EX-4.15



 Exhibit 4.15 
 EXECUTION VERSION 
 FIRST SUPPLEMENTAL INDENTURE 

Dated as of December 15, 2016 
 to 
 INDENTURE 

Dated as of March 28, 2016 
 among 
 BOYD GAMING CORPORATION, as Issuer, 

the Guarantors named therein, as Guarantors, 
 and 
 WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee 

6.375% Senior Notes due 2026 







 FIRST SUPPLEMENTAL INDENTURE, dated as of December 15, 2016 (this “Supplemental
Indenture”), among Boyd Gaming Corporation, a Nevada corporation (the “Issuer”), the Guarantors named on the signature pages hereto (the “Guarantors”), the Additional Guarantors named on the signature pages
hereto (the “Additional Guarantors”), and Wilmington Trust, National Association, as trustee (the “Trustee”). 
 WHEREAS, the Issuer and the Guarantors have heretofore executed and delivered to the Trustee an Indenture dated as of March 28, 2016 (the “Indenture”) providing for the issuance of
the Company’s 6.375% Senior Notes due 2026 (the “Notes”); and 
 WHEREAS, subsequent to the execution of
the Indenture and the issuance of the Notes, the Additional Guarantors have become guarantors under the Credit Agreement; and 

WHEREAS, pursuant to and as contemplated by Sections 4.09 and 9.01 of the Indenture, the parties hereto desire to execute and deliver
this Supplemental Indenture for the purpose of providing for each Additional Guarantor to expressly assume all the obligations of a Guarantor under the Notes and the Indenture; 

NOW, THEREFORE, in consideration of the above premises, each party agrees, for the benefit of the other and for the equal and ratable
benefit of the Holders of the Notes, as follows: 
 I. 
 ASSUMPTION OF GUARANTEES 
 Each Additional Guarantor, as provided by
Section 4.09 of the Indenture, jointly and severally, hereby unconditionally expressly assumes all of the obligations of a Guarantor under the Notes and the Indenture to the fullest as set forth in Article 10 of the Indenture; and each
Additional Guarantor may expressly exercise every right and power, and shall have every obligation, of a Guarantor under the Indenture with the same effect as if it had been named a Guarantor therein. 

II. 

MISCELLANEOUS PROVISIONS 
 A. Terms Defined. 
 For all purposes of this Supplemental Indenture, except
as otherwise defined or unless the context otherwise requires, terms used in capitalized form in this Supplemental Indenture and defined in the Indenture have the meanings specified in the Indenture. 

B. Indenture. 
 Except as amended hereby, the Indenture and the Notes are in all respects ratified and confirmed and all the terms shall remain in full force and effect. 

  
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 C. Governing Law. 

THIS SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK, AS APPLIED
TO CONTRACTS MADE AND PERFORMED ENTIRELY WITHIN THE STATE OF NEW YORK, WITHOUT REGARD TO PRINCIPLES OF CONFLICT OF LAWS TO THE EXTENT THAT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION WOULD BE REQUIRED THEREBY. 

D. Successors. 
 All agreements of the Company, the Guarantors and the Additional Guarantors in this Supplemental Indenture, the Notes and the Note Guarantees shall bind their respective successors. All agreements of the
Trustee in this Supplemental Indenture shall bind its successors. 
 E. Duplicate Originals. 

The parties may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together
shall represent the same agreement. 
 F. Trustee Disclaimer. 

The Trustee is not responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture
or for or in respect of the recitals contained herein. 
 [signatures on following pages] 

  
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 IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly
executed, all as of the date first written above. 
 ISSUER: 
 BOYD GAMING CORPORATION 
  

			
	By:	 	 /s/ Keith E. Smith

		 	Name: Keith E. Smith
		 	Title: President and Chief Executive Officer

  
 Signature Page to First Supplemental
Indenture for 6.375% Senior Notes due 2026 







 EXISTING GUARANTORS: 
 BOYD ATLANTIC CITY, INC. 
 BOYD TUNICA, INC. 

BLUE CHIP CASINO, LLC 
 CALIFORNIA HOTEL AND
CASINO 
 TREASURE CHEST CASINO, L.L.C. 

RED RIVER ENTERTAINMENT OF SHREVEPORT, L.L.C. 

BOYD RACING, L.L.C. 
 PAR-A-DICE GAMING CORPORATION 
 COAST CASINOS, INC. 

COAST HOTELS AND CASINOS, INC. 
 SAM-WILL, INC. 
 M.S.W., INC. 
 CALIFORNIA HOTEL FINANCE CORPORATION 
 BOYD ACQUISITION, LLC 

BOYD LOUISIANA RACING, L.L.C. 
 BOYD BILOXI, LLC

  

			
	By:	 	 /s/ Keith E. Smith

		 	Name: Keith E. Smith
		 	Title: President and Chief Executive Officer

 Signature Page to First Supplemental Indenture for 6.375% Senior Notes due 2026 







 ADDITIONAL GUARANTORS: 
 BOYD ACQUISITION I, LLC 
 BOYD ACQUISITION II, LLC 

PENINSULA GAMING, LLC 
 BELLE OF ORLEANS, L.L.C.

 DIAMOND JO, LLC 
 DIAMOND JO WORTH,
LLC 
 KANSAS STAR CASINO, LLC 
 THE OLD
EVANGELINE DOWNS, L.L.C. 
  

			
	By:	 	 /s/ Keith E. Smith

		 	Name: Keith E. Smith
		 	Title: President and Chief Executive Officer

 Signature Page to First Supplemental Indenture for 6.375% Senior Notes due 2026 







 TRUSTEE: 
 WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee 
  

			
	By:	 	 /s/ Shawn Goffinet

		 	Name: Shawn Goffinet
		 	Title: Assistant Vice President

 Signature Page to First Supplemental Indenture for 6.375% Senior Notes due 2026