UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                    FORM 10-K

     ___X___  ANNUAL REPORT  PURSUANT TO SECTION 13 OR 15 (d) OF THE  SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended  December  31,  2003.
                                       OR
     _______  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15  (d)  OF  THE
SECURITIES  EXCHANGE ACT OF 1934

For the transition period from ____________ to ___________

                         Commission file number 0-22290

                              CENTURY CASINOS, INC.
             (Exact name of registrant as specified in its charter)
              DELAWARE                                        84-1271317
(State or other jurisdiction of incorporation            (I.R.S. Employer
                  or organization)                        Identification No.)

               157 E. Warren Avenue, Cripple Creek, Colorado 80813
               ---------------------------------------------------
               (Address of principal executive offices) (Zip Code)
                                 (719) 689-9100
              (Registrant's telephone number, including area code)

Securities Registered Pursuant to Section 12(b) of the Act:  None.

Securities Registered Pursuant to Section 12(g) of the Act:
                          Common Stock, $.01 Par Value
                                (Title of class)

     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days. Yes X No

     Indicate by check mark if disclosure of delinquent  filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best  of  the  registrant's   knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference  in Part  III of this  Form  10-K or any
amendment to this Form 10-K . [ X ]

     Indicate by check mark whether the registrant is an  accelerated  filer (as
defined in Rule 12b-2 of the Act). Yes ___ No _X_

     The aggregate market value of the voting and non-voting  common equity held
by  non-affiliates of the registrant as of June 30, 2003, based upon the average
bid and asked price of $2.24 for the common stock on NASDAQ Stock Market on that
date, was $ 22,449,553.

     As of February 9, 2004,  the  Registrant  had  13,680,500  shares of Common
Stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE: Part III incorporates by reference from the
Registrant's   Definitive  Proxy  Statement  for  its  2004  Annual  Meeting  of
Stockholders  to be filed with the  Commission  within 120 days of December  31,
2003.

                                      -1-
                                     <PAGE>

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


CENTURY CASINOS, INC. AND SUBSIDIARIES
--------------------------------------------------------------------------------
(Dollar amounts in thousands, except for share information)

                                      - 2 -

                                      INDEX
Part I                                                                                                         Page
    Item 1.   Business                                                                                           3
    Item 2.   Properties                                                                                        18
    Item 3.   Legal Proceedings                                                                                 18
    Item 4.   Submission of Matters to a Vote of Security Holders                                               18
Part II
    Item 5.   Market for Registrant's Common Equity and Related Stockholder Matters                             18
    Item 6.   Selected Financial Data                                                                           20
    Item 7.   Management's Discussion and Analysis of Financial Condition and Results of Operations             21
    Item 7A.  Quantitative and Qualitative Disclosures About Market Risk                                        37
    Item 8.   Financial Statements and Supplementary Data                                                       38
              Report of Independent Certified Public Accountants - Grant Thornton LLP                           F1
              Report of Independent Certified Public Accountants - PricewaterhouseCoopers Inc.                  F2
              Consolidated Balance Sheets as of December 31, 2003 and 2002                                      F3
              Consolidated Statements of Earnings for the Years Ended
              December 31, 2003, 2002 and 2001                                                                  F4
              Consolidated Statements of Shareholders' Equity and Comprehensive Income (Loss) for
              the Years Ended December 31, 2003, 2002, and 2001                                                 F5
              Consolidated Statements of Cash Flows for the Years Ended
              December 31, 2003, 2002 and 2001                                                                  F6
              Notes to Consolidated Financial Statements                                                        F8
    Item 9.   Changes in and Disagreements with Accountants on Accounting and Financial Disclosure              38
    Item 9A.  Controls and Procedures                                                                           38
Part III
    Item 10.  Directors and Executive Officers of the Registrant                                                39
    Item 11.  Executive Compensation                                                                            39
    Item 12.  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters    39
    Item 13.  Certain Relationships and Related Transactions                                                    39
    Item 14.  Principal Accountant Fees and Services                                                            39
Part IV
    Item 15.  Exhibits, Financial Statement Schedules, and Reports on Form 8-K                                  40
SIGNATURES                                                                                                      49

</TABLE>


                                      -2-
                                     <PAGE>



                                     PART I

Item 1. Business.

General

     Century Casinos,  Inc. ("CCI" or the "Company") is an international  gaming
company.  Wholly-owned  subsidiaries of CCI include Century Casinos  Management,
Inc.  ("CCM"),  Century  Casinos Nevada,  Inc.  ("CCN",  a dormant  subsidiary),
Century  Resorts  Limited  ("CRL"),  Century  Management  u.  Beteiligungs  GmbH
("CMB"),  and WMCK Venture Corp.  ("WMCK").  Wholly-owned  subsidiaries  of WMCK
include WMCK Acquisition  Corp.  ("ACQ") and Century Casinos Cripple Creek, Inc.
("CCC"). CRL owns 55% of Century Resorts Alberta, Inc. ("CRA").  Century Casinos
Africa (Pty) Ltd. ("CCA"), a 96.5% owned subsidiary of CCI, owns 100% of Century
Casinos  Caledon (Pty) Ltd.  ("CCAL") (100% as of January 2003),  55% of Century
Casinos West Rand (Pty) Ltd. ("CCWR") and 50% of Rhino Resort Ltd. ("RRL").  CRL
provides  technical casino services to Casino Millennium  located within a hotel
in Prague,  Czech  Republic,  and serves as  concessionaire  of small casinos on
luxury cruise vessels operated by Silversea Cruises, The World of ResidenSea and
Oceania Cruises.  The Company regularly pursues additional gaming  opportunities
internationally and in the United States.

     The Company was formed in 1992 to acquire  ownership  interests  in, and to
obtain management contracts with respect to, gaming establishments.  The Company
was founded by a team of career gaming  executives who had worked  primarily for
an Austrian gaming company that owned and operated casinos throughout the world.
The  Company,  formerly  known as Alpine  Gaming,  is the  result of a  business
combination  completed  on March 31,  1994,  pursuant to which CCM  shareholders
acquired  approximately  76% of the then issued and outstanding  voting stock of
the Company,  and all officer and board positions of the Company were assumed by
the management team of Century  Management.  Effective June 7, 1994, the Company
reincorporated in Delaware under the name "Century Casinos, Inc."

     As a result of the March 31,  1994  merger,  the Company  acquired  Legends
Casino  ("Legends")  in Cripple  Creek,  Colorado.  On July 1, 1996, the Company
acquired the net assets of Gold Creek Associates, L.P. ("Gold Creek"), the owner
of Womack's  Saloon & Gaming  Parlor,  which was adjacent to Legends.  Following
this acquisition,  both properties were renovated to facilitate the marketing of
the combined  properties as one casino under the name "Womacks Casino and Hotel"
("Womacks").

     In April 2000, the Company's South African subsidiary acquired a 50% equity
interest in Caledon Casino Bid Company (Pty) Limited ("CCBC"). In June 2001, the
company  name for  CCBC was  changed  to  Century  Casinos  Caledon  (Pty)  Ltd.
("CCAL").  CCAL was awarded a casino  license and owns a 92-room  resort  hotel,
spa, casino and approximately 600 acres of land (representing  approximately 230
hectares) in Caledon,  South  Africa.  The Company has a long-term  agreement to
manage the  operations  of the casino,  which began in October 2000. In November
2000, the Company,  through its South African  subsidiary,  increased its equity
interest in CCAL to 65%. In January 2003, the Company, through its South African
subsidiary, increased its equity interest by 35% and now owns 100% of the common
stock of CCAL. In addition, the Company acquired a long-term contract,  from the
previous minority shareholder to manage the operations of the hotel.

     On September 25, 2003,  the Company  formed CRL for the purpose of managing
and providing  technical  casino  services to some of the Company's  foreign and
offshore  operations.  In February  2004,  the Company  formed  Century  Resorts
International  Ltd.  ("CRI") for the  purposes  of  providing  technical  casino
services to Casino Millennium, managing casinos on the cruise ships and to other
foreign  operations.  CRI will own 96.5% of CRL,  which  will  manage  any South
African and Indian Ocean operations. The remaining minority interest in CRL will
be held by certain officers of the


                                      -3-
                                     <PAGE>


Company.  These minority  shareholders  will give up their 3.5% ownership in CCA
for their 3.5% ownership in CRL. CRL will own 100% of CCA. The Company  believes
that CRL and CRI will provide favorable U.S. tax benefits for the Company.

     On September 30, 2003,  the Company  subscribed  to 55% of the  outstanding
shares of Century Resorts Alberta Inc.  ("CRA"),  formed in conjunction with its
application for a gaming license in Edmonton,  Alberta,  Canada, at a price of 1
Canadian  dollar  per  share.  A total of 100 shares  have been  authorized  and
issued. The proposed project,  The Celebrations  Casino and Hotel, is planned to
include a casino, food and beverage amenities,  a dinner theater,  and a 40-room
hotel.  CRA is owned by CRL and by 746306 Alberta Ltd, the current owners of the
7.25  acre  property  and  existing  hotel  which  will be  developed  into  the
Celebrations  project,  if a license  is  awarded  and all other  approvals  and
funding are obtained.  The Celebrations Casino and Hotel Project proposed by CRA
is estimated to cost 16.5 million Canadian  dollars ($12.8  million),  including
the 2.5 million  Canadian  dollars ($1.9 million)  contribution  of the existing
hotel and  property by 746306  Alberta  Ltd.  CRL also  entered into a long-term
agreement  to manage the  casino if a gaming  license is  awarded.  The  Company
expects to transfer  ownership of CRA from CRL to CRI in 2004. The  Celebrations
Casino and Hotel  project is one of six  applications  submitted  to the Alberta
Gaming and Liquor Commission  ("AGLC") for an additional casino facility license
in the  greater  Edmonton  area.  There is no  assurance  that the  Celebrations
project will be awarded a license or completed.

     The  Company's  operating  revenue  for  2003,  2002 and  2001 was  derived
principally from Womacks and CCAL as reported in Note 7, Segment Information, of
the Consolidated Financial Statements. See the Consolidated Financial Statements
and the notes thereto  included herein for operating  revenue,  earnings (loss),
and total assets information,  by segment, for 2003, 2002 and 2001.  Information
on operating results for the three most recent fiscal years is set forth in Item
7. "Management's  Discussion and Analysis of Financial  Condition and Results of
Operations".

     As of  December  31,  2003,  the  Company  owned,  operated  or managed the
properties noted in the table below.

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                         Summary of Property Information

============================ ==================== ================ ==================== ==================== ===================
         Property               Casino Space      Number of Slot     Number of Table      Number of Hotel        Number of
                                  Sq Ft (1)          Machines             Games                Rooms            Restaurants
============================ ==================== ================ ==================== ==================== ===================
          Womacks                  23,000               614                 6                   21                   1
============================ ==================== ================ ==================== ==================== ===================
          Caledon                  12,260               275                 8                   92                   3
============================ ==================== ================ ==================== ==================== ===================
   Casino Millennium (2)            6,200               48                 15                    -                   -
============================ ==================== ================ ==================== ==================== ===================
  Cruise Ships (total of            6,300               166                27                    -                   -
        seven) (3)
============================ ==================== ================ ==================== ==================== ===================

(1)  Approximate.

(2)  Operated under a casino  services  agreement.  In January 2004, the Company
     purchased 40% of the operation,  bringing its ownership  interest to 50% as
     of that date.

(3)  Operated under concession agreement.

</TABLE>


                                      -4-
                                     <PAGE>


     Information contained in this Form 10-K contains forward-looking statements
within the  meaning of the  Private  Securities  Litigation  Reform Act of 1995,
which can be  identified  by the use of words such as "may,"  "will,"  "expect,"
"anticipate,"  "estimate" or  "continue,"  or  variations  thereon or comparable
terminology.  In addition,  all statements,  other than statements of historical
fact, that address activities,  events or developments that the Company expects,
believes or anticipates will or may occur in the future, and other such matters,
are forward-looking statements.

     The  future  results  of  the  Company  may  vary   materially  from  those
anticipated  by  management,  and may be affected by various trends and factors,
which are beyond the control of the Company. These risks include the competitive
environment in which the Company  operates,  the Company's  dependence  upon the
Cripple Creek, Colorado and Caledon, South Africa gaming markets, the effects of
governmental regulation and other risks described herein.

     For more  information  about  Century  Casinos Inc.  please visit us on the
Internet at http://www.cnty.com.  Our most recent annual report on Form 10-K and
certain of our other filings with the Securities and Exchange  Commission  (SEC)
are     available     through    our    Investor     Relations     website    at
http://www.cnty.com/latestnews.htm  free of charge.  Our annual  reports on Form
10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments
to those  reports are also  available on the SEC website at  http://www.sec.gov.
None of the  information  posted to the  Company's  website is  incorporated  by
reference into this Annual Report.

Womacks Casino and Hotel, Cripple Creek, Colorado

     On July 1, 1996, the Company purchased substantially all of the assets, and
assumed  substantially  all of the  liabilities,  of Gold  Creek,  the  owner of
Womacks  Saloon & Gaming  Parlor  in  Cripple  Creek,  Colorado.  Following  the
Company's  acquisition  of Gold Creek,  the property was  consolidated  with the
Company's Legends Casino,  and the combined  properties have been marketed since
then as one  casino  under  the name  "Womacks  Casino  and  Hotel."  Management
implemented certain  consolidation,  expansion and capital improvement programs.
The  Company  created  openings  in the  common  walls  in  order to open up and
integrate  the gaming  areas of the two casinos;  expanded  the existing  player
tracking  system of  Womacks  Saloon and  Gaming  Parlor to  include  all of the
Legends gaming devices; made general interior enhancements; installed additional
gaming devices and replaced older  generation  equipment;  and added  additional
hotel rooms.

     Womacks  Casino is  located  at 200 to 220 East  Bennett  Avenue in Cripple
Creek, Colorado. The lots comprising 200 to 210 East Bennett Avenue are owned by
wholly-owned  subsidiaries  of the  Company  and are  collateralized  by a first
mortgage  held  by  Wells  Fargo  Bank.  See  Note  5,  Long-Term  Debt,  to the
Consolidated Financial Statements for further information.

     The  Company  holds  a  subleasehold  interest  in the  real  property  and
improvements  located at 220 East Bennett Avenue.  The sublease,  as assigned to
ACQ,  provides for monthly rental  payments of $16, and expires on June 20, 2005
unless terminated by the Company with 12 months' advance notice. The Company has
an option to acquire  the  property  at the  expiration  of the  sublease  at an
exercise price of $1,500.

     Womacks currently has  approximately 614 slot machines,  six limited stakes
gaming tables, 21 hotel rooms, and 1 restaurant.  It has 150 feet of frontage on
Bennett Avenue,  the main gaming  thoroughfare in Cripple Creek, and 125 feet of
frontage on Second Street,  also known as Highway 67, with approximately  23,000
square  feet of floor  space.  Gaming in  Colorado  is  "limited  stakes"  which
restricts  any single  wager to a maximum of 5  dollars.  While this  limits the
revenue  potential of table


                                      -5-
                                     <PAGE>

games,  management  believes that slot machine play, which accounts for over 97%
of total gaming revenues at Womacks and in Cripple Creek, is currently  impacted
only marginally by the 5 dollar limitation.

     Management believes that an integral component in attracting gaming patrons
to Cripple Creek is the  availability of adequate,  nearby parking  spaces.  The
Company presently owns or leases nearly 400 spaces.

     In 1997,  the Company  exercised its purchase  option to acquire three lots
(formerly  known as the "Wright  Property"),  consisting of 9,375 square feet of
land across the street from Womacks for $785 in cash. This property provides the
Company with paved customer parking.

     In June 1998, the Company  acquired  22,000 square feet of land (the "Hicks
Property") from an unaffiliated  third party.  The property,  which is zoned for
gaming, is adjacent to Womacks.  A  partially-completed  building structure that
occupied a portion of the land was  subsequently  razed, and the entire property
has been paved for customer parking.

     The Company leases 10 city lots from the City of Cripple Creek for parking.
Annual rent payments total $90. The lease agreement,  as amended on February 17,
2000,  expires on May 31, 2010. The agreement contains a purchase option whereby
the Company may purchase the property for $3.25 million,  less cumulative  lease
payments,  at any time during the  remainder of the lease term.  The Company has
paved the property and currently uses it for customer parking.

     In March 1999, the Company entered into a purchase  option  agreement for a
piece of property  located in Cripple Creek across  Bennett Avenue from Womacks.
The  agreement,  as amended in  February  2000,  provided  for an option  period
through  March  31,  2004 and an  exercise  price of $1.5  million,  less 50% of
cumulative option payments through the exercise date. Subsequent to December 31,
2003, the Company sold the option to an unrelated  party for a sum of $200. As a
result of the  transaction,  the Company will recognize a pre-tax gain of $35 in
2004.

     In May 2000, the Company  completed its  acquisition of two parcels of land
located near Womacks for $1.85  million.  The two parcels  provide more than 100
paved parking spaces for casino patrons.

     In August  2000,  the  Company  completed  construction  of and  opened the
Womacks Events Center located near Womacks. Through an arrangement with the City
of Cripple  Creek,  the Events  Center was available to them for the first three
years.  The  agreement  expired in June 2003.  The second  floor of the building
houses much of the Company's administration and accounting departments.

     In May 2002,  WMCK  acquired  the  Palace  Casino  building  and  adjoining
property  (a total  of five  city  lots)  for $1.2  million.  WMCK has  spent an
additional $155 to convert the majority of the property,  which is across Second
Street and west of Womacks, into an additional 41 parking spaces.

     In September  2002,  the Company opened the first phase of its 6,022 square
foot expansion,  increasing its gaming space by approximately 2,000 square feet.
In April 2003, construction was completed and an additional 3,000 square feet of
gaming space was added to Womacks.  Most  importantly,  having spanned the alley
behind the existing property,  Womacks will be able to continue building out the
casino to the rear of the property on a single level at a later date.  The total
construction cost, excluding new slot machines, was approximately $2.3 million.


                                      -6-
                                     <PAGE>


Century Casinos Caledon (Pty) Ltd. - Caledon, South Africa

     An application for a casino license in Caledon South Africa,  a province of
the Western  Cape,  was filed in October 1999 with the Western Cape Gambling and
Racing Board by Caledon Casino Bid Company (Pty) Limited ("CCBC") doing business
as The Caledon Casino, Hotel and Spa. The Company's subsidiary,  Century Casinos
Africa (Pty) Ltd.  ("CCA"),  originally  had a 50% equity  interest in CCBC,  by
virtue of an agreement entered into between CCA and CCBC,  together with various
affiliated entities.

     On February 16, 2000,  the Western Cape  Gambling and Racing Board  awarded
Successful  Applicant  status to CCBC.  On April 13, 2000,  CCBC was awarded the
final license and the Company,  through CCA, invested approximately $3.8 million
(based on the  exchange  rate at that time)  consisting  of  approximately  $1.5
million  (Rand  ("R") 10  million)  in  equity  and $2.3  million  in debt  (R15
million).

     In December  2000, the Company  through CCA,  acquired an additional 15% of
The Caledon Hotel, Spa & Casino,  raising its ownership in CCBC to 65%. Terms of
the agreement  included the payment of approximately  $1.8 million by CCA to its
partners  in  exchange  for 15% of the total  common  stock of CCBC  (valued  at
approximately  $1.2 million) and a shareholder  loan to CCBC  previously held by
its partners (with a value of approximately $600).

     In June 2001,  the  company  name for CCBC was  changed to Century  Casinos
Caledon (Pty) Ltd. ("CCAL").

     In January  2003,  the Company,  through CCA,  acquired the  remaining  35%
interest in CCAL becoming the sole owner of all of the common stock of CCAL. The
Company paid 21.5 million Rand or $2.6 million,  based on the conversion rate at
January  10,  2003.  In  accordance  with  FASB  Statement  No.  141,  "Business
Combinations",  the cost of acquisition was allocated to the assets acquired and
the  liabilities  assumed based on fair values at the date of  acquisition.  The
assets and liabilities of CCAL, which were carried in the Company's consolidated
financial  statements  at  the  date  of  acquisition,  had  fair  values  which
approximated  their carrying value,  with the exception of land to which $341 of
the  acquisition  price was  allocated.  In addition  to 4,000  shares of common
stock,  there  are a total  of 200  preference  shares  issued  to two  minority
shareholders  (100 each).  See a further  explanation  in Note 6,  Shareholders'
Equity, to the Consolidated Financial Statements.

     Casino gaming in South Africa is "unlimited wagering" where each casino can
set its own limits. As a result,  the relationship  between table games revenues
and slot revenues  resembles more traditional gaming markets (unlike Womacks and
Cripple  Creek,  where over 97% of gaming  revenues  are  derived  from the slot
machines).

Casino Millennium, Prague, Czech Republic

     In January 1999, the Company, through CCM, entered into a 20-year agreement
with Casino Millennium a.s., a Czech company ("CM"), and with B.H. Centrum a.s.,
a Czech  subsidiary  of Bau  Holding  AG, one of the  largest  construction  and
development  companies in Europe, to operate a casino in the five-star  Marriott
Hotel in Prague, Czech Republic. During 2001, Bau Holding AG changed its name to
Strabag AG. The Company  provided  technical casino services in exchange for 10%
of the casino's  gross  revenue,  and provided  gaming  equipment for 45% of the
casino's net profit. The hotel and casino opened in July 1999.

         In January 2000, the Company entered into a memorandum of agreement to
either acquire a 50% ownership interest in CM or to form a new joint venture
with B.H. Centrum a.s., which joint venture would acquire all of the assets of
CM. The Company and Strabag AG each agreed to


                                      -7-
                                     <PAGE>

purchase  a 50%  ownership  interest.  Approval  for this  transaction  has been
obtained, as required,  from the Ministry of Finance of the Czech Republic.  The
first step in acquiring  the 50%  ownership  interest was taken in December 2002
with  the  payment  of  $236  in cash in  exchange  for a 10%  ownership  in CM.
Effective  January  3, 2004,  the  Company  through  its  wholly-owned  Austrian
subsidiary,  CMB,  acquired  an  additional  40%  of CM by  contributing  gaming
equipment,  advances and receivables  valued at approximately  $711. The Company
expects  to  account  for the 50%  investment  in CM on the  equity  method.  In
addition to the 50%  ownership,  the Company  retains its rights  under the 1999
casino services agreement.

Silversea Cruises

     In May 2000, the Company  signed a five-year  casino  concession  agreement
with Silversea  Cruises,  a  world-renowned,  six-star cruise line based in Fort
Lauderdale,  Florida.  The agreement  gives the Company the  exclusive  right to
install and operate casinos aboard four Silversea vessels.  The Company operates
each  shipboard  casino for its own  account and pays  concession  fees based on
gross gaming revenue.

     Starting in late September 2000 with the new,  388-passenger Silver Shadow,
the Company began its shipboard  casino  operations.  Within 60 days thereafter,
the  Company  installed  casinos on the  296-passenger  vessels  Silver Wind and
Silver Cloud.  In June 2001, the Company  installed its fourth casino aboard the
new,  388-passenger  Silver  Whisper.  The Silver  Wind was taken out of service
following  the events of September  11, 2001 and resumed  operations  on May 23,
2003.  The  Company  has a total of 74 slot  machines  and 14 tables on the four
Silverseas shipboard casinos.

The World of ResidenSea

     On August  30,  2000,  the  Company  signed a five year  casino  concession
agreement with ResidenSea  Ltd., the operator of The World of ResidenSea,  which
is the world's first luxury  residential  resort  community at sea  continuously
circumnavigating  the globe. The ResidenSea vessel has a total of 110 residences
and 88 guest suites with purchase prices starting at $2.2 million.

     The Company has equipped the casino with 20 slot  machines and 3 tables and
operates the casino aboard the vessel,  which  departed for its maiden voyage in
March  2002.  The  Company  operates  the  casino for its own  account  and pays
concession  fees based on gross gaming revenue.  In addition,  the Company has a
right of first refusal to install casinos aboard any new ships built or acquired
by ResidenSea during the term of the agreement.

Oceania  Cruises

     On March  28,  2003,  the  Company  signed a five  year  casino  concession
agreement  with  Oceania  Cruises,  Inc.,  a  Miami-based  operator in the upper
premium  segment of the cruise  industry.  The  agreement  gives the Company the
exclusive right to install and operate casinos aboard two  684-passenger  cruise
vessels,  the Insignia and the Regatta, as well as the exclusive right to become
Oceania's  exclusive casino  concessionaire for any new ships that Oceania might
bring into service.

     In  April  2003,  the  Company  successfully  opened a  casino  aboard  the
Insignia.  The opening of the casino  aboard the Regatta  followed in June 2003.
Each of the casinos is equipped with 36 slot machines and five gaming tables.


                                      -8-
                                     <PAGE>

Additional Company Projects

     In addition to the projects  described  above,  the Company has a number of
potential  gaming  projects  in various  stages of  development.  Along with the
capital needs of these potential projects,  there are various other risks which,
if they  materialize,  could  have a  materially  adverse  affect on a  proposed
project or  eliminate  its  feasibility  altogether.  For  example,  in order to
conduct gaming operations in most  jurisdictions,  the Company must first obtain
gaming  licenses  or receive  regulatory  clearances.  To date,  the Company has
obtained gaming  licenses or approval to operate gaming  facilities in Colorado,
Louisiana, on an American Indian reservation in California,  the Czech Republic,
and the Western Cape province of South Africa.  While  management  believes that
the Company is licensable in any jurisdiction,  each licensing process is unique
and requires a significant  amount of funds and  management  time. The licensing
process in any particular  jurisdiction  can take  significant  time and expense
through  licensing fees,  background  investigation  costs,  fees of counsel and
other associated preparation costs. Moreover,  should the Company proceed with a
licensing approval process with industry partners,  such industry partners would
be subject to regulatory  review as well.  The Company  seeks to satisfy  itself
that  industry  partners are  licensable,  but cannot  assure that such partners
will, in fact, be  licensable.  Additional  risks before  commencing  operations
include the time and expense  incurred and unforeseen  difficulties in obtaining
suitable sites, liquor licenses, building permits, materials, competent and able
contractors,  supplies,  employees,  gaming  devices  and  related  matters.  In
addition,  certain licenses include  competitive  situations  where, even if the
Company is licensable,  other factors such as the economic  impact of gaming and
financial  and  operational  capabilities  of  competitors  must be  analyzed by
regulatory  authorities.  All of these  risks  should  be viewed in light of the
Company's limited staff and limited capital.

     Also, the Company's  ability to expand to additional  locations will depend
upon a number of factors,  including, but not limited to: (i) the identification
and  availability  of suitable  locations,  and the  negotiation  of  acceptable
purchase,  lease,  joint  venture or other terms;  (ii) the securing of required
state and local licenses, permits and approvals, which in some jurisdictions are
limited in number; (iii) political factors;  (iv) the risks typically associated
with any new construction project; (v) the availability of adequate financing on
acceptable  terms;  and (vi) for locations  outside the United  States,  all the
risks of foreign  operations,  including  currency  controls,  unforeseen  local
regulations,   political   instability   and  other   related   risks.   Certain
jurisdictions  issue  licenses or  approval  for gaming  operations  by inviting
proposals from all interested parties,  which may increase  competition for such
licenses or approvals.  The development of dockside and riverboat casinos in the
United  States of America may require  approval from the Army Corps of Engineers
and will be subject to significant Coast Guard regulations  governing design and
operation.  Most of these  factors are beyond the control of the  Company.  As a
result,  there can be no  assurance  that the Company  will be able to expand to
additional  locations or, if such expansion occurs,  that it will be successful.
Further, the Company anticipates that it will continue to expense certain costs,
which have been  substantial  in the past and may continue to be  substantial in
the future, in connection with the pursuit of expansion projects.

The following describes other activities of the Company.

     South  Africa - During  September  2001,  CCA entered  into an agreement to
secure a 50% ownership interest in Rhino Resort Ltd. ("RRL"), a consortium which
includes   Silverstar   Development  Ltd.   ("Silverstar").   RRL  submitted  an
application for a proposed hotel/casino resort development in that region of the
greater  Johannesburg  area of South  Africa known as the West Rand at a cost of
approximately  400 million  Rand ($59.8  million).  In  November  2001,  RRL was
awarded the sixth and final casino license serving the Gauteng province in South
Africa. In February 2002, Tsogo Sun Holdings (Pty) Ltd.  ("Tsogo"),  a competing
casino,  filed a Review Application seeking to overturn the license award by the
Gauteng  Gambling  Board  ("GGB").  In September  2002,  the High Court of South
Africa overturned the license award. As a result of these developments,  in 2002
the Company


                                      -9-
                                     <PAGE>

recorded a $399  write-off  for all advances  made,  and  pre-construction  cost
incurred,  in conjunction with the Johannesburg  project.  In November 2002, and
upon the advice of legal counsel,  Silverstar, with the support and agreement of
all other  parties to the original two  applications  for the West Rand license,
including CCA, made representation to the GGB requesting that the sole remaining
license for the province of Gauteng now be awarded to Silverstar pursuant to its
original 1997 application. The GGB in December 2002 denied Silverstar's request.
As a result,  Silverstar on March 4, 2003 initiated legal action against the GGB
in the High Court of South Africa seeking, inter alia, that the court now compel
the  authorities  to award the  license to  Silverstar.  On October 20, 2003 the
Company  announced that judgment had been handed down in the High Court of South
Africa  compelling  the GGB to  award a casino  license  to  Silverstar  for the
western  periphery of metropolitan  Johannesburg  upon the terms of its original
1997  application.  On November  11, 2003 the Company  announced  that the GGB's
subsequent  application  for leave to appeal the  October 20  judgment  had been
denied by the High Court.  On December 3, 2003,  the Company  announced that the
GGB had served  notice to petition  the South  African  Supreme  Court of Appeal
requesting a further appeal against the judgment of the High Court.  On February
5, 2004,  the Supreme Court of Appeal of South Africa  granted the GGB's request
for leave to appeal.  Silverstar  has informed the Company that it does not have
any indication with regard to the timing of the appeals process.

     CCA, through its majority-owned subsidiary, Century Casinos West Rand (Pty)
Ltd.,  remains  contracted to Silverstar  by a resort  management  agreement and
retains a right of long  standing to take up a minority  equity  interest in the
venture  although its final level of equity  interest  remains to be determined.
Pursuant to its 1997  application,  the  Silverstar  project  provides for up to
1,350 slot machines and 50 gaming tables in a phased development that includes a
hotel and other entertainment,  dining, and recreational activities with a first
phase of 950 slot machines and 30 gaming tables.

     While there can be no certainty as to the eventual  outcome of Silverstar's
efforts,  CCA  maintains  the  ownership  of the land (book  value of $659) that
remains  central to the  Silverstar  casino  project.  The Company has allocated
minor funding towards further pursuit of this opportunity.

     In January 2000,  CCI entered into a brokerage  agreement with Novomatic AG
in which CCI  received  an option to purchase  seven  eighths of the shares that
Novomatic AG purchased in Silverstar.  The agreement was subsequently amended in
July 2003 giving  Novomatic AG a put option under which Novomatic AG can require
that CCI buy seven  eighths  of its shares in  Silverstar  and giving CCI a call
option  under which CCI can require  Novomatic  AG to sell seven  eighths of its
shares in Silverstar to CCI. The price of the option, which cannot be quantified
at this time,  will be 75% of the fair market value as determined at the time of
the exercise.  Silverstar has no value until a gaming license is issued.  If the
transaction were to be completed,  CCI would acquire a 7% interest in Silverstar
from Novomatic AG.

     Edmonton,  Canada - In October 2003, the Company,  through CRA, submitted a
casino facility license  application to the Alberta Gaming and Liquor Commission
(AGLC) for a casino in Edmonton,  Alberta,  Canada.  The proposed  project,  The
Celebrations Casino and Hotel, is planned to include a casino, food and beverage
amenities,  a dinner  theater,  and a 40-room hotel.  CRA is owned by CRL and by
746306  Alberta Ltd, the current  owners of the 7.25 acre  property and existing
hotel which will be developed into the  Celebrations  project.  CRL also entered
into a long-term  agreement to manage the casino.  The  Celebrations  Casino and
Hotel project is one of six applications submitted to the AGLC for an additional
casino facility  license in the greater  Edmonton area. In January 2004, CRA was
afforded the  opportunity to make a live  presentation  to the AGLC. The AGLC is
expected to award the casino license in the first half of 2004.


                                      -10-
                                     <PAGE>

     Edmonton  is one of the  fastest  growing  cities in Canada,  with a strong
economic  climate.  Tourism is a significant  part of the economy,  and Edmonton
offers a wide range of activities,  with the top activities being sports/outdoor
activities,  sightseeing,  and  nightlife/casino.  Edmonton  is also home of the
world's  largest  shopping  mall.  (Source:  Tourism  in  Canadian  Cities  -  A
Statistical Outlook 2001.) The Innovation Group, Littleton,  Colorado, estimates
that by combining the local and tourist  markets,  2005 gaming  revenues for the
greater  Edmonton  area are  projected to be $376 million  Canadian,  an average
annual increase of 13.3% over 2002/2001.  There are currently six casinos in the
Edmonton area, including one racino.

     If a casino license is awarded to the Company,  The Celebrations Casino and
Hotel project is planned in two phases.  The first phase is projected to be open
within 12 months of license award and finalizing funding  arrangements and would
see the existing  facility  expanded to include a casino with 600 slot machines,
30 house-banked  table games,  and a 12-table poker room. The first phase of the
Celebrations  Casino and Hotel Project proposed by CRA is estimated to cost 16.5
million  Canadian  dollars ($12.8  million),  including the 2.5 million Canadian
dollars ($1.9 million) contribution of the existing hotel and property by 746306
Alberta Ltd.

     Subject to  satisfactory  performance of the first phase,  phase two of the
Celebrations  Casino  and Hotel is planned  to open 36 months  later,  and would
include an additional 80 hotel rooms and a 10,000 square foot convention center,
for an additional  capital  investment of approximately $4 million Canadian,  or
$3.1  million US. There is no assurance  that the  Celebrations  project will be
awarded a license or completed.


Revolving Credit Facility

     The Company  maintains a revolving line of credit  facility (the "RCF") and
had two swap  agreements,  as more fully described in Note 5, Long-Term Debt, to
the Consolidated Financial Statements,  with Wells Fargo Bank ("Wells Fargo") to
fund current operations and future investments.  Currently,  the $26 million RCF
matures in August 2007 and  decreases  quarterly.  At  December  31,  2003,  the
maximum  available  under the RCF was $23.1  million  and the  unused  borrowing
capacity  was  approximately  $11.4  million.  The  Company's   weighted-average
interest rate on the RCF was 8.06% in 2003,  9.15% in 2002 and 9.04% in 2001. In
an environment of falling interest rates, as we have seen in the last two years,
the  swap  agreements  are  disadvantageous.  Without  the swap  agreements  the
weighted-average  interest rate on the RCF would have been 3.98% in 2003,  4.68%
in 2002 and 7.18% in 2001. A portion of the proceeds of borrowings under the RCF
was used for the  development  of The Caledon  Hotel,  Spa & Casino.  The RCF is
secured by substantially all of the real and personal property of Womacks. Under
the RCF,  the Company is required to comply  with  certain  customary  financial
covenants,  and is subject  to  certain  capital  expenditure  requirements  and
restrictions on investments.

Marketing Strategy

     Womacks  Casino and Hotel - The  marketing  strategy of Womacks  highlights
promotion of the Womacks  Gold Club,  a players club with a database  containing
profiles on over  100,000  members.  Gold Club  members  receive  benefits  from
membership,  such as cash,  coupons,  merchandise,  preferred parking,  food and
lodging.  Those who  qualify  for VIP  status  receive  additional  benefits  in
addition  to  regular  club  membership.  Status is  determined  through  player
tracking.  Members receive  information about upcoming events and parties,  and,
depending on player ranking, also receive invitations to special events.

     Caledon Hotel,  Spa & Casino - As with Womacks,  the marketing  strategy of
The Caledon  Hotel,  Spa & Casino  highlights  promotion of its players club and
building its player information


                                      -11-
                                     <PAGE>


database.   Players  club  members  receive  benefits  such  as  cash,  coupons,
merchandise,  food and lodging.  Players club members who qualify for VIP status
receive  additional  benefits.  Status is determined  through  player  tracking.
Members receive  newsletters of upcoming events and parties,  and,  depending on
player ranking, also receive invitations to special events.

Competition

     The Cripple Creek Market - Cripple  Creek is a small  mountain town located
approximately  45 miles southwest of Colorado  Springs,  Colorado on the western
boundary of Pikes Peak.  Cripple Creek is a historic mining town, dating back to
the late 1800's.  Cripple Creek is a tourist town and its heaviest traffic is in
the summer months.  Traffic  generally  decreases to its low point in the winter
months.

     Cripple  Creek is one of only three  Colorado  cities,  exclusive of Indian
gaming operations, where casino gaming is legal, the others being Black Hawk and
Central  City.  As of December  31,  2003,  there were 18 casinos  operating  in
Cripple Creek,  which represented 27% of the gaming devices and generated 20% of
gaming revenues from these three cities, for the year then ended.

     The tables below set forth information  obtained from the Colorado Division
of Gaming  regarding  gaming revenue by market and slot machine data for Cripple
Creek from calendar year 2000 through 2003. Adjusted Gross Profit ("AGP") is the
net win from gaming  activities  reported  to the  licensing  jurisdiction.  The
Company  uses AGP to measure  performance  relative  to  competitors  within its
respective  markets.  This data is not  intended  by the  Company to imply,  nor
should the reader infer, that it is any indication of future Colorado or Company
gaming revenue.

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                                    GAMING REVENUE BY MARKET

                                 % change               % change               % change               % change
                                   Over                   Over                  Over                   Over
                        2003     Prior Year    2002     Prior Year    2001    Prior Year    2000     Prior Year
                      -----------------------------------------------------------------------------------------
    CRIPPLE CREEK       $142,525    0.0%       $142,436    2.8%       $138,618   3.0%       $134,630    9.8%

    Black Hawk          $505,851   -3.5%       $524,465    9.6%       $478,326   10.3%      $433,769   22.2%

    Central City         $49,909   -5.5%        $52,800   -11.6%       $59,730   -5.9%       $63,453   -14.0%
                      -----------------------------------------------------------------------------------------
    COLORADO TOTAL      $698,285   -3.0%       $719,701    6.4%      $676,674    7.1%      $631,852    14.6%
                        ========   =====       ========    ====      =========   ====      =========   =====

</TABLE>


                                      -12-
                                     <PAGE>



<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                     CRIPPLE CREEK SLOT DATA

                                    % change               % change                % change               % change
                                       Over                   Over                    Over                   Over
                           2003     Prior Year     2002    Prior Year     2001     Prior Year    2000     Prior Year
                       -----------------------------------------------------------------------------------------------
    Total Slot Revenue     $138,560        0.0%    $138,645       3.2%    $134,330        3.7%   $129,500       10.3%

    Average Number
    Of Slots                  4,228        1.0%       4,187        .4%       4,170         .5%      4,148        2.2%

    Average Win Per
    Slot Per Day         90 dollars       -1.1%  91 dollars       2.5%  88 dollars        3.5% 85 dollars        4.7%




                                                  WOMACKS CASINO AND HOTEL DATA


                                     % change                % change                % change                 % change
                                       Over                    Over                    Over                     Over
                           2003     Prior Year     2002     Prior Year     2001     Prior Year     2000      Prior Year
                       ------------------------------------------------------------------------------------------------
   Total Slot Revenue       $20,625   -12.5%         $23,563   1.8%          $23,142   -2.2%         $23,670    6.5%

   Average Number
   Of Slots                     622   -2.8%              640   7.9%              593   -5.4%             627    5.9%

   Average Win Per
   Slot Per Day          91 dollars   -9.9%      101 dollars   -5.6%     107 dollars   3.6%      103 dollars      -

   Market Share of
   Cripple Creek AGP          14.9%   -12.4%           17.0%   -1.3%           17.2%   -5.7%           18.3%    -3.1%

</TABLE>


     Gaming in Colorado is "limited stakes," which restricts any single wager to
a maximum of 5 dollars.  While this limits the revenue potential of table games,
management believes that slot machine play, which accounts for over 97% of total
gaming  revenues at Womacks and in Cripple  Creek,  is currently  impacted  only
marginally by the 5 dollar limitation.

     The Company faces intense  competition from other casinos in Cripple Creek,
including a handful of casinos of similar size and many other  smaller  casinos.
There can be no assurance that other casinos in Cripple Creek will not undertake
expansion efforts similar to or more substantial than those recently  undertaken
by  the  Company,  thereby  further  increasing  competition,   or  that  large,
established  gaming  operators  will not enter the  Cripple  Creek  market.  The
Company seeks to compete against these casinos through promotion of Womacks Gold
Club and other marketing efforts. Management believes that the casinos likely to
be more  successful and best able to take  advantage of the market  potential of
Cripple  Creek will be the larger  casinos that have reached a certain  critical
mass.

     The Company competes, to a far lesser extent, with 20 casinos in Black Hawk
and five  casinos in Central  City.  Black Hawk and Central  City are also small
mountain tourist towns,  which adjoin each other and are  approximately 30 miles
from  Denver and a two and  one-half  hour drive from  Cripple  Creek.  The main
market for Cripple Creek is the Colorado Springs metropolitan area, and the main
market for Black Hawk and Central City is the Denver metropolitan area.


                                      -13-
                                     <PAGE>


     There can be no  assurance  that the number of casino and hotel  operations
will not exceed market demand or that additional  hotel rooms or casino capacity
will not adversely affect the operations of the Company.

     The  Caledon,  South  Africa  Market  -  Caledon  is a  small  agricultural
community located  approximately 60 miles east of Cape Town. Caledon lies on the
N-2 highway - the main thoroughfare  between Cape Town and Durban - and is known
for its wild flower shows, wineries and the natural historic hot springs located
on the Caledon  Hotel,  Spa & Casino  site.  Caledon  experiences  its  heaviest
traffic during the December  holiday  season  (summer in South Africa).  Traffic
will be somewhat  slower in the winter  months  (June  through  September),  but
management  believes that the enhanced hot springs  facilities will increasingly
attract additional patrons during these months.

     The Caledon Hotel,  Spa & Casino operates its casino under one of only four
licenses  awarded  in the  Western  Cape  Province,  which has a  population  of
approximately  4 million.  Although the  competition is limited by the number of
casino  licenses  and the casinos  are  geographically  distributed,  management
believes that the Caledon Hotel,  Spa & Casino faces intense  competition from a
large casino located in Cape Town  approximately one hour from Caledon and, to a
much lesser  degree,  two other  casinos.  The Company  competes  against  these
casinos by  emphasizing  Caledon's  destination  resort  appeal in its marketing
campaign,  by  promotion  of its  players  club and by  superior  service to its
players.

     Many of the Company's  competitors have greater financial,  operational and
personnel resources than the Company.  There can be no assurance that the number
of casino and hotel  operations will not exceed market demand or that additional
hotel rooms or casino  capacity will not adversely  affect the operations of the
Company.

     The National Gambling Board has approved the introduction of Limited Payout
Machines  ("LPM") and has approved  105 such devices for the Overberg  region of
the Western Cape, the market in which CCAL operates. An approved operator, which
can have a maximum of 5  devices,  will be  permitted  to  operate  the  devices
without the  overhead of a typical  casino.  They will,  however,  be subject to
central monitoring.

     Casino gaming in South Africa is "unlimited wagering" where each casino can
set its own limits. As a result,  the relationship  between table games revenues
and slot revenues  resembles more  traditional  gaming markets  (unlike  Cripple
Creek where over 97% of gaming revenues are derived from the slot machines). The
casino has 275 slot machines and 8 table games including blackjack, roulette and
poker.


                                      -14-
                                     <PAGE>


<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                                        GAMING REVENUE BY MARKET

                                                             % change                     % change                 % change
                                                               Over                          Over                    Over
                                                  2003       Prior Year        2002        Prior Year       2001    Prior Year
                                                                (2)                          (2)                      (1)
                              _______________________________________________________________________________________________

   CALEDON CASINO                       Rand      R67,976       11.3%         R61,100        21.3%       R50,368       N/A
                              USD equivalent       $9,211                      $5,899                     $5,892

   Other three casinos                  Rand   R1,058,619       12.2%        R943,346        26.5%      R745,943      N/A
                              USD equivalent     $143,298                     $91,162                    $87,530

   WESTERN CAPE TOTAL(1)                Rand   R1,126,595       12.2%      R1,004,446        26.1%      R796,311      N/A
                              USD equivalent     $152,509                     $97,061                    $93,422
                                                 ========                     =======                    =======

(1) Western Cape information not available for 2000. (2) Excluding effects of
fluctuations in foreign exchange rate.


</TABLE>

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                              THE CALEDON HOTEL SPA & CASINO DATA

                                                 % change                % change
                                                   Over                     Over
                                       2003     Prior Year      2002    Prior Year     2001 (2)
                                  --------------------------------------------------------------
Total Slot Revenue                     R62,345       12.8%     R55,276       26.3%      R43,750
                                        $8,443       58.0%      $5,343        4.7%       $5,104
Market Share in % (1)                     6.0%       -1.6%        6.1%       -3.2%         6.3%

Average Number
Of Slots                                   274        7.9%         254        1.6%          250
Average Win Per Slot Per Day          623 rand        4.5%    596 rand       24.4%     479 rand
                                    84 dollars       44.8%  58 dollars        3.6%   56 dollars
# of Slot Machines % of Total
Western Cape Market                      10.9%       -2.7%       11.2%        0.9%        11.1%

Average Number
Of Tables                                    8        0.0%           8      -42.9%           14

# of Tables % of Total
Western Cape Market                       8.8%     -11.1 %        9.9%      -34.9%        15.2%

</TABLE>


(1)  Based on the total Adjusted Gaming Revenue of Western Cape.
(2)  Western Cape  information not available for 2000. The Caledon Casino opened
     for  business on October 11, 2000 and was in  operation  for 82 days in the
     year 2000.  The Caledon  casino  reported a decline in the average slot per
     day in 2001 compared to 2000, due largely to the December 2000 opening of a
     major competitor in Cape Town,  approximately  one hour from Caledon,  with
     approximately  1,400 slot machines and the  devaluation  of the Rand versus
     the U.S. dollar throughout 2001 and a majority of 2002.


                                      -15-
                                     <PAGE>


Employees

     Womacks Casino and Hotel - The Company employs approximately 200 persons in
Cripple Creek,  Colorado on a full-time  equivalent basis,  including  cashiers,
dealers,  food and beverage service  personnel,  facilities  maintenance  staff,
security,  accounting  and marketing  personnel.  No labor unions  represent any
employee group. A standard package of employee benefits is provided to full-time
employees along with training and job advancement opportunities.  In March 1998,
the Company adopted a 401(k) Savings and Retirement Plan for its employees.

     Caledon  Hotel,  Spa & Casino - The  Caledon  Hotel,  Spa & Casino  employs
approximately 340 persons on a full-time  equivalent basis,  including cashiers,
dealers,  room  service,   food  and  beverage  service  personnel,   facilities
maintenance  staff,  security,  accounting and marketing  personnel.  A standard
package of  employee  benefits is provided  to  full-time  employees  along with
training and job advancement opportunities.

     Casino and hotel  employees are  represented by the  T.E.U.S.A.  (Technical
Employee  Union of South  Africa).  Membership in the union is not mandatory and
less than 50% of eligible employees are currently members. On November 24, 2001,
the  T.E.U.S.A.  initiated a strike  action  against  the hotel and  casino.  An
application  for a temporary  interdict was granted by the Labor Court with cost
to the union and union  officials.  Employees  returned to work on December  15,
2001 and on January 29, 2002 the temporary  interdict was made final.  There was
no further industrial action and there have been no strikes since that time. The
Company  notified  T.E.U.S.A.  on  January  27,  2004  that  it  was  no  longer
representative of the employees of the casino and hotel. T.E.U.S.A.  has 60 days
to remedy this  position.  A new union,  the  SACCAWU,  has  started  recruiting
members,  but not  recruited  the 50%  necessary to  represent  them as a union;
therefore,  management  does not  believe  there  is a risk of a  strike  in the
near term.

Seasonality

     Womacks  Casino  and  Hotel - The  Company's  business  in  Cripple  Creek,
Colorado is at its highest  levels  during the tourist  season  (i.e.,  from May
through September).  Its base level (i.e., October through April) is expected to
remain fairly constant although weather conditions during this period could have
a significant impact on business levels in Colorado.

     Caledon Hotel,  Spa & Casino - The Company's  business in Caledon is at its
highest levels of business during the holiday season in December.  Caledon has a
very mild climate and management believes that it can maintain steady traffic to
The Caledon  Hotel,  Spa & Casino in the winter months (June through  September)
due to its modern historic hot springs facilities.

Governmental Regulation and Licensing

     Womacks Casino and Hotel - The Company's  gaming  operations are subject to
strict  governmental  regulations  at  state  and  local  levels.  Statutes  and
regulations can require the Company to meet various standards relating to, among
other  matters,  business  licenses,  registration  of  employees,  floor plans,
background  investigations  of licensees and employees,  historic  preservation,
building,  fire and  accessibility  requirements,  payment of gaming taxes,  and
regulations  concerning equipment,  machines,  tokens, gaming participants,  and
ownership  interests.  Civil and criminal  penalties can be assessed against the
Company and/or its officers or  stockholders  to the extent of


                                      -16-
                                     <PAGE>

their individual  participation  in, or association  with, a violation of any of
the state and local gaming  statutes or  regulations.  Such laws and regulations
apply in all jurisdictions  within the United States in which the Company may do
business.  Management believes that the Company is in compliance with applicable
gaming regulations. For purposes of the discussion below, the term "the Company"
includes its applicable subsidiaries.

     The Colorado Limited Gaming Control  Commission  ("Commission") has adopted
regulations  regarding the ownership of gaming  establishments  by publicly held
companies (the  "Regulations").  The Regulations require the prior clearance of,
or notification to, the Commission  before any public offering of any securities
of any gaming licensee or any affiliated  company.  The Regulations  require all
publicly  traded or publicly  owned  gaming  licensees  to comply with  numerous
regulatory gaming requirements including, but not limited to, notifying / filing
with  the  Colorado   Division  of  Gaming  any  proxy   statements,   lists  of
shareholders,  new officers  and  directors  of the  Company,  any  shareholders
obtaining  5% or more of the  Company's  common  stock and any  issuance  of new
voting  securities.  Management  believes that the Company is in compliance with
applicable gaming regulations.

     Other  state  regulatory  agencies  also impact the  Company's  operations,
particularly its license to serve alcoholic beverages.  Rules and regulations in
this  regard  are  strict,  and loss or  suspension  of a liquor  license  could
significantly  impair,  if not ruin, a  licensee's  operation.  Local  building,
parking and fire codes and similar  regulations  could also impact the Company's
operations and proposed development of its properties.

     Caledon Hotel,  Spa & Casino - Caledon's  gaming  operations are subject to
strict  regulations by the Western Cape Gambling and Racing Board under national
and provincial legislation. Statutes and regulations require the Company to meet
various standards relating to, among other matters, business licenses, licensing
of  employees,   historic   preservation,   building,   fire  and  accessibility
requirements,  payment of gaming taxes,  and regulations  concerning  equipment,
machines,  tokens,  gaming  participants,  and  ownership  interests.  Civil and
criminal  penalties can be assessed  against the Company  and/or its officers to
the  extent  of their  individual  participation  in,  or  association  with,  a
violation of any of these gaming  statutes or regulations.  Management  believes
that the Company is in compliance with applicable gaming regulations.

     Casino  Millennium - Casino  Millennium's  gaming operations are subject to
strict  regulations by the Czech Republic under national  legislation.  Statutes
and regulations require the Company to meet various standards relating to, among
other matters, business licenses, building, fire and accessibility requirements,
payment of gaming taxes, and regulations concerning equipment, machines, tokens,
gaming participants,  and ownership interests.  Civil and criminal penalties can
be  assessed  against  the  Company  and/or its  officers to the extent of their
individual  participation  in, or association  with, a violation of any of these
gaming  statutes  or  regulations.  Management  believes  that the Company is in
compliance with applicable gaming regulations.

     Silversea Cruise Ships, The World of ResidenSea, Oceania Cruise Ships - The
casinos  onboard the cruise ships only  operate  when they are in  international
waters.  Therefore,  the gaming  operations are not regulated by any national or
local  regulatory  body.  However,  the Company follows  standardized  rules and
practices in the daily  operation of the casinos.  This segment of the Company's
operations  accounted for almost 6% of the Company's total net operating revenue
for 2003, compared to less than 3% for 2002.


                                      -17-
                                     <PAGE>



Item 2. Properties.

     The Company's U.S.  offices are located at 157 East Warren Avenue,  Cripple
Creek,  Colorado.  See Item 1.  "Business -- Property and Project  Descriptions"
herein for a description  of the Company's  other  properties.  See also Note 5,
Long-Term Debt, to the Consolidated Financial Statements for complete disclosure
of the debt instruments which are secured by Company's property.

Item 3. Legal Proceedings.

     The  Company  is not a  party  to,  nor is it  aware  of,  any  pending  or
threatened  litigation  which,  in management's  opinion,  could have a material
adverse effect on the Company's financial position or results of operations.

Item 4. Submission of Matters to a Vote of Security Holders.

     The 2003 annual meeting of the stockholders of the Company was held on June
16, 2003. At the annual meeting the two Class III directors to the Board,  Erwin
Haitzmann and Gottfried Schellmann were re-elected to the Board for a three year
term. On this proposal to elect the Class III directors,  the votes were:  Erwin
Haitzmann,  10,646,586, for, 0 (zero) against, and 407,709 abstained;  Gottfried
Schellmann,  10,656,811,  for, 0 (zero) against, and 397,484 abstained. No other
proposals were brought for a vote of the stockholders.

                                     PART II

Item 5. Market for Registrant's Common Equity and Related Stockholder Matters.

     The common stock of the Company began trading in the NASDAQ SmallCap Market
on November 10, 1993. The following table sets forth the low and high sale price
per share  quotations as reported on the NASDAQ Stock Market of the common stock
for the periods indicated. These quotations reflect inter-dealer prices, without
retail markup,  markdown or commission and may not necessarily  represent actual
transactions. Actual prices may vary.

Quarter Ended               Low             High

March 31, 2002              $2.02            $3.81
June 30, 2002               $2.60            $3.44
September 30, 2002          $1.95            $3.13
December 31, 2002           $1.63            $2.30

March 31, 2003              $1.85            $2.50
June 30, 2003               $1.88            $2.49
September 30, 2003          $2.11            $3.00
December 31, 2003           $2.20            $3.93


     At December 31, 2003, the Company had  approximately  100  stockholders  of
record of its common stock.  Management  estimates that the number of beneficial
owners is approximately 2,200.

     At the present time,  management of the Company intends to use any earnings
that may be generated to finance the growth of the Company's  business.  The RCF
currently  prohibits the payment of dividends,  consequently,  no dividends have
been declared or paid by the Company,  and it does not  presently  intend to pay
dividends.

                                      -18-
                                     <PAGE>


     The  following  table  provides  the  information  as of December  31, 2003
relating to securities authorized for issuance under equity compensation plans.

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


--------------------------------- ------------------------------ ------------------------------ ------------------------------
         Plan category             Number of securities to be      Weighted-average exercise        Number of securities
                                     issued upon exercise of         price of outstanding          remaining available for
                                      outstanding options,       options, warrants and rights   future issuance under equity
                                       warrants and rights                                           compensation plans
                                                                                                    (excluding securities
                                                                                                  reflected in column (a))

                                               (a)                            (b)                               (c)
--------------------------------- ------------------------------ ------------------------------ ------------------------------
   Equity compensation plans                2,160,300                        $1.29                        1,665,309
  approved by security holders
--------------------------------- ------------------------------ ------------------------------ ------------------------------
 Equity compensation plans not
  approved by security holders                  -                              -                              -
--------------------------------- ------------------------------ ------------------------------ ------------------------------
             Total                          2,160,300                        $1.29                        1,665,309
--------------------------------- ------------------------------ ------------------------------ ------------------------------

</TABLE>


     The Company has an  Employees'  Equity  Incentive  Plan (the  "Plan")  that
provides  for the grant of awards to  eligible  employees  in the form of stock,
restricted stock, stock options,  stock appreciation rights,  performance shares
or  performance  units,  all as defined in the Plan.  The Plan  provides for the
issuance of up to 4,500,000 shares of common stock to eligible employees through
the various forms of awards permitted. Through December 31, 2003, only incentive
stock option awards, for which the option price may not be less than fair market
value at the date of grant, or  non-statutory  options,  which may be granted at
any option  price,  have been granted  under the Plan.  All options must have an
exercise period not to exceed ten years.  Options granted to date have one-year,
two-year or four-year  vesting periods.  The Company's  Incentive Plan Committee
has the power and  discretion  to, among other  things,  prescribe the terms and
conditions for the exercise of, or modification  of, any  outstanding  awards in
the event of merger,  acquisition or any other form of acquisition  other than a
reorganization of the Company under United States Bankruptcy Code or liquidation
of  the  Company.   The  Plan  also  allows  limited   transferability   of  any
non-statutory  stock  options  to  legal  entities  that  are  100% -  owned  or
controlled by the optionee or to the optionee's  family trust.  The Company last
granted  options to any  officers in 1999.  As of  December  31, 2003 there were
2,160,300 options  outstanding under the Plan and 1,665,309  available under the
plan.  Subsequent  to December 31, 2003,  1,352,710  options were granted by the
independent  members of the Company's Incentive Plan Committee to eight officers
and employees of the Company with an exercise  price of $2.93.  The Plan expires
in April  2004.  At this  time,  the  Company  does not  intend to propose a new
employee equity  incentive plan, thus will not ask the stockholders for approval
of a new plan at its 2004 annual stockholders meeting.


                                      -19-
                                     <PAGE>



Item 6. Selected Financial Data


<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                              For the Year Ended December 31,
                                      2003              2002             2001              2000             1999
                                      ----              ----             ----              ----             ----
                                     (1), (2)          (2), (3)           (4)               (1)
Results of Operations:
   Net Operating Revenue          $     31,402      $     29,337     $     29,456      $     26,232     $     20,929
   Net Earnings                          3,246             3,079            2,455             3,253            2,221
   Net Earnings per Share:
      Basic                       $       0.24      $       0.23     $       0.18      $       0.23     $       0.15
      Diluted                     $       0.22      $       0.20     $       0.16      $       0.22     $       0.15

Balance Sheet:
   Cash and Cash Equivalents      $      4,729      $      4,582     $      3,031      $      9,077     $      2,508
   Total Assets                         54,817            51,143           44,819            56,122           34,023
   Long-Term Debt                       14,913            16,531           15,991            20,314           10,459
   Total Liabilities                    21,769            24,040           22,641            33,152           12,892
   Total Shareholders' Equity           33,048            27,103           22,178            22,970           21,131


</TABLE>

(1)  In April 2000,  the Company,  through CCA,  purchased 50% interest in CCAL,
     which was awarded a casino license in April 2000. The Caledon Hotel,  Spa &
     Casino opened for business in October 2000. In December  2000, the Company,
     through CCA, acquired an additional 15% of The Caledon Hotel, Spa & Casino,
     raising its ownership of the project to 65%. In January 2003,  the Company,
     through CCA, acquired the remaining 35% interest in CCAL.

(2)  Effective  2002,  in  accordance  with SFAS No. 142,  the Company no longer
     amortizes  goodwill  and other  intangible  assets with  indefinite  useful
     lives.  The goodwill  amortization  expense,  net of income taxes,  for the
     years ended December 31, 2001, 2000, and 1999 was $1,171, $1,118, and $841,
     respectively.

(3)  In 2002,  the  Company  wrote  down the value of the  non-operating  casino
     property  and land  held for sale in  Nevada  by $447 and  recorded  a $399
     write-off  for  advances  made  and  pre-construction   costs  incurred  in
     conjunction with the  Johannesburg  project and a $299 write-off for unpaid
     casino technical service fees from Casino Millennium. See Note 12, Property
     Write-Down and Other Write-Offs, to the Consolidated Financial Statements.

(4)  In 2001,  the  reduction in total assets is  principally  the result of the
     effects of the change in the exchange rate on CCAL assets.

                                      -20-
                                     <PAGE>



Item 7. Management's  Discussion and Analysis of Financial Condition and Results
of Operations


Forward-Looking Statements

     Information  contained in the following discussion of results of operations
and  financial  condition  of the Company  contains  forward-looking  statements
within the  meaning of the  Private  Securities  Litigation  Reform Act of 1995,
which can be  identified  by the use of words such as "may",  "will",  "expect",
"anticipate",  "estimate",  or "continue",  or variations  thereon or comparable
terminology.  In addition,  all statements  other than  statements of historical
facts that address activities,  events or developments that the Company expects,
believes  or  anticipates,  will or may  occur in the  future,  and  other  such
matters, are forward-looking statements.

     The following  discussion  should be read in conjunction with the Company's
consolidated  financial  statements and related notes included elsewhere herein.
The Company's  future  operating  results may be affected by various  trends and
factors,  which are beyond the Company's  control.  These  include,  among other
factors,  the  competitive  environment  in  which  the  Company  operates,  the
Company's present dependence upon the Cripple Creek,  Colorado and Caledon South
Africa gaming markets,  changes in the rates of gaming-specific  taxes, shifting
public attitudes toward the socioeconomic costs and benefits of gaming,  actions
of regulatory bodies,  dependence upon key personnel,  the speculative nature of
gaming projects the Company may pursue,  risks  associated  with expansion,  and
other uncertain business conditions that may affect the Company's business.

     The  Company  cautions  the  reader  that a  number  of  important  factors
discussed  herein,  and in other reports filed with the  Securities and Exchange
Commission,  could affect the Company's  actual results and cause actual results
to differ materially from those discussed in forward-looking statements.

                                      -21-
                                     <PAGE>



Results of Operations

     The Company is managed in four  segments;  Colorado,  South Africa,  Cruise
Ships, and Corporate  operations.  The operating results of the Colorado segment
are those of WMCK Venture  Corp.  and  subsidiaries  which own Womacks Hotel and
Casino  ("Womacks") in Cripple  Creek,  Colorado.  The operating  results of the
South African  segment are those of Century Casinos Africa (Pty) Limited and its
subsidiaries,  primarily  Century  Casinos  Caledon (Pty) Limited which owns the
Caledon Casino, Hotel and Spa.

     Cruise  Ship  operations  include  the  revenue  and  expense  of the seven
combined  shipboard  operations  for which the  Company  has  casino  concession
agreements.  Corporate  operations  include,  among other items, the revenue and
expense of corporate gaming projects for which the Company has secured long-term
service contracts.


Comparison of the Years ended December 31, 2003, 2002 and 2001

Consolidated Results of Operations

     The Company  reported net  operating  revenue of $31,402 for the year ended
December 31, 2003, compared to $29,337 in 2002 and $29,456 in 2001.

     The casino  revenue,  for the  Company,  was  $31,869 in 2003  compared  to
$30,607 in 2002 and $30,096 in 2001. The casino expense was $11,667,  $9,897 and
$9,401 for 2003, 2002 and 2001, respectively. General and administrative expense
was $7,745 for 2003 compared to $7,191 in 2002 and $7,530 in 2001.  Depreciation
and amortization expense was $2,668 in 2003, $2,304 in 2002 and $3,147 in 2001.

     Total Company earnings from operations for the year ended December 31, 2003
was $6,804  compared to $7,291 in 2002 and $6,156 in 2001.  The change from 2002
to 2003 is primarily  an increase in earnings  from  operations  from Caledon of
$1,085, a decrease from Womacks of $2,782,  and a charge of $1,145, for property
write-down and other write-offs in 2002.

     Tax  expense  was $1,777 for 2003  compared to $2,454 in 2002 and $1,794 in
2001. The decrease in 2003 when compared to 2002 is mainly attributable to lower
pre-tax income and lower effective tax rate in South Africa in 2003.

     The  Company's  net  earnings  for 2003  were  $3,246,  or $0.24  per share
compared  to net  earnings  of $3,079  or $0.23 per share in 2002 and  $2,455 or
$0.18 per share in 2001.

     A discussion by business segment follows below.


                                      -22-
                                     <PAGE>



 Colorado Segment

     The  operating  results of the  Colorado  segment are those of WMCK Venture
Corp. and subsidiaries which own Womacks Hotel and Casino ("Womacks") in Cripple
Creek, Colorado. Womacks' results of operations for the years ended December 31,
2003, 2002 and 2001 are as follows:


<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                             2003             2002             2001           % Change       % Change
                                                                                            2003 v. 2002    2002 v. 2001

    Casino                              $        20,981  $        23,922  $       23,385        -12.3%          2.3%
    Hotel, food and beverage                      1,267            1,193           1,276          6.2%         -6.5%
    Other (including
    promotional allowances)                     (3,846)          (3,855)         (3,639)         -0.2%          5.9%
                                           -------------    -------------    ------------
Net operating revenue                            18,402           21,260          21,022        -13.4%          1.1%
                                           -------------    -------------    ------------
Costs and Expenses
    Casino                                        6,702            7,038           6,324         -4.8%         11.3%
    Hotel, food and beverage                        357              277             399         28.9%        -30.6%
    General and administrative                    3,686            3,521           3,477          4.7%          1.3%
    Depreciation                                  1,349            1,334           2,997          1.1%        -55.5%
                                           -------------    -------------    ------------
                                                 12,094           12,170          13,197         -0.6%         -7.8%
                                           -------------    -------------    ------------
Earnings from operations                          6,308            9,090           7,825        -30.6%         16.2%
Interest expense                                      1              269             544        -99.6%        -50.6%
Other income, net                                    42               25              42         68.0%        -40.5%
                                           -------------    -------------    ------------
Earnings before income taxes                      6,349            8,846           7,323        -28.2%         20.8%
Income tax expense                                2,413            4,069           3,368        -40.7%         20.8%
                                           -------------    -------------    ------------
Net Earnings                            $         3,936  $         4,777  $        3,955        -17.6%         20.8%
                                           =============    =============    ============
</TABLE>

     Excluded from the above results are, corporate bonuses that were previously
charged to Womacks but which are  attributable  to the  consolidated  results of
operations,  the interest on debt  incurred to fund the purchase of CCAL and the
repurchase of the Company's stock, and the related tax effects.  A corresponding
reclassification  adjustment  has been made to the  Corporate  & Other  segment.
There is no affect on the consolidated results.

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

Effect of reclassifications on segment

Segment net earnings before
reclassifications (*)                   $         2,703  $         3,827  $        3,168
Reclassifications
   Bonuses-General and administrative               590              608             569
   Interest expense                               1,399            1,152             889
   Income tax expense                             (756)            (810)           (671)
                                           -------------    -------------    ------------
Segment net earnings after
reclassifications                       $         3,936  $         4,777  $        3,955
                                           =============    =============    ============

* The reclassifications in 2003 are presented for informational purposes only.

</TABLE>

                                      -23-
                                     <PAGE>



Overall operating results were impacted by the casino results detailed below.

         Market Data

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                 2003             2002            2001

         Market share of the Cripple Creek  AGP                       14.9%           16.9%            17.0%
         Average number of slot machines                                622             640              593
         Market share of Cripple Creek gaming devices                 14.8%           15.3%            14.2%
         Average slot machine win per day                        91 dollars     101 dollars      107 dollars
         Cripple Creek average slot machine win per day          90 dollars      91 dollars       88 dollars

</TABLE>

     When  comparing  2003 to 2002,  there was no growth  in the  Cripple  Creek
market.  For the Company,  distractions  from major  construction in the casino,
limited  access to the casino  from the  adjoining  parking lot during the first
four months of the year, and poor weather conditions,  particularly in March and
April  2003,  had an adverse  effect on casino  revenue  and  overall  operating
results. The casino has expanded the use of both radio and TV advertising in its
efforts to compete for the pool of entertainment  dollars.  Management continues
to focus on the marketing of the casino  through the expansion of the successful
Gold Club. However,  covered parking garages provided by two of our competitors,
completed by September  2002,  have  impacted  the casino,  particularly  during
inclement  weather  providing both with a significant  number of close proximity
parking places, an advantage  previously held by Womacks.  Both competitors also
have a large number of hotel  rooms,  providing  them with an  advantage  during
inclement  weather and the peak tourist season.  The Company has not yet decided
on the next phase of expansion,  but owns all of the vacant property adjacent to
the casino and is able to expand if it  concludes  that the  expansion is in the
Company's best interest.

     When comparing 2002 to 2001, there was a 2.8% increase in the Cripple Creek
market. In the fourth quarter of 2001, the Company undertook a 6,022 square foot
expansion to the rear of the  property,  of which half of the project  increased
space for gaming. The first half of the project was completed in September 2002.
Distractions  from  construction,  limited  access to the casino from  adjoining
parking lot for all of 2002 had adverse effect on the casino revenues.

     During 2003, Womacks leased approximately 37 slot machines,  compared to 42
during the same period in 2002 and an average of 11 in 2001, from manufacturers,
on which it pays a fee  calculated  as a  percentage  of the net win. All of the
leases have short term  commitment  periods not  exceeding  three months and are
classified as operating leases. The leases can be cancelled with no more than 30
days written notice. On a portion of the leases,  the manufacturer is guaranteed
a minimum  fee per day that can range  from 15  dollars  to 35  dollars  for the
duration  of the lease.  In most  instances,  the  branded  games that are being
introduced to the market are not available for purchase. For financial reporting
purposes,  the net win on the slot  machines  is included in our revenue and the
amount due to the  manufacturer is recorded as an expense,  in the period during
which the revenue is earned,  as casino  operating  cost.  Management  makes its
decisions  to introduce  these  machines  based on the  consumer  demand for the
product. The amount paid under these agreements was $424, $417 and $131 in 2003,
2002 and 2001, respectively.


                                      -24-
                                     <PAGE>


Hotel, Food and Beverage

     When comparing 2003 and 2002, an increase of 7.8% in restaurant revenues is
primarily  a result of the  visibility  obtained  by opening  Bob's Grill on the
gaming floor. In the third quarter of 2002 Womacks introduced Bob's Grill on the
first floor of the casino and  operated  the Gold Mine  restaurant  on a limited
schedule.  Relocation  of  the  restaurant  to the  first  floor  increased  its
visibility. In February 2003, we doubled the capacity of Bob's Grill and limited
the use of the  former  Gold Mine  restaurant,  which is  located  on the second
floor, to weekend and holiday buffets.

     When comparing 2002 to 2001, a decrease of 16.5% in restaurant  revenues is
primarily  attributable to reduced  operating hours of Gold Mine restaurant.  In
July 2002,  Womacks  introduced  Bob's Grill on the main gaming floor to improve
customer  convenience  and  converted  the upstairs  restaurant to a fine dining
restaurant with limited operating hours.

     All of the revenue  generated by the hotel operations is derived from comps
to better players.  Womacks hotel occupancy rate was 84% in 2003 compared to 85%
in 2002 and 81% in 2001.

Other

     Comparing 2003 to 2002, the increase in general and administrative costs is
primarily  attributable to Womacks'  contributions to the campaign  organized by
Colorado's  gaming industry  against the proposed  introduction of video lottery
terminals   ("VLT's")(see   "Liquidity   and   Capital   Resources").   Womacks'
contribution to the campaign totaled $127 in 2003.

     The decrease in interest  expense,  including  debt issuance cost, to $1 in
2003, net of $1,399 in interest allocated to the Corporate & Other segment, from
$269,  net of $1,152 in interest  allocated to the  Corporate & Other segment in
2002, is attributable to the decrease in the  weighted-average  interest rate on
the borrowings under the RCF, including effects of the swap agreements, to 8.72%
from 9.75%.  The average  balance of the RCF  increased to $12.6 million in 2003
from $11.7  million in 2002.  The major  factor for the  increase in the average
balance of the RCF is the $2.6  million  borrowed  in  January  2003 to fund the
purchase of the remaining 35% interest in CCAL by the Company.  Since the second
quarter of 2000,  the Company has borrowed a total of $9.5 million under the RCF
to fund its projects in South Africa and an additional  $3.8 million to fund the
repurchase of shares of the Company's stock. The interest on the combined amount
has resulted in a charge of  approximately  $1,399 and $1,152,  to the Company's
Corporate & Other  segment and  recognized  as interest  income in the Company's
Colorado segment in 2003 and 2002, respectively.

     When  comparing  2002 to 2001,  interest  expense,  including debt issuance
cost,  decreased to $269, net of $1,152 in interest allocated to the Corporate &
Other  segment  in 2002 from  $544,  net of $889 in  interest  allocated  to the
Corporate & Other segment in 2001.  Since the second quarter of 2000 and through
December 31, 2002,  the Company has borrowed a total of $7 million under the RCF
to fund its  investments in South Africa and an additional  $3.4 million to fund
the repurchase of the Company's  stock.  The resulting  charge of  approximately
$1,152 in 2002 and $889 in 2001 has been charged against the Company's Corporate
segment and recognized as interest income in the Company's Colorado segment.

     The Colorado segment recognized income tax expense of $2,413 in 2003 versus
$4,069 in 2002,  principally  the result of a decrease in earnings before income
taxes. The segment  recognized  income tax expense of $4,069 in 2002 compared to
$3,368 in 2001 due to an increase in pre-tax earnings.


                                      -25-
                                     <PAGE>

South African Segment

     The operating results of the South African segment are those of CCA and its
subsidiaries,  primarily  CCAL,  which  owns the  Caledon  Hotel,  Spa & Casino.
Inter-company   transactions,   including   management   and   incentive   fees,
shareholder's interest and their related tax effects have been excluded from the
Caledon and CCA results within the South African segment.

     Improvement  in the Rand versus the dollar when  comparing 2003 to 2002 has
had a  positive  impact  on the  reported  revenues  and a  negative  impact  on
expenses.  When  comparing 2002 to 2001,  the  deterioration  in Rand versus the
dollar had a negative  impact on the reported  revenues and a positive impact on
expenses.

     Operational  results in US dollars for the years ended  December  31, 2003,
2002 and 2001 are as follows: (See next page for results in Rand)

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


CALEDON
                                                   2003           2002           2001          % Change      % Change
                                                                                              2003 v. 2002  2002 v. 2001
Operating Revenue
    Casino                                    $        9,211  $       5,899  $       5,892        56.1%         0.1%
    Hotel, food and beverage                           2,301          1,437          1,376        60.1%         4.4%
    Other (including promotional
    allowances)                                        (363)          (253)             20        43.5%     1,365.0%
                                                 ------------    -----------    -----------
Net operating revenue                                 11,149          7,083          7,288        57.4%        -2.8%
                                                 ------------    -----------    -----------
Costs and Expenses
    Casino                                             3,993          2,322          2,844        72.0%       -18.4%
    Hotel, food and beverage                           1,996          1,232          1,349        62.0%        -8.7%
    General and administrative                         1,552          1,342          1,288        15.6%         4.2%
    Depreciation                                       1,070            734          1,219        45.8%       -39.8%
                                                 ------------    -----------    -----------
                                                       8,611          5,630          6,700        52.9%       -16.0%
                                                 ------------    -----------    -----------
Earnings from operations                               2,538          1,453            588        74.7%       147.1%
Interest expense                                         929            804            881        15.5%        -8.7%
Other income, net                                        154            146             56         5.5%       160.7%
                                                 ------------    -----------    -----------
Earnings (loss)  before income taxes                   1,763            795          (237)       121.8%       435.4%
Income tax expense (benefit)                             581            256           (87)       127.0%       394.3%
                                                 ------------    -----------    -----------
Net Earnings (Loss)                           $        1,182  $         539  $       (150)       119.3%       459.3%
                                                 ============    ===========    ===========

CENTURY CASINOS AFRICA
Costs and Expenses
    General and administrative                $          352  $         154  $         131       128.6%        17.6%
    Depreciation and amortization                          3              -             75          n/a      -100.0%
    Write off of advances                                  -            400              -        -100%          n/a
                                                 ------------    -----------    -----------
                                                         355            554            206       -35.9%       168.9%
                                                 ------------    -----------    -----------
Loss from operations                                   (355)          (554)          (206)       -35.9%       168.9%
Other income (loss), net                                  28             23           (27)        21.7%       185.2%
                                                 ------------    -----------    -----------
Loss before income taxes                               (327)          (531)          (233)       -38.4%       127.9%
Income tax (expense) benefit                              94          (160)             70      -158.8%      -328.6%
                                                 ------------    -----------    -----------
Net Loss                                      $        (233)  $       (691)  $       (163)       -66.3%       323.9%
                                                 ============    ===========    ===========

MINORITY INTEREST (EXPENSE) BENEFIT           $         (22)  $        (31)  $          32       -29.0%      -196.9%
                                                 ------------    -----------    -----------
SOUTH AFRICA NET EARNINGS (LOSS)              $          927  $       (183)  $       (281)       606.6%       -34.9%
                                                 ============    ===========    ===========

  Average exchange rate (Rand/USD)                      7.43          10.41           8.47        28.6%       -22.9%


</TABLE>

                                      -26-
                                     <PAGE>




Operational results in Rand for the years ended December 31, 2003, 2002 and 2001
are as follows:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


CALEDON                                             2003           2002           2001        % Change        % Change
                                                                                             2003 v. 2002    2002 v. 2001
Operating Revenue
    Casino                                    R       67,976  R      61,100  R      50,368         11.3%         21.3%
    Hotel, food and beverage                          17,061         14,863         11,862         14.8%         25.3%
    Other (including promotional
    allowances)                                      (2,584)        (2,619)          (810)         -1.3%        223.3%
                                                 ------------    -----------    -----------
Net operating revenue                                 82,453         73,344         61,420         12.4%         19.4%
                                                 ------------    -----------    -----------
Costs and Expenses
    Casino                                            29,365         24,131         24,124         21.7%          0.0%
    Hotel, food and beverage                          14,998         12,717         11,516         17.9%         10.4%
    General and administrative                        11,484         13,847         10,387        -17.1%         33.3%
    Depreciation                                       7,950          7,532         10,320          5.5%        -27.0%
                                                 ------------    -----------    -----------
                                                      63,797         58,227         56,347          9.6%          3.3%
                                                 ------------    -----------    -----------
Earnings from operations                              18,656         15,117          5,073         23.4%        198.0%
Interest expense                                       6,950          8,394          7,549        -17.2%         11.2%
Other income, net                                      1,167          1,495            481        -21.9%        210.8%
                                                 ------------    -----------    -----------
Earnings (loss)  before income taxes                  12,873          8,218        (1,995)         56.6%        511.9%
Income tax expense (benefit)                           4,284          2,618          (312)         63.6%        939.1%
                                                 ------------    -----------    -----------
Net Earnings (Loss)                           R        8,589  R       5,600  R     (1,683)         53.4%        432.7%
                                                 ============    ===========    ===========

CENTURY CASINOS AFRICA
Costs and Expenses
    General and administrative                R        2,640  R       1,677  R       1,084         57.4%         54.7%
    Depreciation and amortization                         18              -            635           n/a       -100.0%
    Other                                                  -              -              -           n/a           n/a
    Write off of advances                                  -          4,182              -       -100.0%           n/a
                                                 ------------    -----------    -----------
                                                       2,658          5,859          1,719        -54.6%        240.8%
                                                 ------------    -----------    -----------
Loss from operations                                 (2,658)        (5,859)        (1,719)        -54.6%        240.8%
Other income, net                                        215            242             36        -11.2%        572.2%
                                                 ------------    -----------    -----------
Loss before income taxes                             (2,443)        (5,617)        (1,683)        -56.5%        233.7%
Income tax benefit                                       713          1,005          1,266        -29.1%        -20.6%
                                                 ------------    -----------    -----------
Net Loss                                      R      (1,730)  R     (4,612)  R       (417)        -62.5%      1,006.0%
                                                 ============    ===========    ===========
MINORITY INTEREST (EXPENSE) BENEFIT           R        (176)  R       (490)  R         549        -64.1%       -189.3%
                                                 ------------    -----------    -----------
SOUTH AFRICA NET EARNINGS (LOSS)              R        6,683  R         498  R     (1,551)      1,242.0%       -132.1%
                                                 ============    ===========    ===========

</TABLE>


<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

          Casino Market Data (in Rand)

                                                           2003           2002           2001
         Market share of the Western Cape AGP                   6.0%           6.1%           6.3%
         Market share of Western Cape gaming devices           10.9%          11.2%          11.1%
         Average number of slot machines                         274            254            250
         Average slot machine win per day                   623 Rand       596 Rand       479 Rand
         Average number of tables                                  8              8             14
         Average table win per day                        1,928 Rand     1,995 Rand     1,295 Rand

</TABLE>


                                      -27-
                                     <PAGE>

     The  results  discussed  below are all based on the Rand to  eliminate  the
effect of fluctuations in foreign currency exchange rates.

     When  comparing  2003 and 2002,  the  11.3%  increase  in the gross  casino
revenue is  attributable  to a number of factors  including  an  increase in the
number of slot machines, the introduction of cash couponing and other successful
marketing efforts, an expanded smoking section, improved management and employee
training.  Since the purchase of the  remaining  35% interest in CCAL in January
2003,  the Company has focused on  marketing  the resort as a unified  property,
offering its guests an array of amenities that complement the gaming experience.
These include a 92-room hotel, a variety of dining experiences, and the historic
mineral  hot spring & spa.  The  increase  in casino  expenses  in excess of the
increase in the  corresponding  revenue is attributable to the increased cost of
marketing the casino,  period cost  associated  with routine  maintenance to the
property,  and to the effect of inflation.  CCAL competes  against a much larger
competitor located in a more populous area of the Western Cape.

     When  comparing  2002 and 2001,  the  21.3%  increase  in the gross  casino
revenue is primarily  the result of the increase in number of slot  machines and
successful   marketing  efforts.  The  relatively  nominal  increase  in  casino
expenses,  resulting in an improved  casino margin was a result of  management's
ability to contain costs while increasing gaming revenue.

Hotel, Food and Beverage

     Hotel occupancy was 57% for 2003 compared to 58% in 2002.  Conference sales
showed  a 10%  improvement  for  2003  compared  to 2002,  while  leisure  sales
decreased  by 6% in the  corresponding  period.  Food and  beverage  revenue has
increased by 17.9%, primarily due to the increase in the number of theme dinners
and banquets, as well as a general price increase.

     Hotel occupancy was 58% in 2002 compared to 49% in 2001.  Conference  sales
showed a 28%  improvement  for 2002  compared to 2001 due to a casino  promotion
held in January 2002. The total  conference  sales for 2002 accounted for 16% of
total hotel occupancy.  Conference and leisure sales showed a combined growth of
18% in 2002 over 2001.

     CCAL continues to make a number of repairs and  improvements  to the resort
on an ongoing basis.  Additionally,  continuing  inflationary pressures in South
Africa have driven up base costs such as labor and supplies. When comparing 2003
and 2002,  hotel  repair  cost  increased  by 40.1%,  accounting  for R84 of the
increase in expenses.  Labor cost, including health insurance and uniforms,  has
increased by 39.4%,  accounting  for R1,871 of the  increase in  expenses.  When
comparing 2002 and 2001,  labor costs,  including health insurance and uniforms,
increased by 6.2%,  accounting for R278 increase in expenses.  Increases in cost
of goods sold account for R1,104 increase, or 37.2%.

Other

     Other operating revenue principally consists of promotional  allowances and
revenue  generated  from the  resort's  ancillary  services,  which  include the
adventure center, spa center, and conference room rental. Administrative support
for South  Africa  which was paid by  Caledon  and CCI in 2002 and 2001 has been
transferred  to CCA in  2003,  accounting  for a  portion  of  the  decrease  in
Caledon's  and  Corporate's   general  and   administrative   expenses  and  the
corresponding increase in CCA's administrative expenses.


                                      -28-
                                     <PAGE>


     The  weighted-average  interest rate on the borrowings  under the ABSA Bank
loan agreement is 16.9% in 2003, 2002 and 2001. When comparing 2003 and 2002 and
excluding the effect of fluctuations in the exchange rate,  interest expense has
decreased by 17.2%,  as the principal  balance of the term loans and capitalized
leases are repaid.


Cruise Ships Segment

     The Cruise ships' segment  operational results for the years ended December
31, 2003, 2002 and 2001 are as follows:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                   2003           2002           2001          % Change        % Change
                                                                                             2003 v. 2002     2002 v. 2001
       Operating Revenue
           Casino                             $        1,677  $         786  $         819        113.4%         -4.0%
           Other (including promotional
           allowances)                                    60             38             72         57.9%        -47.2%
                                                 ------------    -----------    -----------
       Net operating revenue                           1,737            824            891        110.8%         -7.5%
                                                 ------------    -----------    -----------

       Costs and Expenses
           Casino                                      1,172            537            624        118.2%        -13.9%
           General and administrative                      3              1              1        200.0%          0.0%
           Depreciation                                   74             45             47         64.4%         -4.3%
                                                 ------------    -----------    -----------
                                                       1,249            583            672        114.2%        -13.2%
                                                 ------------    -----------    -----------
       Earnings from operations                          488            241            219        102.5%         10.0%
       Other income, net                                  17              -              -           n/a             -
                                                 ------------    -----------    -----------
       Earnings before income taxes                      505            241            219        109.5%         10.0%
       Income tax expense                                150             88             82         70.5%          7.3%
                                                 ------------    -----------    -----------
       Net Earnings                           $          355  $         153  $         137        132.0%         11.7%
                                                 ============    ===========    ===========
</TABLE>


     In 2003 the Company operated  casinos on a total of seven ships:  four from
Silversea,  one on the World of ResidenSea and two on Oceania Cruises.  In 2002,
the Company  operated  casinos on four ships:  three on Silversea and one on the
World of ResidenSea. In May 2003, Silver Wind, which was taken out of service in
October 2001 after the events of September 11, 2001,  returned to operation.  In
April 2003,  the Company  opened the casino aboard  Oceania  Cruises'  Insignia.
Opening  of the  casino  aboard  Regatta,  another  vessel  operated  by Oceania
Cruises, followed in June 2003.

     When  comparing  2002 and 2001  operational  results,  in 2002 the  Company
operated  casinos  on four  ships:  three on  Silversea  and one on the World of
ResidenSea.  In 2001 we  operated  four  casinos all aboard  Silversea's  cruise
ships.  Following  the events of  September  11,  2001,  the cruise  ships saw a
substantial  decrease  in the amount of  passenger  traffic.  In  October  2001,
SilverSea  Cruises  removed  from  service  one of the four  ships on which  the
Company  has casino  operations.  In 2002,  cruise  ship  operations  started to
rebound as the travel  industry  began to recover.  In March 2002,  the World of
ResidenSea embarked on her maiden voyage.


                                      -29-
                                     <PAGE>

     Concession  fees  paid  to  the  ship  operators  in  accordance  with  the
agreements  accounted  for  $588,  $138 and $258 of the  total  casino  expenses
incurred in 2003, 2002 and 2001, respectively.

     Casino  expenses,  excluding  concession  fees,  dropped to 34.8% of casino
revenue in 2003 compared to 50.8% in 2002,  reflecting the Company's  ability to
leverage its cruise ship  operations.  In 2001, the casino  expenses,  excluding
concession fees, constituted 44.7% of casino revenues.

     We anticipate we will  repeatedly  experience  severe  fluctuations  in the
revenue  generated on each cruise  depending on the number of passengers and the
quality of the  players.  This is a condition  that is beyond the control of the
Company.


                                      -30-
                                     <PAGE>



Corporate & Other Segment
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                2003             2002            2001           % Change        % Change
                                                                                              2003 v. 2002     2002 v. 2001
    Operating Revenue
         Other                            $            114   $          170  $         255         -32.9%          -33.1%
                                             --------------   --------------    -----------
    Net operating revenue                              114              170            255         -32.9%          -33.1%
                                             --------------   --------------    -----------

    Costs and Expenses
        General and administrative                   2,152            2,172          2,242          -0.9%           -3.1%
        Property  write-down  and  other
        write offs net of (recoveries)                (35)              746             57        -104.7%         1208.8%
        Depreciation                                   172              191            226          -9.9%          -15.5%
                                             --------------   --------------    -----------
                                                     2,289            3,109          2,525         -26.4%           23.1%
                                             --------------   --------------    -----------
    Loss from operations                           (2,175)          (2,939)        (2,270)         -26.0%           29.5%
    Interest expense                                 1,422            1,171            934          21.4%           25.4%
    Other income, net                                  352              323            349           9.0%           -7.4%
                                             --------------   --------------    -----------
    Loss before income taxes                       (3,245)          (3,787)        (2,855)         -14.3%           32.6%
    Income tax benefit                             (1,273)          (2,119)        (1,499)         -39.9%           41.4%
                                             --------------   --------------    -----------
    Net Loss                              $        (1,972)    $      (1,668) $     (1,356)          18.2%           23.0%
                                             ==============   ==============    ===========
</TABLE>

     Included in the above  results are corporate  bonuses that were  previously
charged  to  Womacks  but  are  attributable  to  the  consolidated  results  of
operations,  the interest on debt  incurred to fund the purchase of CCAL and the
repurchase of the Company's stock, and the related tax effects.  A corresponding
reclassification  adjustment has been made to the Colorado segment.  There is no
effect on the consolidated results.

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

Effect of reclassifications on segment

Segment net loss before
reclassifications (*)                   $         (739)  $         (718)  $        (569)
Reclassifications
   Bonuses-General and
   Administrative                                 (590)            (608)           (569)
   Interest expense                             (1,399)          (1,152)           (889)
   Income tax expense                               756              810             671
                                           -------------    -------------    ------------
Segment net loss after
reclassifications                        $       (1,972)  $       (1,668)  $      (1,356)
                                           =============    =============    ============

* The reclassifications in 2003 are presented for informational purposes only.
</TABLE>

     Net operating  revenue  principally  consisted of casino technical  service
fees earned from operating Casino Millennium in Prague,  Czech Republic of $114,
$149 and $205 in 2003,  2002 and 2001,  respectively.  In August  2002,  Prague,
experienced  a  devastating  flood  throughout  the city.  Although  the  Casino
Millennium  property was not damaged,  public access to the city in the vicinity
of the  casino was  severely  limited  for months  following  the  disaster  and
negatively  affected the casino operation.  Effective  September 1, 2002, casino
technical service fees and interest due to the Company will not be accrued until
a certainty of cash flow is attained for Casino  Millennium,  but rather will be
recognized when payment is certain.


                                      -31-
                                     <PAGE>

     Property  write-down  and other  write-offs,  net of  (recoveries)  in 2003
include  $35 in unpaid  casino  technical  service  fees  recovered  from Casino
Millennium,  which  was  written  off in 2002.  Property  write-down  and  other
write-offs in 2002 includes a pre-tax charge in the amount of $447 to reduce the
value of a  non-operating  property  held by the  Company  in Nevada to its fair
value, less costs to sell, based on the current assessment of the property and a
pre-tax  charge of $299 to write off unpaid  casino  technical  service fees and
loans related to its operations in Prague, Czech Republic.  An additional $26 in
interest income on the unpaid casino  technical  service fees and loans was also
written off, bringing the total pre-tax charge for the segment to $772. Property
write-down  and  other  write-offs  in  2001  include  a  charge  of $57 for the
write-down in value of non-operating property and land held by the Company in
Nevada.

     Other  income,  net is  primarily  derived from  interest  earned on a $5.7
million  note  between  WMCK  Venture  Corp.  and CCI.  The  interest  income is
eliminated in consolidation.


Liquidity and Capital Resources

     Cash  and  cash  equivalents   totaled  $5.3  million  (including  $598  of
restricted  cash) at December 31, 2003, and the Company had net deficit  working
capital of $164. Additional liquidity may be provided by the Company's revolving
credit  facility  ("RCF")  with Wells Fargo Bank,  under which the Company has a
total commitment of $26,000 ($23,111 net of the quarterly  reduction) and unused
borrowing capacity of approximately $11,354 at December 31, 2003.

     For the year ended December 31, 2003, cash provided by operating activities
was $5.8  million  compared  with $7.4 million in 2002 and $6.5 million in 2001.
Please refer to management's discussion of the results of operations.

     Cash  used in  investing  activities  of $3.5  million  for the year  ended
December  31,  2003,  consisted  of: $675  towards the  expansion of the Womacks
casino at the rear of the property that was  completed in the second  quarter of
2003,  providing a larger,  more player friendly gaming space and the ability to
increase  Womacks' slot machine capacity;  $391 for new slot machines;  $843 for
additional improvements to the property in Caledon, South Africa,  including $61
additional  capitalized  building  costs  related to the original  construction;
$1,259  towards the purchase of the  remaining  35% interest in Century  Casinos
Caledon  (Pty)  Limited,   $918  of  which  was  applied  against  the  minority
shareholder liability and $341 of which increased the carrying value of the land
in Caledon; $190 towards outfitting the two new casinos aboard the luxury cruise
ships operated by Oceania and to finish  re-outfitting the Silver Wind; $486 due
to  expenditures  for other  long-lived  assets,  less $308 in proceeds from the
disposition of assets; and a decrease of $64 in restricted cash.

     Cash  used in  investing  activities  of $4.4  million  for the year  ended
December 31, 2002,  consisted of $1,355 towards the purchase and improvements of
the Palace Hotel in Cripple Creek and property,  $1,200 towards the expansion of
the Womacks casino at the rear of the property, $130 towards the construction of
a  restaurant  and grill on the first floor of the Womacks  casino,  $812 on new
gaming equipment,  $477 for additional  improvements to the property in Caledon,
South  Africa,  $460  primarily  for  land  purchased  for the  proposed  casino
development in Johannesburg, South Africa and $284 due to expenditures for other
long-lived  assets,  less $263 in proceeds from the disposition of assets and $7
from a decrease in restricted cash.

     Cash  used in  investing  activities  of $3.9  million  for the year  ended
December  31,  2001,  consisted  principally  of  $920 in  cost  related  to the
construction  and  furnishing  of new  hotel  space at  Womacks,  including  the
associated cost of re-constructing  the casino floor, $400 towards the expansion
of the casino at the rear of the property  that opened in 2002,  which  provided
additional


                                      -32-
                                     <PAGE>

gaming space as well as hotel rooms,  $555 towards the sinking fund  required by
the ABSA loan agreement, $1.6 million towards improvements at The Caledon Hotel,
Spa & Casino in South  Africa  and the  balance of $408 due to  expenditure  for
other long lived assets, less $9 in proceeds from the disposition of assets.


     Cash  used in  financing  activities  of $2.6  million  for the year  ended
December 31, 2003  consisted of net  borrowings of $258 under the RCF with Wells
Fargo plus $850 in proceeds  from the  exercise  of stock  options and other net
borrowings of $43, less net  repayments of $1,250 under the loan  agreement with
ABSA Bank,  $1,259 to acquire a loan to CCAL held by the  minority  shareholder,
Caledon Overberg Investments  (Proprietary)  Limited ("COIL");  $132 towards the
repurchase of the Company's  common stock on the open market at cost; and $1,106
towards the purchase of 489,264  shares of common stock from a former  director,
James Forbes, at a per share price of $2.26.

     Cash  used in  financing  activities  of $1.5  million  for the year  ended
December 31, 2002  consisted of net  repayments of $301 under the RCF with Wells
Fargo,  plus net  repayments  of $607 under the loan  agreement  with ABSA Bank,
additional  deferred  financing  charges  incurred by the Caledon  Hotel,  Spa &
Casino,  with a cost of $23,  additional  deferred financing charges incurred by
the  Company  to  amend  the  RCF,  with a cost of $92,  the  repurchase  of the
Company's  common  stock on the open  market  with a cost of $392 and  other net
repayments of $111, less $26 in proceeds from the exercise of stock options.

     Cash  used in  financing  activities  of $8.4  million  for the year  ended
December 31, 2001 consisted of net repayments of $6.8 million under the RCF with
Wells Fargo,  net  repayments of $417 under the loan  agreement  with ABSA Bank,
repurchase of the Company's common stock on the open market with a cost of $674,
and other net payments of $613,  less $68 in proceeds from the exercise of stock
options.

     The Company  entered into an amended RCF with Wells Fargo Bank,  more fully
described in Note 5 to the  Consolidated  Financial  Statements,  in August 2002
which provides the Company with a total  commitment of $26,000.  Under the terms
of the agreement,  the maturity date of the borrowing commitment was extended to
August  2007 and the  funds  available  under the RCF are  reduced  by $722 each
quarter  beginning  with  the  first  quarter  of  2003.  The  Company  has  the
flexibility to use the funds for various business projects and investments.

     In April 2000,  Century Casinos  Caledon (Pty) Ltd.  ("CCAL") was awarded a
gaming  license for a casino at a 92-room  resort  hotel and spa in  Caledon,  a
province  of the Western  Cape,  South  Africa,  and the  Company's  subsidiary,
Century  Casinos Africa (Pty) Ltd.  ("CCA"),  acquired a 50% equity  interest in
CCAL. The Company made an initial equity investment of approximately  $1,534 in,
and loans totaling  approximately $2,302 to, CCAL with borrowings obtained under
the Company's  RCF. CCA has a ten-year  casino  management  agreement with CCAL,
which may be extended at the Company's option for multiple ten-year periods.  In
November  2000,  the Company,  through CCA,  acquired an additional 15% of CCAL,
raising its ownership in CCAL to 65%. The acquisition of the additional interest
was completed with the payment of approximately $1,800 by Century through CCA to
COIL in exchange  for 15% of the total shares of common stock of CCAL (valued at
approximately  $1,200) and a shareholder  loan to CCAL  previously  held by COIL
(with a value of approximately  $600). In January 2003, the Company through CCA,
acquired the remaining 35% interest in CCAL.  The  acquisition  of the remaining
interest was completed with the payment of approximately $2.6 million by Century
through CCA to COIL in exchange  for 35% of the total  shares of common stock of
CCAL (valued at approximately  $1.4 million) and a shareholder loan held by COIL
(valued at approximately $1.2 million).


                                      -33-
                                     <PAGE>
     CCAL has entered into a loan  agreement  with PSG  Investment  Bank Limited
("PSGIB")  which was  subsequently  acquired by ABSA Bank  ("ABSA"),  more fully
described in Note 5 to the Consolidated  Financial Statements,  which provided a
principal  loan to fund the  development  of the  Caledon  project and a standby
facility to provide working capital.  Outstanding borrowings under the principal
loan and standby facility bear interest at 17.05% and 15.1%,  respectively.  As
of December 31, 2003,  the entire amount has been advanced  against the loan and
the standby facility.

     The Company has a 20-year  agreement with Casino  Millennium a.s. ("CM"), a
Czech company, to provide technical casino services to a casino in the five-star
Marriott Hotel, in Prague, Czech Republic which began in January 1999. The hotel
and casino  opened in July 1999.  In January  2000,  the Company  entered into a
memorandum of agreement with B. H. Centrum, a Czech company which owns the hotel
and casino  facility,  to acquire the operations of the casino by either a joint
acquisition of CM or the formation of a new joint venture. In December 2002, the
Company,  through CMB, paid $236 towards an initial equity  investment of 10% in
Casino Millennium a.s., subject to the repayment of a CM loan to a Czech bank by
Strabag AG,  which has been repaid.  In January  2004,  the Company  contributed
gaming equipment and certain  pre-operating  costs,  valued at $711, in exchange
for the additional 40% interest in Casino Millennium,  bringing its total equity
investment to 50%.

     In January 2000,  CCI entered into a brokerage  agreement with Novomatic AG
in which CCI  received  an option to purchase  seven  eighths of the shares that
Novomatic  AG  purchased  in  Silverstar  at a price  equal to 85% of their fair
market value at the time of exercise.  The agreement was subsequently amended in
July 2003 giving  Novomatic AG a put option under which Novomatic AG can require
that CCI buy seven  eighths  of its shares in  Silverstar  and giving CCI a call
option  under which CCI can require  Novomatic  AG to sell seven  eighths of its
shares in Silverstar to CCI. The price of the option, which cannot be quantified
at this time,  will be 75% of the fair market value as determined at the time of
the exercise.  Silverstar has no value until a gaming license is issued.  If the
transaction were to be completed,  CCI would acquire a 7% interest in Silverstar
from Novomatic AG.

     During  September  2001,  CCA  entered  into an  agreement  to secure a 50%
ownership  interest in Rhino Resort Ltd.  ("RRL"),  a consortium  which includes
Silverstar Development Ltd.  ("Silverstar").  RRL submitted an application for a
proposed   hotel/casino  resort  development  in  that  region  of  the  greater
Johannesburg  area  of  South  Africa  known  as the  West  Rand  at a  cost  of
approximately  400 million  Rand ($59.8  million).  In  November  2001,  RRL was
awarded the sixth and final casino license serving the Gauteng province in South
Africa. In February 2002, Tsogo Sun Holdings (Pty) Ltd.  ("Tsogo"),  a competing
casino,  filed a Review Application seeking to overturn the license award by the
Gauteng  Gambling  Board  ("GGB").  In September  2002,  the High Court of South
Africa  overturned the license  award.  As a result of these  developments,  the
Company  recorded a $399 write-off for all advances  made, and  pre-construction
cost incurred,  in conjunction with the Johannesburg  project. In November 2002,
and upon the advice of legal counsel, Silverstar, with the support and agreement
of all other parties to the original two applications for the West Rand license,
including CCA, made representation to the GGB requesting that the sole remaining
license for the province of Gauteng now be awarded to Silverstar pursuant to its
original 1997 application. The GGB in December 2002 denied Silverstar's request.
As a result,  Silverstar on March 4, 2003 initiated legal action against the GGB
in the High Court of South Africa seeking, inter alia, that the court compel the
authorities  to award the  license to  Silverstar.  On October 20, 2003 the High
Court of South  Africa  handed down a judgment  compelling  the GGB to award the
license to  Silverstar.  The GGB's  request for leave to appeal the judgment was
initially  denied by the Pretoria High Court on November 11, 2003,  but the High
Court ruling was overturned and the request for leave to appeal was subsequently
granted by the  Supreme  Court of Appeal of South  Africa on  February  5, 2004.
Silverstar  informed the Company that it does not yet have any  indication  with
regard to the timing of the appeal  process.  CCA,  through  its  majority-owned
subsidiary  - Century  Casinos  West Rand  (Pty) Ltd.  - remains  contracted  to
Silverstar by a resort management agreement and retains a right of long standing
to take up a minority equity


                                      -34-
                                     <PAGE>

in the  venture  although  its final  level of  equity  interest  remains  to be
determined.  Pursuant to its 1997 application,  the Silverstar  project provides
for up to 1,350 slot machines and 50 gaming tables in a phased  development that
includes a hotel and other  entertainment,  dining, and recreational  activities
with a first phase of 950 slot machines and 30 gaming tables.

     While there can be no certainty as to the eventual  outcome of Silverstar's
efforts,  CCA  maintains  the  ownership  of the land (book  value of $659) that
remains  central to the  Silverstar  casino  project.  The Company has allocated
minor funding towards further pursuit of this opportunity.

     CRA  has  submitted  an  application  to  the  Alberta  Gaming  and  Liquor
Commission  ("AGLC") for an additional  casino  facility  license in the greater
Edmonton area.  The proposed  project,  The  Celebrations  Casino and Hotel,  is
planned to include a casino, food and beverage amenities,  a dinner theater, and
a 40-room  hotel.  CRA is owned by CRL,  a  wholly-owned  subsidiary  of Century
Casinos,  Inc. and by 746306  Alberta Ltd, the owners of the 7.25 acre  property
and existing hotel which will be developed into the Celebrations project, should
a license be awarded  and all other  approvals  and  funding  be  obtained.  The
Celebrations  Casino and Hotel Project proposed by CRA is estimated to cost 16.5
million  Canadian  dollars ($12.8  million),  including the 2.5 million Canadian
dollars ($1.9 million) contribution of the existing hotel and property by 746306
Alberta Ltd.

     In November  2003, a Colorado  ballot issue,  which,  had it been approved,
would have permitted the  installation  of at least 500 video lottery  terminals
"VLT's" at each of the five  racetracks  throughout  Colorado,  two of which are
located in Colorado Springs and Pueblo,  the dominant markets for Cripple Creek,
was soundly defeated. The VLT's are almost identical to slot machines. There can
be no assurance  that future  attempts  will not be made to pass similar  ballot
issues in  Colorado.  Womacks  contributed  $127 to the  campaign  against  this
proposal in 2003.

     The Company's  Board of Directors has approved a  discretionary  program to
repurchase up to $5,000 of the Company's  outstanding common stock. During 2003,
the Company  repurchased 59,100 shares of its common stock on the open market at
an average cost of $2.24. The Company also purchased  489,264 shares from one of
its  former  directors  at a price of $2.26  per  share.  Beginning  in 1998 and
through 2003, the Company had repurchased  2,559,004  shares of its common stock
at a total cost of approximately $3.8 million.

     Management  believes that the Company's cash at December 31, 2003, together
with expected cash flows from  operations and borrowing  capacity under the RCF,
will  be  sufficient  to  fund  its  anticipated  capital  expenditures,  pursue
additional business growth opportunities for the foreseeable future, and satisfy
its debt repayment obligations.

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


Contractual Obligations and Commercial Commitments

---------------------------------- ---------------------------------------------------------------------------------------
Contractual Obligations                                            Payments Due by Period
---------------------------------- ---------------------------------------------------------------------------------------
                                        Total        Less than 1 year     1-3 years        4-5 years       More than 5
                                                                                                              years
---------------------------------- ----------------- ----------------- ---------------- ---------------- -----------------
Long-Term Debt                      $        16,694  $          1,978  $         2,959   $       11,757   $             -
---------------------------------- ---- ------------ --- ------------- --- ------------ ---- ----------- ---- ------------
Capital Lease Obligations                       431               196              205               30                 -
---------------------------------- ---- ------------ --- ------------- --- ------------ ---- ----------- ---- ------------
Operating Leases                              1,411               579              522              182               128
---------------------------------- ---- ------------ --- ------------- --- ------------ ---- ----------- ---- ------------
Total Contractual Cash
Obligations                         $        18,536  $          2,753  $         3,686   $       11,969   $           128
---------------------------------- ---- ------------ --- ------------- --- ------------ ---- ----------- ---- ------------
</TABLE>

     Subsequent to December 31, 2003 the Company signed  commitments  for gaming
equipment  and  upgrades  to its slot  accounting  system  at  Womacks  totaling
approximately $3.0 million.




                                      -35-
                                     <PAGE>



Critical Accounting Policies

     In accordance  with recent  Securities  and Exchange  Commission  guidance,
those  material  accounting  policies  that the  Company  believes  are the most
critical to an investor's  understanding of the Company's  financial results and
condition and/or require complex management  judgment have been expanded and are
discussed below.  Information  regarding the Company's other accounting policies
is included in Note 2 to the Company's consolidated financial statements.

     Revenue Recognition - Casino revenue is the net win from gaming activities,
which  is  the  difference  between  gaming  wins  and  losses.  Management  and
consulting  fees are  recognized  as  revenue  as  services  are  provided.  The
incremental amount of unpaid progressive jackpots is recorded as a liability and
a reduction of casino revenue in the period during which the progressive jackpot
increases.  Promotional  allowances reduce revenues in determining net operating
revenue.

     Goodwill and Other Intangible Assets - The Company's  goodwill results from
the acquisitions of casino and hotel  operations.  Effective January 1, 2002 the
Company adopted Statement of Financial Accounting Standards Board (SFAS) No. 142
"Goodwill and Other Intangible Assets".  SFAS No. 142 addresses the methods used
to capitalize, amortize and to assess impairment of intangible assets, including
goodwill resulting from business  combinations  accounted for under the purchase
method.  Effective  with the  adoption  of SFAS No.  142,  the Company no longer
amortizes  goodwill and other  intangible  assets with indefinite  useful lives,
principally  unamortized  casino  license  costs.  In  evaluating  the Company's
capitalized casino license cost related to CCAL, which comprises principally all
of its other intangible  assets,  management  considered all of the criteria set
forth in SFAS No. 142 in determining its useful life. Of particular significance
in that evaluation was the existing  regulatory  provision for annual renewal of
the  license  at minimal  cost and the  current  practice  of the  Western  Cape
Gambling and Racing Board  ("Board")  of granting  such  renewals as long as all
applicable  laws are  complied  with as well as  compliance  with  the  original
conditions of the casino  operator  license as set forth by the Board.  Based on
that  evaluation,  the  Company has deemed the casino  license  costs to have an
indefinite life. Included in assets at December 31, 2003 is unamortized goodwill
of  approximately  $8,088 and unamortized  casino license costs of approximately
$1,760.

     The Company completed its initial  impairment test on each of the reporting
units  for  which it has  recorded  goodwill  in 2002.  The  Company  contracted
third-party  valuation firms to complete the analysis of each reporting unit and
continues to use the same  methodology when updating its assessment on an annual
basis. In completing its analysis of the fair value of WMCK Venture Corporation,
parent company of Womacks Casino and Hotel, the Company uses the Discounted Cash
Flow ("DCF")  Method in which the reporting  unit is valued by  discounting  the
projected cash flows, to a period in which the annual growth rate is expected to
stabilize,  to their present value based on a  risk-adjusted  discount  rate. In
completing its assessment in 2003, cash flows were projected through 2009, based
on historical results, adjusted based on management's conservative projection of
future revenue growth given existing market conditions. A risk adjusted discount
rate which estimates the return demanded by third-party  investors,  taking into
account  market risks,  and the cost of equity and after-tax debt in the optimal
hypothetical capital structure,  was used in the DCF calculation of WMCK Venture
Corp.  In  completing  its analysis of the fair market value of Century  Casinos
Caledon  (Pty) Ltd, the owner of The Caledon  Hotel,  Spa & Casino,  the Company
also  applied the DCF method and the results were  compared to other  methods of
valuation,  most  notably  the net asset  value of  Caledon  in order to further
justify the range of values.  Cash flows were projected through the end of 2015.
A risk adjusted rate, taking into account risk free rates of return,  the return
demanded by the South African equity market and a risk factor which measures the
volatility  of  Caledon  relative  to the  equity  markets,  was used in the DCF
calculation of Caledon.  The Company also tests intangible assets deemed to have
an indefinite  useful life  (unamortized  casino license costs),  for impairment
using the same methodology  that it follows to assess goodwill.  The Company has
completed its assessment of the goodwill and other intangibles for


                                      -36-
                                     <PAGE>

the  goodwill  and other  intangibles  for  impairment  at December 31, 2003 and
determined that there have been no significant  changes in the fair value of the
assets,  no  adverse  changes  in the  projected  cash  flows or any  events  or
circumstances  that would lead  management to believe that the fair value of the
assets is less than the  current  carrying  value of the  reporting  units.  The
Company will continue to assess goodwill and other intangibles for impairment at
least annually hereafter.

     Foreign  Exchange - Current  period  transactions  affecting the profit and
loss of  operations  conducted in foreign  currencies  are valued at the average
exchange  rate for the  period in which  they are  incurred.  Except  for equity
transactions  and balances  denominated  in U.S.  dollars,  the balance sheet is
re-valued based on the exchange rate at the end of the period.


ITEM 7A. Quantitative and Qualitative Disclosures About Market Risk

     We are  exposed to market risk  principally  related to changes in interest
rates and foreign  currency  exchange rates. To mitigate some of these risks, we
utilize derivative financial instruments to hedge these exposures. We do not use
derivative financial instruments for speculative or trading purposes. All of the
potential changes noted below are based on information available at December 31,
2003. Actual results may differ materially.

Interest Rate Sensitivity

     The Company is subject to interest rate risk on the  outstanding  borrowing
under the RCF with Wells Fargo Bank. Interest on the agreement is variable based
on the interest rate option selected by the Company, whereby the interest on the
outstanding debt is subject to fluctuations in the prime interest rate as set by
Wells Fargo, or LIBOR.

     In order to minimize the risk of increases in the prime rate or LIBOR,  the
Company  has two  interest-rate  swap  agreements  on a total of  $11.5  million
notional amount of debt. In 1998, the Company entered into a five-year  interest
rate swap  agreement  which matured on October 1, 2003 on $7.5 million  notional
amount of debt under the RCF, whereby the Company paid a LIBOR-based  fixed rate
of 5.55% and received a  LIBOR-based  floating rate reset  quarterly  based on a
three-month  rate.  In May 2000,  the Company  entered  into a second  five-year
interest  rate swap  agreement  which  matures  on July 1, 2005 on $4.0  million
notional  amount of debt under the RCF,  whereby the Company pays a  LIBOR-based
fixed rate of 7.95% and receives a  LIBOR-based  floating  rate reset  quarterly
based on a three-month rate. Generally,  the swap arrangement is advantageous to
the  Company  to the  extent  that  interest  rates  increase  in the future and
disadvantageous  to the extent that they decrease.  Therefore,  by entering into
the interest rate swap agreements,  we have a cash flow risk when interest rates
drop. For example,  for each hypothetical 100 basis points decrease in the three
month  LIBOR rate below the fixed rate paid by the Company  less the  applicable
margin results in an increased use of $115 in cash on an annual basis.  With the
expiration of the swap agreement on the $7.5 million  notional amount of debt on
October 1, 2003, the same  hypothetical  100 basis point increase  results in an
increased use of $40 in cash on an annual basis.  In an  environment  of falling
interest rates,  as we have seen in the last two years,  the swap agreements are
disadvantageous.  Without the swap agreements the weighted-average interest rate
on the RCF would have been 3.98% in 2003,  4.68% in 2002 and 7.18% in 2001.  The
Company has not entered into any new swap  agreements  subsequent  to October 1,
2003.


                                      -37-
                                     <PAGE>


Foreign Currency Exchange Risk

     The majority of our revenue, expense, and capital purchasing activities are
transacted  in U.S.  dollars.  However,  since a portion of our  operations  are
conducted  outside of the U.S., we enter into  transactions in other currencies,
primarily the South African Rand.

     Fluctuations  in the Rand affect the value of the  Company's  investment in
The Caledon Hotel, Spa & Casino. A hypothetical devaluation of 10% in the dollar
vs. the Rand based on the exchange rate as of December 31, 2003 would reduce the
value of the Company's investment by approximately $1.6 million.

     Foreign  currency  fluctuations  also have an impact on reported  earnings,
primarily  those of the Company's  South African  subsidiaries.  The Company has
reported its significant  foreign currency activity,  primarily South Africa, in
both Rand and in U.S.  dollars,  in its  discussion  and  analysis  of the South
African segment beginning on page 26 hereof.


Item 8. Financial Statements and Supplementary Data

See "Index to Financial Statements" on page 2 hereof.


Item  9.  Changes  in and  Disagreements  With  Accountants  on  Accounting  and
Financial Disclosure.

     There were no changes in accountants,  nor any  disagreements on accounting
and financial disclosure with the Company's independent auditors.


Item 9A. Controls and Procedures

     Evaluation of Disclosure Controls and Procedures - Our Management, with the
participation  of  our  principal  executive  officer  and  principal  financial
officer,  has  evaluated  the  effectiveness  of  our  disclosure  controls  and
procedures  (as defined in Rules  13a-15(2) and 15d-15(e)  under the  Securities
Exchange Act of 1937,  as amended (the  "Exchange  Act")),  as of the end of the
period  covered by this Annual Report on Form 10-K.  Based on such  evaluation ,
our principal  executive officer and principal  financial officer have concluded
that as of such date,  our disclosure  controls and procedures  were designed to
ensure that  information  required to be disclosed by us in reports that we file
or submit under the Exchange Act is recorded, processed, summarized and reported
within the time  periods  specified in  applicable  SEC rules and forms and were
effective.

     Changes in Internal Control Over Financial  Reporting - There was no change
in our internal control over financial  reporting (as defined in Rules 13a-15(f)
and 15d-15(f)  under the Exchange  Act) that  occurred  during the quarter ended
December  31, 2003 that has  materially  affected,  or is  reasonably  likely to
materially affect, our internal control over financial reporting.


                                      -38-
                                     <PAGE>


                                    PART III

Item 10. Directors and Executive Officers of the Registrant.

     The  information  required by this item will be  included in the  Company's
Proxy  Statement with respect to its 2004 Annual Meeting of  Stockholders  to be
filed  with the  Commission  within 120 days of  December  31,  2003,  under the
captions   "Information   Concerning   Directors  and  Executive  Officers"  and
"Compliance  with  Section  16(a)  of  the  Securities   Exchange  Act"  and  is
incorporated herein by reference.

     Century  Casinos,  Inc.  has adopted a Code of Ethics  that  applies to all
directors,  officers  and  employees,  including  our Chief  Executive  Officer,
President,  and Principal  Accounting  Officer.  A complete text of this Code of
Ethics is attached as Exhibit 14 in this Annual Report on Form 10-K.


Item 11. Executive Compensation.

     The  information  required by this item will be  included in the  Company's
Proxy  Statement with respect to its 2004 Annual Meeting of  Stockholders  to be
filed  with the  Commission  within 120 days of  December  31,  2003,  under the
caption  "Information  Concerning  Directors  and  Executive  Officers"  and  is
incorporated herein by reference.


Item 12.  Security  Ownership of Certain  Beneficial  Owners and  Management and
Related Stockholder Matters.

     The  information  required by this item will be  included in the  Company's
Proxy  Statement with respect to its 2004 Annual Meeting of  Stockholders  to be
filed  with the  Commission  within 120 days of  December  31,  2003,  under the
caption "Voting Securities" and is incorporated herein by reference.


Item 13. Certain Relationships and Related Transactions.

     The  information  in this  item  is  incorporated  by  reference  from  the
Company's  Definitive  Proxy material with respect to the 2004 Annual Meeting of
Stockholders  to be filed with the  Commission  within 120 days of December  31,
2003, under the caption "Certain  Relationships and Related Transactions" and is
incorporated herein by reference.


Item 14. Principal Accountant Fees and Services.

     The  information  in this  item  is  incorporated  by  reference  from  the
Company's  Definitive  Proxy material with respect to the 2004 Annual Meeting of
Stockholders  to be filed with the  Commission  within 120 days of December  31,
2003, under the caption "Certain  Relationships and Related Transactions" and is
incorporated herein by reference.


                                      -39-
                                     <PAGE>


                                     PART IV

Item 15. Exhibits , Financial Statement Schedules, and Reports on Form 8-K.

(a)  1.  Financial  Statements  of  the  Company  (including  related  notes  to
     consolidated  financial statements) filed as part of this report are listed
     below:

     Consolidated Balance Sheets as of December 31, 2003 and 2002.

     Consolidated  Statements of Earnings for the Years Ended December 31, 2003,
     2002 and 2001.

     Consolidated  Statements of Shareholders'  Equity and Comprehensive  Income
     (Loss) for the years ended December 31, 2003, 2002 and 2001.

     Consolidated  Statements  of Cash Flows for the Years  Ended  December  31,
     2003, 2002 and 2001.

(a)  2. Financial Statement Schedule

     None

(a)  3. Exhibits Filed Herewith or Incorporated by Reference to Previous Filings
     with the Securities and Exchange Commission:

     The  following  exhibits were included with the filing of the Alpine's Form
     10-KSB for the fiscal year ended  December  31,  1993 and are  incorporated
     herein by reference:

Exhibit No. Description

10.14     Plan of  Reorganization  and  Agreement  Among  Alpine  Gaming,  Inc.,
          Alpine Acquisition,  Inc. and Century Casinos Management, Inc. - Filed
          with Form 8-K dated  December 24, 1993 and  incorporated  by reference
          therein.

10.15     Amendments One, Two and Three to Plan of Reorganization  and Agreement
          Among  Alpine  Gaming,  Inc.,  Alpine  Acquisition,  Inc.  and Century
          Casinos Management, Inc.


     The following  exhibits were filed with the Form 10-KSB for the fiscal year
     ended December 31, 1995 and are incorporated herein by reference:

Exhibit No. Description

3.1       Certificate of Incorporation (filed with Proxy Statement in respect of
          1994  Annual  Meeting  of  Stockholders  and  incorporated  herein  by
          reference).

3.2       Bylaws (filed with Proxy  Statement in respect of 1994 Annual  Meeting
          of Stockholders and incorporated herein by reference).


                                      -40-
                                     <PAGE>


10.51     Asset Purchase  Agreement  dated as of September 27, 1995 by and among
          Gold Creek  Associates,  L.P.,  WMCK  Acquisition  Corp.  and  Century
          Casinos,  Inc.,  including  Exhibits and  Schedules,  along with First
          Amendment thereto.

10.57     Stock Purchase  Agreement dated December 21, 1995 between  Switzerland
          County  Development  Corp.  ("Buyer") and Century Casinos  Management,
          Inc. and Cimarron Investment Properties Corp. ("Sellers").

10.58     Consultancy Agreement - Chalkwell Limited.

     The following  exhibits  were filed with the Form 8-K Current  Report dated
     July 1, 1996 and are incorporated herein by reference:

Exhibit No. Description

10.60     Promissory  Note dated March 19, 1992,  made by Chrysore,  Inc. in the
          original amount of $1,850,000 payable to R. & L Historic  Enterprises,
          together with  Assignment  dated September 14, 1992 of said Promissory
          Note to TJL  Enterprises,  Inc. and  Assignment  dated May 16, 1996 of
          said Promissory Note to Century Casinos, Inc.

10.61     Promissory Note dated July 1, 1996, made by WMCK Acquisition  Corp. in
          the  original  principal  amount of  $5,174,540  payable to Gold Creek
          Associates,  L.P.,  together with Guaranty dated July 1, 1996, of said
          Promissory Note by Century Casinos, Inc.

10.62     Building Lease dated as of July 1, 1996, among TJL Enterprises,  Inc.,
          WMCK  Acquisition  Corp.  and Century  Casinos,  Inc.,  together  with
          Memorandum of Building  Lease with Option to Purchase dated as of July
          1, 1996, among the same parties.

10.63     Four Party Agreement,  Assignment and Assumption of Lease,  Consent to
          Assignment  of Lease,  Confirmation  of Option  Agreement and Estoppel
          Statements  dated as of July 1,  1996,  among  Harold  William  Large,
          Teller Realty, Inc., Gold Creek Associates, L.P., and WMCK Acquisition
          Corp.

10.64     Consulting   Agreement  dated  as  of  July  1,  1996,   between  WMCK
          Acquisition Corp. and James A. Gulbrandsen.

10.65     Consulting   Agreement  dated  as  of  July  1,  1996,   between  WMCK
          Acquisition Corp. and Gary Y. Findlay.

     The  following  exhibit  was filed with the Form  10-QSB for the  quarterly
     period ended March 31, 1997 and is incorporated herein by reference:

Exhibit No. Description

10.68     Credit  Agreement  dated as of March 31,  1997,  between  Wells  Fargo
          Bank,  N.A.  ("Lender");  WMCK Venture Corp.,  Century Casinos Cripple
          Creek,  Inc., and WMCK Acquisition  Corp.  ("Borrowers");  and Century
          Casinos, Inc. ("Guarantor").

     The following  exhibits were filed with the Form 10-KSB for the fiscal year
     ended December 31, 1997 and are incorporated herein by reference:


                                      -41-
                                     <PAGE>

Exhibit No. Description

10.69     First  Amendment to the Credit  Agreement  dated as of March 31, 1997,
          between Wells Fargo Bank, N.A. ("Lender"); WMCK Venture Corp., Century
          Casinos Cripple Creek, Inc., and WMCK Acquisition Corp. ("Borrowers");
          and Century Casinos, Inc. ("Guarantor"), dated November 11, 1997.

10.70     Second  Amendment to the Credit  Agreement dated as of March 31, 1997,
          between Wells Fargo Bank, N.A. ("Lender"); WMCK Venture Corp., Century
          Casinos Cripple Creek, Inc., and WMCK Acquisition Corp. ("Borrowers");
          and Century Casinos, Inc. ("Guarantor"), dated January 28, 1998.

     The  following  exhibits  were filed with the Form 10-QSB for the quarterly
     period ended June 30, 1998 and are incorporated herein by reference:

Exhibit No. Description

10.71     Termination of Stock Transfer and Registration  Rights Agreement dated
          May 1, 1998, between Century Casinos, Inc. and Gary Y. Findlay

10.72     Promissory Note dated April 30, 1998,  between Century  Casinos,  Inc.
          and Gary Y. Findlay

10.73     Termination of Stock Transfer and Registration  Rights Agreement dated
          June 2, 1998, between Century Casinos, Inc. and James A. Gulbrandsen

10.74     Promissory Note dated June 2, 1998, between Century Casinos,  Inc. and
          James A. Gulbrandsen

10.76     Casino  Consulting  Agreement  dated  March 25,  1998,  by and between
          Rhodes  Casino  S.A.,   Century  Casinos,   Inc.  and  Playboy  Gaming
          International Ltd.

     The following  exhibits were filed with the Form 10-KSB for the fiscal year
     ended December 31, 1998 and are incorporated herein by reference:

Exhibit No. Description

10.77     Third  Amendment to the Credit  Agreement  dated as of March 31, 1997,
          between Wells Fargo Bank, N.A. ("Lender"); WMCK Venture Corp., Century
          Casinos Cripple Creek, Inc., and WMCK Acquisition Corp. ("Borrowers");
          and Century Casinos, Inc. ("Guarantor"), dated November 4, 1998.

10.78     Parking  Lease - Option to  Purchase  dated June 1, 1998,  between the
          City  of  Cripple  Creek  ("Lessor")  and  WMCK  Venture   Corporation
          ("Lessee")

     The  following  exhibits  were filed with the Form 10-QSB for the quarterly
     period ended March 31, 1999 and are incorporated herein by reference:



                                      -42-
                                     <PAGE>

Exhibit No. Description

10.79     Casino Services  Agreement dated January 4, 1999 by and between Casino
          Millennium  a.s.,  Century Casinos  Management,  Inc. and B.H. Centrum
          a.s.

10.80     Option to Purchase Real Property  dated March 25, 1999, by and between
          Robert J. Elliott ("Optionor") and WMCK Venture Corp. ("Optionee").

10.81     Letter  Amendment  to Note  Agreement  dated  April  1,  1999,  by and
          between Century Casinos, Inc. and Thomas Graf

     The  following  exhibit  was filed with the Form  10-QSB for the  quarterly
     period ended June 30, 1999 and is incorporated herein by reference:

Exhibit No. Description

10.82     Master Lease  Agreement  dated  January 4, 1999 by and between  Casino
          Millennium a.s. and Century Management und Beteiligungs GmbH

     The  following  exhibit  was filed with the Form  10-QSB for the  quarterly
     period ended September 30, 1999 and is incorporated by reference:

Exhibit No. Description

10.83     Waiver and Release and Consulting  Agreement dated October 15, 1999 by
          and between Norbert Teufelberger and Century Casinos, Inc.

     The following  exhibits were filed with the Form 10-KSB for the fiscal year
     ended December 31, 1999 and are incorporated herein by reference:

Exhibit No. Description

10.84     Marketing and Investor  Relations  Agreement,  dated November 5, 1999,
          by and between Century Casinos,  Inc. and advice!  Investment Services
          GmbH, and related Warrant Agreement

10.85     Fourth Amendment to the Credit Agreement,  dated as of March 31, 1997,
          between Wells Fargo Bank, N.A. ("Lender"); WMCK Venture Corp., Century
          Casinos Cripple Creek, Inc., and WMCK Acquisition Corp. ("Borrowers");
          and Century Casinos, Inc. ("Guarantor"), dated November 15, 1999

10.86     Casino  Management  Agreement,  dated December 3, 1999, by and between
          Caledon  Casino Bid Company (Pty) Limited and Century  Casinos  Africa
          (Pty) Ltd.

10.87     Shareholders  Agreement,  dated  December 3, 1999, and Addendum to the
          Agreement,  dated December 9, 1999, by and between  Caledon Casino Bid
          Company (Pty) Limited,  Caledon  Overberg  Investments  (Pty) Limited,
          Century  Casinos Africa (Pty) Ltd.,  Century  Casinos,  Inc. (not as a
          shareholder or party,  but for clauses 4.2.3 and 6.7 of this agreement
          only), Caledon Hotel Spa and Casino Resort (Pty) Limited,  Fortes King
          Hospitality (Pty) Limited,  The Overberger Country Hotel and Spa (Pty)
          Limited, and Senator Trust

10.88     Memorandum of  Agreement,  dated January 7, 2000, by and between B. H.
          Centrum  a.s.(a  subsidiary  of Ilbau  and Bau  Holding)  and  Century
          Casinos, Inc.


                                      -43-
                                     <PAGE>


10.89     Assumption and Modification Agreement,  dated February 7, 2000, by and
          between Marcie I. Elliott  ("Optionor")  and WMCK Venture  Corporation
          ("Optionee")

10.90     Commercial  Contract to Buy and Sell Real Estate,  dated  November 17,
          1999,   by  and  between  WMCK  Venture   Corporation   ("Buyer")  and
          Saskatchewan Investments, Inc. ("Seller")

10.91     Prepayment  and  Release,  dated  January  19,  2000,  by and  between
          Switzerland County  Development Corp. and Century Casinos  Management,
          Inc.

10.92     Amendment No. 1 to Parking Lease - Option to Purchase,  dated February
          17, 2000,  by and between City of Cripple  Creek  ("Lessor")  and WMCK
          Venture Corporation ("Lessee")

     The  following  exhibits  were filed with the Form 10-QSB for the quarterly
     period ended March 31, 2000 and are incorporated herein by reference:

Exhibit No. Description

10.93     Amended and  Restated  Credit  Agreement,  by and among,  WMCK Venture
          Corp., Century Casinos Cripple Creek, Inc., and WMCK Acquisition Corp.
          (collectively,   the   "Borrowers"),   Century   Casinos,   Inc.  (the
          "Guarantor") and Wells Fargo Bank, National  Association,  dated April
          21, 2000.

10.94     Loan Agreement between Century Casinos Africa  (Proprietary)  Limited,
          Caledon Casino Bid Company  (Proprietary)  Limited,  Caledon  Overberg
          Investments  (Proprietary)  Limited,  and Century  Casinos,  Inc. (for
          purposes of clause 14.6 only), dated March 31, 2000.

10.95     Subscription  Agreement  between Century Casinos Africa  (Proprietary)
          Limited,  Caledon Casino Bid Company  (Proprietary)  Limited,  Caledon
          Overberg Investments  (Proprietary) Limited, and Century Casinos, Inc.
          (for purposes of clause 10.6 only), dated March 31, 2000.

     The  following  exhibits  were filed with the Form 10-QSB for the quarterly
     period ended June 30, 2000 and are incorporated herein by reference:

Exhibit No. Description

10.96     Loan  Agreement,  dated April 13, 2000,  between PSG  Investment  Bank
          Limited and Caledon Casino Bid Company (Proprietary) Limited

10.97     Subordination,  Cession and Pledge  Agreement,  dated April 13,  2000,
          between  PSG   Investment   Bank  Limited,   Century   Casinos  Africa
          (Proprietary)  Limited,  Caledon  Overberg  Investments  (Proprietary)
          Limited, and Caledon Casino Bid Company (Proprietary) Limited

     The following  exhibits were filed with the Form 10-KSB for the fiscal year
     ended December 31, 2000 and are incorporated herein by reference:


                                      -44-
                                     <PAGE>


Exhibit No. Description

10.98     Shareholders  Agreement,  dated  November  4,  2000,  by  and  between
          Caledon Casino Bid Company (Pty) Limited, Caledon Overberg Investments
          (Pty) Limited,  Century  Casinos Africa (Pty) Ltd.,  Century  Casinos,
          Inc.  (not as a  shareholder  or party,  but for clauses 8.5, 15.1 and
          15.2 of this agreement only), Overberg Empowerment Company Limited and
          The Overberg Community Trust

10.99     Sale of  Shares  Agreement,  dated  November  4,  2000 by and  between
          Caledon Casino Bid Company (Pty) Limited, Caledon Overberg Investments
          (Pty) Limited and Century Casinos Inc.

     The  following  exhibit  was filed with the Form  10-QSB for the  quarterly
     period ended March 31, 2001 and is incorporated herein by reference:

Exhibit No.     Description

10.100    April 21, 2001  Addendum to Loan  Agreement,  dated April 13,  2000,
          between PSG  Investment  Bank  Limited and Caledon  Casino Bid Company
          (Proprietary) Limited

     The  following  exhibit  was filed with the Form  10-QSB for the  quarterly
     period ended September 30, 2001 and is incorporated herein by reference:

Exhibit No. Description

10.101    First Amendment to the Amended and Restated Credit Agreement, by and
          among,  WMCK Venture Corp.,  Century Casinos Cripple Creek,  Inc., and
          WMCK  Acquisition  Corp.  (collectively,  the  "Borrowers"),   Century
          Casinos,  Inc.  (the  "Guarantor")  and  Wells  Fargo  Bank,  National
          Association, dated August 22, 2001.

     The following  exhibits were filed with the Form 10-KSB for the fiscal year
     ended December 31, 2001 and are incorporated herein by reference:

Exhibit No. Description

10.102    Management  Agreement by and between  Century Casinos Inc. and Focus
          Casino Consulting A.G. dated March 1, 2001.

10.103    Management Agreement by and between Century Casinos Inc. and Flyfish
          Casino Consulting A.G. dated March 1, 2001.

10.104    Equity  Subscription  Agreement by and between Rhino Resort Limited,
          Silverstar  Development  Limited and Century Casinos Africa (Pty) Ltd.
          dated September 7, 2001.

10.105    Memorandum of Agreement by and between Century Casinos Caledon (Pty)
          Ltd.  (previously  known as Caledon Casino Bid Company (Pty) Ltd.) and
          Century  Casinos Africa (Pty) Ltd. and Fortes King  Hospitality  (Pty)
          Ltd.  (and/or its successor to the Hotel  Management  Agreement - FKH)
          dated September 20, 2001.

                                      -45-
                                     <PAGE>

10.106    Amendment to Loan  Agreement  between  Century  Casinos Africa (Pty)
          Limited and Century  Casinos Caledon (Pty) Ltd.  (previously  known as
          Caledon Casino Bid Company (Pty) Ltd.),  Caledon Overberg  Investments
          (Pty) Limited and Century Casinos Inc. dated September 20, 2001.

10.107    Adjustment/Amendment  No. 1 to Management  Agreement by and between
          Century  Casinos Inc. and Focus Casino  Consulting  A.G. dated October
          11, 2001.

10.108    Adjustment/Amendment  No. 1 to Management  Agreement by and between
          Century Casinos Inc. and Flyfish Casino  Consulting A.G. dated October
          11, 2001.

10.109    Employment  Agreement by and between  Century Casinos, Inc. and Erwin
          Haitzmann dated October 12, 2001.

10.110    Employment  Agreement by and between  Century Casinos Inc. and Peter
          Hoetzinger dated October 12, 2001.

10.111    Amendment Number 1 to the Equity Subscription Agreement entered into
          on September 7, 2001 by and between Rhino Resort  Limited,  Silverstar
          Development  Limited and Century Casinos Africa (Pty) Ltd. dated March
          2, 2002.

10.112    Second Addendum to Loan Agreement dated April 13, 2000,  between PSG
          Investment  Bank Limited and Caledon Casino Bid Company  (Proprietary)
          Limited completed on March 26, 2002.

     The following exhibit was filed with the Form 10-Q for the quarterly period
     ended March 31, 2002 and is incorporated herein by reference:

Exhibit No. Description

10.113    Hotel  Management  Agreement  dated December 3, 1999 between Century
          Casinos  Caledon (Pty) Ltd.  (previously  known as Caledon  Casino Bid
          Company (Pty) Ltd.) and Fortes King Hospitality (Pty) Ltd.

     The  following  exhibits  were filed  with the Form 10-Q for the  quarterly
     period ended June 30, 2002 and are incorporated herein by reference:

Exhibit No. Description

3.2.2     Amended and Restated Bylaws of Century Casinos, Inc.

10.114    Second  Supplement  to Rights  Agreement  dated July  2002,  between
          Century Casinos,  Inc and  Computershare  Investor  Services,  Inc. as
          rights agent.

     The  following  exhibits  were filed  with the Form 10-Q for the  quarterly
     period ended September 30, 2002 and are incorporated herein by reference:

Exhibit No. Description

10.115    Second  Amendment to the Amended and Restated Credit  Agreement,  by
          and among,  WMCK Venture Corp.,  Century Casinos Cripple Creek,  Inc.,
          and WMCK Acquisition Corp.  (collectively,  the "Borrowers"),  Century
          Casinos,  Inc.  (the  "Guarantor")  and  Wells  Fargo  Bank,  National
          Association, dated August 28, 2002.


                                      -46-
                                     <PAGE>


     The  following  exhibits  were filed with the Form 10-K for the fiscal year
     ended December 31, 2002 and are incorporated herein by reference:

Exhibit No. Description

10.116    First Amendment to the Employee's  Equity  Incentive Plan as Amended
          and Restated dated May 01, 2000.

10.117    Second Amendment to the Employee's  Equity Incentive Plan as Amended
          and Restated dated March 12, 2001.

10.118    Third Amendment to the Employee's  Equity  Incentive Plan as Amended
          and Restated dated June 1, 2001.

10.119    The Management  Agreement by and between Century  Casinos,  Inc. and
          Respond Limited, dated January 1 ,2002.

10.120    Employment  Agreement by and between  Century Casinos Inc. and Erwin
          Haitzmann as restated on February 18, 2003.

10.121    Employment  Agreement by and between  Century Casinos Inc. and Peter
          Hoetzinger as restated on February 18, 2003.

10.122    Adjustment/Amendment  No. 2 to Management  Agreement by and between
          Century  Casinos Inc. and Focus Casino  Consulting  A.G. dated October
          12, 2002.

10.123    Adjustment/Amendment  No. 2 to Management  Agreement by and between
          Century Casinos Inc. and Flyfish Casino  Consulting A.G. dated October
          12, 2002.

10.124    Sale  Agreement  between  Century  Casinos  Africa (Pty) Limited and
          Caledon Overberg Investments (Pty) Limited dated January 7, 2003.

10.125    Cancellation Agreement between NEX Management (Pty) Ltd. and Century
          Casinos Caledon (Pty) Ltd. dated January 10, 2003.

10.126    Fourth Amendment to the Employee's  Equity Incentive Plan as Amended
          and Restated dated March 10, 2003.

     The  following  exhibits  were filed  with the Form 10-Q for the  quarterly
     period ended March 31, 2003 and are incorporated herein by reference:

Exhibit No. Description

10.127    Waiver and Release  Agreement by and between Century  Casinos,  Inc.
          and James D. Forbes (director) dated May 01, 2003.

10.128    Agreement of Termination of Management  Agreement  Incorporating New
          Consulting  Agreement by and between  Century  Casinos Inc and Respond
          Limited dated May 01, 2003


                                      -47-
                                     <PAGE>

     The  following  exhibits  were filed  with the Form 10-Q for the  quarterly
     period ended June 30, 2003 and are incorporated herein by reference:

Exhibit No. Description

10.129    Fifth Amendment to Restated  Employees' Equity Incentive Plan, dated
          June 4, 2003.

10.130    Brokerage  Agreement between Novomatic AG and Century Casinos,  Inc.
          dated January 4, 2000 and Amendment No. 1 to Brokerage Agreement dated
          July 24, 2003.

     The following exhibits are filed herewith:

Exhibit No. Description

14        Code of Ethics

21        Subsidiaries of the Registrant

23.1      Consent of Independent Auditors

31.1      Certification  Pursuant to Securities  Exchange Act Rule 13a-15(f) and
          15d-15(f), Chairman of the Board and Chief Executive Officer.

31.2      Certification  Pursuant to Securities  Exchange Act Rule 13a-15(f) and
          15d-15(f), Vice-Chairman and President.

31.3      Certification  Pursuant to Securities  Exchange Act Rule 13a-15(f) and
          15d-15(f), Chief Accounting Officer.

32.1      Certification  Pursuant  to Section 906 of the  Sarbanes-Oxley  Act of
          2002, Chairman of the Board and Chief Executive Officer.

32.2      Certification  Pursuant  to Section 906 of the  Sarbanes-Oxley  Act of
          2002, Vice-Chairman and President.

32.3      Certification  Pursuant  to Section 906 of the  Sarbanes-Oxley  Act of
          2002, Chief Accounting Officer.


b.   Reports on Form 8-K Filed During the Registrant's Fourth Fiscal Quarter:

          On October 29, 2003 the Registrant  furnished a Current Report on Form
          8- K in which it announced it had posted to its website a presentation
          of the  Review  of  Financial  Results  of  Operations  and  Financial
          Condition as of and for the period  ended  September  30,  2003,  as a
          complementary  presentation  of its Third  Quarter  2003 Form 10-Q and
          Earnings Release.


                                      -48-
                                     <PAGE>



                                      SIGNATURES

          Pursuant to the  requirements of Section 13 or 15(d) of the Securities
          Exchange Ac t of 1934,  the  Registrant has duly caused this report to
          be signed on its behalf by the undersigned, thereunto duly authorized.

                                 CENTURY CASINOS, INC.


                                 By:/s/ Erwin Haitzmann
                                    -----------------------------
                                    Erwin Haitzmann, Chairman of the Board and
                                    Chief Executive Officer


                                   /s/ Larry Hannappel
                                   ------------------------------
                                   Larry Hannappel, Chief Accounting Officer
                                   (Principal Accounting Officer)

                                   Date: March 8, 2004


                                POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS,  that each person whose signature  appears below
constitutes and appoints Erwin Haitzmann,  his true and lawful attorneys-in-fact
and agents, with full power of substitution and  resubstitution,  for him and in
his  name,  place  and  stead,  in any and all  capacities,  to sign any and all
amendments to this Form 10-K, and to file the same,  with all exhibits  thereto,
and  other  documentation  in  connection  therewith,  with the  Securities  and
Exchange Commission,  granting unto said  attorneys-in-fact and agent full power
and  authority  to do and  perform  each and every act and thing  requisite  and
necessary  to be done in and about the  premises,  as fully to all  intents  and
purposes as he might or could do in person,  hereby ratifying and confirming all
that said  attorneys-in-fact  and agent, or his substitute or  substitutes,  may
lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed by the following  persons on behalf of the Registrant and in the
capacities indicated on March 8, 2004.



Signature                    Title

/s/ Erwin Haitzmann
---------------------        Chairman of the Board and
Erwin Haitzmann              Chief Executive Officer


/s/ Peter Hoetzinger
---------------------        Vice Chairman of the Board
Peter Hoetzinger             and President


/s/ Gottfried Schellmann      Director
------------------------
Gottfried Schellmann


/s/ Robert S. Eichberg        Director
----------------------
Robert S. Eichberg


/s/ Dinah Corbaci             Director
-----------------
Dinah Corbaci


                                      -49-
                                     <PAGE>



REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS



To the Board of Directors and Shareholders
   of Century Casinos, Inc.


We have audited the  consolidated  balance sheets of Century  Casinos,  Inc. and
subsidiaries  as of  December  31, 2003 and 2002,  and the related  consolidated
statements of earnings, shareholders' equity and comprehensive income (loss) and
cash flows for each of the three years in the period  ended  December  31, 2003.
These financial  statements are the responsibility of the Company's  management.
Our responsibility is to express an opinion on these financial  statements based
on our audits. We did not audit the consolidated financial statements of Century
Casinos Africa (Proprietary) Limited. (CCA), a 96.5% owned subsidiary, as of and
for the years ended December 31, 2003 and 2002, which  statements  reflect total
assets  of 36  percent  and  29  percent  as of  December  31,  2003  and  2002,
respectively, and total revenues of 36 percent and 24 percent, respectively, for
the years then ended.  Those  statements were audited by other  auditors,  whose
report thereon has been furnished to us, and our opinion,  insofar as it relates
to the  amounts  included  for CCA for 2003 and  2002,  is based  solely  on the
reports of the other auditors.

We conducted our audits in accordance with auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial statement  presentation.  We believe that our audits and the report of
the other auditors provide a reasonable basis for our opinion.

In our opinion,  based on our audits and the report of the other  auditors,  the
consolidated  financial  statements  referred to above  present  fairly,  in all
material respects,  the consolidated financial position of Century Casinos, Inc.
and subsidiaries as of December 31, 2003 and 2002, and the consolidated  results
of their  operations  and their  consolidated  cash  flows for each of the three
years in the period  ended  December  31,  2003 in  conformity  with  accounting
principles generally accepted in the United States of America.


/s/ Grant Thornton LLP
GRANT THORNTON LLP

Colorado Springs, Colorado
February 13, 2004 (except for Note 6, as to which
                   the date is March 4, 2004)

                                      -F1-
                                     <PAGE>





REPORT OF THE  INDEPENDENT  AUDITORS  TO THE MEMBERS OF CENTURY  CASINOS  AFRICA
(PROPRIETARY) LIMITED

We have  audited  the  consolidated  balance  sheets of Century  Casinos  Africa
(Proprietary)  Limited  and  its  subsidiaries  as at 31  December  2003  and 31
December 2002 and related  consolidated income statements,  cash flow statements
and  statements  of changes in  shareholders'  equity for the years then  ended.
These  financial  statements  are the  responsibility  of the  directors  of the
Company.  Our  responsibility  is to  express  an  opinion  on  these  financial
statements based on our audit.

Scope

We conducted our audit in accordance with auditing standards  generally accepted
in South Africa and in the United  States of America.  Those  standards  require
that we plan and perform the audit to obtain reasonable  assurance about whether
the  consolidated  financial  statements are free of material  misstatement.  An
audit includes:
     -    examining,  on a test  basis,  evidence  supporting  the  amounts  and
          disclosures included in the financial statements,
     -    assessing the accounting  principles  used and  significant  estimates
          made by management,  and
     -    evaluating the overall financial statement presentation.

We believe that our audit provides a reasonable basis for our opinion.

Audit Opinion

In our opinion, the consolidated  financial statements referred to above present
fairly, in all material respects, the consolidated financial position of Century
Casinos Africa  (Proprietary)  Limited and its  subsidiaries at 31 December 2003
and 31 December 2002 and the consolidated results of their operations, cash flow
and changes in shareholders'  equity for the years then ended in conformity with
South African Statements of Generally Accepted Accounting  Practice,  and in the
manner required by the South African Companies Act, 1973.

Accounting  principles  generally  accepted  in South  Africa  differ in certain
significant respects from accounting principles generally accepted in the United
States of America and as allowed by Item 17 to Form 20-F. The application of the
latter  would  have  affected  the  determination  of  consolidated  net  income
expressed  in South  African  Rand for the years ended 31  December  2003 and 31
December  2002  and  the  determination  of  consolidated  shareholders'  equity
expressed in South  African Rand at 31 December 2003 and 31 December 2002 to the
extent summarised in Note 28 to the financial statements.


/s/ PricewaterhouseCoopers Inc.
PricewaterhouseCoopers Inc.
Chartered Accountants (SA)
Registered Accountants and Auditors

Cape Town
1 March 2004


                                      -F2-
                                     <PAGE>

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


CENTURY CASINOS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollar amounts in thousands, except for share information)
--------------------------------------------------------------------------------


                                                                       December 31, 2003    December 31, 2002
ASSETS
Current Assets:
   Cash and cash equivalents                                                 $    4,729          $    4,582
   Restricted cash                                                                  598                 491
   Receivables                                                                      269                 133
   Prepaid expenses                                                                 441                 403
   Inventories                                                                      131                  84
   Other current assets                                                              28                  23
   Deferred income taxes                                                            111                  54
                                                                      -----------------    ----------------
       Total current assets                                                       6,307               5,770

Property and Equipment, net                                                      36,796              33,965
Goodwill, net                                                                     8,088               7,899
Casino License Acquisition Costs, net                                             1,760               1,298
Deferred Income Taxes                                                               666               1,078
Other Assets                                                                      1,200               1,133
                                                                      -----------------    ----------------
Total                                                                        $   54,817          $   51,143
                                                                      =================    ================

LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
   Current portion of long-term debt                                         $    2,136          $    1,664
   Accounts payable and accrued liabilities                                       1,979               2,309
   Accrued payroll                                                                1,268               1,098
   Taxes payable                                                                  1,088                 747
                                                                      -----------------    ----------------
        Total current liabilities                                                 6,471               5,818


Long-Term Debt, less current portion                                             14,913              16,531
Other Non-current Liabilities                                                       371                 788
Minority Interest                                                                    14                 903
Commitments and Contingencies                                                         -                   -
Shareholders' Equity:
   Preferred stock; $.01 par value; 20,000,000 shares
       authorized; no shares issued and outstanding                                   -                   -
   Common stock; $.01 par value; 50,000,000 shares authorized;
       14,485,776 shares issued; 13,680,500 and 13,580,864 shares
       outstanding, respectively                                                    145                 145
   Additional paid-in capital                                                    21,529              21,874
   Accumulated other comprehensive income (loss)                                  2,034             (1,052)
   Retained earnings                                                             11,172               7,926
                                                                      -----------------    ----------------
                                                                                 34,880              28,893
    Treasury stock - 805,276 and 904,912 shares at cost,
                respectively                                                    (1,832)             (1,790)
                                                                      -----------------    ----------------
           Total shareholders' equity                                            33,048              27,103
                                                                      -----------------    ----------------
Total                                                                        $   54,817          $   51,143
                                                                      =================    ================
See notes to consolidated financial statements
</TABLE>


                                      -F3-
                                     <PAGE>

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


CENTURY CASINOS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(Dollar amounts in thousands, except for share information)
--------------------------------------------------------------------------------

                                                                     For the Year Ended December 31,
                                                                 2003              2002              2001
                                                                 ----              ----              ----
Operating Revenue:
   Casino                                                     $    31,869      $    30,607        $    30,096
   Hotel, food and beverage                                         3,568            2,630              2,652
   Other                                                              622              524                771
                                                           ---------------  ---------------   ----------------
                                                                   36,059           33,761             33,519
   Less promotional allowances                                    (4,657)          (4,424)            (4,063)
                                                           ---------------  ---------------   ----------------
           Net operating revenue                                   31,402           29,337             29,456
                                                           ---------------  ---------------   ----------------

Operating Costs and Expenses:
    Casino                                                         11,667            9,897              9,401
    Hotel, food and beverage                                        2,553            1,509              1,748
    General and administrative                                      7,745            7,191              7,530
    Property write-down and other write offs, net of
    (recoveries)                                                     (35)            1,145                 57
    Depreciation and amortization                                   2,668            2,304              4,564
                                                           ---------------  ---------------  ----------------
           Total operating costs and expenses                      24,598           22,046             23,300
                                                           ---------------  ---------------   ----------------
Earnings from Operations                                            6,804            7,291              6,156
                                                           ---------------  ---------------   ----------------
Non-operating income (expense)
   Interest expense                                               (2,011)          (1,903)            (2,018)
   Other income, net                                                  252              176                 79
                                                           ---------------  ---------------   ----------------
           Non-operating income (expense), net                    (1,759)          (1,727)            (1,939)
                                                           ---------------  ---------------   ----------------
Earnings before
Income Taxes and Minority Interest                                  5,045            5,564              4,217
   Provision for income taxes                                       1,777            2,454              1,794
                                                           ---------------  ---------------   ----------------
Earnings before Minority Interest                                   3,268            3,110              2,423
   Minority interest in subsidiary (earnings) losses                 (22)             (31)                 32
                                                           ---------------  ---------------   ----------------
Net Earnings                                                  $     3,246      $     3,079        $     2,455
                                                           ===============  ===============   ================


Earnings Per Share, Basic                                     $      0.24      $      0.23        $      0.18
                                                           ===============  ===============   ================
Earnings Per Share, Diluted                                   $      0.22      $      0.20        $      0.16
                                                           ===============  ===============   ================

See notes to consolidated financial statements

</TABLE>

                                      -F4-
                                     <PAGE>



CENTURY CASINOS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY AND COMPREHENSIVE INCOME (LOSS)
FOR THE YEARS ENDED DECEMBER 31, 2003, 2002 and 2001
(Dollar amounts in thousands, except for share information)
--------------------------------------------------------------------------------


<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                 Accumulated
                                                    Additional   Other
                                     Common Stock    Paid-in  Comprehensive  Retained     Treasury Stock               Comprehensive
                                    Shares    Amount Capital  Income(Loss)   Earnings     Shares    Amount     Total   Income (Loss)
                                   ----------------- -------- ------------  ---------    -----------------     -----   -------------
BALANCE AT DECEMBER 31, 2000     14,485,776   $  145 $ 21,910  $   (659)     $  2,392     464,492  $  (818)  $  22,970

Purchases of treasury stock                -       -        -          -            -     340,000     (690)      (690)

Options exercised                          -       -     (16)          -            -    (47,500)        84         68

Foreign currency
  translation adjustment                   -       -        -    (2,078)            -           -         -    (2,078)     $ (2,078)

Cumulative effect of change in
  accounting principle related
  to interest rate swap,
  net of income tax benefit                -       -        -      (175)            -           -         -      (175)         (175)

Change in fair value of interest
 rate swap, net of income
 tax expense                               -       -        -      (379)            -           -         -      (379)         (379)

Other equity changes                       -       -        7         -             -           -         -          7

Net earnings                               -       -        -         -         2,455           -         -      2,455         2,455
------------------------------------------------------------------------------------------------------------------------------------
BALANCE AT DECEMBER 31, 2001     14,485,776  $  145  $ 21,901  $ (3,291)     $  4,847     756,992 $ (1,424)  $  22,178     $   (177)
                                                                                                                           =========

Purchases of treasury stock                -       -        -          -            -     177,920     (419)      (419)

Options exercised                          -       -     (27)          -            -    (30,000)        53         26

Foreign currency
  translation adjustment                   -       -        -      2,179            -           -         -      2,179       $ 2,179

Change in fair value of
  interest rate swap,
  net of income tax expense                -       -        -         60            -           -         -         60            60

Net earnings                               -       -        -          -        3,079           -         -      3,079         3,079
------------------------------------------------------------------------------------------------------------------------------------

BALANCE AT DECEMBER 31, 2002     14,485,776  $  145  $ 21,874  $ (1,052)     $  7,926     904,912 $ (1,790)  $  27,103     $   5,318
                                                                                                                           =========

Purchases of treasury stock                -       -        -          -            -      59,100     (131)      (131)

Purchase of treasury  stock
  from former director                     -       -        -          -            -     489,264   (1,106)    (1,106)

Options exercised                          -       -    (345)          -            -   (648,000)     1,195        850

Foreign currency
  translation adjustment                   -       -        -      2,824            -           -         -      2,824        $2,824

Change in fair value of
  interest rate swap,
  net of income tax expense                -       -        -        262            -           -         -        262           262

Net earnings                               -       -        -          -        3,246           -         -      3,246         3,246
------------------------------------------------------------------------------------------------------------------------------------

BALANCE AT DECEMBER 31, 2003     14,485,776  $  145  $ 21,529  $   2,034     $ 11,172     805,276 $ (1,832)  $  33,048     $   6,332
                                 ==========  ======  ========  =========     ========     ======= =========  =========     =========

</TABLE>


See notes to consolidated financial statements


                                      -F5-
                                     <PAGE>



CENTURY CASINOS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollar amounts in thousands, except for share information)
--------------------------------------------------------------------------------

  <TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>
                                                                              For the Year Ended December 31,

                                                                      2003                   2002                  2001
                                                                      ----                   ----                  ----

Cash Flows from Operating Activities:
   Net earnings                                                          $  3,246               $  3,079              $   2,455
   Adjustments to reconcile net earnings to net cash provided
    by operating activities
       Depreciation and amortization                                        2,668                  2,304                  3,147
       Amortization of goodwill                                                 -                      -                  1,417
       Amortization of deferred financing costs                               113                     94                     82
       Gain on disposition of assets                                         (28)                   (34)                   (13)
       Deferred income tax expense (benefit)                                  199                     78                  (207)
       Minority interest in subsidiary earnings (losses)                       22                     31                   (32)
       Write down asset value (Note 12)                                         -                    447                     57
       Write off receivables and advances (Note 12)                             -                    698                      -
       Other                                                                   20                   (81)                      5
      Changes in operating assets and liabilities
        Receivables                                                         (118)                  (341)                     38
        Prepaid expenses and other assets                                   (236)                     94                    138
        Accounts payable and accrued liabilities                            (394)                    362                  (388)
        Accrued Payroll                                                       110                     96                   (27)
        Taxes Payable                                                         219                    569                  (177)
                                                                ------------------    -------------------   --------------------
        Net cash provided by operating activities                           5,821                  7,396                  6,495
                                                                ------------------    -------------------   --------------------

Cash Flows from Investing Activities:
    Purchases of property and equipment                                   (2,585)                (4,482)                (3,051)
    Acquisition of remaining interest in subsidiary                       (1,259)                      -                      -
    Expenditures for deposits and other assets                                  -                  (236)                  (277)
    Restricted cash (increase) decrease                                        64                      7                  (555)
    Proceeds received from disposition of assets                              308                    263                      9
                                                                ------------------    -------------------   --------------------
         Net cash used in investing activities                            (3,472)                (4,448)                (3,874)
                                                                ------------------    -------------------   --------------------


                          -Continued on following page-
</TABLE>



                                      -F6-
                                     <PAGE>

<TABLE>
<S>                                                                                                         <C>
                                                                                For the Year Ended December 31,

                                                                        2003                   2002                    2001
                                                                        ----                   ----                    ----
Cash Flows from Financing Activities:
   Proceeds from borrowings                                      $         27,269       $         15,556        $          21,321
   Principal repayments                                                  (29,478)               (16,575)                 (29,151)
   Deferred financing costs                                                     -                  (115)                        -
   Proceeds from exercise of options                                          850                     26                       68
   Purchases of treasury stock                                            (1,237)                  (392)                    (674)
                                                                   ---------------        ---------------         ----------------
         Net cash used in financing activities                            (2,596)                (1,500)                  (8,436)
                                                                   ---------------        ---------------         ----------------

Effect of exchange rate changes on cash                                       394                    103                    (231)
                                                                   ---------------        ---------------         ----------------

Increase (Decrease) in Cash and Cash Equivalents                              147                  1,551                  (6,046)
Cash and Cash Equivalents at Beginning of Year                              4,582                  3,031                    9,077
                                                                   ---------------        ---------------         ----------------
Cash and Cash Equivalents at End of Year                         $          4,729       $          4,582        $           3,031
                                                                   ===============        ===============         ================
</TABLE>


Supplemental Disclosure of Noncash Investing and Financing Activities:

In January  2003,  the  Company,  through its  majority  owned  subsidiary  CCA,
purchased the  remaining  35% interest in CCAL for a total of $2.6  million,  of
which  $1.3  million  was used to  purchase  a loan from the  previous  minority
shareholder, Caledon Overberg Investments (Proprietary) Limited ("COIL"), and is
included in principal repayments above, $1.0 million was applied to the minority
shareholder  liability and $0.3 million increased the carrying value of the land
in Caledon.

In the second  quarter of 2003,  James Forbes,  a director of the Company at the
time,  in  accordance  with  the  Company's  Employee's  Equity  Incentive  Plan
("EEIP"),  exercised all 618,000 of his outstanding options, carrying an average
strike price of $1.306. The shares were issued out of treasury stock and payment
for the options was made by transferring 357,080 shares of common stock that the
director  had owned  since  1994 to the  Company  at a per share  price of $2.26
established at the close of market on April 16, 2003.

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

Supplemental Disclosure of Cash Flow Information:

Interest paid , net of capitalized interest of $46 in
2003, $63 in 2002 and $219 in 2001                               $          2,057         $         1,899        $         2,037
                                                                   ===============          ==============         =============
Income taxes paid                                                $          1,090         $         1,865        $         2,376
                                                                   ===============          ==============         =============
</TABLE>


See notes to consolidated financial statements


                                      -F7-
                                     <PAGE>



CENTURY CASINOS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
(Dollar amounts in thousands, except for share information)

1.   DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION

     Century  Casinos,  Inc. ("CCI",  the "Company") is an international  gaming
company.  Wholly-owned  subsidiaries of CCI include Century Casinos  Management,
Inc.  ("CCM"),  Century  Casinos Nevada,  Inc.  ("CCN",  a dormant  subsidiary),
Century  Resorts  Limited  ("CRL"),  Century  Management  u.  Beteiligungs  GmbH
("CMB"),  and WMCK Venture Corp.  ("WMCK").  Wholly-owned  subsidiaries  of WMCK
include  WMCK-Acquisition  Corp. ("ACQ") and Century Casinos Cripple Creek, Inc.
("CCC").  CRL owns 55% of Century Resorts Alberta Inc. ("CRA").  Century Casinos
Africa (Pty) Ltd. ("CCA"), a 96.5% owned subsidiary of CCI, owns 100% of Century
Casinos Caledon (Pty) Ltd. ("CCAL"), 55% of Century Casinos West Rand (Pty) Ltd.
("CCWR") and 50% of Rhino Resort Ltd.  ("RRL").  The Company owns and/or manages
casino operations in the United States,  South Africa,  the Czech Republic,  and
international waters as follows:

     WMCK  owns  and  operates   Womacks   Casino  and  Hotel   ("Womacks"),   a
     limited-stakes gaming casino in Cripple Creek, Colorado.  Womacks is one of
     the largest  gaming  facilities  in Cripple Creek and is currently the core
     operation of the Company.  The  facility has 614 slot  machines,  6 limited
     stakes gaming tables, 21 hotel rooms and 1 restaurant.

     CCA owns and operates The Caledon Hotel, Spa & Casino near Cape Town, South
     Africa.  The resort has 275 slot  machines and 8 gaming  tables,  a 92-room
     hotel,  mineral hot springs and spa facility,  3  restaurants,  2 bars, and
     conference facilities.

     CMB acquired a 10% equity  interest in Casino  Millennium  located within a
     five-star hotel in Prague,  Czech Republic through a $236 cash contribution
     in December  2002.  Subsequent to December 31, 2003,  the Company,  through
     CMB,  acquired an additional 40% of Casino  Millennium,  bringing its total
     ownership to 50%. The  investment  by the Company for the  incremental  40%
     stake amounted to $711 and was paid by  contributing  gaming  equipment and
     advances   receivable  for  original   pre-opening   costs.   See  Note  8,
     Commitments, Contingencies and Other Matters, to the Consolidated Financial
     Statements for further information.

     CRL  serves as  concessionaire  of small  casinos  on seven  luxury  cruise
     vessels, two of which are temporarily out of service and provides technical
     casino  services to Casino  Millennium  located within a five-star hotel in
     Prague, Czech Republic. The Company has a total of 115 slot machines and 19
     table games,  or  approximately  246 gaming  positions on the five combined
     shipboard  casinos  currently in  operation.  The Insignia was taken out of
     service after it completed its cruise  schedule to various  destinations in
     the western  Mediterranean  as of September  26th,  2003 and is expected to
     resume  operations  in May 2004.  The Silver Cloud was taken out of service
     for  periodic  maintenance  and is  expected  to return to service in April
     2004.

     CCI serves as a holding company,  providing  corporate  administrative  and
     governance services to its subsidiaries.

     The   Company   regularly   pursues    additional   gaming    opportunities
internationally and in the United States.

     On October 20, 2003 the Company  announced  that  judgment  had been handed
down in the High Court of South Africa  compelling  the Gauteng  Gambling  Board
("GGB")  to  award  a  casino   license  to   Silverstar   Development   Limited
("Silverstar")  for the western periphery of metropolitan  Johannesburg in terms
of its  original  1997  application  (Note 8). On November  11, 2003 the Company
announced that the GGB's subsequent  application for leave to appeal the October
20 judgment  had been denied by the High Court.  On December 3, 2003 the Company
announced  that the GGB served notice that it had  petitioned  the South African
Supreme Court of Appeal  requesting a further appeal against the judgment of the
High Court. On February 5, 2004,


                                      -F8-
                                     <PAGE>


On February 5, 2004, the Supreme Court of Appeal of South Africa  overturned the
ruling of the High  Court and  granted  the GGB's  request  for leave to appeal.
Silverstar informed the Company that it does not have any indication with regard
to the timing of the appeals process.

     CCA, through its majority-owned subsidiary, Century Casinos West Rand (Pty)
Ltd.,  remains  contracted to Silverstar  by a resort  management  agreement and
retains a right of long  standing to take up a minority  equity  interest in the
venture  although its final level of equity  interest  remains to be determined.
Pursuant to its 1997  application,  the  Silverstar  project  provides for up to
1,350 slot machines and 50 gaming tables in a phased development that includes a
hotel and other entertainment,  dining, and recreational activities with a first
phase of 950 slot machines and 30 gaming  tables.  The proposed 400 million Rand
($59.8 million)  hotel/casino resort development would be located in the greater
Johannesburg area of South Africa known as the West Rand.

     In January 2000,  CCI entered into a brokerage  agreement with Novomatic AG
in which CCI  received  an option to purchase  seven  eighths of the shares that
Novomatic AG purchased in Silverstar.  The agreement was subsequently amended in
July 2003 giving  Novomatic AG a put option under which Novomatic AG can require
that CCI buy seven  eighths  of its shares in  Silverstar  and giving CCI a call
option  under which CCI can require  Novomatic  AG to sell seven  eighths of its
shares in Silverstar to CCI. The price of the option, which cannot be quantified
at this time,  will be 75% of the fair market value as determined at the time of
the exercise  because  Silverstar has no value until a gaming license is issued.
If the  transaction  were to be  completed,  CCI would  acquire a 7% interest in
Silverstar from Novomatic AG.

     On  September  25, 2003 the Company  formed CRL for the purpose of managing
all of the Company's foreign and offshore operations.  CRL will maintain offices
in  Mauritius,  an  independent  island  republic in the western  Indian  Ocean.
Forming the management  company in Mauritius will provide favorable tax benefits
to the Company.  Taxable income,  mostly  management fees and interest earned by
the Mauritius  company  would be taxed at an effective  rate of 0%. There was no
effect on net  earnings  and  related  per  share  amounts  for the years  ended
December 31, 2003,  2002, and 2001 due to the change in reporting entity because
the activity was previously reported by CCI.

     On September 30, 2003,  the Company  subscribed  to 55% of the  outstanding
shares of Century Resorts Alberta Inc.  ("CRA"),  formed in conjunction with its
application for a gaming license in Edmonton,  Alberta,  Canada, at a price of 1
Canadian  dollar  per  share.  A total of 100 shares  have been  authorized  and
issued. The proposed project,  The Celebrations  Casino and Hotel, is planned to
include a casino, food and beverage amenities,  a dinner theater,  and a 40-room
hotel. CRA is owned by CRL, a wholly-owned  subsidiary of Century Casinos,  Inc.
and by 746306  Alberta  Ltd,  the owners of the 7.25 acre  property and existing
hotel which will be developed into the Celebrations project, should a license be
awarded and all other approvals and funding be obtained. The Celebrations Casino
and Hotel  Project  proposed by CRA is estimated  to cost 16.5 million  Canadian
dollars  ($12.8  million),  including  the 2.5 million  Canadian  dollars  ($1.9
million)  contribution of the existing hotel and property by 746306 Alberta Ltd.
CRL also  entered  into a long-term  agreement  to manage the casino if a gaming
license is  awarded.  The  Celebrations  Casino and Hotel  project is one of six
applications  submitted to the Alberta Gaming and Liquor Commission ("AGLC") for
an additional casino facility license in the greater Edmonton area.


                                      -F9-
                                     <PAGE>


2. SIGNIFICANT ACCOUNTING POLICIES

     Principles  of  Consolidation  - The  accompanying  consolidated  financial
statements  include  the  accounts of CCI and its  majority-owned  subsidiaries.
Investments  in  unconsolidated  affiliates  which  are  20% to 50%  owned,  are
accounted for under the equity method. All significant intercompany transactions
and balances have been eliminated.

     Use of Estimates - The  preparation  of financial  statements in conformity
with accounting  principles  generally  accepted in the United States of America
requires  management to make estimates and assumptions  that affect the reported
amount of assets  and  liabilities  and  disclosure  of  contingent  assets  and
liabilities at the date of the financial  statements and the reported amounts of
revenues and expenses during the reporting  period.  Actual results could differ
from those estimates.

     Cash and Cash Equivalents - All highly liquid  investments with an original
maturity of three months or less are considered to be cash equivalents.  Minimum
deposits  required in  connection  with  CCAL's  lending  facility  (Note 5) are
designated as restricted cash on the consolidated balance sheets.

     Fair Value of Financial Instruments - The Company calculates the fair value
of financial  instruments and includes this additional  information in the notes
to its  financial  statements  when the fair  value  does  not  approximate  the
carrying  value  of  those  financial   instruments.   The  Company's  financial
instruments include cash and cash equivalents,  long-term debt and interest rate
swap  agreements.  Fair value is determined  using quoted market prices whenever
available.  When  quoted  market  prices are not  available,  the  Company  uses
alternative  valuation  techniques  such as  calculating  the  present  value of
estimated  future  cash  flows  utilizing   risk-adjusted  discount  rates.  The
Company's  carrying value of financial  instruments  approximates  fair value at
December 31, 2003 and 2002.

     Property  and  Equipment  -  Property  and  equipment  are  stated at cost.
Depreciation  of assets in service is provided  using the  straight-line  method
over the  estimated  useful lives of the assets.  Leased  property and equipment
under capital  leases is amortized  over the lives of the  respective  leases or
over the service  lives of the assets,  whichever is shorter.  The interest cost
associated with major  development and construction  projects is capitalized and
included in the cost of the project. When no debt is incurred specifically for a
project,  interest is capitalized  on amounts  expended on the project using the
weighted-average cost of the Company's outstanding borrowings. Capitalization of
interest  ceases  when the  project is  substantially  complete  or  development
activity is suspended for more than a brief period.

          Assets are depreciated over their respective service lives as follows:

          Buildings and improvements    7 - 39 yrs
          Gaming Equipment               3 - 7 yrs
          Furniture and office equipment 5 - 7 yrs
          Other Equipment                3 - 7 yrs

     Goodwill - Goodwill  represents  the excess of the purchase  price over the
fair value of the net identifiable assets acquired in a business combination.

     Effective  January  1,  2002  the  Company  adopted  Financial   Accounting
Standards Board (the "FASB") SFAS No. 142 "Goodwill and Other Intangible Assets"
(see Note 10).

     SFAS No. 142  addresses  the methods  used to  capitalize,  amortize and to
assess  impairment of  intangible  assets,  including  goodwill  resulting  from
business  combinations  accounted for under the purchase method.  Effective with
the adoption of SFAS No. 142, the


                                     -F10-
                                     <PAGE>



Company no longer amortizes goodwill and other intangible assets with indefinite
useful lives,  principally  deferred  casino license costs,  but instead reviews
goodwill and indefinite-lived intangible assets for impairment at least annually
and between annual test dates in certain circumstances.

     The Company  completed  the  necessary  transition  impairment  reviews for
goodwill and indefinite-lived intangible assets in 2002, and no impairments were
indicated.  The Company  performs  its annual  impairment  test for goodwill and
indefinite-lived intangible assets in the fourth quarter of each fiscal year. No
impairments  were  indicated  as a result of the annual  impairment  reviews for
goodwill and indefinite-lived intangible assets in 2003 or 2002.

     Impairment of Long-Lived Assets - The Company reviews long-lived assets for
possible impairment whenever events or circumstances  indicate that the carrying
amount  of an  asset  may not be  recoverable.  If  there  is an  indication  of
impairment,   which  is  estimated  as  the   difference   between   anticipated
undiscounted  future cash flows and carrying  value,  the carrying amount of the
asset is written  down to its  estimated  fair value by a charge to  operations.
Fair value is  estimated  based on the present  value of  estimated  future cash
flows using a discount rate  commensurate  with the risk involved.  Estimates of
future cash flows are inherently  subjective and are based on management's  best
assessment of expected future conditions.  During 2001 FASB issued SFAS No. 144,
"Accounting  for the  Impairment  or Disposal  of  Long-Lived  Assets"  which is
effective  for fiscal years  beginning  after  December  15, 2001.  SFAS No. 144
supersedes SFAS No. 121 "Accounting for the Impairment of Long-Lived  Assets and
for Long-Lived Assets to Be Disposed Of". While SFAS No. 144 retains many of the
provisions of SFAS No. 121 it provides  guidance on estimating future cash flows
to test recoverability, among other things. The adoption of SFAS No. 144 did not
have a material impact on the Company's financial statements.

     Revenue Recognition - Casino revenue is the net win from gaming activities,
which  is  the  difference  between  gaming  wins  and  losses.  Management  and
consulting  fees are  recognized  as  revenue  as  services  are  provided.  The
incremental amount of unpaid progressive  jackpot is recorded as a liability and
a reduction of casino revenue in the period during which the progressive jackpot
increases.

     Promotional  Allowances - Food and  beverage  furnished  without  charge to
customers is included in gross revenue at a value which approximates  retail and
then deducted as complimentary  services to arrive at net revenue. The estimated
cost of such  complimentary  services is charged to casino  operations,  and was
$907, $954 and $949 in 2003, 2002 and 2001, respectively.

     As part of its promotional  activities,  the Company offers "free plays" or
coupons to its  customers  for gaming  activity and the  Company's  players club
allows  customers to earn  certain  complimentary  services  and/or cash rebates
based  on  the  volume  of  a  customer's  gaming  activity.  These  promotional
activities,  totaling $3,288,  $3,110 and $2,866 were reported as a reduction of
revenue for 2003, 2002 and 2001, respectively.

     Foreign Currency  Translation - Adjustments  resulting from the translation
of the accounts of the Company's foreign  subsidiaries from the local functional
currency to U.S. dollars are recorded as other  comprehensive  income or loss in
the consolidated  statements of shareholders'  equity and  comprehensive  income
(loss).  Foreign  currency  transaction  gains  or  losses  resulting  from  the
translation  of  other  casino  operations  and  other  transactions  which  are
denominated  in a  currency  other  than  U.S.  dollars  are  recognized  in the
statements  of earnings.  Gains and losses from  intercompany  foreign  currency
transactions that are of a long-term  investment nature and are between entities
of the  consolidated  group are not included in  determining  net earnings,  but
rather are reported as translation adjustments within other


                                     -F11-
                                     <PAGE>

comprehensive  income or loss in the  consolidated  statements of  shareholders'
equity and comprehensive income (loss).

     Income Taxes - The Company  accounts  for income taxes using the  liability
method,  which  provides that deferred tax assets and  liabilities  are recorded
based on the  difference  between  the tax bases of assets and  liabilities  and
their carrying amounts for financial reporting  purposes,  at a rate expected to
be in effect when the differences become deductible or payable.

     Stock-Based  Compensation  - In  2002  the  Company  adopted  Statement  of
Financial Accounting  Standards No. 148 (SFAS 148),  "Accounting for Stock-Based
Compensation-Transition and Disclosure" which amends the disclosure requirements
of Statement of Financial Accounting  Standards No. 123 (SFAS 123),  "Accounting
for Stock-Based Compensation" to require prominent disclosure in both annual and
interim  financial  statements  about the method of accounting  for  stock-based
employee  compensation  and the effect of the method used on  reported  results.
SFAS 148 also provides  alternative methods of transition for a voluntary change
to fair value based  methods of  accounting  which have not been  adopted by the
Company at this time.  SFAS 123  encourages,  but does not require  companies to
record  compensation cost for stock-based  employee  compensation  plans at fair
value.  The  Company  has chosen to account  for  stock-based  compensation  for
employees using the intrinsic value method  prescribed in Accounting  Principles
Board Opinion No. 25 (APB 25),  "Accounting for Stock Issued to Employees",  and
related  Interpretations.  Accordingly,  compensation  cost for stock options is
measured as the  excess,  if any, of the quoted  market  price of the  Company's
stock at the date of the grant over the amount an  employee  must pay to acquire
that stock. The Company values stock-based compensation granted to non-employees
at fair value.

     At December 31, 2003, the Company had one stock-based employee compensation
plan (see Note 6). The Company  accounts for this plan under the recognition and
measurement   principles  of  Accounting   Principles   Board  Opinion  No.  25,
"Accounting  for Stock Issued to  Employees",  and related  interpretations.  No
stock-based  compensation  cost is  reflected  in net  earnings,  as all options
granted  under the plan had an exercise  price equal to the market  value of the
underlying  common  stock  on  the  date  of  the  grant.  The  following  table
illustrates the effect on net earnings and earnings per share if the Company had
applied  the fair  value  recognition  provisions  of FASB  Statement  No.  123,
"Accounting for Stock Based Compensation", to stock-based employee compensation.



                                     -F12-
                                     <PAGE>

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                                                     2003                2002               2001
                                                                     ----                ----               ----

          Net earnings, as reported                             $       3,246      $       3,079      $       2,455
          Deduct: Total stock-based employee
              compensation expense determined
              under fair value based method for
              all awards, net of related tax
              effects                                                       4                  9                  8
                                                                   -----------        -----------        -----------
          Pro forma net earnings                                $       3,242      $       3,070      $       2,447
                                                                   ===========        ===========        ===========

          Earnings per share,
            Basic               As reported                     $        0.24      $        0.23      $        0.18
                                Pro forma                       $        0.24      $        0.22      $        0.18

            Diluted             As reported                     $        0.22      $        0.20      $        0.16
                                Pro forma                       $        0.22      $        0.20      $        0.16


</TABLE>

     The fair value of options  granted under the Plan was estimated on the date
     of grant using the  Black-Scholes  option  pricing model with the following
     assumptions:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                     2003                 2002              2001
                                                                     ----                 ----              ----
          Weighted-average risk-free interest rate                     -                 5.32%             5.08%
          Weighted-average expected life                               -                10 yrs             10 yrs
          Weighted-average expected volatility                         -                 26.8%             43.6%
          Weighted-average expected dividends                          -                  $ 0                $0

</TABLE>

     No  options  were  granted  to  employees  under  the  Plan  in  2003.  The
weighted-average  fair value of options  granted  was $1.16 in 2002 and $1.21 in
2001.  A total of  10,000  and  20,000  options  were  issued  in 2002 and 2001,
respectively.

     Earnings   Per   Share  -  Basic   earnings   per  share   considers   only
weighted-average outstanding common shares in the computation.  Diluted earnings
per share gives effect to all potentially dilutive securities.  Diluted earnings
per share is based upon the weighted average number of common shares outstanding
during the period,  plus,  if dilutive,  the assumed  exercise of stock  options
using the treasury stock method and the assumed  conversion of other convertible
securities  (using the "if  converted"  method) at the beginning of the year, or
for the period outstanding during the year for current year issuances.

     Comprehensive  Income - Comprehensive  income for the Company  includes the
effect of  fluctuations  in  foreign  currency  rates on value of the  Company's
foreign  investments  and the interest rate swap agreements it has maintained to
hedge against increases in the interest rate on its RCF.

     Operating  Segments - The  Company is managed in four  segments;  Colorado,
South Africa, Cruise Ships, and Corporate  operations.  The operating results of
the Colorado segment are those of WMCK Venture Corp. and subsidiaries  which own
Womacks Hotel and Casino ("Womacks") in Cripple Creek,  Colorado.  The operating
results of the South African  segment are those of Century  Casinos Africa (Pty)
Limited and its  subsidiaries,  primarily  Century Casinos Caledon (Pty) Limited
which owns the Caledon Casino, Hotel and Spa.

     Cruise  Ship  operations  include  the  revenue  and  expense  of the seven
combined  shipboard  operations  for which the  Company  has  casino  concession
agreements.


                                     -F13-
                                     <PAGE>


     Corporate operations include, among other items, the revenue and expense of
corporate  gaming projects for which the Company has secured  long-term  service
contracts.

     Hedging  Activities  - The Company  adopted SFAS No. 133,  "Accounting  for
Derivative Instruments and Hedging Activities",  as subsequently amended by SFAS
No. 138,  "Accounting  for Certain  Derivative  Instruments  and Certain Hedging
Activities",  in the first  quarter of fiscal  2001.  SFAS No.  133  establishes
accounting  and  reporting  standards  for  derivative  instruments  and hedging
activities.  The pronouncements require that a company designate the intent of a
derivative to which it is a party,  and prescribes  measurement  and recognition
criteria based on the intent and effectiveness of the designation.

     SFAS  No.  133  requires  companies  to  recognize  all of  its  derivative
instruments  as either assets or liabilities in the balance sheet at fair value.
The  accounting  for  changes  in the fair  value  (i.e.  gains or  losses) of a
derivative instrument depends on whether it has been designated and qualifies as
part of a hedging relationship and further, on the type of hedging relationship.
For those  derivative  instruments  that are  designated  and qualify as hedging
instruments,  a company must  designate the hedging  instrument,  based upon the
exposure being hedged,  as either a fair value hedge, cash flow hedge or a hedge
of a net investment in a foreign operation.

     For derivative  instruments  that are designated and qualify as a cash flow
hedge (i.e.  hedging the exposure to variability  in expected  future cash flows
that is attributable to a particular risk), the effective portion of the gain or
loss  on  the  derivative  instrument  is  reported  as  a  component  of  other
comprehensive  income  and  reclassified  into  earnings  in the same  period or
periods during which the hedged transaction affects earnings. The remaining gain
or loss on the derivative  instrument in excess of the cumulative  change in the
present  value of future cash flows of the hedged item, if any, is recognized in
current  earnings  during the period of change.  The Company  currently does not
have fair value hedges or hedges of a net investment in a foreign operation. For
derivative  instruments not designated as hedging instruments,  the gain or loss
is recognized in current earnings during the period of change.

     The  cumulative  effect of adopting  SFAS No. 133 related to the  Company's
interest rate swap agreements  (see Note 5, Long-Term Debt, to the  Consolidated
Financial Statements) was to decrease shareholders' equity as of January 1, 2001
by $175,  net of related  federal and state income tax  benefits of $104.  As of
December  31, 2003 the interest  rate swap  agreements  decreased  shareholders'
equity  (accumulated other comprehensive loss) by $232, net of federal and state
income tax  benefits  of $138.  At  December  31,  2002 the  interest  rate swap
agreements decreased shareholders' equity (accumulated other comprehensive loss)
by $494,  net of federal and state income tax benefits of $294.  At December 31,
2001,  the  interest  rate  swap  agreements   decreased   shareholders'  equity
(accumulated other  comprehensive loss) by $554, net of federal and state income
tax benefits of $329.

     Advertising   Costs  -  Costs  incurred  for  producing  and  communicating
advertising are expensed when incurred.  Advertising  expense was $559, $413 and
$319 for the years ended December 31, 2003, 2002 and 2001, respectively.

     Preopening Expense - Preopening,  pre-operating and organization activities
are expensed as incurred.

     Reclassifications  - Certain  reclassifications  have been made to the 2002
and 2001 financial information in order to conform to the 2003 presentation.

     Other -  Financial  interpretation  No. 46 ("FIN  46"),  "Consolidation  of
Variable Interest Entities", issued in January 2003, had no effect on operations
at December 31, 2003. The Company is evaluating FIN 46's effect,  if any, on its
Casino Millennium holding acquired  subsequent to December 31, 2003. The Company
has reviewed all other recently issued  accounting  pronouncements  and does not
believe  that  any  such  pronouncements  will  have a  material  impact  on its
financial statements.


                                     -F14-
                                     <PAGE>



3. RECEIVABLES FROM OFFICERS/DIRECTORS

     At December 31, 2003 and 2002, the Company had no receivables from officers
and/or directors.

4. PROPERTY AND EQUIPMENT

     Property  and  equipment  at  December  31,  2003 and 2002  consist  of the
following:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                                                        Estimated
                                                                                                       Service Life
                                                                          2003              2002         in Years
                                                                          ----              ----         --------
         Buildings and improvements                                    $  22,648           $ 19,340       7 - 39
         Gaming equipment                                                 10,731              9,644       3 - 7
         Furniture and office equipment                                    3,599              3,014       5 - 7
         Other equipment                                                   1,881              1,694       3 - 7
         Capital projects in process                                         575                359
                                                                   --------------    ---------------
                                                                          39,434             34,051
         Less accumulated depreciation                                  (16,639)           (13,393)
                                                                   --------------   ---------------
                                                                          22,795             20,658

         Land                                                             13,580             12,886
         Non-operating casino and land held for sale                         421                421
                                                                   --------------    ---------------
         Property and equipment, net                                   $  36,796           $ 33,965
                                                                   ==============    ===============
</TABLE>

     The  non-operating  casino  and land is located in Nevada and is carried at
estimated net realizable value.

     CCAL has  entered  into a series of lease  agreements  for the  purchase of
capital  equipment.  The average  effective  interest rate is 13.8% on the lease
obligations which are repayable over a term of 60 months (see Note 5).

     Assets under lease  included in property  and  equipment as of December 31,
2003 and 2002 are as follows:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                                          Original Book Value           Accumulated Depreciation
                                                        2003              2002            2003             2002
                                                        ----              ----            ----             ----
         Gaming & security equipment                 $      623       $       522       $     411       $     241
         Furniture and office equipment                     283               219             130              88
                                                     -----------       -----------     -----------     -----------
         Total                                       $      906       $       741       $     541       $     329
                                                     ===========       ===========     ===========     ==========+

</TABLE>

     Depreciation  and  amortization  expense for the years ended  December  31,
2003, 2002 and 2001 was $2,668, $2,304 and $3,147, respectively.


                                     -F15-
                                     <PAGE>



5. LONG-TERM DEBT

Long-term debt at December 31, 2003 and 2002 consists of the following:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                                         2003                2002
                                                                                         ----                ----
         Borrowings under revolving line of credit facility
            with Wells Fargo Bank                                                 $        11,757      $       11,500
         Borrowings under loan agreement with ABSA Bank                                     4,550               4,597
         Note payable to minority shareholder                                                   -               1,280
         Capital leases for various equipment                                                 355                 369
         Note payable to founding shareholder, unsecured                                      380                 380
         Other unsecured note payables                                                          7                  69
                                                                                     -------------        ------------
         Total long-term debt                                                              17,049              18,195
         Less current portion                                                             (2,136)             (1,664)
                                                                                     -------------        ------------
         Long-term portion                                                        $        14,913      $       16,531
                                                                                     =============        ============
</TABLE>

     On April 26, 2000,  the Company and Wells Fargo Bank (the  "Bank")  entered
into an Amended and Restated Credit Agreement (the "Agreement")  which increased
the Company's  aggregate  borrowing  commitment  from the Bank under a Revolving
Line of Credit Facility ("RCF") to $26 million and extended the maturity date to
April 2004. The Agreement was further amended on August 22, 2001 to give greater
flexibility  to the  ability  to use the  borrowed  funds for  projects  for the
Company.  On August  28,  2002,  the RCF was  further  amended to  increase  the
facility to its original  amount of $26 million,  an increase of $5,777,  revise
the  quarterly  reduction  schedule and extend the maturity date to August 2007.
The aggregate  commitment  available to the Company is reduced quarterly by $722
beginning January 2003 through the maturity date. The commitment available as of
December 31, 2003, net of quarterly reductions,  is $23,111 and unused borrowing
capacity is $11,354. Interest on the Agreement is variable based on the interest
rate option  selected by the  Company,  plus an  applicable  margin based on the
Company's  leverage  ratio.  The Agreement also requires a nonusage fee based on
the  Company's  leverage  ratio on the  unused  portion of the  commitment.  The
principal  balance  outstanding under the loan agreement as of December 31, 2003
and 2002 was $11,757 and $11,500 respectively.  The commitment available, net of
quarterly  reductions  under the RCF as of December  31, 2003 is $23,111 and the
unused  borrowing  capacity  is $11,354.  The loan  agreement  includes  certain
restrictive  covenants  on  financial  ratios  of  WMCK.  The  most  significant
covenants include i) a maximum leverage ratio no greater than 2.5 to 1.00, ii) a
minimum interest coverage ratio no less than 2.00 to 1.00, and iii) a TFCC ratio
(a  derivative of EBITDA,  as defined in the  agreement) of no less than 1.10 to
1.00.  The  Company  is in  compliance  with the  restrictive  covenants  on the
financial  ratios of WMCK contained in the RCF as of December 31, 2003. The loan
is collateralized  by a deed of trust and a security  agreement with assignments
of lease, rents and furniture,  fixtures and equipment of all Colorado property.
The interest  rate at December  31, 2003 was  3.47375%  for $10,000  outstanding
under LIBOR based provisions of the loan agreement. The remaining balance of the
outstanding  debt is subject to interest under the PRIME based provisions of the
loan agreement at a rate of 4.0%.

     In 1998, the Company entered into a five-year  interest rate swap agreement
on $7.5 million  notional amount of debt under the RCF, whereby the Company pays
a LIBOR-based fixed rate of 5.55% and receives a LIBOR-based floating rate reset
quarterly  based on a three-month  rate. The swap agreement  expired  October 1,
2003. In May 2000,  the Company  entered into a second  five-year  interest rate
swap agreement on $4.0 million  notional  amount of debt under the RCF,  whereby
the Company pays a  LIBOR-based  fixed rate of 7.95% and receives a  LIBOR-based
floating rate reset quarterly based on a three-month rate.  Generally,  the swap
arrangement  is  advantageous  to the Company to the extent that interest  rates
increase in the future and


                                     -F16-
                                     <PAGE>


disadvantageous  to the  extent  that  they  decrease.  The net  amount  paid or
received by the Company on a quarterly  basis results in an increase or decrease
to interest  expense.  The fair value of the derivatives as of December 31, 2003
and 2002 of $371 and $788,  respectively,  is  reported  as a  liability  in the
consolidated  balance  sheet.  The  Company's  objective  for entering  into the
interest rate swap agreements,  derivative  instruments  designated as cash flow
hedging  instruments,  was to  eliminate  the  variability  of cash flows in the
interest  payments for a portion of the RCF. The Company has determined that the
cash flow hedges were highly effective. Accordingly no net gain or loss has been
recognized  in earnings  during  2003,  2002 or 2001 and none of the  derivative
instruments'   loss  has  been  excluded  from  the   assessment  of  the  hedge
effectiveness.  The net gain (loss) on the interest rate swaps of $262,  $60 and
($379),  net of income tax expense  (benefit)  of $155,  $36 and ($225) has been
reported in comprehensive income (loss) on the statement of shareholders' equity
and comprehensive income for 2003, 2002 and 2001, respectively.  If the interest
rate  swaps'  critical  terms  (notional  amount,  interest  rate  reset  dates,
maturity/expiration  date or underlying index) change significantly,  such event
would result in reclassifying  the losses that are reported in accumulated other
comprehensive  income  (loss).  The Company  estimates  that during 2004 it will
recognize  additional  interest expense of approximately $212 in connection with
the remaining  interest rate swap  agreement.  Accordingly,  no gain or loss has
been reclassified to earnings for such  discontinuance of a cash flow hedge. Net
additional  interest  expense to the Company under the swap  agreement was $515,
$524 and $231 in 2003, 2002 and 2001, respectively.

     In April 2000,  CCAL entered into a loan agreement with PSG Investment Bank
Limited ("PSGIB"),  which provides for a principal loan of approximately  $6,200
(based on an exchange  rate of 7.6613 rand per dollar at the time the funds were
advanced) to fund development of the Caledon project. The outstanding balance as
of  December  31,  2003 and 2002 was $4,139 and  $4,179,  respectively,  and the
interest rate was 17.05% in both years.  The  shareholders  of CCAL have pledged
all of the common shares held by them in CCAL to PSGIB as  collateral.  The loan
is also  collateralized  by a first  mortgage bond over land and buildings and a
general  notorial bond over all equipment.  In April 2001,  CCAL entered into an
addendum  to the loan  agreement  in which  PSGIB  provided  CCAL with a standby
facility  in the amount of  approximately  $560,  based on an  exchange  rate of
8.0315 rand per dollar at the time. The  outstanding  balance as of December 31,
2003 and 2002 was $411 and $418,  respectively,  and the interest rate was 15.1%
in both years.  Under the original  terms of the  agreement  CCAL made its first
principal payment in December 2001, based on a repayment  schedule that required
semi-annual  installments continuing over a five-year period. On March 26, 2002,
CCAL and PSGIB  entered into an amended  agreement  that  changed the  repayment
schedule  to require  quarterly  installments  beginning  on March 31,  2002 and
continuing  over the remaining  term of the original  five-year  agreement.  The
amendment  also  changed the  requirements  for the sinking  fund.  The original
agreement  required CCAL to have on deposit a "sinking fund" in the amount equal
to the next semi-annual  principal and interest  payment.  The amended agreement
changes the periodic  payments  from  semi-annual  to  quarterly  and requires a
minimum  deposit in the sinking fund equal to four  million Rand  (approximately
$598 at the exchange  rate as of December 31, 2003).  In addition,  one third of
the next quarterly  principal and interest payment must be deposited on the last
day of each  month  into the fund and used for the next  quarterly  installment.
PSGIB was acquired by ABSA Bank (ABSA) in March 2003. There have been no changes
in the terms or conditions of the current loan, as amended, with PSGIB. The loan
agreement  includes  certain  restrictive  covenants  for  CCAL,  including  the
maintenance of the following  ratios;  i)  debt/equity  ratio of 45:55 after the
first twelve months of operations and a 40:60  debt/equity ratio after two years
of  operations,  ii)  interest  coverage  ratio of at least  2.0 after the first
twelve months of operations,  iii) debt service  coverage ratio of at least 1.34
for the principal  loan and 1.7 for the standby  facility after the first twelve
months of operations,  and iv) loan life coverage ratio of 1.5 for


                                      -F17-
                                     <PAGE>

the  principal  loan  and a loan  life  coverage  ratio  of 2.5 for the  standby
facility.  As of December 31, 2003, the Company was in compliance  with the loan
covenants specified by ABSA.

     In  April  2000,   CCA,   CCAL,  CCI  and  Caledon   Overberg   Investments
(Proprietary) Limited ("COIL"), the minority shareholder in CCAL, entered into a
note  agreement  as part  of the  purchase  of  CCAL.  Under  the  terms  of the
agreement,  CCAL,  in exchange for the  contribution  of certain  fixed  assets,
entered into a loan agreement with COIL in the amount of  approximately  $2,300,
as  valued  at the  time of the  agreement.  Under  the  terms  of the  original
agreement,  the loan bears interest at the rate of 2% over the  prime/base  rate
established by ABSA, and is due on demand subsequent to the repayment in full of
the loan between CCAL and ABSA. In November  2000,  as part of CCA's  additional
equity investment in CCAL, CCA acquired a portion of COIL's note receivable from
CCAL  valued  at  approximately  $600,  as  valued  at the time of the  original
agreement.  In January 2003, CCA acquired the balance of the note in conjunction
with the purchase of the  outstanding  common  shares held by its  partner.  The
outstanding balance on note agreement based on the exchange rate on December 31,
2003 and 2002 is approximately $0 and $1,280, respectively.

     In September  2001,  CCA,  CCAL, CCI and COIL amended the loan agreement to
reduce the rate of interest charged on the loan to 0% (zero), effective with the
original  date of the  agreement.  $107,  net of $46 of income tax  benefit,  of
accrued  interest dating from the original date of the agreement was written off
by CCAL as a reduction in interest  expense in 2001.  The loan from CCA and COIL
are proportionate to each shareholder's  percentage of ownership. The additional
net income  reported by CCAL, as a result of reducing the interest  charged,  is
shared proportionately by each shareholder, therefore, there is no change in the
consolidated  net income of the South African segment nor the  consolidated  net
income  of the  Company.  Each  shareholder  had the  option to  re-instate  the
interest rate to be charged from January 1, 2002 forward.  After  completing the
purchase of the remaining 35% of CCAL in January 2003,  CCA exercised its option
to reinstate the shareholder  interest effective January 1, 2002. As of December
31, 2003 and 2002, CCAL accrued $0 and $403 in accrued  interest,  respectively.
The accrued  interest is eliminated  in  consolidation;  therefore,  there is no
effect on consolidated net earnings.

     The unsecured note payable to a founding  shareholder bears interest at 6%,
payable  quarterly.  The noteholder,  at his option, may elect to receive any or
all of the unpaid  principal by notifying  CCI on or before April 1 of any year.
Payment of the principal amount so specified would be required by the Company on
or before January 1 of the following year. The entire  outstanding  principal is
otherwise due and payable on April 1, 2004. Accordingly,  the note is classified
as current in the  accompanying  consolidated  balance sheets as of December 31,
2003 and noncurrent as of December 31, 2002.

     The  consolidated  weighted  average  interest rate on all  borrowings  was
10.35%,  10.12% and 9.00% for the years ended December 31, 2003,  2002 and 2001,
respectively, excluding the write-off of deferred financing charges.


                                      -F18-
                                     <PAGE>

     As of December 31, 2003,  scheduled maturities of all long-term debt are as
follows:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                              Future minimum                             Total
                                               lease payment                           long-term
                                             of capital leases       Other debt           debt
                                             -----------------       ----------       ----------
                  2004 -                             $     196       $    1,978       $    2,174
                  2005 -                                   171            1,905            2,076
                  2006 -                                    34            1,054            1,088
                  2007 -                                    17           11,757           11,774
                  2008 -                                    13                -               13
                  Thereafter                                 -                -               -
                                                    ----------       ----------       ----------
                                                           431           16,694           17,125
         Less amounts representing interest                 76                -               76
                                                    ----------       ----------       ----------
         Total                                       $    355         $  16,694        $  17,049
                                                    ==========       ==========       ==========
</TABLE>



6. SHAREHOLDERS' EQUITY

     Company's  Board of  Directors  has  approved  a  discretionary  program to
repurchase up to $5 million of the Company's  outstanding common stock.  Through
December 31, 2003, the Company had  repurchased  2,559,004  shares of its common
stock at an average cost per share of $1.49, of which 1,385,000 shares,  with an
average cost of $1.06 per share, were retired in 2000.

     In 2003, 30,000 shares were re-issued to satisfy outside  directors' option
exercises.

     On April 16, 2003,  in  accordance  with the  Company's  Employees'  Equity
Incentive Plan ("EEIP"),  then-director,  James Forbes,  elected to exercise all
618,000 of his outstanding options,  carrying an average strike price of $1.306.
The shares were  issued out of treasury  and payment for the options was made by
transferring  357,080  shares of common  stock that the director has owned since
1994 to the  Company at a per share price of $2.26  established  at the close of
the  market  on April  16,  2003.  Additionally,  on June 9,  2003  the  Company
repurchased  132,184  shares from the  director at the per share price of $2.26,
established  at the close of market on April 16,  2003.  The net effect of these
transactions  reduced  treasury  shares by 128,736 and increased the outstanding
shares by 128,736.

     There were 805,276 shares remaining in treasury as of December 31, 2003, at
an average cost per share of $2.28. Subsequent to December 31, 2003, the Company
has not purchased any additional shares of its common stock on the open market.

     In June 2003,  the  Company's  EEIP was  amended to permit the  exchange of
non-statutory  options for restricted  stock awards ("RSA's") at the rate of one
RSA for one  non-statutory  option.  As of December 31, 2003, no RSA's have been
issued.

     In July 2002,  the Company  amended the Rights  Agreement  between  Century
Casinos, Inc. and Computershare  Investor Services,  Inc., adopted in April 1999
as amended and  approved by the  Shareholders  in 2000,  to increase the defined
purchase price from $4 to $10 per share and increased the redemption period, the
time during which the Company may elect to redeem all of the outstanding rights,
from 20 to 90  days.  The  purchase  price  is the  exercise  amount  at which a
registered  holder  is  entitled  to  purchase  a  given  amount  of  shares  of
non-redeemable  Series A  Preferred  Stock of the  Company,  subject  to certain
adjustments.

     The Board of  Directors  of the Company has adopted the  Employees'  Equity
Incentive Plan (the "Plan").  The Plan as subsequently  amended provides for the
grant of awards to eligible  employees in the form of stock,  restricted  stock,
stock options,  stock  appreciation  rights,  performance  shares or performance
units,  all as defined in the Plan.  The Plan provides for the issuance of up to
4,500,000 shares of common stock to eligible employees through the various forms
of awards  permitted.  Through  December 31, 2003,  only incentive  stock option
awards, for which the option price may not be less than fair market value at the
date of grant,  or  non-statutory



                                      -F19-
                                     <PAGE>


options,  which may be granted at any option price,  have been granted under the
Plan. All options must have an exercise period not to exceed ten years.  Options
granted to date have  one-year,  two-year  or  four-year  vesting  periods.  The
Company's  Incentive Plan Committee has the power and discretion to, among other
things,  prescribe the terms and conditions for the exercise of, or modification
of, any outstanding awards in the event of merger, acquisition or any other form
of acquisition  other than a  reorganization  of the Company under United States
Bankruptcy  Code or  liquidation  of the Company.  The Plan also allows  limited
transferability  of any  non-statutory  stock options to legal entities that are
100% - owned or  controlled by the optionee or to the  optionee's  family trust.
The Company  last granted  options to any  officers in 1999.  As of December 31,
2003 there  were  2,160,300  options  outstanding  under the Plan and  1,665,309
available under the plan.

     As of December 31, 2003 there were an additional 70,000 options outstanding
to directors  of the Company.  These  options have a weighted  average  exercise
price of $1.48.  Subsequent to December 31, 2003,  60,000 options were issued to
the Company's outside directors with an exercise price of $3.26.

Transactions regarding the Plan are as follows:
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                                2003                            2002                           2001
                                      ---------------------------    ---------------------------    ---------------------------
                                                   Weighted-                        Weighted-                      Weighted-
                                                     Average                         Average                        Average
                                                    Exercise                        Exercise                       Exercise
                                        Shares        Price            Shares         Price           Shares         Price
                                      ---------------------------    ---------------------------    ---------------------------
   Employee Stock Options:

      Outstanding at January 1          2,790,700        $1.30         2,784,800          $1.30       2,812,300          $1.29
      Granted                                   -            -            10,000           2.28          20,000           1.93
      Exercised                         (618,000)         1.31                 -              -        (47,500)           1.42
      Cancelled or forfeited             (12,400)         1.98           (4,100)           1.41               -              -
                                      ------------                   ------------                   ------------
     Outstanding at December 31         2,160,300         1.29         2,790,700           1.30       2,784,800           1.30
                                      ============                   ============                   ============
     Options exercisable at
     December 31                        2,144,300        $1.29         2,762,700          $1.29       2,764,800          $1.29
                                      ============                   ============                   ============

</TABLE>

Summarized  information  regarding all employee options  outstanding at December
31, 2003, is as follows:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>
                                                                      Weighted-
                                                   Number              Average                      Number
                          Exercise              Outstanding           Remaining                   Exercisable
                            Price               At Year End         Term in Years                 At Year End
                  -------------------------- ------------------- --------------------        ----------------------
                            $0.75                       613,500          4.8                               613,500
                            $1.50                     1,521,800          1.7                             1,521,800
                            $1.75                        10,000          7.3                                 3,000
                            $2.25                         5,000          1.5                                 5,000
                            $2.28                        10,000          8.2                                 1,000
                                             -------------------                             ----------------------
                                                      2,160,300          2.6                             2,144,300
                                             ===================                             ======================
</TABLE>

                                      -F20-
                                     <PAGE>


     Subsequent  to December  31,  2003,  1,352,710  options were granted by the
independent  members of the Company's Incentive Plan Committee to eight officers
and employees of the Company with an exercise  price of $2.93.  The Plan expires
in April  2004.  At this  time,  the  Company  does not  intend to propose a new
employee equity  incentive plan, thus will not ask the stockholders for approval
of a new plan at its 2004 annual stockholders meeting.

     Subsidiary  Preference Shares - In connection with the granting of a gaming
license to CCAL by the Western  Cape  Gambling  and Racing  Board in April 2000,
CCAL issued a total of 200  preference  shares,  100 shares each to two minority
shareholders. The preference shares are not cumulative, nor are they redeemable.
The preference  shareholders  are entitled to receive annual dividends of 20% of
the after-tax profits directly  attributable to the CCAL casino business subject
to  working  capital  and  capital   expenditure   requirements  and  CCAL  loan
obligations and  liabilities as determined by the directors of CCAL.  Should the
CCAL casino business be sold or otherwise dissolved, the preference shareholders
are  entitled to 20% of any  surplus  directly  attributable  to the CCAL casino
business,  net of all liabilities  attributable to the CCAL casino business.  No
preference dividends were paid or are payable in the year 2003, 2002 or 2001.


As of December 31, 2003 and 2002,  accumulated other comprehensive income (loss)
is comprised of the following:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                               2003               2002

      Interest rate swap hedge                    $           (232)   $          (494)
      Foreign currency translation adjustment                 2,266              (558)
                                                     ---------------     --------------
      Other comprehensive income (loss)           $           2,034   $        (1,052)
                                                     ===============     ==============

</TABLE>

7. SEGMENT INFORMATION

     The Company is managed in four  segments;  Colorado,  South Africa,  Cruise
Ships, and Corporate  operations.

     The  operating  results of the  Colorado  segment are those of WMCK Venture
Corp. and subsidiaries which own Womacks Hotel and Casino ("Womacks") in Cripple
Creek, Colorado.

     The  operating  results of the South  African  segment are those of Century
Casinos Africa (Pty) Limited and its  subsidiaries,  primarily  Century  Casinos
Caledon (Pty) Limited which owns the Caledon Casino, Hotel and Spa.

     Cruise  Ship  operations  include  the  revenue  and  expense  of the seven
combined  shipboard  operations  for which the  Company  has  casino  concession
agreements.

     Corporate operations include, among other items, the revenue and expense of
corporate  gaming projects for which the Company has secured  long-term  service
contracts.

     Earnings before interest,  taxes, depreciation and amortization (EBITDA) is
not  considered a measure of performance  recognized as an accounting  principle
generally  accepted in the United  States of America.  Management  believes that
EBITDA is a valuable measure of the relative  performance  amongst its operating
segments.  The gaming  industry  commonly uses EBITDA as a method of arriving at
the  economic  value  of a  casino  operation.  It is also  used by our  lending
institutions to gauge operating  performance.  Management uses EBITDA to compare
the relative  operating  performance of separate  operating units by eliminating
the interest income,  interest expense, income tax expense, and depreciation and
amortization  expense associated with the varying levels of capital expenditures
for infrastructure required to generate revenue, and the oftentimes high cost of
acquiring existing operations.


                                      -F21-
                                     <PAGE>


     Reclassification  adjustments  for  2002  and 2001  have  been  made to the
Colorado and Corporate  segment  presentations  for corporate  bonuses that were
charged  to  Colorado  but  are  attributable  to the  consolidated  results  of
operation,  the  interest on debt  incurred to fund the purchase of CCAL and the
repurchase  of the  Company's  stock,  and the related tax effects.  There is no
affect  on  the  consolidated  results.  A  reconciliation  to  the  results  as
previously reported prior to reclassifications has been provided.


                                     -F22-
                                     <PAGE>



     Segment  information as of and for the years ended December 31, 2003,  2002
and 2001 is presented below.

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

=================================================================================================================
                                                Colorado                               South Africa
================================ ======================================== =======================================
 As of and for the Year Ended        2003          2002         2001         2003         2002          2001
         December 31,
================================ ============== ============ ============ =========== ============= =============
Property and equipment, net        $    21,392  $    21,816  $    19,444  $   14,020    $   10,807    $    7,911

Total assets                       $    32,200  $    33,047  $    30,553  $   19,771    $   15,004    $   10,743


Net operating revenue              $    18,402  $    21,260  $    21,022  $   11,149    $    7,083    $    7,288

Operating expenses (excluding
property write-downs, other
write offs and depreciation)       $    10,745  $    10,836  $    10,200  $    7,893    $    5,051    $    5,612

Property write-downs and other
write-offs                         $         -  $         -  $         -  $        -    $      399    $        -

Depreciation and amortization      $     1,349  $     1,334  $     2,997  $    1,073    $      734    $    1,294

Earnings from operations           $     6,308  $     9,090  $     7,825  $    2,183    $      899    $      382

Interest  income                   $        12  $        16  $        20  $      189    $      126    $       61

Interest expense,
including debt issuance cost       $         1  $       269  $       544  $      929    $      804    $      881

Other income (expense), net        $        30  $         9  $        22  $      (7)    $       43    $     (32)

Earnings before income taxes
and minority interest              $     6,349  $     8,846  $     7,323  $    1,436    $      264    $    (470)

Income tax expense (benefit)       $     2,413  $     4,069  $     3,368  $      487    $      416    $    (157)

Minority interest in
subsidiary (earnings) losses       $         -  $         -  $         -  $     (22)    $     (31)    $       32

Net Earnings (loss)                $     3,936  $     4,777  $     3,955  $      927    $    (183)    $    (281)
=================================================================================================================


Effect of reclassifications on segment
=================================================================================================================
Net Earnings (loss)                $     3,936  $     4,777  $     3,955  $      927    $    (183)    $    (281)

Operating expenses                 $     (590)  $     (608)  $     (569)  $        -    $        -    $        -

Interest expense                   $   (1,399)  $   (1,152)  $     (889)  $        -    $        -    $        -

Income tax expense (benefit)       $       756  $       810  $       671  $        -    $        -    $        -

Net earnings (loss)  before
reclassifications                  $     2,703  $     3,827  $     3,168  $      927    $    (183)    $    (281)
=================================================================================================================


Reconciliation to EBITDA:
=================================================================================================================
Net earnings (loss)                $     3,936  $     4,777  $     3,955  $      927    $    (183)    $    (281)

Interest income                    $      (12)  $      (16)  $      (20)  $    (189)    $    (126)    $     (61)

Interest expense                   $         1  $       269  $       544  $      929    $      804    $      881

Income taxes                       $     2,413  $     4,069  $     3,368  $      487    $      416    $    (157)

Depreciation and amortization      $     1,349  $     1,334  $     2,997  $    1,073    $      734    $    1,294

EBITDA                             $     7,687  $    10,433  $    10,844  $    3,227    $    1,645    $    1,676
=================================================================================================================

</TABLE>


                                     -F23-
                                     <PAGE>

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


=================================================================================================================
                                              Cruise Ships                          Corporate & Other
================================ ======================================== =======================================
 As of and for the Year Ended        2003          2002         2001         2003         2002          2001
         December 31,
================================ ============== ============ ============ =========== ============= =============
Property and equipment, net        $       327  $       213  $       236  $    1,057    $    1,129    $   1,747

Total assets                       $       731  $       472  $       435  $    2,115    $    2,620    $    3,088


Net operating revenue              $     1,737  $       824  $       891  $      114    $      170    $      255

Operating expenses (excluding
property write-downs, other
write offs and depreciation)       $     1,175  $       538  $       625  $    2,152    $    2,172    $    2,242

Property write-downs and other
write-offs net of (recoveries)     $         -  $         -  $         -  $     (35)    $      746    $       57

Depreciation and amortization      $        74  $        45  $        47  $      172    $      191    $      226

Earnings from operations           $       488  $       241  $       219  $  (2,175)    $  (2,939)    $  (2,270)

Interest  income                   $         1  $         -  $         -  $      343    $      324    $      350

Interest expense,
including debt issuance cost       $         -  $         -  $         -  $    1,422    $    1,171    $      934

Other income (expense), net        $        16  $         -  $         -  $        9    $      (1)    $      (1)

Earnings before income taxes
and minority interest              $       505  $       241  $       219  $  (3,245)    $  (3,787)    $  (2,855)

Income tax expense (benefit)       $       150  $        88  $        82  $  (1,273)    $  (2,119)    $  (1,499)

Minority interest in
subsidiary (earnings) losses       $         -  $         -  $         -  $        -    $        -    $        -

Net Earnings (loss)                $       355  $       153  $       137  $  (1,972)    $  (1,668)    $  (1,356)

=================================================================================================================


Effect of reclassifications on segment
=================================================================================================================
Net Earnings                       $       355  $       153  $       137  $  (1,972)    $  (1,668)    $  (1,356)

Operating expenses                 $         -  $         -  $         -  $      590    $      608    $      569

Interest expense                   $         -  $         -  $         -  $    1,399    $    1,152    $      889

Income tax expense (benefit)       $         -  $         -  $         -  $    (756)    $    (810)    $    (671)

Net earnings (loss)  before
reclassifications                  $       355  $       153  $       137  $    (739)    $    (718)    $    (569)
=================================================================================================================


Reconciliation to EBITDA:
=================================================================================================================
Net earnings (loss)                $       355  $       153  $       137  $  (1,972)    $  (1,668)    $  (1,356)

Interest income                    $       (1)  $         -  $         -  $    (343)    $    (324)    $    (350)

Interest expense                   $         -  $         -  $         -  $    1,422    $    1,171    $      934

Income taxes                       $       150  $        88  $        82  $  (1,273)    $  (2,119)    $  (1,499)

Depreciation and amortization      $        74  $        45  $        47  $      172    $      191    $      226

EBITDA                             $       578  $       286  $       266  $  (1,994)    $  (2,749)    $  (2,045)
=================================================================================================================

</TABLE>


                                     -F24-
                                     <PAGE>

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

=================================================================================================================
                                        Intersegment Elimination                       Consolidated
================================ ======================================== =======================================
 As of and for the Year Ended        2003          2002         2001         2003         2002          2001
         December 31,
================================ ============== ============ ============ =========== ============= =============
Property and equipment, net        $         -  $         -  $         -  $   36,796    $   33,965    $  29,338

Total assets                       $         -  $         -  $         -  $   54,817    $   51,143    $   44,819


Net operating revenue              $         -  $         -  $         -  $   31,402    $   29,337    $   29,456

Operating expenses (excluding
property write-downs, other
write offs and depreciation)       $         -  $         -  $         -  $   21,965    $   18,597    $   18,679

Property write-downs and other
write-offs net of (recoveries)     $         -  $         -  $         -  $     (35)    $    1,145    $       57

Depreciation and amortization      $         -  $         -  $         -  $    2,668    $    2,304    $    4,564

Earnings from operations           $         -  $         -  $         -  $    6,804    $    7,291    $    6,156

Interest  income                   $     (341)  $     (341)  $     (341)  $      204    $      125    $       90

Interest expense,
including debt issuance cost       $     (341)  $     (341)  $     (341)  $    2,011    $    1,903    $    2,018

Other income (expense), net        $         -  $         -  $         -  $       48    $       51    $     (11)

Earnings before income taxes
and minority interest              $         -  $         -  $         -  $    5,045    $    5,564    $    4,217

Income tax expense (benefit)       $         -  $         -  $         -  $    1,777    $    2,454    $    1,794

Minority interest in
subsidiary (earnings) losses       $         -  $         -  $         -  $     (22)    $     (31)    $       32

Net Earnings (loss)                $         -  $         -  $         -  $    3,246    $    3,079    $    2,455
=================================================================================================================


Effect of reclassifications on segment
=================================================================================================================
Net Earnings (loss)                $         -  $         -  $         -  $    3,246    $    3,079    $    2,455

Operating expenses                 $         -  $         -  $         -  $        -    $        -    $        -

Interest expense                   $         -  $         -  $         -  $        -    $        -    $        -

Income tax expense (benefit)       $         -  $         -  $         -  $        -    $        -    $        -

Net earnings (loss)  before
reclassifications                  $         -  $         -  $         -  $    3,246    $    3,079    $    2,455
=================================================================================================================


Reconciliation to EBITDA:
=================================================================================================================
Net earnings (loss)                $         -  $         -  $         -  $    3,246    $    3,079    $    2,455

Interest income                    $       341  $       341  $       341  $    (204)    $    (125)    $     (90)

Interest expense                   $     (341)  $     (341)  $     (341)  $    2,011    $    1,903    $    2,018

Income taxes                       $         -  $         -  $         -  $    1,777    $    2,454    $    1,794

Depreciation and amortization      $         -  $         -  $         -  $    2,668    $    2,304    $    4,564

EBITDA                             $         -  $         -  $         -  $    9,498    $    9,615    $   10,741
=================================================================================================================
</TABLE>


                                     -F25-
                                     <PAGE>


8. COMMITMENTS, CONTINGENCIES AND OTHER MATTERS

     Cripple  Creek,  Colorado -  Subsequent  to  December  31, 2003 the Company
signed  commitments for gaming equipment and upgrades to slot accounting  system
totaling approximately $3.0 million.

     Prague,  Czech  Republic - In January  2000,  the  Company  entered  into a
memorandum of agreement to either  acquire a 50% ownership  interest in CM or to
form a new joint  venture with B.H.  Centrum  a.s.,  which joint  venture  would
acquire  all of the  assets of CM. The  Company  and  Strabag AG each  agreed to
purchase  a 50%  ownership  interest.  Approval  for this  transaction  has been
obtained, as required,  from the Ministry of Finance of the Czech Republic.  The
first step in acquiring a 50% ownership interest was taken in December 2002 with
the payment of $236 in cash in exchange  for a 10%  ownership  in CM.  Effective
January 3, 2004,  the Company  through  its  wholly-owned  Austrian  subsidiary,
Century  Management und Beteiligungs  GmbH,  acquired an additional 40% of CM by
contributing gaming equipment,  advances and receivables valued at approximately
$711. The Company  carries its 10% investment at cost and expects to account for
the 50% investment in CM on the equity method.

     In August 2002,  Prague,  Czech  Republic  experienced a devastating  flood
throughout the city.  Although the Casino  Millennium  property was not damaged,
public access to the city in the vicinity of the casino is severely  limited and
has negatively affected and will likely continue to negatively affect the casino
operation.  As a result,  the  Company,  in  September  2002,  wrote off  unpaid
technical casino service fees and loans from Casino  Millennium,  which resulted
in a pre-tax  charge of $325.  $299 of the  write-off  is  reported  in property
write-down and other  write-offs (Note 12) and $26 is reported as a reduction of
other (expense), net. Effective September 1, 2002, technical casino service fees
and interest due to the Company have not been accrued  until a certainty of cash
flow is attained for Casino  Millennium.  In 2003, the Company  recovered $35 of
the unpaid  technical  casino  service  fees earned  prior to the  write-off  in
September 2002 as reported in Note 12.

     South Africa - Caledon - In January 2003,  CCA purchased an additional  35%
of CCAL, bringing CCA's ownership of all of the common and outstanding shares of
CCAL to 100%. The purchase price was 21.5 million Rand or $2.6 million, based on
the  conversion  rate at January 10, 2003, in exchange for the equity  ownership
valued at 11.0  million Rand or $1.4  million and  shareholder  loan held by the
previous  35%  equity  owner,  valued  at 10.5  million  Rand  or $1.2  million.
Simultaneous  with the transaction the Hotel Management  Agreement  between CCAL
and FKH was cancelled and CCA assumed the management of the hotel. Financing for
the transaction was provided by the RCF.

     South  Africa -  Gauteng  -  Legislation  enacted  in 1996 in South  Africa
provides for the award of up to 40 casino  licenses  throughout the country.  In
addition to its Caledon operations, the Company has entered into agreements with
various local  consortia to provide  consulting  services during the application
phase, as well as casino  management  services should the Company's  partners be
awarded one or more licenses.

     Six casino  licenses were  allocated to the province of Gauteng  (primarily
for the Greater  Johannesburg  area),  of which five casinos have been operating
since 1998. With respect to the sixth and final license,  Silverstar Development
Ltd. ("Silverstar"),  a consortium owned by trusts, corporations and individuals
from the province,  chose the Company as equity and  management  partner for its
proposed  casino,  hotel and  entertainment  resort  in the West  Rand  province
(western portion of greater  Johannesburg).  Since joining forces more than five
years ago,  the Company  has helped  Silverstar  work  through a series of legal
issues  regarding the award of this


                                     -F26-
                                     <PAGE>

gaming  license  -  culminating  in  March  2000  with the  entering  into of an
agreement with the sole competing license applicant.  This agreement settled all
past claims and brought  both  parties and the Company  together in an effort to
jointly secure the sixth and final gaming license in the province.

     During  September  2001,  CCA  entered  into an  agreement  to secure a 50%
ownership  interest in Rhino Resort Ltd.  ("RRL"),  a consortium  which includes
Silverstar Development Ltd.  ("Silverstar").  RRL submitted an application for a
proposed   hotel/casino  resort  development  in  that  region  of  the  greater
Johannesburg  area  of  South  Africa  known  as the  West  Rand  at a  cost  of
approximately  400 million  Rand ($59.8  million).  In  November  2001,  RRL was
awarded the sixth and final casino license serving the Gauteng province in South
Africa.  In February 2002,  Tsogo Sun Holdings (Pty) Ltd ("Tsogo"),  a competing
casino,  filed a Review Application seeking to overturn the license award by the
Gauteng  Gambling  Board  ("GGB").  In September  2002,  the High Court of South
Africa  overturned the license  award.  As a result of these  developments,  the
Company  recorded a $399 write-off for all advances  made, and  pre-construction
cost incurred, in conjunction with the Johannesburg project in 2002. In November
2002,  and upon the advice of legal  counsel,  Silverstar,  with the support and
agreement of all other  parties to the original  two  applications  for the West
Rand license,  including CCA, made representation to the GGB requesting that the
sole remaining  license for the province of Gauteng now be awarded to Silverstar
pursuant to its original 1997 application.  Notwithstanding  Silverstar's belief
as to the legal and  public-policy  framework  that  would now  justify  such an
award,  the GGB in December 2002 denied  Silverstar's  request.  In consequence,
Silverstar on March 4, 2003  initiated  legal action against the GGB in the High
Court of South  Africa  seeking,  inter  alia,  that the  court now  compel  the
authorities  to award the  license to  Silverstar.  On October 20, 2003 the High
Court of South  Africa  handed down a judgment  compelling  the GGB to award the
license to  Silverstar.  The GGB's  request for leave to appeal the judgment was
initially  denied by the Pretoria High Court on November 11, 2003,  but the High
Court ruling was overturned and the request for leave to appeal was subsequently
granted by the  Supreme  Court of Appeal of South  Africa on  February  5, 2004.
Silverstar  informed the Company that it does not yet have any  indication  with
regard to the timing of the appeal  process.  CCA,  through  its  majority-owned
subsidiary  - Century  Casinos  West Rand  (Pty) Ltd.  - remains  contracted  to
Silverstar by a resort management agreement and retains a right of long standing
to take up a minority equity interest in the venture although its final level of
equity interest remains to be determined.  Pursuant to its 1997 application, the
Silverstar  project  provides for up to 1,350 slot machines and 50 gaming tables
in a phased development that includes a hotel and other  entertainment,  dining,
and  recreational  activities  with a first  phase of 950 slot  machines  and 30
gaming tables. The proposed 400 million Rand ($59.8 million) hotel/casino resort
development  would be located in the greater  Johannesburg  area of South Africa
known as the West Rand.

     While there can be no certainty as to the eventual  outcome of Silverstar's
efforts,  CCA  maintains  the  ownership  of the land (book  value of $659) that
remains  central to the  Silverstar  casino  project.  The Company has allocated
minor funding towards further pursuit of this opportunity.

     As a result of these developments, the Company recorded a $377 write-off in
the 3rd quarter and a $22  write-off in the 4th quarter of 2002 for all advances
made and  pre-construction  cost incurred,  in conjunction with the Johannesburg
project (Note 12). CCA maintains the ownership of the land that was intended for
the casino project.

     In January 2000,  CCI entered into a brokerage  agreement with Novomatic AG
in which CCI  received  an option to purchase  seven  eighths of the shares that
Novomatic AG purchased in Silverstar.  The agreement was subsequently amended in
July 2003 giving  Novomatic AG a put option under which Novomatic AG can require
that CCI buy seven  eighths  of its shares in


                                     -F27-
                                     <PAGE>

Silverstar and giving CCI a call option under which CCI can require Novomatic AG
to sell  seven  eighths  of its shares in  Silverstar  to CCI.  The price of the
option,  which cannot be quantified at this time, will be 75% of the fair market
value as determined at the time of the exercise. Silverstar has no value until a
gaming license is issued.  If the  transaction  were to be completed,  CCI would
acquire a 7% interest in Silverstar from Novomatic AG.

     Edmonton,  Canada - In October 2003 the Company,  through CRA,  submitted a
casino facility license  application to the Alberta Gaming and Liquor Commission
(AGLC) for a casino in Edmonton,  Alberta,  Canada.  The proposed  project,  The
Celebrations Casino and Hotel, is planned to include a casino, food and beverage
amenities,  a dinner  theater,  and a  40-room  hotel.  CRA is owned by  Century
Casinos Resorts Ltd, a wholly-owned  subsidiary of Century Casinos,  Inc. and by
746306  Alberta  Ltd, the owners of the 7.25 acre  property  and existing  hotel
which will be developed into the Celebrations  project.  Century Casinos Resorts
Ltd.  also  entered  into a  long-term  agreement  to  manage  the  casino.  The
Celebrations  Casino and Hotel project is one of six  applications  submitted to
the AGLC for an additional casino facility license in the greater Edmonton area.
In January 2004, CRA was afforded the opportunity to make a live presentation in
front of the AGLC. The AGLC is expected to award the casino license in the first
half of 2004.

     If a casino license is awarded to the Company,  The Celebrations Casino and
Hotel project is planned in two phases.  The first phase is projected to be open
within twelve months of license award and finalizing  funding  arrangements  and
would see the  existing  facility  expanded  to  include a casino  with 600 slot
machines,  30  house-banked  table games,  and a 12-table  poker room. The first
phase of the Celebrations  Casino and Hotel Project proposed by CRA is estimated
to cost 16.5 million Canadian dollars ($12.8 million), including the 2.5 million
Canadian dollars ($1.9 million) contribution of the existing hotel and property,
by 746306 Alberta Ltd.

     Subject to  satisfactory  performance of the first phase,  phase two of the
Celebrations  Casino  and Hotel is planned  to open 36 months  later,  and would
include an additional 80 hotel rooms and a 10,000 square foot convention center,
for an additional  capital  investment of approximately $4 million Canadian,  or
$3.1 million US.

     Other Properties - The Company is currently  holding  non-operating  casino
property and land for sale in Wells,  Nevada. The property and land was acquired
in 1994  from an  unaffiliated  party at a cost of $921.  Included  in  property
write-down  and other  write-offs for 2002, is a pre-tax charge in the amount of
$447, to reduce the value of the property to its fair value, less costs to sell,
based on an assessment of the property  (Note 12). An appraisal of the property,
which was completed on January 26, 2004, continues to support the net fair value
of the assets as recorded in the  Consolidated  Balance Sheet as of December 31,
2003.

     Employee Benefit Plan - In March 1998, the Company adopted a 401(k) Savings
and Retirement  Plan (the "Plan").  The Plan allows  eligible  employees to make
tax-deferred  contributions  that are  matched by the  Company up to a specified
level.  The Company  contributed  $17, $21 and $22 to the Plan in 2003, 2002 and
2001, respectively.


                                     -F28-
                                     <PAGE>



     Operating Lease  Commitments and Purchase Options - The Company has entered
into certain  noncancelable  operating  leases for real property and  equipment.
Rental expense was $400 in 2003, $349 in 2002 and $357 in 2001.

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

          -------------------------------------------------------------------------------------------------------------------
            Contractual Obligations                                   Payments Due by Period
          -------------------------------------------------------------------------------------------------------------------
                                            Total       Less than 1 year      1-3 years        4-5 years        More than 5
                                                                                                                   years
          -------------------------------------------------------------------------------------------------------------------
          Long-Term Debt                $       16,694   $          1,978   $        2,959    $       11,757   $            -
          -------------------------------------------------------------------------------------------------------------------
          Capital Lease Obligations                431                196              205                30                -
          -------------------------------------------------------------------------------------------------------------------
          Operating Leases                       1,411                579              522               182              128
          -------------------------------------------------------------------------------------------------------------------
          Total Contractual Cash
          Obligations                   $       18,536   $          2,753   $        3,686    $       11,969   $          128
          -------------------------------------------------------------------------------------------------------------------

</TABLE>

     In June 1998,  the Company  began leasing  parking  spaces from the City of
Cripple Creek under a five-year  agreement  which requires annual lease payments
of $90. The Company may purchase the property for $3,250,  less cumulative lease
payments ($503 through December 31, 2003), at any time during the lease term. In
February 2000, the agreement was amended to extend the term to 2010.

     In March 1999, the Company entered into a purchase  option  agreement for a
property  in Cripple  Creek,  Colorado,  situated  across  the  street  from its
Womacks/Legends Casino on Bennett Avenue. The agreement,  as amended on February
7, 2000,  provides for an option  period  through March 31, 2004 and an exercise
price of $1,500,  less 50% of cumulative monthly option payments.  Subsequent to
December 31, 2003,  the Company sold the option to an unrelated  party for a sum
of $200. As a result of the  transaction,  the Company will  recognize a pre-tax
gain of $35 in 2004.

     The  Company  holds  a  subleasehold  interest  in the  real  property  and
improvements  located at 220 East Bennett Avenue.  The sublease,  as assigned to
WMCK-Acquisition Corp., provides for monthly rental payments of $16, and expires
on June 20, 2005 unless terminated by the Company with 12 months advance notice.
The  Company  has an option to acquire the  property  at the  expiration  of the
sublease at an exercise price of $1,500.

     Stock  Redemption  Requirement - Colorado  gaming  regulations  require the
disqualification  of any  shareholder  who  may be  determined  by the  Colorado
Division of Gaming to be unsuitable as an owner of a Colorado  casino.  Unless a
sale of such common stock to an acceptable party could be arranged,  the Company
would  repurchase  the common stock of any  shareholder  found to be  unsuitable
under the  regulations.  The  Company  could  effect the  repurchase  with cash,
Redemption  Securities,  as such term is defined in the Company's Certificate of
Incorporation  and having terms and conditions as shall be approved by the Board
of Directors, or a combination thereof.


                                     -F29-
                                     <PAGE>



9. INCOME TAXES

The provision for income tax expense (benefit) consists of the following:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                         2003                  2002                  2001
                                                                         ----                  ----                  ----

        Federal - Current                                         $            948      $          1,740      $          1,856
        Federal - Deferred                                                     203                    55                 (131)
                                                                     --------------        --------------        --------------
        Provision for federal income taxes                                   1,151                 1,795                 1,725
                                                                     --------------        --------------        --------------

        State - Current                                                        128                   235                   234
        State - Deferred                                                        28                     8                   (8)
                                                                     --------------        --------------        --------------
        Provision for state income taxes                                       156                   243                   226
                                                                     --------------        --------------        --------------

        Foreign - Current                                                      502                   401                  (89)
        Foreign - Deferred                                                    (32)                    15                  (68)
                                                                     --------------        --------------        --------------
        Provision for foreign income taxes                                     470                   416                 (157)
                                                                     --------------        --------------        --------------
        Total Provision for income taxes                          $          1,777      $          2,454      $          1,794
                                                                     ==============        ==============        ==============

</TABLE>

Reconciliation of federal income tax statutory rate and the Company's  effective
tax rate is as follows:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                         2003                  2002                  2001
                                                                         ----                  ----                  ----

        Federal income tax statutory rate                                    34.0%                 34.0%                 34.0%
        State income tax (net of federal benefit)                             2.3%                  2.9%                  3.9%
        Non-deductible write-offs and expenses                                   -                  2.7%                  6.0%
        Foreign income taxes                                                     -                  1.7%                (0.5%)
        Permanent and other items                                           (1.1%)                  2.8%                (0.9%)
                                                                     --------------        --------------        --------------
        Total Provision for income taxes                                     35.2%                 44.1%                 42.5%
                                                                     ==============        ==============        ==============
</TABLE>

The provision  for income taxes  differs from the expected  amount of income tax
calculated by applying the statutory rate to pretax income as follows:

<TABLE>
<S>                                                                      <C>                   <C>                   <C>
                                                                         2003                  2002                  2001
                                                                         ----                  ----                  ----


        Expected income tax provision at statutory rate of 34%    $          1,715      $          1,891      $         1, 434

        Increase (decrease) due to:
            Non-deductible goodwill amortization                                 -                     -                   252
            Effect of foreign operations taxed at different
            rates                                                                1                    92                  (19)
            State income taxes, net of federal benefit                         117                   160                   163
            Effect of non-deductible write offs & expenses                       -                   152                     -
            Other, net                                                        (56)                   159                  (36)
                                                                     --------------        --------------        --------------
        Provision for income taxes                                $          1,777      $          2,454      $          1,794
                                                                     ==============        ==============        ==============
</TABLE>


                                     -F30-
                                     <PAGE>


Deferred  income  taxes  reflect  the net tax effects of  temporary  differences
between the carrying  amounts of assets and liabilities for financial  reporting
purposes and the amounts used for income tax  purposes.  Deferred tax assets and
liabilities at December 31, 2003 and 2002, consist of the following:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

         Deferred tax assets (liabilities) -  federal and state:                    2003                         2002
                                                                                    ----                         ----
           Property and equipment                                           $              642        $               668
           Amortization of goodwill for tax                                              (440)                      (222)
           Write-down of non-operating casino property                                     169                        187
           Swap agreements not deducted for tax                                            138                        294
           Other non-current tax assets (liabilities)                                       85                         84
                                                                               ----------------          -----------------
           Tax assets (liabilities) - non-current                                          594                      1,011
           Accrued liabilities and other - current                                          56                         76
                                                                               ----------------          -----------------
                                                                                           650                      1,087
                                                                               ----------------          -----------------
         Deferred tax assets and (liabilities) - foreign:
           Property and equipment - non-current                                             72                         67

            Accrued liabilities and other                                                   83                         15
            Prepaid expenses                                                              (28)                       (37)
                                                                               ----------------          -----------------
            Tax assets and (liabilities) - current                                          55                       (22)
                                                                               ----------------          -----------------
                                                                                           127                         45
                                                                               ----------------          -----------------
         Net deferred tax assets                                            $              777        $             1,132
                                                                               ================          =================
</TABLE>


     Net  deferred  tax assets of $111 and $666 are  classified  as current  and
non-current,  respectively, in the accompanying consolidated balance sheet as of
December 31, 2003.

     Net  deferred  tax assets of $54 and $1,078 are  classified  as current and
non-current,  respectively, in the accompanying consolidated balance sheet as of
December 31, 2002.


10. GOODWILL AND OTHER INTANGIBLE ASSETS

     Changes in the carrying amount of goodwill for the years ended December 31,
2003 and 2002 are as follows by segment:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                                                Cripple Creek, CO            South Africa                   Total
     Balance as of January 1, 2002                        $                7,232     $                477     $             7,709
        Effect of foreign currency translation                                 -                      190                     190
                                                             --------------------       ------------------       -----------------
     Balance as of December 31, 2002                                       7,232                      667                   7,899
        Effect of foreign currency translation                                 -                      189                     189
                                                             --------------------       ------------------       -----------------
     Balance as of December 31, 2003                      $                7,232     $                856     $             8,088
                                                             ====================       ==================       =================
</TABLE>

     Intangible assets, not subject to amortization, include casino license
costs as follows as of December 31:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                                                As of December 31,
                                                                                          2003                      2002
                                                                                          ----                      ----
       Century Casinos Caledon (Pty) Ltd. - South Africa                         $              1,665      $             1,298
       The Celebrations Casino and Hotel - Canada  (pending application)                           95                        -
                                                                                    ------------------        -----------------
       Total casino license acquisition costs                                    $              1,760      $             1,298
                                                                                    ==================        =================
</TABLE>



                                     -F31-
                                     <PAGE>



     A reconciliation  of previously  reported net earnings,  basic earnings per
share and diluted  earnings per share to the amounts  adjusted for the exclusion
of amortization  related to goodwill and other intangible assets with indefinite
useful lives, net of related tax effect, follows:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                                For The Year Ended December 31,
                                                                           2003                2002                 2001
                                                                           ----                ----                 ----
               Reported net earnings                                $          3,246    $          3,079   $             2,455
               Add back: Goodwill amortization,
               net of income taxes                                                 -                   -                 1,171
               Add back: Casino license amortization, net of
               income taxes                                                        -                   -                   177
                                                                       --------------      --------------     -----------------
               Adjusted net earnings                                $          3,246    $          3,079   $             3,803
                                                                       ==============      ==============     =================
              Basic earnings per share:
               Reported net earnings                                $           0.24    $           0.23   $              0.18
               Goodwill amortization                                               -                   -                  0.09
               Casino license amortization                                         -                   -                  0.01
                                                                       --------------      --------------     -----------------
               Adjusted net earnings                                $           0.24    $           0.23   $              0.28
                                                                       ==============      ==============     =================

              Diluted earnings per share:
               Reported net earnings                                $           0.22    $           0.20   $              0.16
               Goodwill amortization                                               -                   -                  0.08
               Casino license amortization                                         -                   -                  0.01
                                                                       --------------      --------------     -----------------
               Adjusted net earnings                                $           0.22    $           0.20   $              0.25
                                                                       ==============      ==============     =================

</TABLE>

11. OTHER INCOME, NET

Other income, net, consists of the following:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                     For the Year Ended December 31,
                                                                2003              2002              2001
                                                                ----              ----              ----

        Interest income                                   $          204    $          125    $           90
        Foreign currency exchange gains (losses)                      20                 -              (29)
        Gain on disposal of assets                                    28                34                13
        Other                                                          -                17                 5
                                                             ------------      ------------      ------------
                                                          $          252    $          176    $           79
                                                             ============      ============      ============

</TABLE>


                                     -F32-
                                     <PAGE>



12. PROPERTY WRITE-DOWN AND OTHER WRITE-OFFS

Property write-down and other write-offs consist of the following:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                                    For the Year Ended December 31,
                                                                                2003               2002               2001
                                                                                ----               ----               ----
        Write down non-operating casino property and land held for sale
        in Nevada (Note 8)                                                  $           -    $          447    $            57
        Write off, (recoveries) of receivables and advances related to
        a casino acquisition project and casino properties under
        management (Note 8) (1)                                                      (35)               698                  -
                                                                               -----------      ------------      -------------
                                                                            $        (35)    $        1,145    $            57
                                                                               ===========      ============      =============

(1) $399 for Johannesburg (Note 1) and $299 for Prague (Note 8) for 2002.

</TABLE>

13. EARNINGS PER SHARE

Basic and diluted earnings per share for the years ended December 31, 2003, 2002
and 2001 were computed as follows:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                           2003                2002                2001
                                                                           ----                ----                ----


          Basic Earnings Per Share:
             Net earnings                                                   $    3,246           $   3,079           $   2,455
                                                                      =================   =================   =================
             Weighted average common shares                                 13,633,092          13,680,884          13,823,468
                                                                      =================   =================   =================
             Basic earnings per share                                       $     0.24           $    0.23           $    0.18
                                                                      =================   =================   =================

          Diluted Earnings Per Share:
             Net earnings, as reported                                      $    3,246           $   3,079           $   2,455
             Interest expense, net of income taxes, on convertible
             debenture                                                               -                   -                   8
                                                                      -----------------   -----------------   -----------------
             Net earnings available to common shareholders                  $    3,246           $   3,079           $   2,463
                                                                      =================   =================   =================


             Weighted average common shares                                 13,633,092          13,680,884          13,823,468
               Effect of dilutive securities (1):
                   Convertible debenture                                             -                   -              67,451
                   Stock options and warrants                                1,154,905           1,430,823           1,094,028
                                                                      -----------------   -----------------   -----------------
             Dilutive potential common shares                               14,787,997          15,111,707          14,984,947
                                                                      =================   =================   =================
             Diluted earnings per share                                      $    0.22           $    0.20           $    0.16
                                                                      =================   =================   =================


         (1) Excluded from computation of diluted earnings per share
             due to anti-dilutive effect:
             Options and warrants to purchase common shares                          -                   -              15,000
                   Weighted average exercise price                                   -                   -           $    2.15

</TABLE>


                                     -F33-
                                     <PAGE>



14. PROMOTIONAL ALLOWANCES

Promotional  allowances  presented in the  condensed  consolidated  statement of
earnings for 2003, 2002 and 2001 include the following:

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                                          2003                2002                2001
                                                          ----                ----                ----


          Food & Beverage and Hotel Comps                  $    1,369           $   1,314           $   1,197
          Free Plays or Coupons                                 1,882               1,648               1,526
          Player Points                                         1,406               1,462               1,340
                                                     -----------------   -----------------   -----------------
          Total Promotional Allowances                     $    4,657           $   4,424           $   4,063
                                                     =================   =================   =================
</TABLE>


                                     -F34-
                                     <PAGE>



15. UNAUDITED SUMMARIZED QUARTERLY DATA

Summarized quarterly financial data for 2003, 2002 and 2001 is as follows:
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                               1st Quarter         2nd Quarter        3rd Quarter       4th Quarter
                                             -------------- ------------------- ------------------ -----------------
Year ended December 31, 2003
  Net operating revenue                            $ 7,381             $ 7,553            $ 8,278           $ 8,190
  Earnings from operations                         $ 1,698             $ 1,667            $ 1,776           $ 1,663
  Net earnings                                     $   755             $   751            $   914           $   826
  Basic earnings per share (3)                     $  0.06             $  0.06            $  0.07           $  0.06
  Diluted earnings per share (3)                   $  0.05             $  0.05            $  0.06           $  0.06


Year ended December 31, 2002
  Net operating revenue                            $ 6,892             $ 7,429            $ 7,885           $ 7,131
  Earnings from operations                         $ 1,973             $ 2,155            $ 1,281           $ 1,882
  Net earnings (2)                                 $   925             $ 1,103            $   453           $   598
  Basic earnings per share (3)                     $  0.07             $  0.08            $  0.03           $  0.04
  Diluted earnings per share (3)                   $  0.06             $  0.07            $  0.03           $  0.04


Year ended December 31, 2001
  Net operating revenue                            $ 7,277             $ 7,354            $ 7,876           $ 6,949
  Earnings from operations (2)                     $ 1,132             $ 1,284            $ 2,016           $ 1,724
  Net earnings (1)                                 $   453             $   589            $   687           $   726
  Basic earnings per share (3)                     $  0.03             $  0.05            $  0.05           $  0.05
  Diluted earnings per share (3)                   $  0.03             $  0.04            $  0.05           $  0.04

</TABLE>

(1)  Starting 2002,  effective with the adoption of SFAS No. 142, the Company no
     longer  amortizes  goodwill  and other  intangible  assets with  indefinite
     useful lives. The following  goodwill  amortization  expense (net of income
     taxes) was recorded for each quarter in 2001:

<TABLE>
<S>                                               <C>                  <C>                 <C>                  <C>
                                                  1st Quarter          2nd Quarter         3rd Quarter          4th Quarter
                                               ------------------- -------------------- ------------------- --------------------
                            2001                      $294                $294                 $294                $289

</TABLE>

(2)  The Company is currently holding non-operating casino property and land for
     sale in Wells,  Nevada. In the 3rd quarter of 2002 and the 1st quarter 2001
     the Company reduced the value of the property to its fair value by $447 and
     $57,  respectively.  See  Note  8,  Commitments,  Contingencies  and  Other
     Matters, to the Consolidated  Financial Statements for complete disclosure.

     In the 3rd  quarter of 2002,  the  Company  recorded a $299  write-off  for
     unpaid technical casino service fees and loans related to its operations in
     Prague, Czech Republic,  as devastating floods in Prague, Czech Republic in
     August  2002  had an  adverse  impact  on  casino  operation.  See  Note 8,
     Commitments, Contingencies and Other Matters, to the Consolidated Financial
     Statements for complete disclosure.


                                     -F35-
                                     <PAGE>

     In the 3rd quarter of 2002,  the Company  recorded a $377 write-off for all
     advances made, and pre-construction  cost incurred, in conjunction with the
     Johannesburg  project.  See Note 8,  Commitments,  Contingencies  and Other
     Matters, to the Consolidated  Financial Statements for complete disclosure.
     $22 in additional expenses related to the Johannesburg project were written
     off in the 4th quarter of 2002, bringing the total to $399.

(3)  Sum of quarterly  results may differ from annual results  presented in Note
     13, Earnings per Share, to the Consolidated  Financial Statements,  and the
     Statement of Earnings because of rounding.

16. TRANSACTIONS WITH RELATED PARTIES

     At December  31,  2003,  the Company had an  unsecured  note  payable  that
matures on April 1, 2004, in the principal  amount of $380,000 to Thomas Graf, a
founding stockholder of the Company (Note 5).

     The Company has entered into  compensation  agreements with certain members
of the Board of Directors.  Specifically,  the Company has entered into separate
management  agreements with Flyfish Casino  Consulting AG, a management  company
controlled by Erwin Haitzmann and with Focus Casino  Consulting AG, a management
company controlled by Peter Hoetzinger, to secure the services of each director,
respectively.  Included in the consolidated statements of earnings for the years
ended December 31, 2003, 2002 and 2001 are payments to Flyfish Casino Consulting
in the  amounts of $406,  $392 and $349,  respectively,  and  payments  to Focus
Casino Consulting in the amounts of $372, $363, $323, respectively.

     Erwin Haitzmann and Peter Hoetzinger  maintain a minority  interest in CCA.
Each own 1,087 shares of CCA,  approximately  1.8% of the outstanding  shares of
common stock, or approximately  3.5% combined.  Subsequent to December 31, 2003,
Erwin  Haitzmann and Peter  Hoetzinger  will give up their 3.5% ownership in CCA
for a 3.5% ownership in CRL.

     Effective May 1, 2003, James Forbes,  resigned as a member of the Company's
Board of  Directors,  but will continue as a member of the Board of Directors of
Century Casinos Caledon Proprietary Limited, and will focus his attention on the
project in Johannesburg,  in the Gauteng  province of South Africa,  pursuant to
the terms of a consulting  agreement  between  Century  Casinos Inc. and Respond
Limited, a management company controlled by James Forbes. Under the terms of the
Agreement of Termination of Management  Agreement  Incorporating  New Consulting
Agreement  ("Agreement")  dated May 1, 2003,  the  Company's  obligation to make
monthly  payments of $10 to Respond  Limited  ceased on December  31,  2003.  In
addition,  the Company and James Forbes completed a series of stock transactions
which are fully described in Note 6.

     There  have been no  transactions  with  management,  except  as  otherwise
disclosed herein.


                                     -F36-
                                     <PAGE>