 
	 
	 	 
	St. Louis City Leased Property (Sligo Warehouse)

	 	Missouri
	 
	 	 
	1100 N. 2nd Street
	 	 
	 
	 	 
	St. Louis City Leased Property (Office Building)

	 	Missouri
	 
	 	 
	727 North First Street (5th Floor) and any leased portion of the
6th floor
	 	 
	 
	 	 
	St. Louis County Properties

	 	Missouri
	 
	 	 
	8021 Zellie
	 	 
	8019 Zellie
	 	 
	 
	 	 
	Warehouse leased in connection with the River City Property

	 	Missouri
	 
	 	 
	Boomtown Hotel and Casino (fee, including water rights) located
at 2100 I-80 West (I-80 at Boomtown), Reno, Nevada 89439

	 	Nevada
	 
	 	 
	Approximately 500 acres of excess (non-operating) land adjacent
to the Boomtown Hotel and Casino in Reno, Nevada, and any water
rights appurtenant thereto

	 	Nevada
	 
	 	 
	Approximately 296 acres of excess undeveloped land in the
mountains outside Reno, Nevada, and any water rights appurtenant
thereto

	 	Nevada
	 
	 	 
	Excess (non-operating) and excess undeveloped land near the
Boomtown Casino in New Orleans, Louisiana

	 	Louisiana
	 
	 	 
	Real Property and Improvements acquired from Harrah’s, located
in Lake Charles, Louisiana

	 	Louisiana






 


 









 





	 	 	 
	Description of Asset	 	Location
	Leasehold interest pursuant to the Ground Lease with the Lake
Charles Harbor & Terminal District and PNK (Lake Charles),
L.L.C. in Lake Charles, Louisiana (Sugarcane Bay Project)

	 	Louisiana
	 
	 	 
	Real Property in Lake Charles, Louisiana, purchased and/or to be
purchased pursuant to the Ground Lease with the Lake Charles
Harbor & Terminal District and PNK (Lake Charles), L.L.C.
(Sugarcane Bay Project)

	 	Louisiana
	 
	 	 
	Any and all equity interests in PNK (SCB), L.L.C.

	 	N/A
	 
	 	 
	Remainder of four parcels (fee) purchased from Richard, Sittig,
Connor, and Hatchett in Lake Charles, Louisiana

	 	Louisiana
	 
	 	 
	Approximately 56 acres of Real Property in Lake Charles,
Louisiana (Cline Canal Tract) purchased from Bailey, Verret,
Vail Rigler, Chesson, Schoolsky, Queenan, Chesson, Bodin and
Robichaux in various transactions in 2007.

	 	Louisiana
	 
	 	 
	Excess (non-operating) and excess undeveloped land in Baton
Rouge, Louisiana

	 	Louisiana
	 
	 	 
	The single family dwelling at 3801 Burgoyne St., Lake Charles,
Louisiana, 70605

	 	Louisiana
	 
	 	 
	Excess (non-operating) and excess undeveloped land at Boomtown
Bossier City

	 	Louisiana
	 
	 	 
	Undeveloped land in Central City, Colorado

	 	Colorado
	 
	 	 
	The Ogle Haus at Belterra Casino Resort

	 	Indiana
	 
	 	 
	Excess (non-operating) and excess undeveloped land at Belterra
Casino Resort

	 	Indiana
	 
	 	 
	Equity interests in any Restricted Subsidiary, the sole assets
of which are listed on this 
Schedule 7.5(g)

	 	N/A
	 
	 	 
	Remainder of property following a Disposition of a portion of
such property permitted by Section 7.5(o) of the Agreement

	 	N/A