**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, 2006 .


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.
                Employeror
                organization)
            Identification
                No.)


1263
      Lake Plaza Drive, Suite A, Colorado Springs, Colorado 80906


(Address
      of principal executive offices) (Zip Code)





(719)
      527-8300


(Registrant’s
      telephone number, including area code)





**Securities
      Registered Pursuant to Section 12(b) of the Act:**


Title
                of Each Class
            Name
                of Each Exchange on Which RegisteredCommon
                Stock, $0.01 Per Share Par Value
            NASDAQ
                Stock Exchange




**Securities
      Registered Pursuant to Section 12(g) of the Act:**


None





Indicate
      by check mark if the registrant is a well-known seasoned issuer, as defined
      in
      Rule 405 of the Securities Act. Yes o No þ





Indicate
      by check mark if the registrant is not required to file reports pursuant to
      Section 13 or Section 15(d) of the Act.   Yes oNoþ





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 þNoo





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.  þ





Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer, or a non-accelerated filer. See definition of “accelerated
      filer and large accelerated filer” in Rule 12b-2 of the Exchange Act.


Large
      accelerated filer o Accelerated
      filer þ Non-accelerated
      filer o




Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Act). Yes oNoþ





The
      aggregate market value of the voting and non-voting common equity held by
      non-affiliates of the registrant as of June 30, 2006, based upon the closing
      price of $10.71 for the Common Stock on the NASDAQ Capital Market on that date,
      was $221,990,901.





As
      of
      March 15, 2007, the registrant had 23,051,067 shares of Common Stock
      outstanding.




DOCUMENTS
      INCORPORATED BY REFERENCE: Part
      III incorporates by reference from the registrant’s definitive Proxy Statement
      for its 2007 Annual Meeting of Stockholders to be filed with the Commission
      within 120 days of December 31, 2006.


-1-




**INDEX**


**Part
                I**
            
            **Page****Item
                1.**
            **Business**
            3**Item
                1A.**
            **Risk
                Factors**
            **13****Item
                1B.**
            **Unresolved
                Staff Comments**
            **20****Item
                2.**
            **Properties**
            **20****Item
                3.**
            **Legal
                Proceedings**
            **21****Item
                4.**
            **Submission
                of Matters to a Vote of Security Holders**
            **21****Part
                II****Item
                5.**
            **Market
                for Registrant’s Common Equity, Related Stockholder Matters and Issuer
                Purchases of Equity Securities**
            **22****Item
                6.**
            **Selected
                Financial Data**
            **23****Item
                7.**
            **Management’s
                Discussion and Analysis of Financial Condition and Results of
                Operations**
            **24****Item
                7A.**
            **Quantitative
                and Qualitative Disclosures About Market Risk**
            **51****Item
                8.**
            **Financial
                Statements and Supplementary Data**
            **51****Item
                9.**
            **Changes
                in and Disagreements With Accountants on Accounting and Financial
                Disclosure**
            **51****Item
                9A.**
            **Controls
                and Procedures**
            **52****Item
                9B.**
            **Other
                Information**
            **52**





**Part
                III****Item
                10.**
            **Directors,
                Executive Officers and Corporate Governance**
            **53****Item
                11.**
            **Executive
                Compensation**
            **53****Item
                12.**
            **Security
                Ownership of Certain Beneficial Owners and Management and Related
                Stockholder Matters**
            **53****Item
                13.**
            **Certain
                Relationships and Related Transactions, and Director
                Independence**
            **53****Item
                14.**
            **Principal
                Accountant Fees and Services**
            **53****Part
                IV****Item
                15.**
            **Exhibits,
                Financial Statement Schedules**
            **54****SIGNATURES**
            **60**





-2-


**DISCLOSURE
      REGARDING FORWARD-LOOKING STATEMENTS**





This
      Annual Report on Form 10-K and certain information incorporated herein by
      reference contain forward-looking statements within the meaning of Section
      21E
      of the Securities Exchange Act of 1934, or the Exchange Act, and, as such,
      may
      involve risks and uncertainties. All statements included or incorporated by
      reference in this report, other than statements that are purely historical,
      are
      forward-looking statements. Forward-looking statements generally can be
      identified by the use of forward-looking terminology such as “may,” “will,”
“expect,” “intend,” “estimate,” “anticipate,” “believe,” “could,” “potential”
“continue,” or similar terminology. Forward-looking statements are not
      guarantees of future performance and are subject to risks and uncertainties
      that
      could cause actual results to differ materially from the results contemplated
      by
      the forward-looking statements.





The
      forward-looking statements in this report are subject to additional risks and
      uncertainties further discussed under “Item 1A. Risk Factors” and are based on
      information available to us on the filing date of this Annual Report on Form
      10-K. We assume no obligation to update any forward-looking statements. Readers
      are cautioned not to place undue reliance on forward-looking statements, which
      speak only as of the date of this report. Readers should also consult the
      forward-looking statements and risk factors listed from time to time in our
      reports on Forms 10-Q, 8-K, 10-K and in our Annual Report to
      Stockholders.





**PART
      I**





As
      used
      in this report, the terms “Company,” “we,” “our,” or “us” refer to Century
      Casinos, Inc., and each of its consolidated subsidiaries, taken as a whole,
      unless the context otherwise indicates.





This
      report includes amounts translated into U.S. dollars from certain foreign
      currencies. For a description of the currency conversion methodology and
      exchange rates used for certain transactions, see Note 2 to the Consolidated
      Financial Statements included elsewhere in this report. The following
      information should be read in conjunction with the Consolidated Financial
      Statements and notes thereto included in “Item 8 - Financial Statements and
      Supplementary Data” of this Annual Report on Form 10-K.





**Item
      1.********Business.**





**General**





Century
      Casinos, Inc. (“CCI”), founded in 1992, is an international casino entertainment
      company involved in developing and operating gaming establishments and related
      lodging and restaurant facilities. The Company currently owns and operates
      the
      Womacks Casino and Hotel (“Womacks”) in Cripple Creek, Colorado, the Century
      Casino & Hotel in Edmonton, Alberta, Canada, and the Century Casino
      Millennium in the Marriott Hotel in Prague, Czech Republic; operates the casinos
      aboard the Silver Wind, Silver Cloud, The World of ResidenSea, and the vessels
      of Oceania Cruises; owns a 65% interest in, and has a management contract for,
      Century Casino & Hotel in Central City, Colorado. Through its subsidiary
      Century Casinos Africa (Pty) Limited, it owns and operates The Caledon Hotel,
      Spa & Casino (“Caledon”) near Cape Town, South Africa, as well as 60% of,
      and provides technical casino services to, Century Casino Newcastle, in
      Newcastle, South Africa. Furthermore, the Company’s Austrian subsidiary, Century
      Casinos Europe GmbH, entered into an agreement to acquire a 33.3% ownership
      interest in Casinos Poland Ltd. The closing of this transaction occurred on
      March 12, 2007. We continue to pursue other international projects in various
      stages of development.







-3-


Our
      goals
      are to grow the Company and its profitability. Our strategy for obtaining these
      goals focuses on the development and operation of mid-size regional casinos
      (i.e. up to 1,500 gaming positions) that cater mostly to the local population.
      We believe that mid-size regional casinos offer attractive opportunities for
      the
      following reasons:





-  Due
      to
      the focus on local customers from the surrounding region, mid-size casinos
      generate a high proportion of repeat business;


-  Mid-size
      casinos are less affected by trends in international travel; and


-  Mid-size
      casinos have smaller capital expenditure requirements than larger
      casinos.





**Overview
      of Existing Operations**





Our
      operations are conducted through seven business segments: Cripple Creek,
      Colorado; Central City, Colorado; Caledon, South Africa; Newcastle, South
      Africa; Edmonton, Canada; All Other Operating Segments (which includes the
      results of our shipboard operations and Century Casino Millennium); and
      Corporate operations. As of December 31, 2006, we own, operate or manage the
      following properties:





**Womacks
      Casino and Hotel - Cripple Creek, Colorado**





Since
      1996 we have owned and operated Womacks in Cripple Creek, Colorado through
      our
      wholly owned subsidiary, WMCK Venture Corporation. Womacks has 559 slot machines
      (of which 384 are Ticket In/Ticket out (“TITO”) machines), six limited stakes
      gaming tables, 21 hotel rooms, and one restaurant. Womacks 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.





Management
      believes that an integral component in attracting gaming patrons to Cripple
      Creek is the availability of adequate, nearby parking. We presently own or
      lease
      a total of 400 parking spaces. We believe we have sufficient close proximity
      parking, but covered parking garages maintained by two of our competitors
      provide them with an advantage during inclement weather.





Our
      future plans may include upgrading the gaming floor and existing hotel rooms,
      increasing the number of hotel rooms, expanding the gaming floor space to the
      rear of the property and adding a covered parking garage. Any future upgrades
      or
      expansion will be dependant on market development.





**Century
      Casino & Hotel - Central City, Colorado**





On
      July
      11, 2006, we, together with our 35% minority partner, opened our new $48.7
      million casino and hotel development, the Century Casino and Hotel, in Central
      City, Colorado. The facility has 560 TITO slot machines, eight table games
      (three of which are player-banked poker tables), 27 hotel rooms, retail, food
      and beverage amenities and a 500-space on-site covered parking garage. The
      casino is located in Central City at the end of the Central City Parkway, a
      new
      four lane highway connecting I-70, the main east/west interstate in Colorado,
      to
      Central City.





Our
      wholly-owned subsidiary, Century Casino Management, Inc., has entered into
      a
      casino services agreement to manage the property for a fixed fee.





**The** **Caledon
      Hotel, Spa and Casino - Caledon, South Africa**





We
      own
      and operate the Caledon Hotel, Spa and Casino through our subsidiary Century
      Casinos Caledon (Pty) Limited (“CCAL”). The Town of Caledon lies on the N-2
      highway - the main thoroughfare between Cape Town and Durban - and is known
      for
      its wildflower shows, wineries and the natural historic hot springs located
      on
      the Caledon Hotel, Spa and Casino site. The Caledon Hotel, Spa and Casino has
      350 slot machines, 6 table games, 81 hotel rooms and 3
      restaurants.


-4-


We
      are in
      the process of subdividing approximately 450 of the 600 acres of our land,
      with
      plans to develop an 18 hole signature golf estate on the property with
      approximately 450 residential homes. We also plan to link this property to
      an
      existing nine-hole municipal golf course by adding another nine holes surrounded
      by resort housing. We expect that the development of the golf estate will
      encourage additional visits to the existing casino operation.





**Century
      Casino Newcastle - Newcastle, South Africa**





On
      April
      1, 2006, our subsidiary Century Casinos Africa (Pty) Ltd. (“CCA”) completed the
      purchase of a 60% controlling interest in Balele Leisure (Pty) Ltd. (“Balele”),
      which owns a casino in Newcastle, South Africa, for approximately $9.3 million
      (ZAR 57.5 million). Following the purchase, we began the development of a new
      casino in Newcastle. In connection with CCA’s purchase of its equity interest in
      Balele, a sale of share agreement (the “Share Agreement”) was entered into on
      October 18, 2005 between CCA and a group of Balele shareholders (the “Sellers”).
      As a condition to the Share Agreement, the Sellers provided a warranty to CCA
      that the Sellers would sell the facility that housed the original temporary
      casino for approximately $1.9 million (ZAR 12.0 million) within 60 days of
      closing. The Sellers informed CCA that they would not be able to sell the
      facility for ZAR 12.0 million. As a result, the purchase price for the 60%
      interest in Balele was reduced by this amount, resulting in an overall purchase
      price of $7.4 million (ZAR 45.5 million). CCA paid $6.7 million (ZAR 40.5
      million) at closing with the remainder payable on the first anniversary of
      the
      opening of the casino. We consolidated the results of Balele, now known as
      Century Casino Newcastle (Pty) Ltd. (“CNEW”), in our financial statements as of
      April 1, 2006.





On
      December 2, 2006, we opened the new Century Casino and Hotel in Newcastle.
      The
      greater Newcastle area, with approximately 500,000 people, is situated halfway
      between Johannesburg and Durban in the northwestern portion of Kwazulu-Natal,
      which is South Africa’s most populated province with over ten million people.
      The facility has 250 slot machines, six table games, 40 hotel rooms and one
      restaurant. The casino has an exclusive right to operate in the greater
      Newcastle area. We believe that the location for the new casino is a strong
      improvement from the former location. The new location provides more room for
      future development and we believe the facility is far superior to the former
      building. We have installed a team of seasoned managers from the Caledon Spa,
      Hotel and Casino to oversee the transition of operations.





An
      additional $0.4 million (ZAR 2.5 million) will be payable to the minority
      shareholders if casino revenues during the first 12 months of operation at
      the
      new casino exceeds $13.5 million (ZAR 95.0 million).





CCA
      has
      entered into a casino services agreement to manage the property. The terms
      of
      the management agreement provide for a payment to CCA based on a percentage
      of
      CNEW’s total revenues and a percentage of CNEW’s EBITDA (earnings before
      interest, tax, depreciation and amortization).





**Century
      Casino & Hotel - Edmonton, Alberta, Canada**





On
      February 24, 2005, through our wholly owned subsidiary, Century Resorts
      International, we acquired a 56.4% interest in Century Resorts Alberta, Inc.
      (“CRA”). CRA was established to develop and operate a casino and hotel
      development in Edmonton, Alberta, Canada. On January 12, 2006, we purchased
      the
      remaining 43.6% interest in CRA for approximately $6.3 million ($7.3 million
      Canadian). We paid approximately $5.0 million ($5.8 million Canadian) at closing
      with the remainder payable on November 17, 2007.





On
      November 17, 2006, CRA opened the casino portion of the $31.2 million (CAD
      35.8
      million) Century Casino and Hotel in Edmonton. The facility has 600 slot
      machines, 31 table games, a dinner theater, a lounge with live music and four
      food/beverage outlets. A 26-room hotel will open in March 2007.


-5-




**Century** **Casino
      Millennium - Prague, Czech Republic**





The
      Century Casino Millennium (“CM”), located in the 293-room Marriott Hotel in
      Prague, Czech Republic, opened in July 1999. In December 2002, we acquired
      a 10%
      interest in the casino, which we subsequently increased to 50% in January 2004.
      In April 2006, we purchased the remaining 50% of CM for approximately $0.7
      million, which included a security deposit for CM’s casino license in the amount
      of $0.4 million (CZK 10.0 million), the assumption of loans previously granted
      to CM by the former partner and the purchase price for the former partner’s 50%
      equity interest. The Century Casino Millennium has 30 slot machines and 11
      table
      games.





**Cruise
      Ships**





*Silversea
      Cruises* - On May
      27, 2000, we signed a casino concession agreement with Silversea Cruises, a
      luxury, six-star cruise line based in Fort Lauderdale, Florida to provide five
      years of casino operation on each Silversea ship. The agreement gave us the
      exclusive right to install and operate casinos aboard four Silversea vessels
      as
      well as any future Silversea vessel.  We
      operate each shipboard casino for our own account and pay concession fees based
      on gross gaming revenue. We currently operate casinos aboard two Silversea
      ships, having discontinued operations aboard the other two ships. On March
      8,
      2006, we received notification from Silversea Cruises that the concession
      agreement with the Silver Wind would not be renewed as of May 16, 2007. We
      also
      received notification that the concession agreement with the Silver Cloud will
      not be renewed as of March 30, 2006; however, we believe that we did not receive
      timely written notification of Silversea’s intention to discontinue this
      agreement on the Silver Cloud, as required by the original concession agreement.
      An arbitration proceeding is pending to resolve the issue. We intend to continue
      operation of the casino aboard the Silver Cloud until the arbitration proceeding
      is completed. Currently, we have a combined total of 30 slot machines and 6
      tables aboard the Silver Wind and Silver Cloud.





*The
      World of ResidenSea* - On
      August 30, 2000, we signed a five year casino concession agreement with
      ResidenSea Ltd., the operator of The World of ResidenSea, the world’s first
      luxury residential resort community at sea continuously circumnavigating the
      globe. We have equipped the casino with 20 slot machines and three gaming tables
      and operate the casino aboard the vessel, which had its maiden voyage in March
      2002. We operate the casino for our own account and pay concession fees based
      on
      gross gaming revenue. In addition, we have a right of first refusal to install
      casinos aboard any new ships built or acquired by ResidenSea during the term
      of
      the agreement. In January 2007, the casino concession agreement was extended
      for
      an unlimited period of time, subject to termination under certain
      conditions.





*Oceania
      Cruises* - On
      March 28, 2003, we signed a five year casino concession agreement with Oceania
      Cruises, Inc., a Miami-based operator in the upper premium segment of the cruise
      industry. In October 2005, we extended the agreement until 2012. Under the
      agreement with Oceania, we have 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. We
      opened a casino aboard the Insignia in April 2003 and aboard the Regatta in
      June
      2003. In April 2004, we opened a casino aboard an additional Oceania vessel,
      the
      Nautica. We have a total of 108 slots machines and 15 tables on the Oceania
      cruise ships.





**Additional
      Company Projects** **and Other Developments**





In
      addition to the operations described above, we have 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 effect on a proposed project or eliminate its
      feasibility altogether. For more information on these and other risks related
      to
      our business, see Item 1A, “Risk Factors”.


-6-




**Casinos
      Poland -** On
      June
      13, 2006, we entered into an agreement, as subsequently amended, to acquire
      all
      of the issued and outstanding shares of G5 Sp. z o.o. (“G5”) for approximately
      $2.8 million (€2.2 million). G5 owns 33.3% of Casinos Poland Ltd. Casinos Poland
      owns seven casinos and one slot arcade in Poland and generated unaudited net
      revenues of approximately $53.7 million in 2006. In connection with the
      purchase, we loaned G5 approximately $6.2 million (PLN 18.0 million) to repay
      existing loans between G5 and its creditors. The loan is secured by the
      outstanding shares of G5. Interest payments, calculated at the 1-month LIBOR
      rate plus 2% per annum, are payable annually. The loan matures on June 21,
      2011.
      The transaction closed on March 12, 2007.





**Gauteng,
      South Africa** - On
      September 28, 2006, we sold our interest in a casino development project located
      in Gauteng, South Africa for $5.7 million (ZAR 43.3 million).





**Marketing** **and
      Competition**





Our
      marketing focuses on local facts and circumstances of the respective market
      areas in which we operate. Our primary marketing strategy centers around
      attracting new customers and rewarding repeat customers through our player’s
      club programs. We maintain a proprietary database of primarily slot machine
      customers that allows us to create effective targeted marketing and promotional
      programs, cash and merchandise giveaways, coupons, preferred parking, food,
      lodging, game tournaments and other special events. These programs are designed
      to reward customer loyalty and attract new customers to our properties through
      a
      multi-tiered reward program that rewards players based on total amount wagered
      and frequency of visits. Those who qualify for VIP status receive additional
      benefits over regular club membership, such as invitations to exclusive VIP
      events. Currently, our player’s club cards allow us to update our database and
      track member gaming preferences, maximum, minimum, and total amount wagered
      and
      frequency of visits. All visitors to our properties are offered the opportunity
      to join our player’s club.





**Colorado**  **-** Along
      with Black Hawk, Cripple Creek and Central City are the only three Colorado
      cities, exclusive of an Indian gaming operation in Southwestern Colorado, where
      casino gaming is legal. As of December 31, 2006, there were 19 casinos operating
      in Cripple Creek and 6 casinos operating in Central City. Cripple Creek and
      Central City represented a combined 41% of the gaming devices and generated
      a
      combined 29% of gaming revenues from these three cities in 2006. Cripple Creek,
      located approximately 45 miles southwest of Colorado Springs and Central City,
      located approximately 35 miles west of Denver, are historic mining towns dating
      back to the late 1800’s that have developed into tourist stops.





Unlike
      other regions in which we operate, gaming in Colorado is “limited stakes,” which
      restricts any single wager to a maximum of five dollars.





In
      Cripple Creek, covered parking garages provided by two of our competitors impact
      our casino, particularly during inclement weather, providing both with a
      significant number of close proximity parking spaces. Both competitors also
      have
      a larger number of hotel rooms, providing them with an advantage during
      inclement weather and the peak tourist season. In late 2007, a larger casino
      is
      expected to be opening in Cripple Creek. Management believes this casino will
      have approximately 700 slot machines and 10 table games and will provide further
      competition to our casino.





As
      competition in Cripple Creek is intense, we
      allocate approximately 25% of Womacks gaming revenues to marketing measures.
      In
      addition to our players club, we also market Womacks through a variety of media
      outlets including radio, print and billboard advertising which target Colorado
      Springs and Pueblo, the key markets for Cripple Creek. As one of the larger
      casinos in Cripple Creek, we are able to provide more choice to the customers
      in
      the type of slot machines and promotional offers to our
      customers.


-7-


We
      believe 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,
      such as Womacks, that have reached a certain critical mass. We also continue
      to
      refine the interior of the facilities and modify the slot machine mix. We have
      not yet decided on the next phase of expansion, but we own all of the vacant
      property adjacent to the casino and are able to expand if we conclude that
      expansion is in our best interest.





The
      Century Casino and Hotel in Central City, the newest property in the Central
      City/Black Hawk gaming region, has a prime location at the end of the Central
      City Parkway and has a 500-space covered parking garage offering free public
      parking. Due to our advantageous location, we believe that we will continue
      to
      be a strong competitor in the Central City market. Our casino competes with
      18
      casinos currently operating in Black Hawk and 5 casinos in Central City. The
      cities of Black Hawk and Central City are adjoining small mountain tourist
      towns. Black Hawk, which we believe does not maintain the same rigorous
      historical preservation standards as Central City, has been able to successfully
      attract major casino industry leaders with significant amounts of marketing
      resources.




Our
      marketing objective is to create public awareness by positioning the casino
      and
      hotel as the premier provider of personal service, convenient parking, the
      latest gaming products, superior food quality, and an intimate hotel with
      attractive, boutique style rooms.





**South
      Africa** **-** The
      Caledon Hotel, Spa and Casino is one of five casinos currently operating in
      the
      Western Cape Province, which has a population of approximately four million.
      The
      Western Cape Gambling and Racing Act, as amended, only permits five casinos
      in
      the Western Cape. Although the competition is limited by the number of casino
      licenses and the casinos are geographically distributed, management believes
      that the Caledon Hotel, Spa and Casino faces its most intense competition from
      two larger casinos located in Cape Town and Worcester.





In
      addition to the casinos, a total of 2,000 Limited Payout Machines (“LPMs”) are
      being introduced into the Western Cape province. An approved operator, which
      can
      have a maximum of five LPMs, will be permitted to operate the devices without
      the overhead of a typical casino. They will, however, be subject to central
      monitoring. No more than 200 of these devices are expected for the Overberg
      region, the market in which Caledon operates.





Our
      marketing strategy at the Caledon, in addition to a player’s club, focuses on
      an array of
      amenities provided at the resort to our guests as a complement to the gaming
      experience. These currently include an 81-room hotel, a variety of dining
      experiences, the historic mineral hot spring and spa, as well as the outdoor
      experience (a team building facility). We are also in the process of subdividing
      approximately 450 out of 600 acres of our land, with plans to develop an 18
      hole
      signature golf estate on the property with approximately 450 residential homes.
      We also plan to link this property to an existing nine-hole municipal golf
      course by adding another nine holes surrounded by resort housing.





The
      Century Casino & Hotel in Newcastle, South Africa is situated halfway
      between Johannesburg and Durban in the northwestern province of Kwazulu Natal,
      which is South Africa’s most populated province with over ten million people.
      The casino is one of only five casinos in the entire province and enjoys a
      regional exclusivity of approximately 130 miles. As a result, the casino is
      primarily sustained by locals from surrounding towns. Our marketing strategy
      focuses on catering to the local citizenship by offering various retail and
      other amenities not available in other local venues.





**Edmonton,
      Canada** **** -
      The
      Century Casino and Hotel in Edmonton, Canada has six competitors (five casinos
      and one combined racetrack/casino) in the Edmonton market. Our casino is the
      only casino in Edmonton that will have both a hotel and dinner theater. The
      dinner theater opened in December 2006 and the hotel is scheduled to open in
      March 2007. Aside from another casino that is part of a shopping mall, our
      casino is the only casino with a heated parking garage. Our main marketing
      activity focuses on branding the casino, through various forms of media, as
      the
      ultimate entertainment destination and a provider of sophisticated, interactive
      and intimate gaming experience. We will also provide package offers combining
      the casino with the hotel and/or the dinner theater. The casino is located
      in a
      densely populated area with the closest competing casino approximately 20
      minutes away.


-8-


**Century** **Casino
      Millennium and Cruise Ships.** Century
      Casino Millennium faces intense competition from a large number of casinos
      of
      similar size. For the cruise ships, which we operate under concessionaire
      agreements, market data is not available. We
      rely
      on each cruise ship’s marketing efforts to attract customers to our
      casino.




**Seasonality**





**Colorado
      -** Our
      casinos in Colorado attract the most customers during the tourist season (i.e.,
      from May through September). We expect our customer base from October through
      April to remain fairly constant although weather conditions during this period
      could have a significant impact on business levels in Colorado.





**South
      Africa -** Our
      casino in Caledon attracts the most customers during the holiday season. Caledon
      has a comparatively mild climate. Management believes the same trend will apply
      to the Century Casino & Hotel in Newcastle.





**Edmonton
      -** We
      expect
      that our business in Edmonton, Alberta, Canada will be best during the tourist
      season (May through September) and December. Management believes the rest of
      the
      year should remain rather constant due to the hotel and the dinner theater
      which
      are part of our complex.





**Century
      Casino Millennium and Cruise Ships -** Our
      businesses in Prague, Czech Republic and aboard the cruise ships generally
      are
      not impacted by the time of year. Our revenues for these operations fluctuate
      significantly with the quality of the players. Unlike our other land based
      operations, Century Casino Millennium derives the majority of its gaming revenue
      from live table games. The quality of the player has more of an impact on the
      live game results when compared to the income derived from slot machines. In
      addition, the cruise ships on which we conduct operations may be out of service
      from time to time for periodic maintenance or based on the operating schedule
      of
      the cruise line, thus potentially impacting the timing of our revenues.





**Governmental
      Regulation and Licensing**





The
      ownership and operation of casino gaming facilities are subject to extensive
      state, local and, for our foreign operations, provincial regulations. We are
      required to obtain and maintain gaming licenses in each of the jurisdictions
      in
      which we conduct gaming. The limitation, conditioning, suspension, revocation
      or
      non-renewal of gaming licenses, or the failure to reauthorize gaming in certain
      jurisdictions would materially adversely affect our gaming operation in that
      jurisdiction. In addition, changes in law that restrict or prohibit gaming
      operations in any jurisdiction could have a material adverse effect on our
      financial position, results of operations and cash flows.





Statutes
      and regulations can require us 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 us
      and/or our officers or shareholders to the extent of 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 we may do business. Management
      believes that we are in compliance with all applicable gaming and non-gaming
      regulations as described below.


-9-


*Colorado,
      United States*





The
      ownership and operation of gaming facilities in Colorado are subject to
      extensive state and local regulations. Licenses must be obtained from the
      Colorado Limited Gaming Control Commission (the “Gaming Commission”) prior to
      offering limited gaming to the public in the state of Colorado. In addition,
      the
      State of Colorado created the Division of Gaming (the “DOG”) within its
      Department of Revenue to license, implement, regulate, and supervise the conduct
      of limited stakes gaming. The Director of the DOG (“DOG Director”), under the
      supervision of the Gaming Commission, has been granted broad powers to ensure
      compliance with the laws and regulations. The Gaming Commission, DOG and DOG
      Director are collectively referred to as the “Colorado Gaming
      Authorities.”





The
      laws,
      regulations, and internal control minimum procedures of the Colorado Gaming
      Authorities seek to maintain public confidence and trust that licensed limited
      gaming is conducted honestly and competitively, that the rights of the creditors
      of licensees are protected, and that gaming is free from criminal and corruptive
      elements. The Colorado Gaming Authorities’ stated policy is that public
      confidence and trust can be maintained only by strict regulation of all persons,
      locations, practices, associations, and activities related to the operation
      of
      the licensed gaming establishments and the manufacture and distribution of
      gaming devices and equipment.





The
      Gaming Commission is empowered to issue five types of gaming and related
      licenses. In order to operate a casino, an operator is required to obtain a
      retail gaming license. Further, under Colorado gaming regulations, no person
      or
      entity can have an ownership interest in more than three retail licenses. We
      currently operate under the maximum of three retail gaming licenses in Colorado,
      which must be renewed each year. In addition, the Gaming Commission has broad
      discretion to revoke, suspend, condition, limit or restrict the licensee at
      any
      time. The failure or inability of Womacks or the Century Casino and Hotel in
      Central City, or the failure or inability of others associated with these
      casinos, including us and our minority partner in Central City, to maintain
      necessary gaming licenses or approvals would have a material adverse effect
      on
      our operations.





Our
      Colorado casinos must meet specified architectural requirements, fire safety
      standards and standards for access for disabled persons. Our Colorado casinos
      also must not exceed specified gaming square footage limits as a total of each
      floor and the full building. Each Colorado casino may operate only between
      8:00
      a.m. and 2:00 a.m., and may permit only individuals 21 or older to gamble in
      the
      casino. It may permit slot machines, blackjack and poker, with a maximum single
      bet of $5.00. No Colorado casino may provide credit to its gaming patrons.





The
      Colorado Constitution permits a gaming tax of up to 40% on adjusted gross gaming
      proceeds, and authorizes the Gaming Commission to change the rate annually.
      The
      current gaming tax is a graduated rate of 0.25% on adjusted gross gaming
      proceeds of up to and including $2 million, 2% over $2 million up to and
      including $4 million, 4% over $4 million up to and including $5 million, 11%
      over $5 million up to and including $10 million, 16% over $10 million up to
      and
      including $15 million and 20% on adjusted gross gaming proceeds in excess of
      $15
      million.





Colorado
      law requires that every officer, director or stockholder holding a 5% or greater
      interest or controlling interest of a publicly traded corporation, or owner
      of
      an applicant or licensee, shall be a person of good moral character and submit
      to and pay the cost of a full background investigation conducted by the Gaming
      Commission. Persons found unsuitable by the Gaming Commission may be required
      to
      immediately terminate any interest in, association or agreement with, or
      relationship to, a licensee. A finding of unsuitability with respect to any
      officer, director, employee, associate, lender or beneficial owner of a licensee
      or applicant may also jeopardize the licensee’s retail license or applicant’s
      license application. However, licenses may be conditioned upon termination
      of
      any relationship with unsuitable persons.


-10-


The
      rules
      impose certain additional restrictions and reporting and filing requirements
      on
      publicly traded entities holding gaming licenses in Colorado. A licensee or
      affiliated company or any controlling person of a licensee or affiliated
      company, which commences a public offering of voting securities, must notify
      the
      Gaming Commission with regard to a public offering to be registered with the
      Securities and Exchange Commission (“SEC”), no later than ten business days
      after the initial filing of a registration statement with the SEC, or, with
      regard to any other type of public offering, no later than ten business days
      prior to the public use or distribution of any offering document, if: 1) the
      licensee, affiliated company or a controlling person thereof, intending to
      issue
      the voting securities is not a publicly traded corporation; or 2) if the
      licensee, affiliated company or controlling person thereof, intending to issue
      the voting securities is a publicly traded corporation, and if the proceeds
      of
      the offering, in whole or in part, are intended to be used: a) to pay for
      construction of gaming facilities in Colorado to be owned and operated by the
      licensee; b) to acquire any direct or indirect interest in gaming facilities
      in
      Colorado; c) to finance the operation by the licensee of gaming facilities
      in
      Colorado; or d) to retire or extend obligations incurred for one or more of
      the
      purposes set forth in subsections a, b, or c above.





We
      may
      not issue any voting securities except in accordance with the provisions of
      the
      Colorado Limited Gaming Act (the “Act”) and the regulations promulgated
      thereunder. The issuance of any voting securities in violation of the Act will
      be void and the voting securities will be deemed not to be issued and
      outstanding. No voting securities may be transferred, except in accordance
      with
      the provisions of the Act and the regulations promulgated thereunder. Any
      transfer in violation of these provisions will be void. If the Gaming Commission
      at any time determines that a holder of our voting securities is unsuitable
      to
      hold the securities, then we may, within sixty (60) days after the finding
      of
      unsuitability, purchase the voting securities of the unsuitable person at the
      lesser of (a) the cash equivalent of such person’s investment, or (b) the
      current market price as of the date of the finding of unsuitability, unless
      such
      voting securities are transferred to a suitable person within sixty (60) days
      after the finding of unsuitability. Until our voting securities are owned by
      persons found by the Gaming Commission to be suitable to own them, (a) we are
      not permitted to pay any dividends or interest with regard to the voting
      securities, (b) the holder of such voting securities will not be entitled to
      vote and the voting securities will not for any purposes be included in the
      voting securities entitled to vote, and (c) we may not pay any remuneration
      in
      any form to the holder of the voting securities, except in exchange for the
      voting securities.





*South
      Africa*





The
      gambling industry is governed by the National Gambling Act of 2004 (the “2004
      Act”) and legislation enacted by each of the nine South African provinces. The
      Provincial License Authorities exercise a range of statutory functions to
      control the conduct of gambling and racing, where applicable, in their
      respective provinces. The National Gambling Board has an oversight function
      and
      a range of other responsibilities aimed at meeting the objectives of the 2004
      Act.





Our
      gaming operations in South Africa are subject to regulation by the Western
      Cape
      Gambling and Racing Board (for the Caledon) and by the KwaZulu-Natal Gambling
      Board (for the Century Casino & Hotel in Newcastle). Statutes and
      regulations require us 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 us
      and/or our officers to the extent of their individual participation in, or
      association with, a violation of any of these gaming statutes or
      regulations.





-11-


*Edmonton,
      Alberta, Canada*





Gaming
      in
      Alberta is governed by the provincial government. The Alberta Gaming and Liquor
      Commission (“AGLC”) administers and regulates the gaming industry in Alberta.
      The AGLC operates in accordance with the Gaming and Liquor Act, the Gaming
      and
      Liquor Regulation and the Criminal Code of Canada. Generally, the criminal
      code
      prohibits all gaming in Canada except forms of gaming that it specifically
      allows. If the AGLC increased the number of licenses available, applicants
      for a
      gaming license must submit an application and run through an eight-step approval
      process. Following the approval of the board of the AGLC, the applicant may
      operate the casino applied for in accordance with federal and provincial
      legislation, regulation, and policies as well as the municipal requirements,
      permits, licenses and authorization relating to the casino. The AGLC will
      monitor the casino operator and his compliance with all requirements. In the
      event of a violation of such requirements, civil and criminal charges can be
      assessed.





The
      AGLC
      provides the casino with slot machines and slot technicians. Casino licensees,
      such as Century Resorts Alberta, Inc. (“CRA”), are paid a 15% commission based
      on slot machine net sales. Net sales are calculated as cash played less cash
      won
      less the cost to lease the equipment, if applicable. The remaining 85% of net
      sales are retained by the AGLC. For all table games excluding Poker and Craps,
      we are required to allocate 50% of our net win to a charity designated by the
      AGLC. For Poker and Craps, 75% of our net win is allocated to the
      charity.





*Prague,
      Czech Republic*





Century
      Casino Millennium’s gaming operations are subject to regulation by the Czech
      Republic under national legislation. Statutes and regulations require us 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 us and/or our
      officers to the extent of their individual participation in, or association
      with, a violation of any of these gaming statutes or regulations.





*Cruise
      Ships*





The
      casinos onboard the cruise ships only operate on international waters.
      Therefore, the gaming operations are not regulated by any national or local
      regulatory body. However, we follow standardized rules and practices in the
      daily operation of the casinos.





*Non-Gaming
      Regulation*





We
      are
      subject to certain federal, state and local safety and health, employment and
      environmental laws, regulations and ordinances that apply to our non-gaming
      operations. We have not made, and do not anticipate making material expenditures
      with respect to such employment and environmental laws and regulations. However,
      the coverage and attendant compliance costs associated with such laws,
      regulations and ordinances may result in future additional costs to our
      operations.





Rules
      and
      regulations regarding the service of alcoholic beverages are strict. The loss
      or
      suspension of a liquor license could significantly impair our operations. Local
      building, parking and fire codes and similar regulations could also impact
      the
      Company's operations and proposed development of its properties.





A
      minimum
      of 80% of the labor force in Caledon must be comprised of designated persons.
      A
      designated person is any person of color plus white females. Currently, 87%
      of
      the labor force in Caledon is comprised of designated persons. The license
      holder must undertake to allocate 10% of net profit of the casino, as defined
      in
      the casino license agreement, to Black Empowerment Partners.


-12-


In
      addition, 0.9% of Caledon’s gross gaming revenues less gaming taxes and VAT must
      be allocated, by agreement, to the Overberg Community Trust. Caledon is
      obligated to allocate a portion of its procurements costs to Black Empowerment
      Companies. As of December 31, 2006, Caledon allocated approximately 45% of
      its
      procurement costs to Black Empowerment companies.





A
      minimum
      of 70% of the labor force in Newcastle must be comprised of residents from
      within the Kwazulu-Natal province. A minimum of 90% of the labor force must
      be
      residents of South Africa. Management believes that we are in compliance with
      these regulations as of December 31, 2006.





**Employees**





As
      of
      December 31, 2006, Century had approximately 1,000 full-time
      employees .
      During busier months, each casino property may supplement its permanent staff
      with seasonal employees. No Company employees are represented by a labor
      union .





**Available
      Information**





For
      more
      information about Century Casinos, Inc. please visit us on the Internet at http://www.cnty.com .
      Our
      annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports
      on
      Form 8-K and amendments to these filings are made available free of charge
      through the Investor Relations-Corporate section of our website at  http://www.cnty.com as soon
      as reasonably practicable after such filing has been made with the SEC. 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 report.





**Financial
      Information By Segment**





See
      Part
      II, Item 8, “Financial Statements and Supplementary Data” - Note 13 for
      additional financial information on segments and geographical
      areas.





**Item
      1A.********Risk
      Factors.**





**Factors
      That May Affect Future Results**





***We
      face significant competition, and if we are not able to compete successfully
      our
      results of operations will be harmed.***





We
      face
      intense competition from other casinos in jurisdictions in which we operate.
      Many of our competitors are larger and have substantially greater name
      recognition, marketing resources and access to lower cost sources of financing
      than we do. We seek to compete through promotion of our membership clubs and
      other marketing efforts. For example, in South Africa we emphasize Caledon’s
      destination resort appeal, players’ club programs, and superior service. Some or
      all of these efforts may not be successful, which could hurt our competitive
      position. In addition, a majority of the markets in which we operate in are
      generally not destination resort areas. The number of casinos in these markets
      may exceed demand, which could make it difficult for us to sustain
      profitability.




-13-


The
      gaming industry is highly fragmented and characterized by a high degree of
      competition among a large number of participants. Competitive gaming activities
      include casinos, video lottery terminals and other forms of legalized gaming
      in
      the U.S. and other jurisdictions. Legalized gaming is currently permitted in
      various forms throughout much of the world. Other jurisdictions may legalize
      gaming or liberalize their gaming rules in the near future. If additional gaming
      opportunities become available near our operating facilities, such gaming
      opportunities could attract players that might otherwise have visited our
      casinos. The resulting loss of revenue at our casinos may have a material
      adverse effect on our business, financial condition and results of operations.
      We are particularly vulnerable to competition in Colorado. If other gaming
      operations were permitted to open closer to Colorado Springs or Denver, our
      operations in Cripple Creek and Central City, respectively, could be
      substantially harmed, which would have a material adverse effect on us. In
      addition, established gaming jurisdictions could award additional gaming
      licenses or permit the expansion of existing gaming operations. New or expanded
      operations by other entities will increase competition for our gaming operations
      and could have a material adverse impact on us. For example, in late 2007,
      a
      large casino is expected to open in Cripple Creek. Management believes this
      casino will have approximately 700 slot machines and 10 table games, further
      diluting the Cripple Creek market. The opening of this casino could have a
      material adverse impact on our casino operation in Cripple Creek.





***We
      face extensive regulation and taxation from gaming and other regulatory
      authorities, which involve considerable expense and could harm our business.***





*Licensing
      requirements.* As
      owners and operators of gaming facilities, we are subject to extensive state,
      local, and international provincial regulation. State, local and provincial
      authorities require us and our subsidiaries to demonstrate suitability to obtain
      and retain various licenses and require that we have registrations, permits
      and
      approvals to conduct gaming operations. Various regulatory authorities may
      for
      any reason set forth in applicable legislation, rules and regulations limit,
      condition, suspend or revoke a license or registration to conduct gaming
      operations or prevent us from owning the securities of any of our gaming
      subsidiaries. Like all gaming operators in the jurisdictions in which we operate
      or plan to operate, we must periodically apply to renew our gaming licenses
      or
      registrations and have the suitability of certain of our directors, officers
      and
      employees approved. We may not be able to obtain such renewals or approvals.
      Regulatory authorities may also levy substantial fines against us or seize
      our
      assets or the assets of our subsidiaries or the people involved in violating
      gaming laws or regulations. Any of these events could force us to terminate
      operations at an existing gaming facility, either on a temporary or permanent
      basis, could result in us being fined or could prohibit us from successfully
      completing a project in which we invest. Closing facilities or an inability
      to
      expand may have a material adverse effect on our business, financial condition
      and results of operations.





Gaming
      authorities in the U.S. generally can require that any beneficial owner of
      our
      common stock and other securities, including our Austrian Depositary
      Certificates (“ADCs”) or common stock underlying the ADCs, file an application
      for a finding of suitability. If a gaming authority requires a record or
      beneficial owner of our securities to file a suitability application, the owner
      must apply for a finding of suitability within 30 days or at an earlier time
      prescribed by the gaming authority. The gaming authority has the power to
      investigate an owner's suitability and the owner must pay all costs of the
      investigation. If the owner is found unsuitable, then the owner may be required
      by law to dispose of our securities. Our certificate of incorporation also
      provides us with the right to repurchase shares of our common stock (including
      shares of common stock underlying our ADCs) from certain beneficial owners
      declared by gaming regulators to be unsuitable holders of our equity securities,
      and the price we pay to any such beneficial owner may be below the price such
      beneficial owner would otherwise accept for his or her shares of our common
      stock.





*Potential
      changes in regulatory environment.* From
      time to time, legislators and special interest groups have proposed legislation
      that would expand, restrict or prevent gaming operations or that may otherwise
      adversely impact our operations in the jurisdictions in which we operate. Any
      expansion of gaming or restriction on or prohibition of our gaming operations
      could have a material adverse effect on our operating results. For instance,
      in
      November 2003, a Colorado ballot issue was proposed that would have permitted
      the installation of at least 500 video lottery terminals or “VLTs” at each of
      the five racetracks throughout Colorado, two of which are located in Colorado
      Springs and Pueblo, the dominant markets for Cripple Creek. If this ballot
      issue
      had passed, our casino operations in Cripple Creek might have suffered from
      reduced player visits and declining revenue. There can be no assurance that
      future attempts will not be made to pass similar ballot issues in Colorado
      or
      other markets in which we operate. In
      addition, the Colorado legislature is currently considering legislation that
      would ban smoking in casinos. Thiscould
      result in fewer customers who smoke visiting our properties in Colorado, which
      could adversely affect our results of operations.


-14-


*Taxation
      and fees.* We
      believe that the prospect of significant revenue is one of the primary reasons
      jurisdictions permit legalized gaming. As a result, gaming companies are
      typically subject to significant taxes and fees in addition to normal federal,
      state, local and provincial income taxes, and such taxes and fees are subject
      to
      increase at any time. We pay substantial taxes and fees with respect to our
      operations. From time to time, federal, state, provincial and local legislators
      and officials have proposed changes in tax laws, or in the administration of
      such laws, affecting the gaming industry. In addition, worsening economic
      conditions could intensify the efforts of state provincial and local governments
      to raise revenues through increases in gaming taxes. It is not possible to
      determine with certainty the likelihood of changes in tax laws or in the
      administration of such laws. Such changes, if adopted, could materially increase
      our tax expenses and impair our profitability.





***We
      intend to develop and operate additional casino properties in the future, and
      if
      our development efforts are not successful our business may be
      harmed.***





We
      are
      required to obtain a gaming license for any additional facility we attempt
      to
      open (excluding casinos operating on cruise ships in international waters). We
      are
      currently licensed to operate gaming facilities in Colorado, the Western Cape
      and KwaZulu-Natal provinces of South Africa, Alberta, Canada and the Czech
      Republic. While our management believes that we are licensable in any
      jurisdiction that allows gaming operations, 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 we proceed with a licensing
      approval process with industry partners, such industry partners would be subject
      to regulatory review as well. We seek to satisfy ourselves 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 we are licensable, other factors
      such as the economic impact of gaming, financial and operational capabilities
      of
      competitors must be analyzed by regulatory authorities. In
      addition, political factors may make the licensing process more difficult in
      one
      or more jurisdictions. If any of our gaming license applications are denied,
      we
      may have to write off costs, which could be significant. For instance, in 2005,
      we expended substantial funds to develop a riverboat gaming operation in
      Franklin County, Iowa. The Iowa Racing and Gaming Commission voted to allow
      four
      additional licenses, none of which were for projects in Franklin County. As
      a
      result, we terminated the project and had to write-off costs of approximately
      $0.2 million.





Even
      if
      we receive licenses to open and operate proposed new facilities, commencing
      operations at our proposed new casino projects will require substantial
      development capital. Development activities involve expenses and risks,
      including expenses involved in securing licenses, permits or authorizations
      other than those required from gaming regulators, and the risk of potential
      cost
      over-runs, construction delays, and market deterioration. In addition, our
      ability to attract and retain competent management and employees for any new
      location is critical to our success. One or more of these risks may result
      in
      any of our currently proposed properties not being successful. If we are not
      able to successfully commence operations at these properties, our results of
      operations will be harmed.





-15-


***We
      may face disruption in integrating and managing facilities we open or acquire
      in
      the future, which could adversely impact our operations.***





We
      continually evaluate opportunities to open new properties, some of which are
      potentially significant in relation to our size. We expect to continue pursuing
      expansion opportunities, and we could face significant challenges in managing
      and integrating expanded or combined operations resulting from our expansion
      activities. The integration of any new properties we open or acquire in the
      future will require the dedication of management resources that may temporarily
      divert attention from the day-to-day business of our existing operations, which
      may interrupt the activities of those operations and could result in
      deteriorating performance from those operations. Management of new properties,
      especially in new geographic areas, may require that we increase our managerial
      staff, which would increase our expenses.





***Difficulties
      in managing our worldwide operations may have an adverse impact on our
      business.***





We
      derive
      our revenue from operations located on three continents and on cruise ships
      operating around the world. Our management is located in the United States,
      South Africa and Europe. As a result of long distances, different time zones,
      culture, management and language differences, our worldwide operations pose
      risks to our business. These factors make it more challenging to manage and
      administer a globally-dispersed business, and increase the resources we must
      devote to operating under several different regulatory and legislative regimes.
      Moreover, economic or political instability in one or more of our markets could
      adversely affect our operations in those markets.





***A
      downturn in general economic conditions may adversely affect our results of
      operations.***





Our
      business operations are subject to changes in international, national and local
      economic conditions, including changes in the economy related to future security
      alerts in connection with threatened or actual terrorist attacks, such as those
      that occurred on September 11, 2001, and related to the war with Iraq, which
      may
      affect our customers' willingness to travel. Our business is fueled by
      discrectionary income. Recessions or downturns in the general economies in
      which
      we operate could result in fewer customers visiting our properties, which would
      adversely affect our results of operations.





***We
      experience seasonal fluctuations that significantly impact our quarterly
      operating results.***





Weather
      patterns and holidays affect our operations. For example, our Colorado casinos,
      which are located in mountain tourist towns, typically experience greater gaming
      revenues in the summer tourist season than any other time during the year.
      During the year ended December 31, 2006, the net operating revenue attributable
      to our Cripple Creek operations fluctuated from a high of $4.7 million in the
      third quarter to a low of $3.7 million in the fourth quarter. If we are not
      able
      to offset these seasonal declines with additional revenue from other sources,
      our quarterly results may vary considerably from period to period, which could
      cause the price of our common stock or ADCs to be volatile.





***Inclement
      weather and other conditions could seriously disrupt our business, which may
      hamper our financial condition and results of operations.***





The
      operations of our facilities are subject to disruptions or reduced patronage
      as
      a result of severe weather conditions. For instance, in August 2002, Prague
      experienced a devastating flood throughout the city. Public access to the city
      in the vicinity of Century Casino Millennium was severely limited for months
      following the disaster and negatively affected casino operations. High winds
      and
      blizzards limit access to our properties in North America from time to time,
      and
      hurricanes or severe storms may impact the operations of our cruise ship casino
      facilities. In the event weather conditions limit access to our casino
      properties or otherwise adversely impact our ability to operate our casinos
      at
      full capacity, our revenue will suffer, which will negatively impact our
      operating results.


-16-


***Fluctuations
      in currency exchange rates could adversely affect our
      business.***





Our
      facilities in South Africa and Canada represent a significant portion of our
      business, and the revenue generated and expenses incurred by these facilities
      are generally denominated in South African Rands and Canadian Dollars,
      respectively. A decrease in the value of either of these currencies in relation
      to the value of the U.S. dollar would decrease the revenue and operating profit
      from our foreign operations when translated into U.S. dollars, which would
      adversely affect our consolidated results and could cause the price of our
      common stock and ADCs to decrease. In addition, we expect to expand our
      operations into other countries and, accordingly, we will face similar exchange
      rate risk with respect to the costs of doing business in such countries as
      a
      result of any increases in the value of the U.S. dollar in relation to the
      currencies of such countries. Furthermore, we have a significant amount of
      cash
      denominated in Euros. We do not currently hedge our exposure to fluctuations
      of
      these foreign currencies, and there is no guarantee that we will be able to
      successfully hedge any future foreign currency exposure.





***The
      loss of key personnel could have a material adverse effect on us.***





We
      are
      highly dependent on the services of Erwin Haitzmann, our Chairman and Co Chief
      Executive Officer, Peter Hoetzinger, our Vice Chairman and Co Chief Executive
      Officer, and other members of our senior management team. Our ability to retain
      key personnel is affected by the competitiveness of our compensation packages
      and the other terms and conditions of employment, our continued ability to
      compete effectively against other gaming companies and our growth prospects.
      The
      loss of the services of any of these individuals could have a material adverse
      effect on our business, financial condition and results of operations.





***The
      availability and cost of financing could have an adverse effect on our business.***





We
      intend
      to finance our current and future expansion and renovation projects primarily
      with cash flow from operations, borrowings under our bank credit facility and
      equity or debt financings. If we are unable to finance our current or future
      expansion projects, we will have to adopt one or more alternatives, such as
      reducing or delaying planned expansion, development and renovation projects
      as
      well as capital expenditures, selling assets, restructuring debt, or obtaining
      additional equity financing or joint venture partners, or modifying our bank
      credit facility. These sources of funds may not be sufficient to finance our
      expansion, and other financing may not be available on acceptable terms, in
      a
      timely manner or at all. In addition, our existing indebtedness contains certain
      restrictions on our ability to incur additional indebtedness. If we are unable
      to secure additional financing, we could be forced to limit or suspend
      expansion, development and renovation projects, which may adversely affect
      our
      business, financial condition and results of operations.





***Our
      indebtedness imposes restrictive covenants on us, which limits our operating
      flexibility.***





Our
      various credit agreements require us, among other obligations, to maintain
      specified financial ratios and satisfy certain financial tests, including
      leverage ratios, total fixed charge coverages and minimum annualized EBITDA
      (earnings before interest, taxes, depreciation and amortization, or a variant
      thereof). In addition, these agreements restrict our ability to incur additional
      indebtedness, repay indebtedness or amend debt instruments, pay dividends,
      create liens on assets, make investments, make acquisitions, engage in mergers
      or consolidations, make capital expenditures or engage in certain transactions
      with subsidiaries and affiliates. There can be no assurances that the Company
      or
      its subsidiaries would be able to obtain a waiver to these restrictive covenants
      if necessary. If we fail to comply with the restrictions contained in these
      credit agreements, the resulting event of default could result in a lender
      accelerating the repayment of all outstanding amounts due under these
      agreements. There can be no assurances that the Company would be successful
      in
      obtaining alternative sources of funding to repay these obligations should
      this
      event occur.


-17-




***Our
      casino concessionaire agreements may be terminated at any
      time.*** ****





In
      addition to our land-based casinos, we currently operate casinos on six cruise
      ships. We operate the casinos on the cruise ships pursuant to casino
      concessionaire agreements with three different cruise ship charter companies.
      The contracts with the cruise ship operators provide for cancellation with
      a
      limited notice period in the event of our default under the respective
      agreements. Accordingly, we could lose the revenue stream associated with these
      contracts on short notice, which may adversely affect our operating results.





***We
      may be required in the future to record impairment losses related to the
      goodwill we currently carry on our balance sheet.***





We
      had
      $12.3 million of goodwill as of December 31, 2006 and $8.7 million of goodwill
      as of December 31, 2005. Accounting rules require that we make certain estimates
      and assumptions related to our determinations as to the future recoverability
      of
      the goodwill we report on our balance sheet. If we were to determine that the
      value of the goodwill carried on our balance sheet is impaired, we may be
      required to record an impairment charge to write down the value of our goodwill,
      which would adversely affect our results during the period in which we recorded
      the impairment charge.





***Service
      of process and enforceability of certain foreign*** ***judgments*** ***is limited.***





We
      are
      incorporated in the U.S. and a substantial portion of our assets are located
      in
      North America and South Africa. In addition, some of our directors and officers
      are residents of the U.S. and all or a substantial portion of their assets
      are
      located in the U.S. As a result, it may be difficult for European investors
      who
      hold ADCs to effect service of process within Austria upon the Company or such
      persons or to enforce judgments obtained
      against them in such courts based on civil liability provisions of the European
      securities laws.





***Outside
      investors own preference shares in our Caledon, South Africa operation, which
      may reduce our return on investment from that property.***





Century
      Resorts Limited (“CRL”) owns 100% of the common equity of CCAL, our South
      African subsidiary that owns and operates the Caledon Hotel, Spa and Casino.
      Two
      unrelated third parties own preference shares that entitle them to a priority
      on
      distributions in certain circumstances. The preference shares are not
      cumulative, nor are they redeemable. The preference shares entitle the holders
      of such shares to total dividends of 20% of the after-tax profits of each
      financial year directly attributable to the Caledon casino business in that
      year, subject to, as determined by the directors of CCAL in their sole and
      absolute discretion, any working capital, capital expenditure requirements,
      loan
      obligations and liabilities attributable to the casino business. These dividend
      rights would reduce the return that we would otherwise receive from our
      investment in this property. Furthermore, should the casino business be sold
      or
      otherwise dissolved, the preferred shareholders would be entitled to 20% of
      any
      surplus directly attributable to the casino business, net of all liabilities
      attributable to the casino business.





In
      January 2006, CCAL authorized a new class of preferred shares with a lower
      dividend rate and liquidation preference than the existing class of preferred
      shares, and CCAL is offering the new class of preferred shares for the shares
      currently outstanding. As of December 31, 2006, one preference shareholder
      exchanged their original preference shares for the new class of preference
      shares. The remaining preference shareholder has not elected to exchange their
      shares, thus retaining the original preferred shares with a 10% dividend rate
      and liquidation preference.





-18-


**Risks
      Related to our Common Stock and the ADCs**





***Certain
      anti-takeover measures we have adopted may limit our ability to consummate
      transactions that some of our security holders might otherwise
      support.***





We
      have a
      fair price business combination provision in our certificate of incorporation,
      which requires approval of certain business combinations and other transactions
      by holders of 80% of our outstanding shares of voting stock. We also have
      adopted a stockholder rights plan that allows our stockholders to purchase
      significant amounts of our common stock at a discount in the event any third
      party acquires a significant ownership interest in us or attempts to acquire
      us
      without the approval of our Board of Directors. In addition, our certificate
      of
      incorporation allows our Board of Directors to issue shares of preferred stock
      without stockholder approval. These provisions generally have the effect of
      requiring that any party seeking to acquire us negotiate with our Board of
      Directors in order to structure a business combination with us. This may have
      the effect of depressing the price of our common stock, and may similarly
      depress the price of the ADCs, due to the possibility that certain transactions
      that our stockholders might favor could be precluded by these
      provisions.





***We
      do not anticipate paying cash dividends on our shares of common stock or ADCs
      in
      the foreseeable future.***





We
      have
      never declared or paid any cash dividends on our shares of common stock. We
      intend to retain any future earnings to fund the operation and expansion of
      our
      business and, therefore, we do not anticipate paying cash dividends on our
      shares of common stock, or the ADCs, in the foreseeable future. Our various
      credit agreements prohibit us from paying cash dividends on our shares of common
      stock if payment of such dividends would cause us to violate financial covenants
      stated in the credit agreements.





***Our
      stock price has been volatile and may decline significantly and unexpectedly.***





Our
      common stock trades in the U.S. on the NASDAQ Capital Market, which is
      characterized by small issuers and a lack of significant trading volumes
      relative to other U.S. markets. These factors may result in volatility in the
      price of our common stock. For instance, the trading price of our common stock
      on the NASDAQ Capital Market varied from a low of $8.31 to a high of $12.11
      during 2006. Our common stock also trades on the Vienna Stock Exchange in the
      form of ADCs. For a small company such as ours, having listings on two
      securities markets could decrease the trading volume on each market to levels
      that might increase the volatility of the trading price of our securities.
      Increased trading focus of our securities on one trading market could affect
      and
      significantly decrease the liquidity on the other market, which could make
      it
      difficult or impossible for an investor to sell our common stock or ADCs on
      the
      market with declining value.





***Future
      sales of shares of our common stock may depress the price of our common stock
      and dilute the holdings of current investors.***





If
      we
      issue and sell a substantial number of shares of our common stock in the public
      market, or investors become concerned that substantial sales might occur, the
      market price of our common stock could decrease. If such sales reduce the market
      price of our common stock, our ability to raise additional capital in the equity
      markets may be adversely affected, and it may be difficult for you to sell
      your
      shares at a time and price which you deem appropriate. In the event that we
      issue additional shares of common stock in the future, including shares that
      may
      be issued upon exercise of options and other rights granted under our employee
      benefit plans, holders of our common stock may experience future
      dilution.





-19-


***Because
      we are a foreign corporation to the Vienna Stock Exchange, the Austrian and
      other European takeover regimes do not apply to our
      company.***





Austrian
      takeover law does not apply to foreign corporations listed on the Vienna Stock
      Exchange. If an investor proposes to take over our Company, Delaware law
      (including laws relating to the enforceability of our stockholder rights plan)
      would apply, and neither our stockholders nor our ADC holders could rely on
      the
      Austrian or any other European takeover regime to apply to such a takeover.
      As a
      result, if you are a holder of our ADCs you may be forced to sell the ADCs
      at a
      price that is less than you paid or that is less than you otherwise would
      accept.





***Investors
      whose currency is not denominated in the same currency as to which their common
      stock or ADCs are traded will incur exposure to fluctuating exchange
      rates.***





For
      investors whose currency is not denominated in the same currency as to which
      their common stock or ADCs are traded, fluctuations in the value of the common
      stock or ADCs currency against the investor’s currency will affect the market
      value of our shares and the ADCs, expressed in the investor’s currency. In
      addition, such fluctuations may also affect the conversion into the investor’s
      currency of cash dividends and other distributions paid on our shares and ADCs,
      if any, including proceeds received upon a sale or other disposition of our
      common stock and ADCs.





**Item
      1B.********Unresolved
      Staff Comments.**





None.





**Item
      2.********Properties.**


**Summary
      of Property Information**





**Property**
            **Casino****Space**
              **Sq
                Ft****(1)**
            **Acreage**
            **Number
                ofSlot****Machines**
            **Number
                ofTable****Games**
            **Number
                ofHotel****Rooms**
            **Number
                of****Restaurants**Womacks
            23,000
            3.5
            559
            6
            21
            1Century
                Casino - Central City
            28,000
            1.1
            560
            8
            27
            2Caledon
            13,660
            600(2)
            350
            6
            81
            3Century
                Casino - Newcastle
            17,500
            61
            250
            6
            40
            1Century
                Casino - Edmonton
            35,000
            7.0
            600
            31
            26(4)
            3Century
                Casino Millennium
            6,200
            -
            30
            11
            -
            -Cruise
                Ships (total of six)(3)
            5,980
            -
            158
            24
            -
            -


(1)
            Approximate.


(2)
            Of
                the 600 available acres, 500 currently remain
                undeveloped.


(3)
            Operated
                under concession agreements.


(4)
            The
                hotel is scheduled to open in March 2007.





Our
      casino properties in Colorado, South Africa and Edmonton secure our obligations
      under various loan agreements. See “Item 8 - Financial Statements and
      Supplementary Data” - Note 6 of the Notes to Consolidated Financial Statements
      for further information.





-20-


**Additional
      Property Information**





*Womacks
      -* In
      addition to the property described above, we also lease 10 city lots from the
      City of Cripple Creek, Colorado for parking. Under the terms of the lease,
      which
      expires in May 2010, we may purchase the property for $3.3 million, less
      cumulative lease payments, at any time during the remainder of the lease
      term.





*Century
      Casino Millennium -* We
      lease
      this property under a 20-year lease agreement that expires in December 2019.
      The
      casino is located in the 293-room Marriott Hotel in Prague, Czech Republic.





*Corporate
      Offices*  *-* We
      currently lease office spaces for corporate and administrative purposes in
      Colorado Springs, Colorado; Vienna, Austria; and Cape Town, South
      Africa.





In
      the
      opinion of management, the space and equipment owned or leased by the Company
      are adequate for existing operating needs.





**Item
      3.********Legal
      Proceedings.**





We
      are
      not a party to, nor are we aware of, any pending or threatened litigation which,
      in management’s opinion, could have a material adverse effect on our financial
      position or results of operations.





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





No
      matters were submitted to a vote of security holders during the fourth quarter
      of the fiscal year ended December 31, 2006.


-21-


**PART
      II**




**Item
      5.****Market
      for Registrant’s Common Equity, Related Stockholder Matters and Issuer **Purchases
      of Equity Securities.****





Our
      common stock began trading on the NASDAQ Capital Market on November 10,
      1993.





The
      following graph illustrates the cumulative shareholder return of our common
      stock during the period beginning December 31, 2001 through December 31, 2006,
      and compares it to the cumulative total return on the NASDAQ Capital Market
      and
      the Dow Jones Gambling Index. The comparison assumes a $100 investment on
      December 31, 2001, in our common stock and in each of the foregoing indices
      and
      assumes reinvestment of dividends, if any. This table is not intended to
      forecast future performance of our common stock.









The
      following table sets forth the low and high sale price per share quotations
      of
      our common stock as reported on the NASDAQ Capital Market for the periods
      indicated.


Quarter
                Ended
            Low
            HighMarch
                31, 2005
            $
                7.08
            $
                9.62June
                30, 2005
            $
                6.25
            $10.91September
                30, 2005
            $
                6.02
            $
                7.82December
                31, 2005
            $
                6.80
            $
                8.96March
                31, 2006
            $
                8.31
            $10.86June
                30, 2006
            $
                9.55
            $12.11September
                30, 2006
            $
                9.05
            $11.73December
                31, 2006
            $
                9.10
            $11.89





At
      December 31, 2006, we had approximately 61 holders of record of our common
      stock. We estimate that the number of beneficial owners is approximately 2,680.




In
      October 2005, we issued 7.1 million new shares of our common stock, in the
      form
      of ADCs, to investors in the Republic of Austria and in a private placement
      to
      institutional investors in other countries in Europe. Each ADC, which is traded
      on the Vienna Stock Exchange (“VSE”), is equivalent to one share of our common
      stock.





No
      dividends have been declared or paid by the Company, and we do not presently
      intend to pay dividends. At the present time, we intend to use any earnings
      that
      may be generated to finance the growth of the Company’s business. Our credit
      facilities currently limit the payment of dividends.





Our
      Board of Directors has approved a discretionary program to repurchase up to
      $5.0 million of the Company’s outstanding common stock. We did
      not purchase
      any shares of our common stock on the open market in 2005 or 2006 .
      The total remaining authorization under the repurchase program was $1.2 million
      as of December 31, 2006. The repurchase program has no set expiration or
      termination date.





-22-




**Item
      6.** **** **Selected
      Financial Data.**





The
      selected financial data below should be read in conjunction with Part II, Item
      7, “Management’s Discussion and Analysis of Financial Condition and Results of
      Operations”, and Part II, Item 8, “Financial Statements and Supplementary Data”,
      of this Form 10-K.


**For
                  the Year Ended December 31,***Amounts
                  in thousands,**except
                  for per share information*
              **2006****(5)**
              **2005****(4)**
              **2004****(3)**
              **2003****(2)**
              **2002****(1)****Results
                  of Operations:**Net
                  Operating Revenue
              $
              56,285
              $
              37,445
              $
              35,765
              $
              31,430
              $
              29,337Net
                  Earnings
              $
              7,629
              $
              4,481
              $
              4,738
              $
              3,246
              $
              3,079Net
                  Earnings per Share:Basic
              $
              0.33
              $
              0.28
              $
              0.35
              $
              0.24
              $
              0.23Diluted
              $
              0.32
              $
              0.25
              $
              0.30
              $
              0.22
              $
              0.20**Balance
                  Sheet:**Cash
                  and Cash Equivalents
              $
              34,969
              $
              37,167
              $
              8,411
              $
              4,729
              $
              4,582Total
                  Assets
              $
              197,860
              $
              123,348
              $
              71,204
              $
              54,817
              $
              51,143Long-Term
                  Debt
              $
              56,036
              $
              17,934
              $
              17,970
              $
              14,913
              $
              16,531Total
                  Liabilities
              $
              97,433
              $
              32,017
              $
              30,825
              $
              21,769
              $
              24,040Total
                  Shareholders’ Equity
              $
              100,427
              $
              91,331
              $
              40,379
              $
              33,048
              $
              27,103Cash
                  Dividends Per CommonShare
              $
              --
              $
              --
              $
              --
              $
              --
              $
              --
  (1)  In
          2002,
          we wrote down the value of non-operating casino property and land held
          for sale
          in Nevada by approximately $0.5 million, we recorded a $0.4 million write-off
          for advances made and pre-construction costs incurred in conjunction with
          a
          project in South Africa and recorded a $0.3 million write-off for unpaid
          casino
          technical service fees from Century Casino Millennium.


(2)
            In
                2003, we, through CCA, acquired the remaining 35% interest in
                CCAL.




(3)
            In
                2004, we recorded a foreign currency gain of $0.4 million recognized
                on
                the disposition of a subsidiary. The increase in total assets is
                primarily
                the result of the contribution of $9.2 million in land and buildings
                to
                the Central City project by the minority partner, approximately $3.0
                million in capital improvements at Womacks, including new slot machines
                and new slot accounting software and increases in foreign denominated
                assets resulting from fluctuations in currency exchange rates.
                Approximately $3.5 million was borrowed in 2004 to finance our cash
                contribution to the Central City project. A $4.2 million liability
                was
                created for the minority interest’s share of the
                project.





(4)
            In
                2005, we raised $46.2 million in net proceeds by way of the offering
                of
                ADCs. As of December 31, 2005, cash and cash equivalents includes
                $26.2
                million from the ADC offering.





(5)
            In
                2006, we opened three new casinos. Additional net operating revenues
                contributed by these new facilities was approximately $17.1 million.
                The
                facilities contributed additional total assets of $79.6 million in
                2006.
                Long-term financing for the construction of three new casino properties
                contributed additional long term debt of $49.1 million in 2006. Also
                in
                2006, we wrote off the remaining $0.4 million of the non-operating
                casino
                property and land held for sale in Nevada. Finally, in 2006 we sold
                an
                option towards a casino development project in Johannesburg for
                approximately $5.7 million. As a result of the transaction, we recorded
                other income of approximately $5.2
                million.





-23-


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





The
      following discussion should be read in conjunction with “Item 8. Financial
      Statements and Supplementary Data” included elsewhere herein. Information
      contained in the following discussion of results of operations and financial
      condition of the Company contains forward-looking statements within the meaning
      of Section 21E of the Exchange Act, and as such, are based on current
      expectations and are subject to certain risks and uncertainties. The reader
      should not place undue reliance on these forward-looking statements for many
      reasons including those risks discussed under Item 1A, “Risk Factors,” and
      elsewhere in this document. See “Disclosure Regarding Forward-Looking
      Statements” that precedes Part I of this report.





**Adjusted
      EBITDA**





The
      following discussion includes a pro forma measurement of net earnings that
      we
      define as earnings before interest, taxes, depreciation, amortization and
      minority interest (“Adjusted EBITDA”). Adjusted EBITDA is not considered a
      measure of performance recognized under US GAAP. Management believes that
      adjusted EBITDA is a valuable measure of the relative non-US GAAP performance
      among its operating segments. The gaming industry commonly uses adjusted EBITDA
      as a method of arriving at the economic value of a casino operation. Management
      uses adjusted EBITDA to compare the relative operating performance of separate
      operating units by eliminating the interest income, interest expense, income
      tax
      expense, depreciation expense, amortization expense and minority interest
      associated with the varying levels of capital expenditures for infrastructure
      required to generate revenue, and the often high cost of acquiring existing
      operations. Our lending institutions use EBITDA (Earnings before interest,
      taxes, depreciation and amortization) to gauge operating performance. Other
      companies may not define or calculate adjusted EBITDA in the same manner as
      we
      do.





The
      following table shows adjusted EBITDA by property. For a reconciliation of
      net
      earnings to adjusted EBITDA, please refer to the individual property’s
      discussion in the following Management’s Discussion and Analysis.




**For
                  the year ended December 31,***Amounts
                  in thousands*
              
              **2006**
              
              **2005**
              
              **2004****Adjusted
                  EBITDA**Cripple
                  Creek, Colorado
              $
              6,104
              $
              6,359
              $
              6,700Central
                  City, Colorado
              
              (256)
              
              (103)
              
              (8)Caledon,
                  South Africa
              
              7,539
              
              6,692
              
              5,156Newcastle,
                  South Africa
              
              1,884
              
              -
              
              -Edmonton,
                  Canada
              
              (1,145)
              
              (166)
              
              -All
                  other operating segments
              
              598
              
              1,009
              
              933Corporate
              
              (1,165)
              
              (4,588)
              
              (2,784)**Total
                  Adjusted EBITDA**
              $
              13,559
              $
              9,203
              $
              9,997





-24-


**Consolidated
      Results of Operations**





*Overview*





Since
      our
      inception, we have been primarily engaged in developing and operating gaming
      establishments and related lodging and restaurant facilities. We derive revenue
      from the net proceeds of our gaming machines and tables, and from hotel and
      restaurant facilities.





We
      are
      managed in seven segments: (i) Cripple Creek, Colorado, representing the
      operations of Womacks Casino and Hotel; (ii) Central City, Colorado,
      representing the operations of the Century Casino & Hotel; (iii) Caledon,
      South Africa, representing the operations of the Caledon Hotel, Spa and Casino,
      and its related food service operation; (iv) Newcastle, South Africa,
      representing the operations of Century Casino Newcastle and its related food
      service operation; (v) Edmonton, Canada, representing the operations of the
      Century Casino & Hotel in Edmonton, Alberta, Canada; (vi) All other
      operating segments, which includes cruise ship casino operations for several
      vessels and, subsequent to April 13, 2006, the operations of Century Casino
      Millennium; and (vii) Corporate operations.





**Results
      of Operations**





The
      following table sets forth and summarizes our consolidated results of operations
      for the years ended December 31, 2006, 2005 and 2004:





*Amounts
                in thousands, except per share information*
            **For
                the Year Ended December 31,****2006**
            
            **2005**
            
            **2004****Net
                Operating Revenue**
            $
            56,285
            $
            37,445
            $
            35,765**Operating
                Costs and Expenses:**Casino
            
            23,123
            
            14,293
            
            13,760Hotel,
                food and beverage
            
            4,926
            
            2,776
            
            3,134General
                and administrative
            
            19,345
            
            11,134
            
            9,140Impairments
                and other write-offs, net of recoveries
            
            894
            
            (61)
            
            (215)Depreciation
            
            4,747
            
            3,349
            
            2,993Total
                operating costs and expenses
            
            53,035
            
            31,491
            
            28,812(Loss)
                earnings from unconsolidated subsidiary
            
            -
            
            (109)
            
            55**Earnings
                from Operations**
            
            3,250
            
            5,845
            
            7,008Non-operating
                income (expense), net
            
            3,190
            
            (1,805)
            
            (1,423)**Earnings
                before****Income Taxes, Minority Interest and Preferred
                Dividends**
            
            6,440
            
            4,040
            
            5,585Provision
                for income taxes
            
            134
            
            347
            
            749**Earnings
                before Minority Interest****and Preferred Dividends**
            
            6,306
            
            3,693
            
            4,836Minority
                interest in subsidiary losses (earnings)
            
            1,461
            
            788
            
            (98)Preferred
                dividends issued by subsidiary
            
            (138)
            
            -
            
            -**Net
                Earnings**
            $
            7,629
            $
            4,481
            $
            4,738**Earnings
                Per Share**Basic
            $
            0.33
            $
            0.28
            $
            0.35Diluted
            $
            0.32
            $
            0.25
            $
            0.30





-25-


*Year
      ended December 31, 2006 vs December 31, 2005*





Our
      consolidated operating results for the year ended December 31, 2006 were
      significantly impacted by the openings of new casinos in Central City, Colorado
      and Edmonton, Alberta, Canada. In addition, on April 1, 2006, we acquired a
      casino company in Newcastle, South Africa, where we subsequently began the
      development of a new casino . Pre-opening losses related to the development
      of
      these casinos were $2.2 million for the year ended December 31,
      2006.





We
      reported net operating revenue of $56.3 million for the year ended December
      31,
      2006 compared to $37.4 million for the year ended December 31, 2005. The key
      driver of the increased revenues was an increase in casino revenues of $18.1
      million, or 49.7%, primarily the result of improved operations at our casino
      in
      Caledon, South Africa and the openings of the new casinos. Hotel, food and
      beverage revenue increased $1.5 million, or 34.1%, to $6.1 million during 2006
      as compared to 2005, mainly due to the additional casinos.





Promotional
      allowances, which are made up of complimentaries, cash points and coupons,
      are
      rewards we give our loyal customers to encourage them to continue to patronize
      our properties. Such awards reduced gross revenues by approximately 9% in 2006
      and 10% in 2005.





As
      a
      result of the additional casinos, casino operating expenses increased $8.8
      million, or 61.8%, from 2005 to 2006; hotel, food and beverage expenses
      increased $2.2 million, or 77.4%; and general and administrative expenses
      increased 73.7%.





During
      2006, we recorded an impairment of goodwill of approximately $0.2 million
      related to our property in Prague, Czech Republic. In addition, we wrote off
      fixed assets of approximately $1.1 million that were deemed to be obsolete
      or
      not to have strategic value to the Company. These write-offs were offset by
      a
      collection of previously written off loans of approximately $0.4
      million.





The
      Company reported net non-operating income of $3.2 million in 2006 compared
      to
      net non-operating expenses of $1.8 million in 2005. In September 2006, the
      Company sold its interest in a casino development project located in Gauteng,
      South Africa for $5.7 million (ZAR 43.3 million), less commissions of $0.1
      million (ZAR 1.3 million). The Company recorded other income of $5.2 million
      (ZAR 39.0 million) as a result of the transaction. Increases in interest income
      from 2005 to 2006 relating to interest earned on our cash deposits were offset
      by increases in interest expense on our average debt balance from 2005 to
      2006.





Income
      tax expense was $0.1 million for 2006 compared to $0.3 million in 2005. The
      decrease is primarily related to domestic operating losses being taxed at higher
      statutory rates than our foreign income.





*Year
      ended December 31, 2005 vs December 31, 2004*





Casino
      revenue in 2005 increased $1.8 million, or 5.1%, to $36.4 million as compared
      to
      2004. These increases are primarily the result of gains made in the South
      African market. Hotel, food and beverage revenue increased $0.2 million, or
      4.6%, to $4.5 million during 2005 as compared to 2004. The increases in hotel,
      food and beverage revenue from 2004 to 2005 are primarily attributable to the
      opening of our new casinos, renovations of our restaurant facilities in Cripple
      Creek, Colorado and increased theme dinners and banquets at our Caledon, South
      Africa property.





Other
      revenue decreased by $0.3 million to $0.8 million in 2005 as compared to 2004.
      The higher revenue in 2004 is primarily due to a foreign currency gain of $0.4
      million recognized on the disposition of a non-operating
      subsidiary.




-26-


Promotional
      allowances reduced gross revenues by approximately 10% in 2005 as compared
      to
      11% in 2004.





Casino
      operating expenses in 2005 increased $0.5 million, or 3.9%, as compared to
      2004
      primarily due to revenue growth and currency exchange rate fluctuations in
      the
      South African segment.





Hotel,
      food and beverage expenses were $2.8 million in 2005 and $3.1 million in
      2004. The decrease of $0.3 million from 2004 to 2005 resulted from a decrease
      in
      hotel occupancy in the South African segment.





General
      and administrative expenses were $11.1 million in 2005 and $9.1 million in
      2004.
      The $2.0 million increase in general and administrative expenses in 2005 was
      due
      primarily to the implementation of Section 404 of the Sarbanes-Oxley Act of
      2002
      and staff additions to aid in its implementation, coupled with expenditures
      associated with the development of the Central City and Edmonton projects.





Depreciation
      expense was $3.3 million in 2005 and $3.0 million in 2004. Changes in
      depreciation expenses during this time relate to expansion and on-going property
      improvement projects.





Our
      earnings from operations for the year ended December 31, 2005 were $5.8 million
      compared to $7.0 million in 2004. The overall decrease is primarily a result
      of
      a decrease in earnings in Cripple Creek, Colorado, the increase in expenditures
      at the Corporate segment associated with the Sarbanes-Oxley Section 404
      implementation, and the addition of expenditures associated with the Central
      City, Colorado and Edmonton, Canada development projects.





Net
      non-operating expense increased $0.4 million, or 26.8%, in 2005, primarily
      due
      to increased interest charges resulting from our credit facilities with Wells
      Fargo, Canadian Western Bank and the outstanding term loan in Caledon. In
      addition, while we were constructing our new casinos in Central City, Colorado
      and Edmonton, Canada, interest was being capitalized to the costs of our
      projects. Please see Note 6, “Long-term Debt” of the Notes to Consolidated
      Financial Statements for further information.





The
      decrease in the tax expense in 2005 as compared to 2004 is the result of a
      reduction in pre-tax earnings and the tax benefit recognized on the exercise
      of
      non-statutory stock options in 2005.





A
      discussion by business segment follows below.





-27-


**Cripple
      Creek, Colorado**





The
      operating results of the Cripple Creek, Colorado segment, primarily the
      operations of Womacks, for the years ended December 31, 2006, 2005 and 2004
      are
      as follows:





*Dollar
                amounts in thousands*
            **2006**
            **2005**
            **2004**Operating
                revenueCasino
            $
            17,860
            $
            18,934
            $
            19,486Hotel,
                food and beverage
            
            1,331
            
            1,472
            
            1,544Other
                (net of promotional allowances)
            
            (2,936)
            
            (3,295)
            
            (3,469)Net
                operating revenue
            
            16,255
            
            17,111
            
            17,561Costs
                and expensesCasino
            
            5,991
            
            6,514
            
            6,828Hotel,
                food and beverage
            
            569
            
            619
            
            586General
                and administrative
            
            3,591
            
            3,619
            
            3,444Impairments
                and other write-offs, net of recoveries
            
            -
            
            -
            
            3Depreciation
            
            1,606
            
            1,703
            
            1,51211,757
            
            12,455
            
            12,373**Earnings
                from operations**
            
            **4,498**
            ****
            **4,656**
            ****
            **5,188**Interest
                income
            
            18
            
            13
            
            12Interest
                (expense)
            
            (879)
            
            (1,066)
            
            (784)Interest
                expense on non-Cripple Creek debt allocated to Corporate
            
            497
            
            1,325
            
            907Other
                (expense), net
            
            -
            
            -
            
            -**Earnings
                before income taxes**
            ****
            **4,134**
            ****
            **4,928**
            ****
            **5,323**Income
                tax expense
            
            1,571
            
            1,873
            
            2,023**Net
                earnings**
            **$**
            **2,563**
            **$**
            **3,055**
            **$**
            **3,300****Reconciliation
                to Adjusted EBITDA:**Net
                earnings
            $
            2,563
            $
            3,055
            $
            3,300Minority
                interest
            
            -
            
            -
            
            -Interest
                income
            
            (18)
            
            (13)
            
            (12)Interest
                expense (including amounts allocated to Corporate)
            
            382
            
            (259)
            
            (123)Income
                tax expense
            
            1,571
            
            1,873
            
            2,023Depreciation
            
            1,606
            
            1,703
            
            1,512**Adjusted
                EBITDA**
            **$**
            **6,104**
            **$**
            **6,359**
            **$**
            **6,700**






**Cripple
                Creek Market Data**
            **2006**
            **2005**
            **2004**Market
                share of the Cripple Creek Slot AGP*
            11.8%
            12.8%
            13.4%Average
                number of slot machines
            581
            618
            649Market
                share of Cripple Creek gaming devices*
            12.3%
            13.0%
            14.1%Average
                slot machine win per day
            $
                82
            $
                83
            $
                81Cripple
                Creek average slot machine win per day*
            $
                86
            $
                84
            $
                85


**Source:
      Colorado Division of Gaming*


-28-





Management
      believes that 2006 revenues in Cripple Creek were negatively impacted by a
      series of blizzards occurring between October and December. These blizzards
      limited the amount of traffic into this market. The Cripple Creek gaming market
      grew by 1.4% and casino revenues at Womacks’ decreased 5.7%, primarily due to
      continued competition within the market. To reverse this trend, there were
      a
      number of changes made in key management positions at Womacks during the third
      quarter of 2006. The changes are intended to bring fresh ideas to help
      strengthen Womacks in a highly competitive market. Management continues to
      focus
      on the marketing of Womacks through the player’s club. Womacks has continued the
      effort to improve the customer experience by converting 384 slot machines,
      which
      represents more than 65% of the total machines on the floor, to Ticket in/Ticket
      (“TITO”) out devices. These ongoing improvements are expected to further improve
      customer service. We spent approximately $3.0 million in 2004 to upgrade the
      product mix on the gaming floor, improve the player tracking system and
      introduce TITO devices. During 2004, Womacks replaced approximately 149 slot
      machines and added 20 additional slot machines on the floor.





Casino
      expenses decreased 8.0%, or $0.5 million for the year ended December 31, 2006
      from the year ended December 31, 2005. Casino expenses decreased 4.6%, or $0.3
      million, from 2004 to 2005. These decreases are primarily the result of
      decreased casino revenues. In addition, a significant portion of this decrease
      is related to management’s decision to remove poor performing slot machines from
      the floor, resulting in decreases in the cost of device fees and participation
      fees. Because of the investment in new games in the last several years, the
      casino was able to reduce the cost of slot conversions or game replacements.
      The
      casino also reduced the cost of ineffective promotions while continuing to
      concentrate its efforts on improving customer service. As a result of this
      ability to control casino costs, casino operating margins (net of promotional
      allowances) increased to 59.9% for 2006, compared to 58.3% in 2005 and 57.4%
      in
      2004.





In
      order
      to outfit Womacks with the most popular gaming machines, Womacks leased an
      average of 33 slot machines from manufacturers in 2006, compared to an average
      of 35 in 2005 and an average of 39 in 2004, 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 machines are branded games that are being introduced to the
      market and 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 casino operating cost 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 leases was $0.4 million, $0.5 million and $0.5 million
      in 2006, 2005 and 2004, respectively.





**Hotel,
      Food and Beverage**





Hotel,
      food and beverage revenue decrease by 9.6% in the year ended December 31, 2006
      compared to the year ended December 31, 2005, primarily the result of a 4.5%
      decrease in restaurant sales and a 20.0% decrease in hotel occupancy. Hotel
      revenue, included in hotel, food and beverage revenue, decreased by 7.6% in
      the
      year ended December 31, 2005 compared to the year ended December 31, 2004 as
      a
      result of decrease in the hotel occupancy to 83% from 92% in 2004. Hotel
      occupancy decreased due to a restructuring of the player complimentary policy.
      All of the revenue generated by the hotel operations is derived from comps
      to
      frequent players, the value of which is included in promotional
      allowances.





Prior
      to
      July 31, 2005, Womacks operated two restaurants, “Bob’s Grill” and the “Cut
      Above Buffet” to provide an alternative to patrons of the casino. The “Cut Above
      Buffet” opened in May 2004 and operated on the second floor of the casino. As a
      means of attracting new customers, the “Cut Above Buffet” was operated at a
      lower food and beverage operating margin than “Bob’s Grill”. Although the “Cut
      Above Buffet” attracted new customers the Womacks players club, it was not a
      significant stimulus to gaming revenue and was closed on July 30,
      2005.


-29-


**Other**





General
      and administrative costs for the year ended December 31, 2006 remained flat
      when
      compared to general and administrative costs for the year ended December 31,
      2005. We are able to control our costs through effective, continued cost control
      measures. Comparing 2005 to 2004, Womacks incurred approximately $0.1 million
      in
      fees in 2005 from consultants that assisted in the implementation of
      Sarbanes-Oxley Section 404 controls, but was otherwise able to limit increases
      in administrative expenses.





The
      $0.1
      million decrease in depreciation expense when comparing to 2006 to 2005 results
      from certain fixed assets becoming fully depreciated and a decrease in fixed
      asset expenditures during 2006. The $0.2 million increase in depreciation
      expense when comparing 2005 to 2004 is primarily the result of the addition
      of
      gaming equipment during 2004.





The
      segment allocated $0.5 million, $1.3 million and $0.9 million in interest
      expense to the Corporate segment during the years ended December 31, 2006,
      2005
      and 2004, respectively. Interest expense on the amounts advanced by Womacks,
      but
      not repaid, to fund the Company’s acquisitions and the repurchase of the
      Company’s common stock is calculated using the effective rate on all borrowings
      under Womacks’ revolving credit facility.





The
      Cripple Creek, Colorado segment recognized income tax expense of $1.6 million
      in
      2006 versus $1.9 million in 2005 and $2.0 million in 2004, principally the
      result of a decrease in earnings before income taxes. The effective tax rate
      has
      remained stable at 38% over the three year period.





In
      late
      2007, a larger casino is expected to be opening in Cripple Creek. Management
      believes this casino will have approximately 700 slot machines and 10 table
      games and will provide further competition to our casino.





-30-


**Central
      City, Colorado**





The
      operating results of the Central City, Colorado segment, primarily the
      development and the operations of the Century Casino and Hotel in Central City,
      for the years ended December 31, 2006, 2005 and 2004 are as
      follows:


*Dollar
                      amounts in thousands*
                  **2006***
                  **2005**
                  **2004**Operating
                      revenueCasino
                  $
                  9,388
                  $
                  -
                  $
                  -Hotel,
                      food and beverage
                  
                  809
                  
                  -
                  
                  -Other
                      (net of promotional allowances)
                  
                  (1,580)
                  
                  6
                  
                  -Net
                      operating revenue
                  
                  8,617
                  
                  6
                  
                  -Costs
                      and expensesCasino
                  
                  4,358
                  
                  -
                  
                  -Hotel,
                      food and beverage
                  
                  1,175
                  
                  -
                  
                  -General
                      and administrative
                  
                  2,772
                  
                  109
                  
                  8Impairments
                      and other write-offs, net of recoveries
                  
                  567
                  
                  -
                  
                  -Depreciation
                  
                  1,190
                  
                  -
                  
                  -10,062
                  
                  109
                  
                  8**Loss
                      from operations**
                  ****
                  **(1,445)**
                  ****
                  **(103)**
                  ****
                  **(8)**Interest
                      income
                  
                  -
                  
                  -
                  
                  -Interest
                      (expense)
                  
                  (2,368)
                  
                  (296)
                  
                  -Other
                      (expense), net
                  
                  (1)
                  
                  -
                  
                  -**Loss
                      before income taxes and minority interest**
                  
                  **(3,814)**
                  ****
                  **(399)**
                  ****
                  **(8)**Income
                      tax benefit
                  
                  (623)
                  
                  -
                  
                  -**Loss
                      before minority interest**
                  
                  **(3,191)**
                  ****
                  **(399)**
                  ****
                  **(8)**Minority
                      interest
                  
                  2,165
                  
                  857
                  
                  8**Net
                      (loss) earnings**
                  **$**
                  **(1,026)**
                  **$**
                  **458**
                  **$**
                  -**Reconciliation
                      to Adjusted EBITDA:**Net
                      (loss) earnings
                  $
                  (1,026)
                  $
                  458
                  $
                  -Minority
                      interest
                  
                  (2,165)
                  
                  (857)
                  
                  (8)Interest
                      income
                  
                  -
                  
                  -
                  
                  -Interest
                      expense
                  
                  2,368
                  
                  296
                  
                  -Income
                      tax benefit
                  
                  (623)
                  
                  -
                  
                  -Depreciation
                  
                  1,190
                  
                  -
                  
                  -**Adjusted
                      EBITDA**
                  **$**
                  **(256)**
                  **$**
                  **(103)**
                  **$**
                  **(8)**




**Central
              City Market Data (from July 11, 2006 through December
              31, 2006)**
            **2006**Market
                share of the Central City AGP**
            23.5%Average
                number of slot machines
            523Market
                share of Central City gaming devices**
            23.8%Average
                slot machine win per day
            $
                101Central
                City average slot machine win per day**
            $
                103


***Source:
      Colorado Division of Gaming*


-31-


Prior
      to
      July 11, 2006, all operating results reflect the cumulative pre-opening costs
      and non-capitalizable expenditures associated with the project. Pre-opening
      expenses increased in 2006 for two reasons. First, we made preparations to
      open
      the casino in July 2006 by hiring and training both managers and staff. Expenses
      for this training are reflected in general and administrative expenses for
      this
      period. We have since reduced staffing to normal operating levels. Second,
      in
      April 2006, we began allocating losses to the minority partner in proportion
      to
      its ownership percentage. Prior to this date, by agreement all losses were
      allocated to the minority partner until its capital account balances were in
      the
      same proportion as its ownership percentage. The calculation of minority
      interest is determined prior to the elimination of intercompany management
      fees.
      We incurred $1.7 million and $0.4 million of pre-opening expenses related to
      the
      project for the years ended December 31, 2006 and 2005,
      respectively.





Revenues
      are below what we have initially projected. This is primarily because the casino
      originally proposed to operate with 625 slots and operated with approximately
      400 to 560 slots during its first six months. The property had approximately
      560
      slot machines in operation as of December 31, 2006. We may add more slot
      machines in the future. We are currently reviewing various strategies to
      increase revenues and adjusted EBITDA at the property. Management has focused
      on
      the development of player club memberships, with results being better than
      expected. We now have approximately 44,000 players in our player club database.
      Although revenues have not yet met our expectations, gaming revenue has grown
      consistently since opening. A major factor to bring costs in line with current
      revenue levels was a reduction in the workforce from a high of 212 employees
      at
      opening to a current level of 159 full-time and part-time
      employees.





In
      December 2006, we wrote off approximately $0.6 million of gaming equipment
      that
      either had system compatibility issues or that management deemed to be
      unsuitable for the Central City market.





For
      the
      year ended December 31, 2006, the significant increase in interest expense
      relates to interest that we incurred based on approximately $34.5 million of
      outstanding debt as of December 31, 2006. In previous periods, this interest
      was
      capitalized towards the cost of the construction of the project. In an effort
      to
      reduce overall interest charges, the Company repaid $12.5 million of principal
      on the outstanding debt in March 2007.





As
      CTL
      operates as a limited liability company, income taxes in Central City are
      provided for on income that will be distributed to us using an effective tax
      rate of 38%; therefore, pre-tax income is reduced by the minority interest
      in
      determining the income subject to tax. No provisions on the pre-opening losses
      incurred in 2005 and 2004 were made because these losses were allocated to
      the
      minority partner.


-32-


**Caledon,
      South Africa**





The
      operating results of the Caledon, South Africa segment are primarily those
      related to the operations of the Caledon Hotel, Spa and Casino. Intercompany
      transactions, including fees to its parent, shareholder’s interest and their
      related tax effects have been eliminated within the segment’s results.
      Operational results in US dollars for the years ended December 31, 2006, 2005
      and 2004 are as follows: (See next page for results in Rand).





*Dollar
                amounts in thousands*
            **2006**
            **2005**
            **2004**Operating
                revenueCasino
            $
            15,632
            $
            14,549
            $
            12,540Hotel,
                food and beverage
            
            2,945
            
            3,050
            
            2,778Other
                (net of promotional allowances)
            
            (283)
            
            (584)
            
            (348)Net
                operating revenue
            
            18,294
            
            17,015
            
            14,970Costs
                and expensesCasino
            
            5,883
            
            5,637
            
            5,096Hotel,
                food and beverage
            
            1,986
            
            2,157
            
            2,548General
                and administrative
            
            2,650
            
            2,590
            
            2,170Impairments
                and other write-offs, net of recoveries
            
            31
            
            (61)
            
            -Depreciation
            
            1,185
            
            1,471
            
            1,34311,735
            
            11,794
            
            11,157**Earnings
                from operations**
            
            **6,559**
            ****
            **5,221**
            ****
            **3,813**Interest
                income
            
            31
            
            51
            
            112Interest
                expense
            
            (773)
            
            (832)
            
            (788)Loss
                on foreign currency translation and other
            
            (67)
            
            -
            
            -**Earnings
                before income taxes and preferred dividends**
            ****
            **5,750**
            ****
            **4,440**
            ****
            **3,137**Income
                tax expense
            
            1,796
            
            1,308
            
            943Preferred
                dividends
            
            (138)
            
            -
            
            -**Net
                earnings**
            **$**
            **3,816**
            **$**
            **3,132**
            **$**
            **2,194****Reconciliation
                to Adjusted EBITDA:**Net
                earnings
            $
            3,816
            $
            3,132
            $
            2,194Minority
                interest
            
            -
            
            -
            
            -Interest
                income
            
            (31)
            
            (51)
            
            (112)Interest
                expense
            
            773
            
            832
            
            788Income
                tax expense
            
            1,796
            
            1,308
            
            943Depreciation
            
            1,185
            
            1,471
            
            1,343**Adjusted
                EBITDA**
            **$**
            **7,539**
            **$**
            **6,692**
            **$**
            **5,156**








**Average
                exchange rate (Rand/USD)**
            
            **6.74**
            
            **6.33**
            
            **6.45**





-33-


Operational
      results in Rand for the years ended December 31, 2006, 2005 and 2004 are as
      follows:





*Dollar
                amounts in thousands*
            **2006**
            **2005**
            **2004**Operating
                revenueCasino
            ZAR
            105,458
            ZAR
            91,817
            ZAR
            80,088Hotel,
                food and beverage
            
            19,892
            
            19,257
            
            17,753Other
                (net of promotional allowances)
            
            273
            
            (3,
                716)
            
            (2,260)Net
                operating revenue
            
            125,623
            
            107,358
            
            95,581Costs
                and expensesCasino
            
            41,910
            
            35,629
            
            32,555Hotel,
                food and beverage
            
            13,432
            
            13,633
            
            16,247General
                and administrative
            
            17,844
            
            16,443
            
            13,813Impairments
                and other write-offs, net of recoveries
            
            209
            
            (400)
            
            -Depreciation
            
            7,992
            
            9,328
            
            8,59581,387
            
            74,633
            
            71,210**Earnings
                from operations**
            ****
            **44,236**
            ****
            **32,725**
            ****
            **24,371**Interest
                income
            
            221
            
            322
            
            724Interest
                expense
            
            (5,217)
            
            (5,299)
            
            (5,072)Gain
                (loss) on foreign currency translation and other
            
            (456)
            
            1
            
            5**Earnings
                before income taxes and preferred dividends**
            ****
            **38,784**
            ****
            **27,749**
            ****
            **20,028**Income
                tax expense
            
            12,141
            
            8,187
            
            6,018Preferred
                dividends
            
            (990)
            
            -
            
            -**Net
                earnings**
            **ZAR**
            **25,653**
            **ZAR**
            **19,562**
            **ZAR**
            **14,010****Reconciliation
                to Adjusted EBITDA:**Net
                earnings
            ZAR
            25,653
            ZAR
            19,562
            ZAR
            14,010Minority
                interest
            
            -
            
            -
            
            -Interest
                income
            
            (221)
            
            (322)
            
            (724)Interest
                expense
            
            5,217
            
            5,299
            
            5,072Income
                tax expense
            
            12,141
            
            8,187
            
            6,018Depreciation
            
            7,992
            
            9,328
            
            8,595**Adjusted
                EBITDA**
            **ZAR**
            **50,782**
            **ZAR**
            **42,054**
            **ZAR**
            **32,971**







**Casino
              Market Data (in Rand)**
            **2006**
            **2005**
            **2004**Market
                share of the Western Cape AGP*
            5.7%
            5.6%
            5.9%Market
                share of Western Cape gaming devices*
            12.5%
            11.8%
            11.3%Average
                number of slot machines
            349
            313
            288Average
                slot machine win per day
            ZAR
                772
            ZAR
                748
            ZAR
                693Average
                number of tables
            7
            9
            9Average
                table win per day
            ZAR
                2,766
            ZAR
                1,942
            ZAR
                2,132


**Source:
      Western Cape Gambling and Racing Board*





-34-


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





Casino
      revenue increased 14.9% in 2006 compared to 2005. This increase can be
      attributed to an 11.5% increase in the average number of slot machines and
      continued marketing efforts. Casino expenses increased 17.6% in 2006 compared
      to
      2005, a direct result of the increased revenues and increased marketing
      efforts.





When
      comparing 2005 and 2004, the 14.6% increase in the gross casino revenue is
      attributable to the continued marketing efforts and an 8.7% increase in the
      average number of slot machines on the floor. Revenue was impacted in 2005
      by
      the closure of a significant portion of the main east/west highway to Caledon
      from April 11, 2005 to May 27, 2005, a result of severe flooding in the area.
      In
      addition, the South African government introduced new currency notes during
      the
      second quarter of 2005. The casino experienced an initial rejection rate of
      80%
      on these new notes, which diminished as the Company installed new bill
      validation software for the slot machines maintained in Caledon.





**Hotel,
      Food and Beverage**





Hotel
      occupancy was 45% in 2006 compared to 44% in 2005. Total hotel revenue increased
      13.9% in 2006 as a result of upgraded rooms (i.e. standard rooms becoming deluxe
      rooms) and their corresponding increases in room rates and increases in
      conference, business and leisure sales.





Food
      and
      beverage revenue decreased by 4.4% in 2006 compared to 2005. This is
      attributable to changes in the casino point bonus program which reduced the
      number of complimentaries offered by the casino. As a result, food and beverage
      revenues achieved through the redemption of bonus points decreased from 17%
      in
      2005 to 3% in 2006 in relation to total revenues achieved.





Total
      hotel, food and beverage costs decreased by 1.5% for 2006 as compared to 2005
      as
      a result of the decrease in food and beverage revenues.





Hotel
      occupancy was 44% for 2005 compared to 48% in 2004. Hotel revenue increased
      38.6% due mainly to upgraded rooms (i.e. standard rooms becoming deluxe rooms)
      and their corresponding increases in room rates. Leisure sales increased by
      44.9% in 2005 compared to 2004. These increases in revenue were offset by a
      decrease in conference sales of 20.3% in the year ended December 31, 2005.
      Food
      and beverage revenue decreased by 0.7% for 2005 compared to 2004 primarily
      due
      to a decrease in hotel occupancy, the closure of a restaurant in the third
      quarter and the decrease in the convention business.





Comparing
      2005 to 2004, the 16.1% reduction in hotel, food and beverage expenses results
      primarily from the elimination of a separate hotel marketing staff, which
      decreased advertising and promotion costs for the hotel. In previous years,
      CCAL
      advertised the casino and hotel operations separately. Current marketing efforts
      have focused on emphasizing the overall resort qualities of the operation,
      inclusive of both the casino and hotel. This helped reduce Caledon’s overall
      marketing costs.





**Other**





Other
      operating revenue (net of promotional allowances) principally consists of
      promotional allowances and revenue generated from the resort’s ancillary
      services. The improvement in net other operating revenue (net of promotional
      allowances) from 2005 to 2006 is due to additional revenues generated by
      ancillary services provided by the resort and a revision of the casino’s
      complementary policy.





The
      conversion to cashless gaming in March 2005 resulted in a significant increase
      in the accumulation of points earned by players reported as an offset to
      operating revenue. All patrons of the casino are required to create a personal
      players account and play with a card on which they always earn points. Although
      gaming revenue increased, the point liability accrued for over 52,000 active
      player accounts affected the reported 2005 results by approximately ZAR 0.5
      million, net of taxes.


-35-


General
      and administrative expenses at Caledon increased 8.5% in 2006 and 19.0% in
      2005
      as a result of departmental payroll increases related to the casino expansion,
      the outsourcing of security service contracts, continued maintenance
      expenditures and an increase in gaming and value added taxes.





The
      ZAR
      0.2 million write off in 2006 consists primarily of a ZAR 0.5 million write-off
      in ATM cash discrepancies offset by approximately ZAR 0.3 million of recoveries
      due to the settlement of a business interruption insurance claim related to
      a
      road closure in the second quarter of 2005 for ZAR 0.2 million more than the
      original estimate. In 2005, the Company recorded a recovery of ZAR 0.4 million
      based upon the estimated amount recoverable related to the road
      closure..





Depreciation
      expense decreased ZAR 1.3 million in 2006 compared to 2005 primarily because
      computer equipment with a three year estimated life became fully depreciated
      by
      the end of 2005. Depreciation expense increased in 2005 compared to 2004
      primarily due to an increase in depreciable assets of ZAR 6.4
      million.





Even
      though CCAL’s average debt balance increased from ZAR 32.4 million in 2005 to
      ZAR 52.7 million in 2006, interest expense for CCAL has decreased slightly
      due
      to the early repayment of the term loan with ABSA Bank in July 2005 and the
      early repayment of a series of capital leases in February 2005, offset by
      additional interest due on a ZAR 60.0 million term loan borrowed by Caledon
      in
      August 2005. In order to repay ABSA Bank, CCAL entered into a long term loan
      agreement with Nedbank under which Nedbank extended temporary financing until
      the long term loan agreement was completed. Caledon incurred a ZAR 1.2 million
      interest charge relating to the early repayment of the ABSA Bank loan. As a
      result of the transaction, Caledon was able to significantly lower its effective
      interest rate on outstanding term loans from 16.9% to a 9.0% rate at the time
      (South African Prime less 1.5%). The weighted-average interest rate on the
      borrowings under term loan agreements for our South African subsidiaries was
      9.9% in 2006, 10.5% in 2005 and 16.9% in 2004.





CCAL’s
      effective tax rate in 2006 was 31.3%, primarily due to non-deductible permanent
      differences. The marginal tax rate on income in South Africa is currently 29%.
      Prior to April 1, 2005, the marginal tax rate was 30%.





Caledon
      paid preference shareholder dividends of approximately ZAR 1.0 million in 2006.
      Certain preference shareholders are entitled to per share dividends of 0.009%
      of
      the annual gross gambling revenue of the Caledon Hotel, Spa and Casino after
      the
      deduction of gaming taxes and value added tax. No dividends were paid or due
      in
      2005 and 2004.


-36-


**Newcastle,
      South Africa**





The
      operating results of the Newcastle, South Africa segment are primarily those
      related to the development and operations of the Century Casino & Hotel in
      Newcastle, South Africa. Intercompany transactions, including fees to its
      parent, shareholder’s interest and their related tax effects have been
      eliminated within the segment’s results. Operational results in U.S. dollars
      from April 1, 2006 (the date of acquisition) through December 31, 2006 were
      as
      follows: (See next page for results in Rand).





*Amounts
                in thousands*
            
            **April
                1, 2006 through**
              **December
                31, 2006****Operating
                revenue**Casino
            $
            5,640Hotel,
                food and beverage
            
            476Other
                (net of promotional allowances)
            
            60Net
                operating revenue
            
            6,176**Costs
                and expenses**Casino
            
            2,177Hotel,
                food and beverage
            
            279General
                and administrative
            
            1,877Depreciation
            
            1634,496Earnings
                from operations
            
            1,680Interest
                income
            
            16Interest
                (expense)
            
            (67)Other
                income, net
            
            41Earnings
                before income taxes and minority interest
            
            1,670Income
                tax expense
            
            433**Earnings
                before minority interest**
            
            **1,237**Minority
                Interest
            
            331**Net
                earnings**
            $
            **906****Reconciliation
                to Adjusted EBITDA:**Net
                earnings
            $
            906Minority
                interest
            
            331Interest
                income
            
            (16)Interest
                expense
            
            67Income
                tax expense
            
            433Depreciation
            
            163**Adjusted
                EBITDA**
            **$**
            **1,884**





**Average
                exchange rate (ZAR/USD)**
            
            **6.95**


-37-





Operating
      results in Rand from April 1, 2006 (the date of acquisition) through December
      31, 2006 were as follows:





*Amounts
                in thousands*
            **April
                1, 2006 through**
              **December
                31, 2006****Operating
                revenue**Casino
            ZAR
            39,299Hotel,
                food and beverage
            
            3,298Other
                (net of promotional allowances)
            
            428Net
                operating revenue
            
            43,025**Costs
                and expenses**Casino
            
            15,329Hotel,
                food and beverage
            
            2,468General
                and administrative
            
            12,409Depreciation
            
            1,08631,292Earnings
                from operations
            
            11,733Interest
                income
            
            114Interest
                (expense)
            
            (491)Other
                income, net
            
            290Earnings
                before income taxes and minority interest
            
            11,646Income
                tax expense
            
            3,183**Earnings
                before minority interest**
            
            **8,463**Minority
                Interest
            
            2,293**Net
                earnings**
            ZAR
            **6,170****Reconciliation
                to Adjusted EBITDA:**Net
                earnings
            ZAR
            6,170Minority
                interest
            
            2,293Interest
                income
            
            (114)Interest
                expense
            
            491Income
                tax expense
            
            3,183Depreciation
            
            1,086**Adjusted
                EBITDA**
            **ZAR**
            **13,109**







**Casino
              Market Data (in Rand)**
            **April
                1, 2006 through**
              **December
                31, 2006**Market
                share of the KwaZulu-Natal gaming revenue*
            2.6%Market
                share of KwaZulu-Natal gaming devices*
            6.5%Average
                number of slot machines
            206Average
                slot machine win per day
            ZAR
                630Average
                number of tables
            6Average
                table win per day
            ZAR
                3,114


**Source:
      KwaZulu-Natal Gambling Board*





-38-


**April
      1, 2006 through December 31, 2006**





We
      acquired a 60% ownership interest in Balele Leisure (Pty) Ltd. (“Balele”), now
      known as Century Casino Newcastle (Pty) Ltd., as of April 1, 2006. Since that
      time, the operations of the casino were limited and our efforts were focused
      on
      the construction of a new facility, which opened on December 2, 2006. We
      incurred ZAR 2.3 million of pre-opening expenses related to the project in
      2006.
      For the month of December 2006, operations were in line with our
      expectations.





Interest
      expense is payable on a ZAR 50.0 million term loan with Nedbank, bearing an
      interest rate of South African Prime less 1.5% (11.0% as of December 31, 2006).
      The principal balance outstanding under the term loan agreement is ZAR 50.0
      million as of December 31, 2006.





The
      calculation of minority interest is determined prior to the elimination of
      intercompany management fees.  An
      additional $0.4 million (ZAR 2.5 million) will be payable to the minority
      shareholders if casino revenues during the first 12 months of operation at
      the
      new casino exceeds $13.5 million (ZAR 95.0 million). As of December 31, 2006,
      the Company does not deem it probable that casino revenues will exceed the
      required amounts.





The
      income tax provisions are based on estimated full-year earnings for financial
      reporting purposes and are adjusted for permanent differences. Therefore, the
      tax provision will vary from period to period. The marginal tax rate on income
      in South Africa is currently 29%. Newcastle’s effective tax rate from April 1
      through December 31, 2006 was 27%.





-39-


**Edmonton,
      Canada**





The
      operating results of the Edmonton, Canada segment, primarily the development
      and
      the operations of the Century Casino and Hotel in Edmonton, for the years ended
      December 31, 2006 and 2005 are as follows:





*Dollar
                amounts in thousands*
            **2006**
            **2005**Operating
                revenueCasino
            $
            1,693
            $
            -Food
                and beverage
            
            486
            
            -Other
                (net of promotional allowances)
            
            146
            
            57Net
                operating revenue
            
            2,325
            
            57Costs
                and expensesCasino
            
            1,352
            
            -Food
                and beverage
            
            877
            
            -General
                and administrative
            
            1,294
            
            236Depreciation
            
            175
            
            33,698
            
            239**Loss
                from operations**
            ****
            **(1,373)**
            ****
            **(182)**Interest
                income
            
            44
            
            12Interest
                (expense)
            
            (454)
            
            (61)Other
                (expense), net
            
            53
            
            13**Loss
                before income taxes and minority interest**
            ****
            **(1,730)**
            ****
            **(218)**Income
                tax (benefit)
            
            (574)
            
            (81)**Loss
                before minority interest**
            
            **(1,156)**
            
            **(137)**Minority
                interest
            
            -
            
            (61)**Net
                loss**
            **$**
            **(1,156)**
            **$**
            **(76)****Reconciliation
                to Adjusted EBITDA:**Net
                loss
            $
            (1,156)
            $
            (76)Minority
                interest
            
            -
            
            (61)Interest
                income
            
            (44)
            
            (12)Interest
                expense
            
            454
            
            61Income
                tax expense
            
            (574)
            
            (81)Depreciation
            
            175
            
            3**Adjusted
                EBITDA**
            **$**
            **(1,145)**
            **$**
            **(166)**





-40-


Prior
      to
      November 17, 2006, all costs incurred represent pre-opening expenses. From
      January 1, 2006 through November 17, 2006, we incurred approximately $1.9
      million of pre-opening expenses. For the year ended December 31, 2005, we
      incurred approximately $0.2 million of pre-opening expenses.





Since
      opening, gaming revenues are in line with our expectations. We are in the
      process of reviewing the cost and staffing structure of the operation to bring
      them in line with current revenue levels.





We
      opened
      the casino with 600 slot machines and may seek approval from the AGLC to add
      more slots in the future.





Delays
      in
      opening the hotel and dinner theater hampered hotel, food and beverage revenues.
      The dinner theater opened on December 9, 2006. The hotel will be opening in
      March 2007.





As
      a
      result of the buyout of the minority partner in 2006, we absorbed 100% of
      pre-opening losses in 2006.





Management
      has focused on the development of player’s club memberships, with over 7,000
      players in our player club database.





For
      the
      year ended December 31, 2006, the significant increase in interest expense
      relates to interest that we are incurring based on approximately $16.4 million
      (CAD 19.1 million) of outstanding debt. In previous periods, this interest
      was
      capitalized towards the cost of the construction of the casino and hotel.





Income
      taxes in Edmonton are taxed at a statutory rate of 33.6%.


-41-


**All
      Other Operating Segments**





Combined
      operating results for our ship-based casinos and, subsequent to April 13, 2006,
      Century Casino Millennium for the years ended December 31, 2006, 2005 and 2004
      are as follows:





*Dollar
                amounts in thousands*
            **2006**
            **2005**
            **2004**Operating
                revenueCasino
            $
            4,286
            $
            2,911
            $
            2,615Hotel,
                food and beverage
            
            19
            
            -
            
            -Other
                (net of promotional allowances)
            
            296
            
            240
            
            154Net
                operating revenue
            
            4,601
            
            3,151
            
            2,769Costs
                and expensesCasino
            
            3,362
            
            2,142
            
            1,836Hotel,
                food and beverage
            
            40
            
            -
            
            -General
                and administrative
            
            370
            
            -
            
            -Impairment
                and other write-offs, net of recoveries
            
            309
            
            -
            
            -Depreciation
            
            360
            
            144
            
            1104,441
            
            2,286
            
            1,946**Earnings
                from operations**
            ****
            **160**
            ****
            **865**
            ****
            **823**Interest
                income
            
            11
            
            -
            
            -Interest
                (expense)
            
            (42)
            
            -
            
            -Other
                income, net
            
            78
            
            -
            
            -**Earnings
                before income taxes**
            ****
            **207**
            ****
            **865**
            ****
            **823**Income
                tax expense
            
            15
            
            26
            
            25**Net
                earnings**
            **$**
            **192**
            **$**
            **839**
            **$**
            **798****Reconciliation
                to Adjusted EBITDA:**Net
                earnings
            $
            192
            $
            839
            $
            798Minority
                interest
            
            -
            
            -
            
            -Interest
                income
            
            (11)
            
            -
            
            -Interest
                expense
            
            42
            
            -
            
            -Income
                tax expense
            
            15
            
            26
            
            25Depreciation
            
            360
            
            144
            
            110**Adjusted
                EBITDA**
            **$**
            **598**
            **$**
            **1,009**
            **$**
            **933**





-42-


Cruise
      Ships





We
      experience fluctuations in the casino revenue generated on each cruise depending
      on the number and gaming quality of the passengers, and these fluctuations
      may
      be extreme. In addition, the cruise ships on which we conduct operations may
      be
      out of service from time to time for periodic maintenance or based on the
      operating schedule of the cruise line. As a result, revenues resulting from
      our
      cruise ship based operations may fluctuate significantly from period to period.
      Additionally, cruise ship earnings are also affected by an increase in
      concession fees in proportion to the revenue.





In
      accordance with a casino concession agreement, the Company’s service periods on
      the Oceania Insignia and Oceania Regatta will be extended for five year periods,
      commencing on the date that the Company installs newer slot machine equipment
      onto each ship and ending on the fifth anniversary date thereof. The agreement
      with the Oceania Nautica was extended for five years on December 11,
      2006.





In
      January 2007, the casino concession agreement with the World of Residensea
      was
      extended for an unlimited period of time, subject to termination under certain
      conditions.





Our
      right
      to operate the casinos aboard the Silver Shadow and Silver Whisper, cruise
      ships
      operated by Silversea Cruises, Ltd. (“Silversea”), terminated at the end of
      September 2005 and at the beginning of July 2006, respectively. On March 8,
      2006, we received notification from Silversea that our right to operate the
      casino aboard the Silver Wind cruise ship would terminate as of May 16, 2007.
      In
      addition, we also received notification from Silversea purporting to terminate
      our right to operate the casino aboard the Silver Cloud cruise ship as of March
      30, 2006; however, we believe the purported termination was untimely under
      the
      terms of our casino concession agreement with Silversea, resulting in a five
      year extension of the agreement as to the Silver Cloud. In April 2006, Silversea
      commenced an arbitration proceeding with the International Chamber of Commerce
      International Court of Arbitration seeking to terminate the concession agreement
      as to the Silver Cloud. We have filed an answer denying that the agreement
      as to
      the Silver Cloud was terminated and seeking to confirm that we have the right
      to
      a five-year extension of the agreement. We have also filed a counterclaim
      seeking damages arising from the wrongful termination of the concession
      agreement. We intend to continue operation of our casino aboard the Silver
      Cloud
      pending resolution of the arbitration.




Cruise
      ship casino revenues decreased 3.8% in 2006 as compared to 2005. For all of
      2005
      and the first six months of 2006, we operated casinos aboard seven ships. From
      July 2006 through December 31, 2006, we operated casinos aboard six ships,
      which
      contributed to the decline in revenues.





Concession
      fees paid to the ship operators in accordance with the agreements accounted
      for
      approximately $1.4 million, $1.3 million and $1.0 million of the total casino
      expenses incurred in 2006, 2005 and 2004, respectively.





Casino
      expenses, excluding concession fees, increased slightly to 29.9% of casino
      revenue in 2006 as compared to 29.3% of casino revenue in 2005 and 30.8% of
      casino revenue in 2004. Several of the cruise ships were inactive for periods
      of
      2004. We cannot operate our casinos while the ships are in port.





The
      cruise ship concession agreements were assigned to our wholly-owned subsidiary
      Century Resorts International (“CRI”) as of October 1, 2003 and have since been
      subject to an effective tax rate of 3% in Mauritius. For the remaining term
      of
      the original concession agreements, any income earned under these agreements
      are
      subject to an imputed royalty for US income tax purposes (reported in the
      Corporate segment). As a result, the effective tax rate on net income generated
      by the cruise ships was 7.0%, 6.2% and 6.2% for 2006, 2005 and 2004,
      respectively.





-43-


Century
      Casino Millennium





We
      began
      consolidating the operating results of CM on April 13, 2006. Prior to this
      time,
      we were accounting for the results of CM as an equity-method
      investment.





CM
      accounted for $1.6 million of this segment’s revenue in 2006, $1.1 million of
      the total increase in casino expenses and substantially all of the increase
      in
      general and administrative expenses for this segment.





CM
      recorded a goodwill impairment charge of $0.2 million and wrote off $0.1 million
      of fixed assets that were no longer in service during 2006. The Company is
      reviewing several different courses of action to improve overall operations
      at
      CM.


-44-


**Corporate**





*Dollar
                amounts in thousands*
            
            **2006**
            
            **2005**
            
            **2004**Operating
                revenueOther
            $
            17
            $
            105
            $
            465Net
                operating revenue
            
            17
            
            105
            
            465Costs
                and expensesGeneral
                and administrative
            
            6,791
            
            4,580
            
            3,518Impairments
                and other write-offs, net of recoveries
            
            (13)
            
            -
            
            (218)Depreciation
            
            68
            
            28
            
            286,846
            
            4,608
            
            3,328(Loss)
                Income from unconsolidated subsidiary
            
            -
            
            (109)
            
            55**Loss
                from operations**
            ****
            **(6,829)**
            ****
            **(4,612)**
            ****
            **(2,808)**Interest
                income
            
            776
            
            400
            
            44Interest
                (expense), net
            
            1,177
            
            (35)
            
            (15)Interest
                (expense) on non-Cripple Creek debt allocated to Corporate
            
            (497)
            
            (1,325)
            
            (907)Gain
                on sale of Gauteng purchase option
            
            5,233
            
            -
            
            -Other
                income, net
            
            363
            
            -
            
            1Non-operating
                items from unconsolidated subsidiary
            
            -
            
            (4)
            
            (5)**Earnings
                (loss) before income taxes and minority interest**
            ****
            **223**
            ****
            **(5,576)**
            ****
            (3,690)Income
                tax (benefit)
            
            (2,484)
            
            (2,779)
            
            (2,242)**Earnings
                (loss) before minority interest**
            
            **2,707**
            
            **(2,797)**
            
            **(1,448)**Minority
                interest
            
            **373**
            
            **130**
            
            106**Net
                earnings (loss)**
            **$**
            **2,334**
            **$**
            **(2,927)**
            **$**
            **(1,554)****Reconciliation
                to Adjusted EBITDA:**Net
                earnings (loss)
            $
            2,334
            $
            (2,927)
            $
            (1,554)Minority
                interest
            
            373
            
            130
            
            106Interest
                income
            
            (776)
            
            (400)
            
            (44)Interest
                expense (including amounts allocated from Cripple Creek)
            
            (680)
            
            1,360
            
            922Income
                tax expense
            
            (2,484)
            
            (2,779)
            
            (2,242)Depreciation
            
            68
            
            28
            
            28**Adjusted
                EBITDA**
            **$**
            **(1,165)**
            $
            **(4,588)**
            $
            **(2,784)**





Prior
      to
      April 13, 2006, net operating revenue for this segment principally consisted
      of
      casino technical service fees earned from operating Casino Millennium in Prague,
      Czech Republic. In 2004, we recognized a foreign currency translation gain
      on
      the disposition of Verkrans, a land holding company relating to a casino
      development project in Gauteng, South Africa. The translation gain resulted
      from
      the difference between the exchange rate at the time of purchase in March 2002
      and the exchange rate at the time of sale in December 2004. The gain of $0.4
      million was recorded as other operating income in 2004.





General
      and administrative expenses increased in the year ended December 31, 2006 by
      $2.2 million compared to the year ended December 31, 2005, primarily because
      of
      increased compensation charges, increased travel and communication expenses,
      and
      higher professional fees. In particular, overall compensation has increased
      by
      approximately $1.3 million, of which $0.4 million relates to the amortization
      of
      stock options as prescribed by Statement of Financial Accounting Standard No.
      123R. We also have increased the number of employees to support the Company’s
      growth.


-45-


General
      and administrative expenses in the year ended December 31, 2005 increased over
      the year ended December 31, 2004 largely due to costs associated with new
      expansion projects, increases in corporate staffing and costs associated with
      Sarbanes-Oxley Act compliance. Compliance with the Sarbanes-Oxley Act also
      resulted in increased auditing costs.





In
      2006,
      the Company sold its interest in a casino development project located in
      Gauteng, South Africa for $5.7 million (ZAR 43.3 million), less commissions
      of
      $0.1 million (ZAR 1.3 million). The Company has recorded $5.2 million (ZAR
      39.0
      million) as a gain on sale of Gauteng purchase option in the December 31, 2006
      consolidated statement of earnings.





During
      2006, in conjunction with the sale of our interest in the Gauteng casino
      project, we recovered approximately $0.4 million of previously written off
      loans, which has been recorded as an offset to impairments and other write-offs.
      This amount is offset by the write down of the remaining balance of
      non-operating casino property and land held for sale in Wells, Nevada. In 2004,
      we recovered approximately $0.2 million of previously written off loans
      associated with the Gauteng project.




The
      significant increase in interest income for this segment is directly related
      to
      the cash reserves we have accumulated resulting from the ADC offering we
      completed in October 2005 and the cash flows generated by our operations.
      Interest income in 2005 is primarily derived from interest earned on the
      remaining proceeds from the ADC offering in October 2005 and the interest earned
      on cash received from the exercise of stock options.





The
      net
      negative interest expense in the Corporate segment results from the elimination
      of the interest on intercompany debt that has been used to finance our
      construction projects in Central City, Colorado and Edmonton, Alberta, Canada.
      The interest charged to these segments is capitalized as part of the
      construction costs and does not appear as interest expense. Caledon’s loan with
      Nedbank was the primary source of debt that funded the early stages of
      construction in Edmonton and Newcastle.





The
      Cripple Creek segment allocated $0.5 million, $1.3 million and $0.9 million
      in
      interest expense to the Corporate segment during the years ended December 31,
      2006, 2005 and 2004, respectively. Interest expense on the amounts advanced
      by
      Womacks, but not repaid, to fund the Company’s acquisitions and the repurchase
      of the Company’s common stock is calculated using the effective rate on all
      borrowings under Womacks’ revolving credit facility.





We
      recognized approximately $0.4 million in foreign currency gains in 2006 which
      is
      included in other income, net.





The
      Corporate segment includes earnings and losses sustained by multiple companies
      taxed at their respective country’s rates. The mix of earnings and losses
      impacts the effective rate reported in the segment. For 2006, the tax benefit
      on
      net U.S. losses (primarily resulting from our new operation in Central City,
      Colorado) exceeds the tax on net non-U.S. earnings, which are taxed at
      significantly lower rates.





-46-


**Liquidity
      and Capital Resources**





*Cash
      Flows*





Cash
      and
      cash equivalents totaled $35.0 million plus restricted cash of $2.4 million
      at
      December 31, 2006. Net working capital totaled $5.2 million. In March 2007,
      we
      repaid $12.5 million of principal on our Central City debt.




We
      use
      the cash flows generated by the Company to fund reinvestment in existing
      properties for both refurbishment and expansion projects and to pursue
      additional growth opportunities via new development opportunities. When
      necessary, we supplement the cash flows generated by our operations with either
      cash on hand or funds provided by financing activities.





Cash
      provided by operating activities was $9.5 million, $7.5 million and $8.5 million
      for 2006, 2005 and 2004 respectively. Our cash flows from operations have
      historically been positive and sufficient to fund ordinary operations. For
      a
      description of the operating activities of the Company, please refer to the
      consolidated statements of cash flows and management’s discussion of the results
      of operations by segment.





Cash
      used
      in investing activities of $67.2 million for the year ended December 31, 2006
      consisted of a $5.1 million buyout of our minority partner in CRA; $6.7
      million towards the purchase of a 60% interest in Balele (offset by casino
      cash
      acquired of $1.5 million); $0.7 million buyout of our minority partner in CM
      (offset by casino cash acquired of $0.3 million); a $4.8 million loan to G5;
      $0.5 million in property improvements and equipment additions at Womacks; $1.9
      million in property improvements and additional gaming equipment at Caledon,
      South Africa; $10.2 million primarily towards the construction of a new
      permanent facility in Newcastle, South Africa; $0.2 million in additions to
      our
      corporate office in Vienna, Austria; $0.4 million in expenditures to upgrade
      some of the cruise ships with new gaming equipment; $24.0 million towards
      construction in Central City, Colorado; $19.4 million in additional expenditures
      towards construction on the property in Edmonton, Alberta, Canada; and $0.5
      million towards a company-wide information system implementation. These outflows
      were offset by $5.2 million received from the sale of our interest in a project
      located in Gauteng, South Africa and $0.2 million in proceeds from the
      disposition of property.





Cash
      used
      in investing activities of $21.7 million for the year ended December 31, 2005
      consisted of $2.4 million contribution by us for our investment in CRA,
      less $1.7 million in net cash acquired; $1.9 million in property and equipment
      additions at Womacks, of which $1.5 million related to the exercise of a
      purchase option of previously leased property; $2.8 million in property
      improvements, gaming equipment and security equipment additions at Caledon,
      South Africa; $0.6 million in expenditures to upgrade some of the cruise ships
      with ticket-out slot machines and other gaming equipment; $11.3 million for
      construction in Central City, Colorado; and $4.7 million in additional
      expenditures towards construction on the property in Edmonton, Alberta, Canada.
      These were offset by $0.3 million in proceeds from the disposition of property.





Cash
      used
      in investing activities of $7.1 million for the year ended December 31, 2004
      consisted of $3.5 million for our investment in CTL, $0.4 million towards the
      upgrade of the slot accounting system, $1.9 million towards new slot games,
      $1.5
      million in improvements to the property in Caledon, South Africa; $0.2 million
      in expenditures to outfit the cruise ships; and $0.5 million in expenditures
      for
      other long-lived assets, offset by $0.2 million in proceeds from the disposition
      of assets and $0.8 million (ZAR 4.4 million) in proceeds from the disposition
      of
      the common stock of Verkrans.





Cash
      provided by financing activities of $53.8 million for the year ended December
      31, 2006 consisted of borrowings of $25.6 million under the CTL
      construction/term loan; borrowings of $16.4 million under the CWB construction
      loan; borrowings of $7.1 million under the CNEW construction/term loan; net
      borrowings of $6.6 million under the Womacks revolving credit facility with
      Wells Fargo; $0.5 million in proceeds from the exercise of stock options; and
      the recognition of a $0.4 million tax benefit related to the exercise of stock
      options. These borrowings were offset by net repayments of $2.4 million towards
      the Caledon term loan and $0.4 million of restricted cash deposits related
      to
      our project in Edmonton.


-47-


Cash
      provided by financing activities of $43.9 million for the year ended December
      31, 2005, consisted of $46.2 million in proceeds from the ADC offering, $2.3
      million from the exercise of stock options, net borrowings of $8.9 million
      associated with our construction loan with Wells Fargo Bank for the Central
      City
      project, net borrowings of $8.9 million associated with our loan with Nedbank
      Limited and $0.6 million from the release of restricted cash associated with
      a
      prior Caledon loan agreement from ABSA Bank. These inflows of cash were offset
      by net repayments of $15.1 million (of which $14.5 million was obtained from
      the
      proceeds of the ADC offering) under the revolving credit facilities with Wells
      Fargo, $3.0 million under the agreement with ABSA, $1.1 million to our minority
      investor in Central City for a distribution of their interest and the repayment
      of an unsecured note payable, deferred financing charges of $2.4 million, a
      restricted cash deposit of $1.0 million required for our listing on the Vienna
      Stock Exchange and other net repayments of $0.4 million.





Cash
      provided by financing activities of $1.9 million for the year ended December
      31,
      2004 consisted of net borrowings of $3.9 million under the Womacks revolving
      credit facility, primarily for the $3.5 million capital contribution to the
      Central City, Colorado project, net repayments of $1.3 million under the loan
      agreement with ABSA, repayment of a $0.4 million note payable to a founding
      stockholder of the Company, and other net repayments of $0.2 million, less
      net
      borrowing of $0.1 million from a former director, which was subsequently repaid
      in 2004 and additional deferred financing and licensing charges incurred by
      the
      Company with a cost of $0.1 million.





*Common
      Stock Repurchase Program*





Our
      Board of Directors has approved a discretionary program to repurchase up to
      $5.0 million of the Company’s outstanding common stock. We did
      not purchase
      any shares of our common stock on the open market in 2005 or 2006 .
      The total remaining authorization under the repurchase program was $1.2 million
      as of December 31, 2006. The repurchase program has no set expiration or
      termination date.





*Sources
      of Liquidity*




Additional
      liquidity at Womacks may be provided by our revolving credit facility with
      Wells
      Fargo Bank (“Wells Fargo”), under which we currently have a total available
      commitment of $17.7 million and unused borrowing capacity of approximately
      $5.3
      million, based on Womacks’ current EBITDA, at December 31, 2006. The maturity
      date of the borrowing commitment is December 2008. The available balance was
      reduced by $0.7 million on January 1, 2007 and will be further
      reduced by $0.7 million at the beginning of each quarter until maturity in December
      2008. Borrowings under the credit facility may be used for capital expenditures
      and working capital at Cripple Creek and corporate headquarters. Womacks is
      also
      permitted to make cash distributions to us up to the amount of our capital
      contributions (currently $8.5 million, subject to the limitation based on
      Womacks’ current EBITDA).




Additional
      liquidity at CTL
      may
      be provided by our $2.5 million revolving line of credit with Wells Fargo.
      The
      revolving line of credit matures on November 21, 2011. Availability under the
      line of credit is conditional upon CTL’s compliance with all of the financial
      and other covenants contained in the loan agreement at the time of a particular
      drawdown, and our continued ability to make certain representations and
      warranties.





In
      October 2005, under an existing shelf registration, we issued 7.1 million shares
      of common stock, in the form of ADCs, through an underwriter, to investors
      in
      the Republic of Austria and in a private placement to institutional investors
      in
      other countries in Europe. Net proceeds from this issuance were approximately
      $46.2 million. A total of $34.6 million of the proceeds have been used to repay
      outstanding debt, to fund the construction of our Edmonton project, to make
      a
      loan associated with our potential investment in Poland (see Contractual
      Obligations and Commercial Commitments) and for other operating needs. We plan
      to use the remaining proceeds from this issuance to make investments in
      additional gaming projects, for working capital and for other general corporate
      purposes.


-48-


We
      expect
      that the primary source of our future operating cash flows will be from gaming
      operations. We will continue to rely on revolving lines of credit and term loans
      with commercial banks or other debt instruments to supplement our working
      capital and investing requirements. We believe that our cash at December 31,
      2006, together with expected cash flows from operations and borrowing capacity
      under the various credit facilities, will be sufficient to fund our anticipated
      operating costs, capital expenditures at existing properties and satisfy our
      current debt repayment obligations. We will continue to evaluate our planned
      capital expenditures at each of our existing locations in light of the operating
      performance of the facilities at such locations. From time to time we expect
      to
      have cash needs for the development of new properties that exceed our current
      borrowing capacity and we may be required to seek additional financing in the
      debt or equity markets. We may be unable to obtain additional debt or equity
      financing on acceptable terms. As a result, limitations on our capital resources
      could delay or cause us to abandon certain plans for the development of new
      projects.





**Contractual
      Obligations and Commercial Commitments**





The
      following is a schedule of our contractual obligations and commercial
      commitments as of December 31, 2006:




Payments
                          Due by Period *(Amounts in Thousands)*Contractual
                            Obligations
                      Total
                      Less
                          than1 year
                      1-3
                          years
                      4-5
                          years
                      More
                          than5 yearsLong-Term
                            Debt
                      $
                          75,843
                      $
                          20,499
                      $
                          21,937
                      $
                          15,082
                      $
                          18,325Capital
                          Leases
                      862
                      170
                      348
                      344
                      -Operating
                          Leases
                      3,342
                      1,062
                      906
                      395
                      979Accrued
                          Construction
                      698
                      698
                      -
                      -
                      -Total
                      $
                          80,745
                      $
                          22,429
                      $
                          23,191
                      $
                          15,821
                      $
                          19,304


On
      June
      13, 2006, we entered into an agreement, as subsequently amended, to acquire
      100%
      of all of the issued and outstanding shares of G5 Sp. z o.o. (“G5”), which owns
      33.3% of Casinos Poland, for approximately $2.8 million (€2.2 million). The
      closing of this transaction occurred on March 12, 2007





**Off-Balance
      Sheet Arrangements**





We
      do not
      maintain any off-balance sheet arrangements, transactions, obligations or other
      relationships with unconsolidated entities that would be expected to have a
      material current or future effect upon our financial statements.





-49-


**Critical
      Accounting Estimates**





The
      preparation of financial statements requires us to make estimates and judgments
      that affect the reported amounts of assets, liabilities, revenue and expenses,
      and related disclosure of contingent assets and liabilities. On an on-going
      basis, we evaluate these estimates, including those related to goodwill and
      other intangible assets and property and equipment. We base our estimates on
      historical experience and on various other assumptions that are believed to
      be
      reasonable under the circumstances, the results of which form the basis for
      making judgments about the carrying values of assets and liabilities that are
      not readily apparent from other sources. Actual results may differ materially
      from these estimates under different assumptions or conditions. Our significant
      accounting policies are discussed in Note 2 of the Notes to Consolidated
      Financial Statements. Critical estimates inherent in these accounting policies
      are discussed in the following paragraphs.





***Goodwill
      and Other Intangible Assets*** - At
      December 31, 2006 we had goodwill of approximately $12.3 million and casino
      licenses of approximately $9.3 million. Our goodwill results from the
      acquisitions of casino and hotel operations and represents the excess of the
      purchase price over the fair value of identifiable net tangible and intangible
      assets acquired. Goodwill and intangible assets with indefinite lives are
      required to be tested for impairment at least annually or more frequently if
      an
      event occurs or circumstances change that may reduce the fair value of the
      asset
      below its carrying value. The implied fair value includes estimates of future
      cash flows, as well as estimates of critical valuation inputs such as discount
      rates, terminal values and similar data based on reasonable and supportable
      assumptions that represent our best estimates. Changes in estimates or
      application of alternative assumptions and definitions could produce
      significantly different results. We have completed our annual assessments of
      goodwill and other intangibles with indefinite lives and an impairment charge
      of
      $0.2 million (CZK 5.0 million) was recorded to eliminate the goodwill associated
      with CM.





***Property
      and Equipment*** - We
      have significant capital invested in our property and equipment, which
      represents approximately 63% of our total assets. Judgments are made in
      determining the estimated useful lives of assets, salvage values to be assigned
      to assets and if or when an asset has been impaired. The accuracy of these
      estimates affects the amount of depreciation expense recognized in our financial
      results and the extent to which we have a gain or loss on the disposal of the
      asset. We assign lives to our assets based on our standard policy, which we
      believe is representative of the useful life of each category of assets. We
      review the carrying value of our property and equipment whenever events and
      circumstances indicate that the carrying value of an asset may not be
      recoverable from the estimated future cash flows expected to result from its
      use
      and eventual disposition. The factors we consider in performing this assessment
      include current operating results, trends and prospects, as well as the effect
      of obsolescence, demand, competition and other economic factors.





***Stock-Based
      Compensation*** - We use
      the Black-Scholes option pricing model to estimate the fair value of stock
      options. The Black-Scholes model requires management to estimate certain
      variables. Such estimates include the estimated lives of options from grant
      date
      to exercise date, the volatility of the underlying shares and estimated future
      dividend rates. The two most significant estimates in the Black-Scholes model
      are volatility and expected life. An increase in the volatility rate increases
      the value of stock options and a decrease causes a decline in value. We
      estimated expected volatility using an average of our common stock price over
      the preceding 12 month period. For expected lives, an increase in the expected
      life of an option increases its value. For all options currently outstanding,
      we
      have estimated their expected lives to be equal to their contractual
      terms.





In
      addition, SFAS No. 123R requires that equity compensation be recorded net of
      estimated forfeitures over the vesting term. Determining this estimate requires
      significant judgment on the number of actual awards that will ultimately vest
      over the term of the award. This estimate is reviewed quarterly and any change
      in actual forfeitures in comparison to estimates may cause an increase or
      decrease in the ultimate expense recognized in that period.


-50-




***Income
      Taxes*** -
      Significant judgment is required in developing our income tax provision. We
      have
      not recorded a valuation allowance on our deferred tax assets as of December
      31,
      2006, based on management’s belief that operating income will more likely than
      not be sufficient to realize the benefit of our deferred tax assets over time.
      In the event that actual results differ from these estimates, we may be required
      to record a valuation allowance on our deferred tax assets, which could have
      a
      material adverse effect on our consolidated financial statements.





**Recent
      Accounting Pronouncements**





Information
      regarding accounting pronouncements that have been issued but not yet adopted
      by
      us is incorporated by reference from Part II, Item 8, Financial Statements
      and
      Supplemental Data, Note 2 — Significant Accounting Policies, of this Annual
      Report on Form 10-K.





**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 may 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,
      2006. Actual results may differ materially.





***Interest
      Rate Sensitivity*** ****





We
      are
      subject to interest rate risk on our outstanding borrowings with Wells Fargo,
      Canadian Western Bank and Nedbank Limited. Interest on amounts outstanding
      under
      these loan agreements are variable and thus subject to fluctuations in their
      various prime or LIBOR indexed rates. Based on our current outstanding
      borrowings, a 1.0% movement in the weighted average interest rate would result
      in an approximate $0.7 million annualized increase or decrease in interest
      expense.





As
      of and subsequent to December 31, 2006, the Company has no outstanding interest
      rate swap agreements.





***Foreign
      Currency Exchange Risk***





As
      a
      result of our international business presence, we are exposed to foreign
      currency exchange risk. We transact in foreign currencies and have significant
      assets and liabilities denominated in foreign currencies. Therefore, our
      earnings experience volatility related to movements in foreign currency exchange
      rates. We have not hedged against foreign currency exchange rate changes related
      to our international operations. As a result, a 10% change in the relative
      value
      of such foreign currency could cause a related 10% change in our previously
      expected revenue, cost of services, and operating expenses related to such
      currency.





**Item
      8.********Financial
      Statements and Supplementary Data.**





See
      “Index” to the Company’s Financial Statements on page F-1 hereof.





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





None.


-51-


**Item
      9A.** **** **Controls
      and Procedures.**





***Evaluation
      of Disclosure Controls and Procedures -*** Our
      management, with the participation of our principal executive officers,
      principal financial officer and chief accounting officer, has evaluated the
      effectiveness of our disclosure controls and procedures, as defined in Rules
      13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, 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 officers,
      principal financial officer and chief accounting 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.





***Management’s
      Annual Report on Internal Control over Financial Reporting and Attestation
      Report of Registered Public Accounting Firm -*** The
      Company’s management is responsible for establishing and maintaining adequate
      internal control over our financial reporting, as defined in Rules 13a-15(f)
      and
      15d-15(f) under the Exchange Act. Our internal control system was designed
      to
      provide reasonable assurance to our management and board of directors regarding
      the preparation and fair presentation of published financial statements.





The
      Company’s management has assessed the effectiveness of our internal controls
      over financial reporting as of December 31, 2006. In making this assessment,
      our
      management used the criteria set forth in the Committee of Sponsoring
      Organizations of the Treadway Commission (“COSO”) in *Internal
      Control - Integrated Framework* .




On
        April
        1, 2006 the Company acquired the existing operations of Balele Leisure (Pty)
        Ltd., which owns and operates the Monte Vista Casino and Conference Center
        (now
        known as “Century Casino Newcastle”) in Newcastle, South Africa. Commencing
        April 1, 2006, the financial position, results of operations and cash flows
        of
        Century Casino Newcastle are included in the consolidated financial statements
        of Century Casinos, Inc. The Company is in the process of implementing our
        internal controls over financial reporting for the acquired business and
        thus
        has not yet completed an assessment of their effectiveness. As of and for
        the
        period ending December 31, 2006, Century Casino Newcastle represents 12%
        of
        total assets, 12% of total liabilities, 11% of net operating revenue and
        12% of
        net earnings in the consolidated financial statements of Century Casinos,
        Inc.
 
 Based
        on
        the assessment using the criteria set forth by COSO, our management believes
        that, as of December 31, 2006, internal control over financial reporting
        was
        effective.





Grant
      Thornton LLP, our independent registered public accounting firm, also attested
      to, and reported on, management’s assessment of the effectiveness of internal
      control over financial reporting. Grant Thornton LLP’s report is included under
      the caption entitled “Report of Independent Registered Public Accounting Firm”
in Item 8 of this report and is incorporated herein by reference.





***Changes
      in Internal Control Over Financial Reporting -*** During
      the fourth quarter of 2006, we began the implementation of a new information
      system that we will use to accumulate financial data used in the Company’s
      financial reporting. The implementation was not made in response to any
      deficiency in our internal controls. In addition, we are continuing to implement
      our internal controls over financial reporting for Century Casino Newcastle,
      which we acquired on April 1, 2006 and which was excluded from management’s
      assessment. There have been no other changes in our internal controls over
      financial reporting that occurred during the most recent fiscal quarter that
      have materially affected, or are reasonably likely to materially affect, our
      internal control over financial reporting.





**Item
      9B.** **** **Other
      Information.**





None.  -52-


**PART
      III**





**Item
      10.********Directors,
      Executive Officers and Corporate Governance.**





The
      information required by this item will be included in our Proxy Statement with
      respect to our 2007 Annual Meeting of Stockholders to be filed with the SEC
      within 120 days of December 31, 2006, 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.





We
      have
      adopted a Code of Ethics that applies to all directors, officers and employees,
      including our Co Chief Executive Officers, our President, our Senior Vice
      President and our Chief Accounting Officer. A complete text of this Code of
      Ethics is available on the Company's web site ( http://www.cnty.com ).
      Any
      future amendments to or waivers of the Code of Ethics will be posted to the
      Investor Relations-Corporate section of the Company’s web site.





**Item
      11.********Executive
      Compensation.**





The
      information required by this item will be included in our Proxy Statement with
      respect to our 2007 Annual Meeting of Stockholders to be filed with the SEC
      within 120 days of December 31, 2006, 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 our Proxy Statement with
      respect to our 2007 Annual Meeting of Stockholders to be filed with the SEC
      within 120 days of December 31, 2006, under the caption “Voting Securities” and
      is incorporated herein by reference.





Information
      related to securities authorized for issuance under equity compensation plans
      as
      of December 31, 2006 is as follows:




Plan
                category
            Number
                of securities to be issued upon exercise of outstanding options,
                warrants
                and rights
              *(a)*
            Weighted-average
                exercise price of outstanding options, warrants and rights
                
                
                *(b)*
            Number
                of securities remaining available for future issuance under equity
                compensation plans (excluding securities reflected in column
                (a))
              *(c)*Equity
                compensation plans approved by security holders
            1,432,710(1)
            $2.99
            1,965,000Equity
                compensation plans not approved by security holders
            -
            -
            -Total
            1,432,710
            $2.99
            1,965,000





(1)As
      of
      December 31, 2006, there were 1,407,710 derivative securities outstanding under
      the Equity Incentive Plan adopted in 1994 and 25,000 derivative securities
      outstanding under the 2005 Equity Incentive Plan.


**Item
      13.** **** **Certain
      Relationshipsand Related Transactions, and Director
      Independence.**





The
      information in this item is incorporated by reference from our Proxy Statement
      with respect to our 2007 Annual Meeting of Stockholders to be filed with the
      SEC
      within 120 days of December 31, 2006, 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 our Proxy Statement
      with respect to our 2007 Annual Meeting of Stockholders to be filed with the
      SEC
      within 120 days of December 31, 2006, under the caption “Principal Accountant
      Fees and Services” and is incorporated herein by reference.


-53-


**PART
      IV**





**Item
      15.********Exhibits,
      Financial Statement Schedules.**





**(a)**  **List
      of documents filed with this report**





1.
            Financial
                Statements




The
      financial statements and related notes, together with the reports of Grant
      Thornton LLP dated March 15, 2007, appear in Part II, Item 8, Financial
      Statements and Supplementary Data, of this Form 10-K.





2.
                Financial
                    Statement
                    Schedules




None.





3.
            List
                of Exhibits




**(b)** **Exhibits
      Filed Herewith or Incorporated by Reference to Previous Filings with the
      Securities and Exchange Commission:**




*(3)
      Articles of Incorporation and Bylaws*




3.1
            Certificate
                of Incorporation is hereby incorporated by reference to Century Casinos’
                Proxy Statement in respect of the 1994 Annual Meeting of
                Stockholders.




3.2
            Amended
                and Restated Bylaws of Century Casinos, Inc., is hereby incorporated
                by
                reference from Exhibit 11.14 to Century Casinos’ Quarterly Report on Form
                10-Q for the quarterly period ended June 30,
                2002.




*(4)
      Instruments Defining the Rights of Security Holders, Including
      Indentures*




4.1A
            Rights
                Agreement, dated as of April 29, 1999, between the Company and American
                Securities Transfer & Trust, Inc., as Rights Agent, is hereby
                incorporated by reference from Exhibit 1 to Century Casinos’ Form 8-A
                dated May 7, 1999.




4.1B
            First
                Supplement to Rights Agreement dated April 2000, between Century
                Casinos,
                Inc and American Securities Transfer & Trust, Inc., as Rights Agent,
                is hereby incorporated by reference from Exhibit A to Century Casinos’
                Proxy Statement in respect of the 2000 Annual Meeting of
                Stockholders.




4.1C
            Second
                Supplement to Rights Agreement dated July 2002, between Century Casinos,
                Inc and Computershare Investor Services, Inc. as Rights Agent, is
                hereby
                incorporated by reference from Exhibit 11.13 to Century Casinos’ Quarterly
                Report on Form 10-Q for the quarterly period ended June 30,
                2002.




*(10)
      Material Contracts*





10.1
            Contribution
                agreement dated as of October 12, 2004 among Century Casinos Tollgate
                Inc., Tollgate Venture, LLC, KJE Investments, LLC, Central City Venture,
                LLC, and CC Tollgate LLC., is hereby incorporated by reference from
                Exhibit 10.132 to Century Casinos’ Quarterly Report on Form 10-Q for the
                quarterly period ended September 30,
                2004.


-54-


10.2
            Limited
                Liability Company Agreement of CC Tollgate LLC dated as of October
                12,
                2004, is hereby incorporated by reference from Exhibit 10.133 to
                Century
                Casinos’ Quarterly Report on Form 10-Q for the quarterly period ended
                September 30, 2004.





10.3A
            Shareholders’
                Agreement between Century Casinos Africa (Proprietary) Limited and
                Winlen
                Casino Operators (Proprietary) Limited dated November 21, 2005, is
                hereby
                incorporated by reference from Exhibit 10.159 to Century Casinos’ Current
                Report on Form 8-K dated November 23,
                2005.




10.3B
            Sale
                of Shares Agreement, entered into as of October 18, 2005, between
                Chicory
                Investments (Proprietary) Limited, Dynamo Investments Limited, Harvest
                Moon Investment Holdings (Proprietary) Limited, Izulu Gaming (Proprietary)
                Limited, Khulani Holdings Limited, Libalele Leisure (Proprietary)
                Limited,
                Malesela Gaming (Proprietary) Limited, Oakland Leisure Investments
                (Newcastle) (Proprietary) Limited, Purple Rain Properties No 62
                (Proprietary) Limited, Ruvuma Investment (Proprietary) Limited, Saphila
                Investments (Proprietary) Limited, Viva Leisure Investment Holdings
                (Proprietary) Limited, The Viva Trust and Century Casinos Africa
                (Proprietary) Limited, is hereby incorporated by reference from Exhibit
                10.170 to Century Casinos’ Quarterly Report on Form 10-Q for the quarterly
                period ended March 31, 2006.




10.3C
            Memorandum
                of Agreement, entered into as of May 2, 2006, between Chicory Investments
                (Proprietary) Limited, Dynamo Investments Limited, Harvest Moon Investment
                Holdings (Proprietary) Limited, Izulu Gaming (Proprietary) Limited,
                Khulani Holdings Limited, Libalele Leisure (Proprietary) Limited,
                Malesela
                Gaming (Proprietary) Limited, Oakland Leisure Investments (Newcastle)
                (Proprietary) Limited, Purple Rain Properties No 62 (Proprietary)
                Limited,
                Ruvuma Investment (Proprietary) Limited, Saphila Investments (Proprietary)
                Limited, Viva Leisure Investment Holdings (Proprietary) Limited,
                The Viva
                Trust, Century Casinos Africa (Proprietary) Limited, Balele Leisure
                (Proprietary) Limited and Winlen Casino Operators (Proprietary) Limited,
                is hereby incorporated by reference from Exhibit 10.171 to Century
                Casinos’ Current Report on Form 8-K dated May 8,
                2006.





10.4A
            Share
                Sale and Purchase Agreement between Malgorzata Maria Rogowicz-Angierman,
                Jerzy Cieślak, Piotr Marcin Nassius, Przemyslaw Dariusz Tomaszewski and
                Century Casinos Europe GmbH concluded on June 13, 2006, is hereby
                incorporated by reference
                from Exhibit 10.172 to Century Casinos’ Current Report on Form 8-K dated
                June 19, 2006.





10.4B
            Loan
                Agreement between Century Casinos Europe GmbH and G5 Sp. z o.o. entered
                into on June 13, 2006, is hereby incorporated by reference from Exhibit
                10.173 to Century Casinos’ Current Report on Form 8-K dated June 19,
                2006.





10.4C†
            Amendment
                to Share Sale Agreement between Malgorzata Maria Rogowicz-Angierman,
                Jerzy
                Cieślak, Piotr Marcin Nassius, Przemyslaw Dariusz Tomaszewski and Century
                Casinos EuropeGmbH concluded on February 1, 2007.





10.4D†
            Loan
                Agreement between Century Casinos Europe GmbH and G5 Sp. z o.o. entered
                into on February 1, 2007.





10.5
            Binding
                letter of intent between Century Resorts Alberta Inc., 746306 Alberta
                Ltd
                and Century Resorts International Ltd dated December 2, 2005 and
                accepted
                on December 6, 2005, is hereby incorporated by reference from Exhibit
                10.164 to Century Casinos’ Current Report on Form 8-K dated December 12,
                2005.


-55-





10.6A
            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, is hereby incorporated
                by reference from Exhibit 10.93 to Century Casinos’ Quarterly Report on
                Form 10-QSB for the quarterly period ended March 31,
                2000.





10.6B
            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, is hereby incorporated by reference from Exhibit 11.01 to Century
                Casinos’ Quarterly Report on Form 10-QSB for the quarterly period ended
                September 30, 2001.




10.6C
            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, is hereby incorporated by reference from Exhibit 10.115 to
                Century
                Casinos’ Quarterly Report on Form 10-Q for the quarterly period ended
                September 30, 2002.




10.6D
            Third
                Amendment to Restated Credit Agreement dated October 27, 2004 among
                WMCK
                Venture Corp., Century Casinos Cripple Creek, WMCK Acquisition Corp.,
                Century Casinos, Inc. and Wells Fargo Bank, N.A., is hereby incorporated
                by reference from Exhibit 10.136 to Century Casinos’ Quarterly Report on
                Form 10-Q for the quarterly period ended September 30,
                2004.





10.6E
            Fourth
                Amendment to Amended and Restated Credit Agreement, dated as of September
                23, 2005, is hereby incorporated by reference from Exhibit 10.153
                to
                Century Casinos’ Current Report on Form 8-K dated September 27,
                2005.




10.6F
            Fifth
                Amendment to Amended and Restated Credit Agreement, dated as of December
                6, 2005, is hereby incorporated by reference from Exhibit 10.165
                to
                Century Casinos’ Current Report on Form 8-K dated December 12,
                2005.




10.6G
                Sixth
                    Amendment to Amended and Restated Credit Agreement, dated as
                    of October
                    31, 2006, is hereby incorporated by reference from Exhibit 10.180
                    to
                    Century Casinos’ Current Report on Form 8-K dated November 6,
                    2006.


10.6H
            Seventh
                Amendment to Amended and Restated Credit Agreement, dated as of February
                28, 2007, is hereby incorporated by reference from Exhibit 10.2 to
                Century
                Casinos’ Current Report on Form 8-K dated March 6,
                2007.





10.7
            Loan
                agreement by and between Century Casinos Caledon (Pty) Limited and
                Nedbank
                Limited dated August 26, 2005, is hereby incorporated by reference
                from
                Exhibit 10.152 to Century Casinos’ Current Report on Form 8-K dated
                September 1, 2005.





10.8
            Commitment
                letter by and between Century Resorts Alberta Inc. and Canadian Western
                Bank dated September 23, 2005, original commitment letter dated
                August 3, 2005 and amendments dated September 8, 2005 and September
                21,
                2005, is hereby incorporated by reference from Exhibit 10.154 to
                Century
                Casinos’ Current Report on Form 8-K dated September 27,
                2005.


-56-




10.9A
            Credit
                Agreement dated as of November 18, 2005 among CC Tollgate LLC, a
                Delaware
                limited liability company, as Borrower, the Lenders, the L/C issuer
                and
                Wells Fargo Bank, National Association, as Agent Bank, is hereby
                incorporated by reference from Exhibit 10.160 to Century Casinos’ Current
                Report on Form 8-K dated November 29,
                2005.




10.9B
            First
                Amendment to Credit Agreement, dated as of June 28, 2006, by and
                between
                CC Tollgate LLC, the Lenders, the L/C issuer and Wells Fargo Bank,
                National Association, as Agent Bank, is hereby incorporated by reference
                from Exhibit 10.174 to Century Casinos’ Current Report on Form 8-K dated
                July 5, 2006.


10.9C
              Second
                  Amendment to Credit Agreement, dated as of February 28, 2007, by
                  and
                  between CC Tollgate LLC, the Lenders, the L/C Issuer and Wells
                  Fargo Bank,
                  National Association, as Agent Bank, is hereby incorporated by
                  reference
                  from Exhibit 10.1 to Century Casinos’ Current Report on Form 8-K dated
                  March 6, 2007.




10.10
            Term
                Loan Agreement between Nedbank Limited and Century Casino Newcastle
                (Pty)
                Ltd., is hereby incorporated by reference from Exhibit 10.182 to
                Century
                Casinos’ Current Report on Form 8-K dated December 13,
                2006.


10.11A*
            Employment
                Agreement by and between Century Casinos, Inc. and Erwin Haitzmann
                as
                restated on February 18, 2003, is hereby incorporated by reference
                from
                Exhibit 10.120 to Century Casinos’ Annual Report on Form 10-K for the
                fiscal year ended December 31,
                2002.





10.11B*
            Amendment
                to Employment Agreement, Dr. Erwin Haitzmann, dated February 3, 2005,
                is
                hereby incorporated by reference from Exhibit 10.143 to Century Casinos’
                Current report on Form 8-K dated February 3,
                2005.





10.11C*
                Amendment
                    No. 2 to Employment Agreement, effective September 1, 2006, between
                    Century Casinos, Inc. and Dr. Erwin Haitzmann, dated October
                    13, 2006, is
                    hereby incorporated by reference from Exhibit 10.178 to Century
                    Casinos’
                    Current Report on Form 8-K dated October 19,
                    2006.




10.12A*
                Employment
                    Agreement by and between Century Casinos, Inc. and Peter Hoetzinger
                    as
                    restated on February 18, 2003, is hereby incorporated by reference
                    from
                    Exhibit 10.121 to Century Casinos’ Annual Report on Form 10-K for the
                    fiscal year ended December 31,
                    2002.




10.12B*
            Amendment
                to Employment Agreement, Mag. Peter Hoetzinger, dated February 3,
                2005, is
                hereby incorporated by reference from Exhibit 10.144 to Century Casinos’
                Current Report on Form 8-K dated February 3,
                2005.




10.12C*
            Amendment
                No. 2 to Employment Agreement, effective September 1, 2006, between
                Century Casinos, Inc. and Mag. Peter Hoetzinger, dated October 13,
                2006,
                is hereby incorporated by reference from Exhibit 10.179 to Century
                Casinos’ Current Report on Form 8-K dated October 19,
                2006.





10.13*
              Employment
                  Agreement by and between Century Casinos, Inc and Mr. Larry Hannappel,
                  dated March 22, 2005, is hereby incorporated by reference from
                  Exhibit
                  10.147 to Century Casinos’ Current Report on Form 8-K dated March 22,
                  2005.


-57-


10.14*
                Employment
                    agreement, effective March 15, 2005, between Century Casinos,
                    Inc. and Mr.
                    Ray Sienko, dated February 16, 2006, is hereby incorporated by
                    reference
                    from Exhibit 10.167 to Century Casinos’ Annual Report on Form 10-K for the
                    fiscal year ended December 31,
                    2005.




10.15*
                Employment
                    contract, effective January 1, 2006, between Century Casinos
                    Europe GmbH
                    and Dr. Christian Gernert dated November 1, 2005, is hereby incorporated
                    by reference from Exhibit 10.168 to Century Casinos’ Current Report on
                    Form 8-K dated March 21,
                    2006.





10.16*
                Revised
                    and Restated Management Agreement, effective September 30, 2006,
                    by and
                    between Century Resorts International Ltd, Century Casinos, Inc.
                    and
                    Flyfish Consulting Agreement, dated October 13, 2006, is hereby
                    incorporated by reference from Exhibit 10.176 to Century Casinos’ Current
                    Report on Form 8-K dated October 19,
                    2006.





10.17*
            Revised
                and Restated Management Agreement, effective September 30, 2006,
                by and
                between Century Resorts International Ltd, Century Casinos, Inc.
                and Focus
                Consulting Agreement, dated October 13, 2006, is hereby incorporated
                by
                reference from Exhibit 10.177 to Century Casinos’ Current Report on Form
                8-K dated October 19, 2006.




10.18
              Standard
                  Form of Agreement Between Owner and Contractor where the basis
                  for payment
                  is the cost of the work plus a fee with a negotiated Guaranteed
                  Maximum
                  Price between the Owner, CC Tollgate LLC, and the Contractor, CFC
                  Construction, Inc., dated July 21, 2005, is hereby incorporated
                  by
                  reference from Exhibit 10.162 to Century Casinos’ Current Report on Form
                  8-K dated December 8, 2005.





10.19
            Agreement
                between Century Resorts Alberta Inc. (owner) and Chandos Construction
                Ltd.
                (contractor) as of December 2, 2005, is hereby incorporated by reference
                from Exhibit 10.163 to Century Casinos’ Current Report on Form 8-K dated
                December 8, 2005.




10.20
                Century
                    Casinos, Inc. 2005 Equity Incentive Plan effective June 17, 2005,
                    is
                    hereby incorporated by reference from Appendix A to Century Casinos’ Proxy
                    Statement in respect of the 2005 Annual Meeting of
                    Stockholders.





10.21A
            ADC
                Agreement, dated September 30, 2005, by and among Bank Austria
                Creditanstalt AG, Century Casinos, Inc., and Oesterreichische Kontrollbank
                Aktiengesellschaft, is hereby incorporated by reference from Exhibit
                10.157 to Century Casinos’ Current Report on Form 8-K dated October 3,
                2005.




10.21B
            Annex
                to ADC Agreement between Bank Austria Creditanstalt AG, Century Casinos,
                Inc. and Oesterreichische Kontrollbank Aktiengesellschaft dated September
                30, 2005, is hereby incorporated by reference from Exhibit 10.158
                to
                Century Casinos’ Quarterly Report on Form 10-Q for the quarterly period
                ended September 30, 2005.




10.22
            Casino
                Services Agreement by and between CC Tollgate LLC and Century Resorts
                International Limited dated October 12, 2004, is hereby incorporated
                by
                reference from Exhibit 10.134 to Century Casinos’ Quarterly Report on Form
                10-Q for the quarterly period ended September 30,
                2004.


-58-




10.23
            Management
                Agreement entered into as of November 18, 2005, effective April 1,
                2006,
                by and between Balele Leisure (Proprietary) Limited and Century Casinos
                Africa (Proprietary) Limited, is hereby incorporated by reference
                from
                Exhibit 10.169 to Century Casinos’ Current Report on Form 8-K dated April
                6, 2006.





10.24
                Settlement
                    Agreement entered into between Gold Reef Resorts Ltd., Akani
                    Leisure
                    Investments (Pty) Ltd., Akani Leisure (Silverstar Holdings) (Pty)
                    Ltd.,
                    Silver Star Development Ltd., Century Resorts Ltd., Century Casinos
                    West
                    Rand (Pty) Ltd., Novomatic AG, Century Casinos Africa (Pty) Ltd.,
                    Century
                    Casinos, Inc, and Century Casinos Management, Inc., is hereby
                    incorporated
                    by reference from Exhibit 10.181 to Century Casinos’ Quarterly Report on
                    Form 10-Q for the quarterly period ended September 30,
                    2006.
  *(21)
          Subsidiaries of the Registrant*




21†
            Subsidiaries
                of the Registrant




*(23)
      Consents of Experts and Counsel*




23.1†
            Consent
                of Independent Auditors - Grant Thornton
                LLP




*(31)
      Rule 13a-14(a)/15d-14(a) Certifications*




31.1†
            Certification
                of Erwin Haitzmann, Co Chief Executive Officer, pursuant to Rule
                13a-14(a)
                under the Securities Exchange Act of
                1934.




31.2†
            Certification
                of Peter Hoetzinger, President and Co Chief Executive Officer, pursuant
                to
                Rule 13a-14(a) under the Securities Exchange Act of
                1934.




31.3†
            Certification
                of Larry Hannappel, Senior Vice President and Principal Financial
                Officer,
                pursuant to Rule 13a-14(a) under the Securities Exchange Act of
                1934.




31.4†
            Certification
                of Ray Sienko, Chief Accounting Officer, pursuant to Rule 13a-14(a)
                under
                the Securities Exchange Act of
                1934.




*(32)
      Section 1350 Certifications*




32.1†
            Certification
                of Erwin Haitzmann, Co Chief Executive Officer, pursuant to 18 U.S.C.
                Section 1350.




32.2†
            Certification
                of Peter Hoetzinger, President and Co Chief Executive Officer, pursuant
                to
                18 U.S.C. Section 1350.




32.3†
            Certification
                of Larry Hannappel, Senior Vice President and Principal Financial
                Officer,
                pursuant to 18 U.S.C. Section 1350.




32.4†
            Certification
                of Ray Sienko, Chief Accounting Officer, pursuant to 18 U.S.C. Section
                1350.


________________


***** A
      management contract or compensatory plan or arrangement required to be filed
      as
      an exhibit pursuant to Item 15(a)(3) of Form 10-K.


†
Filed
      herewith. All other exhibits previously filed.







-59-


**SIGNATURES**




Pursuant
      to the requirements of Section 13 or 15(d) of the Securities Exchange Act 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
            By:/s/
                Peter HoetzingerErwin
                Haitzmann,Chairman of the Board and Co Chief Executive
                Officer
              (Co
                Principal Executive Officer)
            Peter
                Hoetzinger,Vice Chairman of the Board, Co Chief Executive Officer and
                President
              (Co
                Principal Executive Officer)By:/s/
                Larry Hannappel
            By:/s/
                Ray SienkoLarry
                Hannappel,Senior Vice President
              (Principal
                Financial Officer)
            Ray
                Sienko,Chief Accounting Officer
              (Principal
                Accounting Officer)Date:
                March 15, 2007




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
      15, 2007 .




Signature
            Title
            Signature
            Title/s/
                Erwin Haitzmann
            Chairman
                of the Board and
            /s/
                Gottfried Schellmann
            DirectorErwin
                Haitzmann
            Co
                Chief Executive Officer
            Gottfried
                Schellmann/s/
                Peter Hoetzinger
              Peter
                Hoetzinger
            Vice
                Chairman of the Board,
              Co
                Chief Executive Officer
              and
                President
            /s/
                Robert S. Eichberg
              Robert
                S. Eichberg
            Director/s/
                Dinah Corbaci
            DirectorDinah
                Corbaci





-60-


**Item
      8.** **** **Financial
      Statements and Supplementary Data.**





**Index
      to Financial Statements**





Financial
                Statements:Reports
                of Independent Registered Public Accounting Firm - Grant Thornton
                LLP
            F2Consolidated
                Balance Sheets as of December 31, 2006 and 2005
            F4Consolidated
                Statements of Earnings for the Three Years Ended December 31,
                2006
            F5Consolidated
                Statements of Shareholders’ Equity and Comprehensive Incomefor
                the Three Years Ended December 31, 2006
            F6Consolidated
                Statements of Cash Flows for the Three Years Ended December 31,
                2006
            F7Notes
                to Consolidated Financial Statements
            F11





Financial
                Statement Schedules:All
                schedules are omitted because they are not applicable or are
                insignificant, or the required information is shown in the consolidated
                financial statements or notes
                thereto.


-F1-


**REPORT
      OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**








Board
      of
      Directors and


Shareholders
      of Century Casinos, Inc.





We
      have
      audited the accompanying consolidated balance sheets of Century Casinos, Inc.
      (a
      Delaware Corporation) and subsidiaries (the “Company”) as of December 31,
      2006 and 2005, and the related consolidated statements of earnings,
      shareholders’ equity and comprehensive income and cash flows for each of the
      three years in the period ended December 31, 2006. 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
      conducted our audits in accordance with the standards of the Public Company
      Accounting Oversight Board (United States). 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 provide a
      reasonable basis for our opinion.





In
      our
      opinion, the consolidated financial statements referred to above present fairly,
      in all material respects, the financial position of Century Casinos, Inc. and
      subsidiaries as of December 31, 2006 and 2005, and the results of their
      operations and their cash flows for each of the three years in the period ended
      December 31, 2006 in conformity with accounting principles generally
      accepted in the United States of America.





As
      discussed in Note 2 to the consolidated financial statements, the Company
      adopted the provisions of Statement of Financial Accounting Standards No.
      123(R), *Share-Based
      Payment* using
      the
      modified prospective method as of January 1, 2006.





We
      also
      have audited, in accordance with the standards of the Public Company Accounting
      Oversight Board (United States), the effectiveness of Century Casinos, Inc.
      and
      subsidiaries’ internal control over financial reporting as of December 31,
      2006, based on criteria established in *Internal
      Control—Integrated Framework* issued
      by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”)
      and our report dated March 15, 2007 expressed an unqualified opinion on both
      management’s assessment of Century Casinos, Inc. and subsidiaries’ internal
      control over financial reporting and an unqualified opinion on the effectiveness
      of Century Casinos, Inc. and subsidiaries’ internal control over financial
      reporting.





/s/
      GRANT
      THORNTON LLP





Denver,
      Colorado


March
      15,
      2007


-F2-


**REPORT
      OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**





Board
      of
      Directors and


Shareholders
      of Century Casinos, Inc.





We
      have
      audited management’s assessment, included in the accompanying Management’s
      Report on Internal Control over Financial Reporting appearing under
      Item 9A, that Century Casinos, Inc. (a Delaware Corporation) and
      subsidiaries (the “Company”) maintained effective internal control over
      financial reporting as of December 31, 2006, based on criteria established
      in *Internal
      Control—Integrated Framework* issued
      by the Committee of Sponsoring Organizations of the Treadway Commission
      (“COSO”). Century Casinos, Inc.’s management is responsible for maintaining
      effective internal control over financial reporting and for its assessment
      of
      the effectiveness of internal control over financial reporting. Our
      responsibility is to express an opinion on management’s assessment and an
      opinion on the effectiveness of the Company’s internal control over financial
      reporting based on our audit.





As
      described in Management’s Report on Internal Control Over Financial Reporting,
      Century Casinos, Inc. acquired a 60 percent interest in Balele Leisure (PTY)
      Ltd
      (now known as “Century Casino Newcastle”)
      during 2006, and management has excluded Century Casino Newcastle from its
      assessment of the effectiveness of the Company’s internal control over financial
      reporting as of December 31, 2006. We have also excluded Century Casino
      Newcastle from our audit of internal control over financial reporting. Century
      Casino Newcastle’s net operating revenues from April 1, 2006 to
      December 31, 2006 represent 11 percent of the Company’s consolidated net
      operating revenues for the year ended December 31, 2006 and Century
      Casino Newcastle’s total assets represent 12 percent of the Company’s
      consolidated assets as of December 31, 2006.





We
      conducted our audit in accordance with the standards of the Public Company
      Accounting Oversight Board (United States). Those standards require that we
      plan
      and perform the audit to obtain reasonable assurance about whether effective
      internal control over financial reporting was maintained in all material
      respects. Our audit included obtaining an understanding of internal control
      over
      financial reporting, evaluating management’s assessment, testing and evaluating
      the design and operating effectiveness of internal control, and performing
      such
      other procedures as we considered necessary in the circumstances. We believe
      that our audit provides a reasonable basis for our opinions.





A
      company’s internal control over financial reporting is a process designed to
      provide reasonable assurance regarding the reliability of financial reporting
      and the preparation of financial statements for external purposes in accordance
      with generally accepted accounting principles. A company’s internal control over
      financial reporting includes those policies and procedures that (1) pertain
      to the maintenance of records that, in reasonable detail, accurately and fairly
      reflect the transactions and dispositions of the assets of the company;
      (2) provide reasonable assurance that transactions are recorded as
      necessary to permit preparation of financial statements in accordance with
      generally accepted accounting principles, and that receipts and expenditures
      of
      the company are being made only in accordance with authorizations of management
      and directors of the company; and (3) provide reasonable assurance
      regarding prevention or timely detection of unauthorized acquisition, use,
      or
      disposition of the company’s assets that could have a material effect on the
      financial statements.




Because
      of its inherent limitations, internal control over financial reporting may
      not
      prevent or detect misstatements. Also, projections of any evaluation of
      effectiveness to future periods are subject to the risk that controls may become
      inadequate because of changes in conditions, or that the degree of compliance
      with the policies or procedures may deteriorate.




In
      our
      opinion, management’s assessment that Century Casinos, Inc. and subsidiaries,
      maintained effective internal control over financial reporting as of
      December 31, 2006, is fairly stated, in all material respects, based on
      criteria established in *Internal
      Control—Integrated Framework* issued
      by the Committee of Sponsoring Organizations of the Treadway Commission
      (“COSO”). Also in our opinion, Century Casinos, Inc. and subsidiaries
      maintained, in all material respects, effective internal control over financial
      reporting as of December 31, 2006, based on criteria established in *Internal
      Control—Integrated Framework* issued
      by the Committee of Sponsoring Organizations of the Treadway Commission
      (“COSO”).





We
      also
      have audited, in accordance with the standards of the Public Company Accounting
      Oversight Board (United States), the consolidated balance sheets of Century
      Casinos, Inc. and subsidiaries as of December 31, 2006 and 2005, and the
      related consolidated statements of earnings, shareholders’ equity and
      comprehensive income and cash flows for each of the three years in the period
      ended December 31, 2006 and our report dated March 15, 2007 expressed an
      unqualified opinion on those financial statements.








/s/
      GRANT
      THORNTON LLP








Denver,
      Colorado


March
      15,
      2007





-F3-


**CENTURY
        CASINOS, INC. AND SUBSIDIARIES**
 CONSOLIDATED
        BALANCE SHEETS


*Amounts
                  in thousands, except share information*
              
              **December
                  31, 2006**
              
              **December
                  31, 2005****ASSETS****Current
                  Assets:**Cash
                  and cash equivalents
              $
              34,969
              $
              37,167Restricted
                  cash
              
              2,352
              
              947Receivables,
                  net
              
              934
              
              293Prepaid
                  expenses
              
              1,183
              
              518Inventories
              
              445
              
              209Other
                  current assets
              
              1,091
              
              971Deferred
                  income taxes - foreign
              
              193
              
              72Total
                  current assets
              
              41,167
              
              40,177**Property
                  and Equipment, net**
              
              124,638
              
              69,602**Goodwill**
              
              12,262
              
              8,662**Casino
                  Licen****ses**
              
              9,341
              
              1,820**Deferred
                  Income Taxes****-
                  domestic**
              
              1,763
              
              219**-****foreign**
              
              2,143
              
              380**Note
                  Receivable**
              
              5,170
              
              -**Other
                  Assets**
              
              1,376
              
              2,488**Total**
              $
              197,860
              $
              123,348**LIABILITIES
                  AND SHAREHOLDERS’ EQUITY****Current
                  Liabilities:**Current
                  portion of long-term debt
              $
              20,669
              $
              1,789Accounts
                  payable and accrued liabilities
              
              10,625
              
              5,504Accrued
                  payroll
              
              2,172
              
              1,149Taxes
                  payable
              
              2,509
              
              1,189Deferred
                  income taxes - domestic
              
              16
              
              8Total
                  current liabilities
              
              35,991
              
              9,639**Long-Term
                  Debt, less current portion**
              
              56,036
              
              17,934**Minority
                  Interest**
              
              5,406
              
              4,444**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; 23,168,443
                  and
                  22,568,443 shares issued, respectively; 23,004,067 and 22,380,567
                  shares
                  outstanding, respectively
              
              232
              
              226Additional
                  paid-in capital
              
              69,779
              
              68,571Accumulated
                  other comprehensive income
              
              2,768
              
              2,568Retained
                  earnings
              
              28,020
              
              20,391100,799
              
              91,756Treasury
                  stock - 164,376 and 187,876 shares at cost, respectively
              
              (372)
              
              (425)Total
                  shareholders’ equity
              
              100,427
              
              91,331**Total**
              $
              197,860
              $
              123,348




See
      notes
      to consolidated financial statements


-F4-




**CENTURY
        CASINOS, INC. AND SUBSIDIARIES**
 CONSOLIDATED
        STATEMENTS OF EARNINGS


*Amounts
              in thousands, except per share information*
            
            **For
                the Year Ended December 31,****2006**
            
            **2005**
            
            **2004****Operating
                Revenue:**Casino
            
            $                         54,499
            
            $                        
                36,394
            
            $                        
                34,641Hotel,
                food and beverage
            
            
            6,066
            
            
            4,522
            
            
            4,322Other
            
            
            1,174
            
            
            783
            
            
            1,09261,739
            
            
            41,699
            
            
            40,055Less
                promotional allowances
            
            
            (5,454
            )
            
            (4,254
            )
            
            (4,290
            )Net
                operating revenue
            
            
            56,285
            
            
            37,445
            
            
            35,765**Operating
                Costs and Expenses:**Casino
            
            
            23,123
            
            
            14,293
            
            
            13,760Hotel,
                food and beverage
            
            
            4,926
            
            
            2,776
            
            
            3,134General
                and administrative
            
            
            19,345
            
            
            11,134
            
            
            9,140Impairments
                and other write-offs, net of recoveries
            
            
            894
            
            
            (61
            )
            
            (215
            )Depreciation
            
            
            4,747
            
            
            3,349
            
            
            2,993Total
                operating costs and expenses
            
            
            53,035
            
            
            31,491
            
            
            28,812**(Loss)
                earnings from equity investment**
            
            
            -
            
            
            (109
            )
            
            55**Earnings
                from Operations**
            
            
            **3,250**
            
            
            **5,845**
            
            
            **7,008****Non-Operating
                Income (Expense):**Interest
                income
            
            
            896
            
            
            476
            
            
            168Interest
                expense
            
            
            (3,406
            )
            
            (2,290
            )
            
            (1,587
            )Gain
                on sale of Gauteng interest
            
            
            5,231
            
            
            -
            
            
            -Gains
                on foreign currency transactions and other
            
            
            469
            
            
            9
            
            
            (4
            )Non-operating
                income (expense), net
            
            
            3,190
            
            
            (1,805
            )
            
            (1,423
            )**Earnings
                before****Income Taxes, Minority Interest and Preferred
                Dividends**
            
            
            **6,440**
            ****
            ****
            **4,040**
            ****
            ****
            **5,585**Provision
                for income taxes
            
            
            134
            
            
            347
            
            
            749**Earnings
                before Minority Interest****and Preferred Dividends**
            
            
            **6,306**
            ****
            ****
            **3,693**
            ****
            ****
            **4,836**Minority
                  interest in subsidiary losses (earnings)
            
            
            1,461
            
            
            788
            
            
            (98
            )Preferred
                dividends issued by subsidiary
            
            
            (138
            )
            
            -
            
            
            -**Net
                Earnings**
            
            **$**
            **7,629**
            ****
            **$**
            **4,481**
            ****
            **$**
            **4,738****Earnings
                Per Share**Basic
            
            $
            0.33
            
            $
            0.28
            
            $
            0.35Diluted
            
            $
            0.32
            
            $
            0.25
            
            $
            0.30




See
      notes
      to consolidated financial statements


-F5-




**CENTURY
      CASINOS, INC. AND SUBSIDIARIES**


CONSOLIDATED
      STATEMENTS OF SHAREHOLDERS’ EQUITY AND COMPREHENSIVE INCOME


FOR
      THE
      YEARS ENDED DECEMBER 31, 2006, 2005 and 2004





(Amounts
      in thousands, except per share information)


AccumulatedAdditional
            
            OtherCommon
                Stock
            
            Paid-in
            
            Comprehensive
            
            Retained
            Treasury
                StockShares
            
            Amount
            
            Capital
            
            Income
                (Loss)
            
            Earnings
            Shares
            
            Amount
            
            TotalBALANCE
                ATJANUARY
                1, 2004
            14,485,776
            $
            145
            $
            21,529
            $
            2,034
            $
            11,172
            805,276
            $
            (1,832)
            $
            33,048Options
                exercised
            -
            
            -
            
            (1)
            
            -
            
            -
            (14,400)
            
            31
            
            30Foreign
                currencytranslation
                adjustment
            -
            
            -
            
            -
            
            2,775
            
            -
            -
            
            -
            
            2,775Reclassification
                ofgains included in net earnings attributable to the sale of
                Verkrans
            -
            
            -
            
            -
            
            (380)
            
            -
            -
            
            -
            
            (380)Change
                in fair value of interest rate swap, net of income tax
                expense
            -
            
            -
            
            -
            
            428
            
            -
            -
            
            -
            
            428Reclassification
                of interest expense on interest rate swap
            -
            
            -
            
            -
            
            (260)
            
            -
            -
            
            -
            
            (260)Net
                earnings
            -
            
            -
            
            -
            
            -
            
            4,738
            -
            
            -
            
            4,738BALANCE
                AT DECEMBER 31, 2004
            14,485,776
            $
            145
            $
            21,528
            $
            4,597
            $
            15,910
            790,876
            $
            (1,801)
            $
            40,379Issuance
                of common stock, net of $3.0 million in issuance costs
            7,132,667
            
            71
            
            46,116
            
            -
            
            -
            -
            
            -
            
            46,187Options
                exercised
            950,000
            
            10
            
            927
            
            -
            
            -
            (603,000)
            
            1,376
            
            2,313Foreign
                currency translation adjustment
            -
            
            -
            
            -
            
            (2,093)
            
            -
            -
            
            -
            
            (2,093)Change
                in fair value of interest rate swap, net of income tax
                expense
            -
            
            -
            
            -
            
            166
            
            -
            -
            
            -
            
            166Reclassification
                of interest expense on interest rate swap
            -
            
            -
            
            -
            
            (102)
            
            -
            -
            
            -
            
            (102)Net
                earnings
            -
            
            -
            
            -
            
            -
            
            4,481
            -
            
            -
            
            4,481BALANCE
                AT DECEMBER 31, 2005
            22,568,443
            $
            226
            $
            68,571
            $
            2,568
            $
            20,391
            187,876
            $
            (425)
            $
            91,331Common
                stock issuance costs
            -
            
            -
            
            (22)
            
            -
            
            -
            -
            
            -
            
            (22)Options
                exercised
            600,000
            
            6
            
            454
            
            -
            
            -
            (23,500)
            
            53
            
            513Tax
                impact of stock option exercises
            -
            
            -
            
            403
            
            -
            
            -
            -
            
            -
            
            403Amortization
                of stock based compensation
            -
            
            -
            
            373
            
            -
            
            -
            -
            
            -
            
            373Foreign
                currency translation adjustment
            -
            
            -
            
            -
            
            200
            
            -
            -
            
            -
            
            200Net
                earnings
            -
            
            -
            
            -
            
            -
            
            7,629
            -
            
            -
            
            7,629BALANCE
                AT DECEMBER 31, 2006
            23,168,443
            $
            232
            $
            69,779
            $
            2,768
            $
            28,020
            164,376
            $
            (372)
            $
            100,427





See
      notes
      to consolidated financial statements





-F6-


**CENTURY
      CASINOS, INC. AND SUBSIDIARIES**


CONSOLIDATED
      STATEMENTS OF CASH FLOWS





*Amounts
                in thousands*
            
            **For
                the Year Ended December 31,****2006**
            
            **2005**
            
            **2004****Cash
                Flows from Operating Activities:**Net
                earnings
            $
            7,629
            $
            4,481
            $
            4,738Adjustments
                to reconcile net earnings to net cash provided by operating
                activitiesDepreciation
            
            4,747
            
            3,349
            
            2,993Imputed
                interest
            
            160
            
            -
            
            -Amortization
                of stock-based compensation
            
            373
            
            -
            
            -Amortization
                of deferred financing costs
            
            200
            
            448
            
            75Deferred
                tax (benefit) expense
            
            (2,303)
            
            (147)
            
            554Minority
                interest in subsidiary (losses) earnings
            
            (1,461)
            
            (788)
            
            98Loss
                (earnings) from equity investment
            
            -
            
            109
            
            (55)Reclassification
                of accumulated foreign currency translation adjustment attributable
                to the
                sale of Verkrans
            
            -
            
            -
            
            (380)Impairment
                of goodwill - Century Casino Millennium
            
            237
            
            -
            
            -Net
                proceeds on sale of Gauteng interest
            
            (5,231)
            
            -
            
            -Loss
                (gain) on disposition of assets
            
            22
            
            (74)
            
            (20)Write-off
                of fixed assets
            
            1,028
            
            32
            
            -Excess
                tax benefits from stock-based payment arrangements
            
            (403)
            
            -
            
            -Changes
                in operating assets and liabilities, net of effects of
                acquisitionsReceivables
            
            (380)
            
            (151)
            
            110Prepaid
                expenses and other assets
            
            (658)
            
            (888)
            
            (357)Accounts
                payable and accrued liabilities
            
            3,566
            
            798
            
            1,282Accrued
                payroll
            
            872
            
            (177)
            
            43Taxes
                payable
            
            1,096
            
            546
            
            (609)Net
                cash provided by operating activities
            $
            9,494
            $
            7,538
            $
            8,472















































-Continued
      on following page-


-F7-


**CENTURY
      CASINOS, INC. AND SUBSIDIARIES**


CONSOLIDATED
      STATEMENTS OF CASH FLOWS (CONTINUED)








Amounts
              in thousands
            
            **For
                the Year Ended December 31,**2006
            
            2005
            
            2004**Cash
                Flows from Investing Activities:**Purchases
                of property and equipment
            $
            (57,295)
            $
            (21,190)
            $
            (4,508)Net
                proceeds on sale of Gauteng interest
            
            5,231
            
            -
            
            -Acquisition
                of remaining interest in subsidiary
            
            (5,135)
            
            -
            
            -Note
                receivable (see Note 1)
            
            (4,752)
            
            -
            
            -Cash
                contribution of $3.5 million towards interest inCC
                Tollgate LLC.
            
            -
            
            -
            
            (3,500)Cash
                contribution of $2.4 million towards interest insubsidiary,  
                less net cash acquired of $1.7 million
            
            -
            
            (753)
            
            -Cash
                contribution of $0.7 million towards interest in Casino Millennium,
                   less net cash acquired of $0.3 million
            
            (362)
            
            -
            
            -Cash
                contribution of $6.7 million towards interest in Newcastle,
                   less net cash acquired of $1.5 million
            
            (5,121)
            
            -
            
            -Proceeds
                from disposition of subsidiary
            
            -
            
            -
            
            753Proceeds
                from disposition of assets
            
            229
            
            264
            
            205Net
                cash used in investing activities
            $
            (67,205)
            $
            (21,679)
            $
            (7,050)




**Cash
                Flows from Financing Activities:**Proceeds
                from borrowings
            $
            84,077
            $
            58,680
            $
            31,462Principal
                repayments
            
            (30,580)
            
            (59,467)
            
            (29,479)Excess
                tax benefits from stock-based paymentarrangements
            
            403
            
            -
            
            -Distribution
                to minority interest
            
            -
            
            (1,000)
            
            -Deferred
                financing costs
            
            (155)
            
            (2,419)
            
            (113)Increase
                in restricted cash
            
            (416)
            
            (387)
            
            -Proceeds
                from exercise of options
            
            513
            
            2,313
            
            31Proceeds
                from issuance of Austrian DepositaryCertificates,
                net of $3.0 million in issuance costs
            
            (22)
            
            46,187
            
            -Other
            
            -
            
            4
            
            5Net
                cash provided by financing activities
            $
            53,820
            $
            43,911
            $
            1,906Effect
                of exchange rate changes on cash
            
            1,693
            
            (1,014)
            
            354**(Decrease)****Increase
                in Cash and Cash Equivalents**
            
            (2,198)
            
            28,756
            
            3,682**Cash
                and Cash Equivalents at Beginning of Year**
            
            37,167
            
            8,411
            
            4,729**Cash
                and Cash Equivalents at End of Year**
            $
            34,969
            $
            37,167
            $
            8,411





**Supplemental
      Disclosure of Noncash Investing and Financing
      Activities:**





The
      Company has approximately $0.7 million and $2.0 million of accrued construction
      liabilities relating to its various development projects as of December 31,
      2006
      and 2005, respectively. In addition, the Company entered into capital leases
      of
      approximately $0.8 million during 2006. The Company has offset the total
      purchases of property and equipment for 2006 and 2005 by these
      amounts.





-F8-


**CENTURY
      CASINOS, INC. AND SUBSIDIARIES**


CONSOLIDATED
      STATEMENTS OF CASH FLOWS (CONTINUED)





*Century
      Resorts Alberta, Inc.*





On
      February 24, 2005, our wholly owned subsidiary, Century Resorts International
      Limited (“CRI”), purchased a 56.4% equity interest in Century Resorts Alberta,
      Inc. (“CRA”) for the purpose of operating the proposed casino and hotel by
      contributing $2.4 million in cash to CRA. The following table summarizes the
      estimated fair values of the assets acquired and liabilities assumed at the
      date
      of acquisition:





*Amounts
                in thousands*Cash
            $
            1,679Property
                and equipment, net
            
            2,631Amount
                credited to minority partner
            
            (1,878)Cash
                paid
            $
            2,432





On
      January 12, 2006, CRI purchased the remaining 43.6% equity interest in CRA.
      In
      conjunction with this acquisition, CRI assumed the following
      liabilities:





*Amounts
                in thousands*Fair
                value of minority interest acquired
            $
            1,818Goodwill
            
            4,342Long-term
                debt
            
            (1,025)Cash
                paid
            $
            5,135





The
      assets acquired and liabilities assumed are reported in the December 31, 2006
      consolidated balance sheet. CRA is a new entity and pro forma information is
      not
      applicable.





*Century
      Casino Newcastle*





On
      April
      1, 2006, Century Casinos Africa (“CCA”) completed the purchase of a 60%
      controlling interest in Century Casino Newcastle (“CNEW”) for approximately $7.4
      million (ZAR 45.5 million). To date, the Company has paid $6.7 million (ZAR
      40.5
      million) towards the purchase. The following table summarizes the fair values
      of
      the assets acquired and liabilities assumed at the date of
      acquisition:





*Amounts
                in thousands*Cash
            $
            1,530Accounts
                receivable
            
            35Prepaid
                expenses
            
            91Inventory
            
            74Property
                and equipment, net
            
            3,009Casino
                licenses
            
            8,911Deferred
                income taxes - foreign
            
            1,314Accounts
                payable and accrued liabilities
            
            (801)Accrued
                payroll
            
            (183)Taxes
                payable
            
            (446)Long-term
                debt
            
            (1,965)Amount
                credited to minority partner
            
            (4,917)Cash
                paid
            $
            6,652





The
      assets acquired and liabilities assumed are reported in the December 31, 2006
      consolidated balance sheet.





*Century
      Casino Millennium*





In
      January 2004, the Company, through its wholly owned subsidiary Century Casinos
      Europe GmbH (“CCE”), purchased an additional 40% interest in Century Casino
      Millennium (“CM”), bringing its total interest to 50%, by contributing gaming
      equipment with a net book value of $0.6 million. The contribution of the gaming
      equipment, along with a cash contribution made in December 2002 which was
      accounted for by CCE on a cost basis in Euro and had a value of $0.3 million
      on
      January 3, 2004, brought the Company’s total investment in CM to $0.9 million,
      of which $0.3 million was allocated to a shareholder loan acquired as part
      of
      the transaction. The difference between the cost and the equity of CM, of $0.6
      million, was recorded as goodwill.


-F9-


**CENTURY
      CASINOS, INC. AND SUBSIDIARIES**


CONSOLIDATED
      STATEMENTS OF CASH FLOWS (CONTINUED)





On
      April
      13, 2006, CCE purchased the remaining 50% interest in CM for approximately
      $0.7
      million. The following table summarizes the preliminary estimated fair values
      of
      the assets acquired and liabilities assumed at the date of
      acquisition:





*Amounts
                in thousands*Cash
            $
            318Restricted
                cash
            
            929Accounts
                receivable
            
            153Property
                and equipment, net
            
            594Goodwill
            
            (345)Other
                assets, including intercompany debt assumed
            
            196Accounts
                payable and accrued liabilities
            
            (132)Accrued
                payroll
            
            (9)Taxes
                payable
            
            (343)Long-term
                debt
            
            (681)Cash
                paid
            $
            680





The
      purchase price allocation for CM was completed in June 2006. The final
      allocation of the purchase price increased goodwill and reduced the value of
      the
      Company’s tangible assets by an immaterial amount. The assets acquired and
      liabilities assumed are reported in the December 31, 2006 consolidated balance
      sheet.





*CC
      Tollgate LLC*





In
      December 2004, the Company, through its wholly owned subsidiary Century Casinos
      Tollgate, Inc. (“CTI”), purchased a 65% interest in CC Tollgate LLC (“CTL”). The
      following table summarizes the estimated fair values of the assets acquired
      and
      liabilities assumed at the date of acquisition:








*Amounts
                in thousands*Property
                and equipment, net
            $
            9,205Accounts
                payable and accrued liabilities
            
            (123)Long-term
                debt
            
            (4,582)Amount
                credited to minority partner
            
            (1,000)Cash
                paid
            $
            3,500





The
      assets acquired and liabilities assumed are reported in the consolidated balance
      sheet. CTL is a new entity and pro forma information is not
      applicable.





**Supplemental
      Disclosure of Cash Flow Information:**





*Amounts
                in thousands*
            
            2006
            
            2005
            
            2004Interest
                paid, net of capitalized interest of$2,105
                in 2006, $582 in 2005 and $0 in 2004
            $
            4,159
            $
            1,890
            $
            1,504Income
                taxes paid
            $
            787
            $
            1,083
            $
            614





See
      notes
      to consolidated financial statements


-F10-


**CENTURY
        CASINOS, INC. AND SUBSIDIARIES**
 NOTES
        TO
        CONSOLIDATED FINANCIAL STATEMENTS




**1.****DESCRIPTION
      OF BUSINESS**





Century
      Casinos, Inc. (“CCI” or the “Company”) is an international casino entertainment
      company. We own and/or manage casino operations in North America, South Africa,
      the Czech Republic and international waters through various entities that are
      wholly owned or in which we have a majority ownership position:





**Parent/Subsidiary
                Relationship**
            **Abbreviation**
            **Parent**
            **Ownership
                Percentage****Century
                Casinos, Inc.**
            **CCI**
            **n/a**
            **n/a****WMCK
                Venture Corp.**
            **WMCK**
            **CCI**
            **100%**WMCK-Acquisition
                Corp.
            ACQ
            WMCK
            100%Century
                Casinos Cripple Creek, Inc.
            CCC
            WMCK
            100%**Century
                Resorts Ltd.**
            **CRL**
            **CCI**
            **96.5%**Blue
                Bells Country Club (Pty) Ltd.
            BBC
            CRL
            100%Blue
                Crane Signature Golf Estates (Pty) Ltd.
            BCS
            CRL
            100%Century
                Casinos Africa (Pty) Ltd.
            CCA
            CRL
            100%Celebrations
                Accommodation & Food Service Management (Pty) Ltd.
            CEL
            CCA
            100%Century
                Casino Newcastle (Pty) Ltd.
            CNEW
            CCA
            60%Century
                Casinos Caledon (Pty) Ltd.
            CCAL
            CCA
            100%**Century
                Resorts International Ltd.**
            **CRI**
            **CCI**
            **100%**Century
                Resorts Alberta, Inc.
            CRA
            CRI
            100%**Century
                Casinos Tollgate, Inc**
            **CTI**
            **CCI**
            **100%**CC
                Tollgate LLC
            CTL
            CTI
            65%**Century
                Casinos Management, Inc.**
            **CCM**
            **CCI**
            **100%****Century
                Casinos Europe GmbH**
            **CCE**
            **CCI**
            **100%**Century
                Casino Millennium, a.s.
            CM
            CCE
            100%





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




**WMCK** owns and
      operates Womacks Casino and Hotel (“Womacks”), a limited-stakes gaming casino in
      Cripple Creek, Colorado.





**CRL** was
      formed to own our South African interests and to provide technical casino
      services to some of our foreign and offshore operations. On April 1, 2006,
      CCA,
      a subsidiary of CRL, completed the purchase of a 60% controlling interest in
      Balele Leisure (Pty) Ltd. (“Balele”) for approximately $7.4 million (ZAR 45.5
      million - See Note 3). CCAL and CNEW, operating subsidiaries of CCA, own and
      operate The Caledon Hotel, Spa and Casino (“Caledon”) and Century Casino
      Newcastle, respectively.


-F11-


**CRI** serves
      as concessionaire of small casinos on luxury cruise vessels and provides
      technical casino services to Century Casino Millennium (“CM”), a casino located
      within the Marriott Hotel in Prague, Czech Republic. On February 24, 2005,
      CRI
      acquired a 56.4% interest in Century Resorts Alberta, Inc. (“CRA”) for
      approximately $2.4 million. On January 12, 2006, CRI purchased the remaining
      43.6% interest in CRA for approximately $6.3 million (CAD 7.3 million). CRA
      owns
      and operates the Century Casino & Hotel in Edmonton, Alberta, Canada. CRI
      paid approximately $5.1 million (CAD 5.8 million) at closing with the remainder
      payable on November 17, 2007 (the first anniversary of the opening of the
      casino). CRI has entered into casino services agreements and/or executive
      management agreements for which it earns a fee from other subsidiaries of
      CCI.





**CTI** has
      a 65%
      controlling interest in CTL, which owns and operates the Century Casino and
      Hotel, a limited-stakes gaming facility, in Central City, Colorado.





**CCM** provides
      management services to CTL.





**CCE** owns CM.
      Prior to April 13, 2006, CCE had a 50% equity ownership in CM. On April 13,
      2006, CCE purchased the remaining 50% of CM for approximately $0.7 million,
      which included a security deposit for CM’s casino license in the amount of $0.4
      million (CZK 10.0 million), the assumption of loans previously granted by the
      former partner and the purchase price for the former partner’s 50% equity
      interest. CCE also provides administrative support for CCI executive management
      in Europe.





**Other
      Developments:**





**Casinos
      Poland -** On
      June
      13, 2006, CCE entered into an agreement to acquire 100% of all of the issued
      and
      outstanding shares of G5 Sp. z o.o. (“G5”) for approximately $3.8 million (€2.9
      million). G5 owns 33.3% of all shares issued by Casinos Poland Ltd. Casinos
      Poland owns seven casinos and one slot arcade throughout Poland and generated
      unaudited net revenues of approximately $53.7 million in 2006. In connection
      with the purchase, we loaned G5 approximately $5.2 million (PLN 15.0 million)
      to
      repay existing loans between G5 and its creditors. The loan is secured by the
      outstanding shares of G5. Interest payments, calculated at the 1-month LIBOR
      rate plus 2% per annum, are payable annually. The loan matures on June 21,
      2011.
      On February 1, 2007, we loaned G5 an additional $1.0 million (PLN 3.0 million)
      to repay additional amounts to creditors. As a result of the loan, the purchase
      price of the shares was reduced by $1.0 million (€0.7 million). As the Company
      will only have a 1/3 interest in Casinos Poland and will not have a separate
      agreement to manage the property, subject to a Financial Accounting Standards
      Board (“FASB”) Interpretation 46 (“FIN 46”) analysis, the Company expects to
      account for this transaction under the equity method. The closing of this
      transaction occurred on March 12, 2007.





**Gauteng,
      South Africa -** On
      September 28, 2006, the Company sold its interest in a casino development
      project located in Gauteng, South Africa for $5.7 million (ZAR 43.3 million),
      less commissions of $0.1 million (ZAR 1.3 million). The Company has recorded
      $5.2 million (ZAR 39.0 million) as a gain on sale of Gauteng interest on the
      December 31, 2006 consolidated statement of earnings (the remaining $0.4 million
      (ZAR 3.0 million) related to the recovery of a previously written off loan).





-F12-


**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 that
      are 20% to 50% owned, and in which the Company does not have the ability to
      exercise control, are accounted for under the equity method. All intercompany
      transactions and balances have been eliminated. Certain prior year amounts
      have
      been reclassified to conform to the current year presentation.





Our
      ownership interests in CTL, CNEW and CRL are carried at our capital account
      balances based on provisions in each company’s respective agreements that
      require liquidation to be proportionate to each unitholder’s positive capital
      account, resulting in cumulative minority interest liabilities of $5.6 million
      and $4.4 million as of December 31, 2006 and 2005, respectively. For CTL, prior
      to April 2006, by agreement all losses were allocated to the minority partner
      until its capital account balance was in the same proportion as its ownership
      percentage.





Prior
      to
      April 13, 2006, we had a 50% ownership in CM and we accounted for this
      investment under the equity method. For the year ended December 31, 2005, CM
      had
      net operating revenues of $2.1 million and a net loss of $0.4 million. For
      the
      year ended December 31, 2004, CM had net operating revenues of $2.5 million
      and
      net income of $0.1 million. The Company only recorded its portion of CM’s losses
      that reduced its net investment to zero.





***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, the 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 cash equivalents.





***Restricted
      Cash*** -
      Restricted cash at December 31, 2006 consists of minimum deposits of $1.1
      million (€0.8 million) that are required in connection with our listing on the
      Vienna Stock Exchange (“VSE”), $1.1 million (CZK 22.0 million) held with the
      Ministry of Finance of the Czech Republic for our casino in Prague and $0.2
      million (CAD 0.3 million) of cash required to be used for construction
      expenditures in Edmonton, Alberta, Canada. Restricted cash at December 31,
      2005
      consisted of $0.9 million (€0.8 million) for the required VSE deposit.





***Fair
      Value of Financial Instruments*** ** -
      We
      calculate the fair value of financial instruments and include this additional
      information in the notes to our consolidated financial statements when the
      fair
      value does not approximate the carrying value of those financial instruments.
      Our financial instruments include cash and cash equivalents, accounts
      receivable, notes receivable, accounts payable, long-term debt and, at times,
      interest rate swap agreements. The Company had no outstanding interest rate
      swap
      agreements as of December 31, 2006 and 2005. Fair value is determined using
      quoted market prices whenever available. When quoted market prices are not
      available, we use alternative valuation techniques such as calculating the
      present value of estimated future cash flows utilizing risk-adjusted discount
      rates. Our carrying value of financial instruments approximates fair value
      at
      December 31, 2006 and 2005.


-F13-


***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 our
      outstanding borrowings. Capitalization of interest ceases when the project
      is
      substantially complete or development activity is suspended for more than a
      brief period. Such capitalized interest becomes part of the cost of the related
      asset and is depreciated over the estimated useful life of the asset. The
      Company capitalized $2.1 million and $0.6 million towards our various
      construction projects during 2006 and 2005, respectively. No interest was
      capitalized during 2004.





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


Purchased
      software is recorded at cost and amortized over its estimated useful life.
      Computer software and development costs incurred in the preliminary project
      stage, as well as training and maintenance costs, are expensed as incurred.
      Direct and indirect costs associated with the application development stage
      of
      internal use software are capitalized until such time that the software is
      substantially complete and ready for its intended use. Capitalized costs are
      amortized on a straight-line basis over the estimated useful life of the
      software.





***Goodwill*** -
      Goodwill represents the excess of the purchase price over the fair value of
      the
      net identifiable assets acquired in a business combination. Statement of
      Financial Accounting Standard (“SFAS”) No. 142 “Goodwill and Other Intangible
      Assets” 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. Based on the evaluations
      completed in 2006, the Company recorded a charge of $0.2 million (CZK 5.0
      million) to eliminate the goodwill associated with CM. No impairments were
      indicated as a result of the annual impairment reviews for goodwill in 2005
      or
      2004.





***Casino
      Licenses*** -
      In
      evaluating the Company’s capitalized casino license costs, management considered
      all of the criteria set forth in SFAS 142 for determining useful life. Of
      particular significance in this evaluation are the existing regulatory
      provisions relating to the renewal of licenses. In general, the renewal of
      a
      license can be done at minimal cost to the Company, as long as the Company
      is in
      compliance with all applicable laws. Based on our evaluation, the Company deemed
      that casino license costs have an indefinite life.





***Impairment
      of Long-Lived Assets*** -
      We
      review 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, determined by the excess
      of the carrying value in relation to anticipated undiscounted future cash flows,
      the carrying amount of the asset is written down to its estimated fair value
      by
      a charge to operations. For the year ended December 31, 2006, the Company’s
      majority owned subsidiary, CTL, wrote off approximately $0.6 million of fixed
      assets that were deemed obsolete. No impairment charges were recorded for the
      years ended December 31, 2005 and 2004 (See Note 10).


-F14-


***Revenue
      Recognition*** - Casino
      revenue is the net win from gaming activities, which is the difference between
      gaming wins and losses. Hotel, food and beverage revenues are recognized as
      products are delivered or services are performed. 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*** - Hotel
      accommodations and food and beverage furnished without charge to customers
      is
      included in gross revenue at a value which approximates retail and is then
      deducted as complimentary services to arrive at net revenue.





We
      issue
      free play or coupons for the purpose of generating future revenue. Coupons
      are
      issued the month prior to when they can be redeemed and are valid for defined
      periods of time ranging up to 7 days. The net win from the coupons is expected
      to exceed the value of the coupons issued. The cost of the coupons redeemed
      is
      applied against the revenue generated on the day of the redemption.





Members
      of the casinos’ players clubs earn points as a percentage of coin-in. The cost
      of the points is offset against the revenue in the period that the revenue
      generated the points. The value of the unused or unredeemed points is included
      in the accounts payable and accrued liabilities on our consolidated balance
      sheets.





Promotional
      allowances presented in the consolidated statement of earnings for 2006, 2005
      and 2004 include the following:





*Amounts
                in thousands*
            
            **2006**
            
            **2005**
            
            **2004**Food
                & Beverage and Hotel Comps, at retail(1)
            $
            1,806
            $
            1,373
            $
            1,452Free
                Plays or Coupons
            
            1,663
            
            1,573
            
            1,569Player
                Points
            
            1,985
            
            1,308
            
            1,269**Total
                Promotional Allowances**
            **$**
            **5,454**
            **$**
            **4,254**
            **$**
            **4,290**


(1)
      The
      estimated cost of such complimentary services, charged to casino operations,
      was
      $0.9 million, $1.0 million and $1.1 million in 2006, 2005 and 2004,
      respectively.




***Foreign
      Currency Translation*** -
      Adjustments resulting from the translation of the accounts of our 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. Foreign currency transaction
      gains or losses resulting from the translation of casino operations and other
      transactions that 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
      comprehensive income or loss in the consolidated statements of shareholders’
equity and comprehensive income.





Historical
      transactions that are denominated in a foreign currency are translated and
      presented at the United States exchange rate in effect on the date of the
      transaction. Commitments that are denominated in a foreign currency and all
      balance sheet accounts other than shareholders’ equity are translated and
      presented based on the exchange rate at the end of the reported periods. 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. The exchange rates used to translate balances at the
      end of the reported periods are as follows:


December
                  31, 2006
              December
                  31, 2005
              December
                  31, 2004Canadian
                  Dollars (CAD)
              1.1653
              1.1659
              1.2036Czech
                  Koruna (CZK)
              20.8500
              24.5810
              22.4640Euros
                  (€)
              0.7578
              0.8446
              0.7388Polish
                  Zloty (PLN)
              2.9016
              N/A
              N/ASouth
                  African Rand (ZAR)
              7.0496
              6.3399
              5.6640


Source:
      Pacific Exchange Rate Service




-F15-





***Income
      Taxes*** - We
      account for income taxes using the asset and 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*** - Prior
      to January 1, 2006, the Company accounted for stock options under the
      recognition and measurement provisions of APB Opinion No. 25, “Accounting for
      Stock Issued to Employees,” and related interpretations. Effective January 1,
      2006, the Company adopted the provisions of SFAS No. 123 (Revised 2004),
“Share-Based Payment” (“SFAS 123R”), and selected the modified prospective
      method to initially report stock-based compensation amounts in the consolidated
      financial statements. Under the provisions of SFAS 123R, stock-based
      compensation cost is measured at the grant date based on the fair value of
      the
      award and is recognized as expense over the vesting period. The Company is
      currently using the Black-Scholes option pricing model to determine the fair
      value of all option grants.





***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 includes the effect of fluctuations in foreign currency
      rates on the values of our foreign investments and fair value gains and losses
      on the interest rate swap agreements we maintain from time to time to hedge
      against interest rate increases on our credit facilities.





***Operating
      Segments*** - We are
      managed in seven segments, based primarily on our casino properties. Each casino
      property derives its revenues primarily from casino operations, room rentals
      and
      food and beverage sales. Please refer to note 13, “Segment and Geographic
      Information“, for a description of our segments.





***Advertising
      Costs*** - Costs
      incurred for producing and communicating advertising are expensed when incurred.
      Advertising expense was $1.6 million, $0.7 million and $0.8 million for the
      years ended December 31, 2006, 2005 and 2004, respectively.





***Preopening
      Expenses*** -
      Preopening, pre-operating and organization activities are expensed as incurred.
      We incurred approximately $4.0 million of pre-opening expenses for the year
      ended December 31, 2006 towards our projects in Central City, Colorado,
      Edmonton, Canada, and Newcastle,
      South Africa. We incurred approximately $0.4 million of pre-opening expenses
      in
      2005 towards our project in Central City, Colorado. By agreement, the entire
      loss was allocated to our minority partner in this project.


-F16-





***Recent
      Accounting Pronouncements*** **** -
      In
      February 2007, the FASB issued SFAS 159, “The Fair Value Option for Financial
      Assets and Financial Liabilities”, which permits an entity to measure certain
      financial assets and financial liabilities at fair value. SFAS 159 is effective
      for fiscal years beginning January 1, 2008. The Company has not yet completed
      an
      assessment of the impact of SFAS 159 on its consolidated financial
      statements.





In
      September 2006, the SEC issued Staff Accounting Bulletin No. 108 (“SAB 108”),
“Considering the Effects of Prior Year Misstatements when Quantifying
      Misstatements in Current Year Financial Statements.” SAB 108 provides
      interpretive guidance on the consideration of the effects of prior year
      misstatements in quantifying current year misstatements for the purpose of
      providing a materiality assessment. SAB 108 is effective for companies with
      fiscal years ending after November 15, 2006. The adoption of SAB 108 did not
      have an impact on the Company’s consolidated financial statements.





In
      September 2006, the FASB issued SFAS 158, “Employers’ Accounting for Defined
      Benefit Pension and Other Postretirement Plans - an amendment of FASB Statement
      No. 87, 88, 106 and 132(R).” SFAS 158 requires balance sheet recognition of the
      funded status for all pension and postretirement benefit plans. The impact
      of
      the initial adjustment will be recorded as an adjustment to the ending balance
      of other comprehensive income. Subsequent changes in funded status will also
      be
      recognized as a component of other comprehensive income to the extent they
      have
      not yet been recognized as a component of net periodic benefit cost. SFAS 158
      is
      effective for fiscal years ending after December 15, 2006. The adoption of
      SFAS
      158 did not have an impact on the Company’s current financial position, results
      of operations or cash flows.





In
      September 2006, the FASB issued SFAS 157, “Fair Value Measurements.” SFAS 157
      defines fair value, establishes a framework for measuring fair value and expands
      disclosure regarding fair value measurements. This statement applies to other
      accounting pronouncements that require or permit fair value measurements for
      which the FASB has previously concluded in those announcements that fair value
      is the relevant measurement attribute. Accordingly, this statement does not
      require any new fair value measurements. The effective date of SFAS 157 is
      for
      fiscal years beginning after November 15, 2007. The Company has not completed
      an
      assessment of the impact of the adoption of SFAS 157 on its consolidated
      financial statements.





On
      July
      13, 2006, the FASB issued FIN 48, “Accounting for Uncertainty in Income Taxes,
      an interpretation of FASB Statement 109”, which sets forth a specific
      recognition threshold and measurement method for financial statement recognition
      and measurement of a tax position taken or expected to be taken on a tax return.
      The effective date of FIN 48 is for fiscal years beginning after December 15,
      2006. The Company has not completed an assessment of the impact of FIN 48 on
      its
      consolidated financial statements.




-F17-




**3.**
            **INVESTMENT
                IN NEWCASTLE**





On
      April
      1, 2006, our subsidiary CCA completed the purchase of a 60% controlling interest
      in Balele, which owns a casino in Newcastle, South Africa, for approximately
      $9.3 million (ZAR 57.5 million). Following the purchase, we began the
      development of a new casino in Newcastle. In connection with CCA’s purchase of
      its equity interest in Balele, a sale of share agreement (the “Share Agreement”)
      was entered into on October 18, 2005 between CCA and a group of Balele shareholders
      (the “Sellers”). As a condition to the Share Agreement, the Sellers provided a
      warranty to CCA that the Sellers would be able to sell the facility that housed
      the original casino for approximately $1.9 million (ZAR 12.0 million) within
      60
      days of closing. The Sellers informed CCA that they would not be able to sell
      the facility for ZAR 12.0 million. As a result, the purchase price for the
      60%
      interest in Balele was reduced by this amount, resulting in an overall purchase
      price of $7.4 million (ZAR 45.5 million). We paid $6.7 million (ZAR 40.5
      million) at closing with the remainder payable on the first anniversary of
      the
      opening of the casino. The Company consolidated the results of Balele, now
      known
      as Century Casino Newcastle (Pty) Ltd. (“CNEW”), in its financial statements as
      of April 1, 2006.





An
      additional $0.4 million (ZAR 2.5 million) will be payable to the minority
      shareholders if casino revenues during the first 12 months of operation at
      the
      new casino exceeds $13.5 million (ZAR 95.0 million). As of December 31, 2006,
      the Company does not deem it probable that casino revenues will exceed the
      required amounts.





The
      following pro forma operating information for 2006 and 2005 has been prepared
      as
      if the acquisition of CCA’s 60% interest in CNEW had been consummated as of
      January 1, 2005. The information does not purport to be indicative of what
      the
      operating results of the Company would have been had the acquisition been
      consummated on January 1, 2005.





Unaudited
      pro forma results are as follows:





*Amounts
                in thousands, except for share information*
            
            **2006**
            
            **2005**Net
                Operating Revenue
            $
            58,356
            $
            45,152Operating
                Costs and Expenses:Operating
                expenses
            
            50,388
            
            33,772Depreciation
                and amortization
            
            4,865
            
            3,867Total
                operating costs and expenses
            
            55,253
            
            37,639**Earnings
                from Operations**
            
            **3,103**
            
            **7,513**Non-operating
                income (expenses), net
            
            3,223
            
            (1,666)**Earnings
                before Income Taxes, Minority Interest and Preferred
                Dividends**
            
            **6,326**
            
            **5,847**Provision
                for income taxes
            
            78
            
            758**Earnings
                before Minority Interestand Preferred Dividends**
            
            **6,248**
            
            **5,089**Minority
                interest in subsidiary losses
            
            1,523
            
            336Preferred
                dividends issued by subsidiary
            
            (138)
            
            -**Net
                Earnings**
            **$**
            **7,633**
            **$**
            **5,425****Earnings
                Per Share:**Basic
            $
            0.34
            $
            0.34Diluted
            $
            0.32
            $
            0.30





-F18-


**4.**
            **PROPERTY
                AND EQUIPMENT**





Property
      and equipment at December 31, 2006 and 2005 consist of the
      following:




*Amounts
                in thousands*
            
            **2006**
            
            **2005**Buildings
                and improvements
            $
            86,144
            $
            28,828Gaming
                equipment
            
            23,328
            
            13,976Furniture
                and office equipment
            
            10,473
            
            5,075Other
                equipment
            
            5,736
            
            2,553125,681
            
            50,432Less
                accumulated depreciation
            
            (25,673)
            
            (21,869)100,008
            
            28,563Land
            
            23,833
            
            22,432Capital
                projects in process
            
            797
            
            18,218Non-operating
                casino and land
            
            -
            
            389Property
                and equipment, net
            $
            124,638
            $
            69,602





Depreciation
      expense for the years ended December 31, 2006, 2005 and 2004 was $4.7 million,
      $3.3 million and $3.0 million, respectively.





**5.**
            **GOODWILL
                AND OTHER INTANGIBLE
                ASSETS**





Changes
      in the carrying amount of goodwill for the years ended December 31, 2006 and
      2005 are as follows by segment:





*Amounts
                in thousands*
            
            **WMCK**
            **CCAL**
            **CRA**
            **CM**
            
            **Total****Balance
                - January 1, 2005**
            **$**
            **7,232**
            **1,009**
            **-**
            **604**
            **$**
            **8,845**Effect
                of foreign currency translation
            
            -
            (107)
            -
            (76)
            
            (183)**Balance
                - January 1, 2006**
            **$**
            **7,232**
            **902**
            **-**
            **528**
            **$**
            **8,662**Purchase
                of remaining 43.6% interest in CRA
            
            -
            -
            4,342
            -
            
            4,342Purchase
                of remaining 50% interest in CM
            
            -
            -
            -
            (345)
            
            (345)Impairment
            
            -
            -
            -
            (237)
            
            (237)Effect
                of foreign currency translation
            
            -
            (91)
            (123)
            54
            
            (160)**Balance
                - December 31, 2006**
            **$**
            **7,232**
            **811**
            **4,219**
            **-**
            **$**
            **12,262**





Intangible
      assets, not subject to amortization, include casino licenses for the following
      properties as of December 31:





*Amounts
                in thousands*
            
            **2006**
            
            **2005**The
                Caledon - South Africa(1)
            $
            1,636
            $
            1,820Century
                Casino Newcastle - South Africa
            
            7,705
            
            -**Total
                casino licenses**
            **$**
            **9,341**
            **$**
            **1,820**


(1)
      Includes impact of foreign currency translation of approximately $0.2 million
      in
      2006.


-F19-





**6.**
            **LONG-TERM
                DEBT**




Long-term
      debt at December 31, 2006 and 2005 consists of the following:




*Amounts
                in thousands*
            
            **2006**
            
            **2005**Revolving
                Credit Facility - Cripple Creek
            $
            7,084
            $
            481Construction
                Term Loan - Central City
            
            34,495
            
            8,931Term
                Loan - Newcastle
            
            7,146
            
            -Term
                Loan - Caledon
            
            6,743
            
            9,091Construction
                Term Loan - Edmonton
            
            16,364
            
            -Notes
                payable and other
            
            4,011
            
            1,135Capital
                leases
            
            862
            
            85Total
                long-term debt
            
            76,705
            
            19,723Less
                current portion
            
            (20,669)
            
            (1,789)Long-term
                portion
            $
            56,036
            $
            17,934




*Revolving
      Credit Facility - Cripple Creek*





On
      April 21, 2000, the Company and Wells Fargo Bank (the “Bank”) entered into an
      Amended and Restated Credit Agreement, which has since been further amended
      (the
“Amended Womacks Agreement”). The Amended Womacks Agreement, which matures on
      December 31, 2008, provided the Company with an original aggregate borrowing
      commitment from the Bank under a Revolving Line of Credit Facility (“Womacks
      RCF”) of $26 million. The aggregate commitment available to the Company was
      reduced by $0.3 million on July 1, 2005 and October 1, 2005, by $0.6 million
      on
      January 1, 2006 and April 1, 2006, and will be further reduced by $0.7 million
      at the beginning of each quarter effective July 1, 2006 through maturity. The
      Amended Womacks Agreement is guaranteed by the Company and permits the Company
      to enter into a management agreement with WMCK, subject to certain limitations.
      The Amended Womacks Agreement permitted the Company to make capital
      contributions to Womacks for a specified period of time for the repayment of
      the
      outstanding obligations under the Womacks RCF, and subsequently permits Womacks
      to make cash distributions to the Company up to the amount of the Company’s
      capital contributions (maximum of $8.5 million as of December 31, 2006, subject
      to covenant limitations) made during the specified period. The commitment
      available as of December 31, 2006, net of quarterly reductions, is $17.7 million
      and, based on WMCK’s maximum leverage ratio (as defined in the Amended Womacks
      Agreement), unused borrowing capacity is $5.3 million. Interest on the Amended
      Womacks Agreement is variable based on the interest rate option selected by
      the
      Company, plus an applicable margin based on WMCK’s consolidated leverage ratio.
      The Amended Womacks Agreement also requires a nonusage fee based on WMCK’s
      consolidated leverage ratio on the unused portion of the commitment. The
      principal balance outstanding under the Amended Womacks Agreement as of December
      31, 2006 and 2005 was $7.1 million and $0.5 million, respectively.





The
      Amended Womacks Agreement includes certain restrictive covenants on financial
      ratios of WMCK. The most significant covenants include i) a maximum leverage
      ratio no greater than 2.75 to 1.00 as of the quarter ending December 31, 2005
      (decreasing as scheduled to 2.00 to 1.00 as of the quarter ending June 30,
      2007
      until the Womacks RCF terminates), 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 Amended Womacks 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 Womacks
      RCF as of December 31, 2006 and 2005. The loan is collateralized by a deed
      of
      trust and a security agreement with assignments of lease, rents and furniture,
      fixtures and equipment of Womacks property. The interest rate at December 31,
      2006 was 8.25% for the balance of the loan outstanding under the prime based
      provisions of the Amended Womacks Agreement.


-F20-





In
      May
      2000, we entered into a five-year interest rate swap agreement on $4.0 million
      notional amount of debt under the Womacks RCF, whereby we paid a LIBOR-based
      fixed rate of 7.95% and received a LIBOR-based floating rate reset quarterly
      based on a three-month rate. This swap agreement expired on July 1, 2005. We
      have not entered into any new swap agreements as of December 31, 2006. Our
      objective for entering into the interest rate swap agreement, a derivative
      instrument designated as a cash flow hedging instrument, was to eliminate the
      variability of cash flows in the interest payments for a portion of the Womacks
      RCF. We have determined that the cash flow hedges were highly effective.
      Accordingly no net gain or loss has been recognized in earnings during 2005
      and
      2004 for hedge ineffectiveness. The effective portion on the interest rate
      swaps
      of $0.2 million and $0.4 million, net of income tax expense of less than $0.1
      million and $0.1 million has been reported in comprehensive income on the
      statement of shareholders’ equity and comprehensive income for 2005 and 2004,
      respectively. Net additional interest expense to us under the swap agreement
      was
      $0.1 million and $0.3 million in 2005 and 2004, respectively. Including the
      impact of the swap and the amortization of the deferred financing cost, the
      effective rate on the borrowings under the Womacks RCF was 10.0%, 7.3% and
      6.7%
      for 2006, 2005 and 2004, respectively.





The
      Company has a non-interest bearing stand-by letter of credit agreement for
      $0.8
      million with the Bank. The letter of credit is secured by the Amended Womacks
      Agreement and expires on March 27, 2007. The letter of credit is a guarantee
      to
      Central City, Colorado for the Company’s completion of certain requirements
      relating to the construction of the Central City casino. As of December 31,
      2006, there was no balance outstanding under this letter of credit.


*Construction
        Term Loan - Central City*
 
 On
        November 21, 2005, CTL entered into a $35 million loan agreement, that has
        since
        been amended (“Amended Tollgate Agreement”), with Wells Fargo Bank and a
        syndicate of institutional lenders. The Amended Tollgate Agreement consists
        of a
        $32.5 million construction loan and a $2.5 million revolving line of credit
        (“CC
        Revolver”). The $32.5 million construction loan converted to a 60-month term
        loan (“CC Term Loan”) on November 22, 2006 (“Conversion Date”). The CC Term Loan
        and the CC Revolver will both mature on November 22, 2011. Beginning December
        31, 2007, the amount outstanding under the CC Term Loan will be subject to
        quarterly reductions of $0.6 million. Availability under the CC Revolver
        will be
        conditional upon CTL being in compliance with all of the financial and other
        covenants contained in the loan agreement at the time of a particular drawdown,
        and the Company’s continued ability to make certain representations and
        warranties, including representations as to the absence of liens on the Central
        City properties other than certain permitted liens, the absence of litigation
        or
        other developments that have or could reasonably be expected to have a material
        adverse effect on the Company and its subsidiaries, and continued effectiveness
        of the documents granting security for the credit facility. The interest
        rate on
        both loans, as amended, is the greater of 6.5% or the Prime Rate plus 2.0%
        (10.25% as of December 31, 2006) and a service fee of 0.5% on the total
        outstanding balance, payable monthly. Upon closing, CTL incurred a facility
        fee
        of $1.1 million payable to Wells Fargo Bank which was satisfied from the
        proceeds of the loan. The Amended Tollgate Agreement is subject to a prepayment
        fee, 9.3% at the Conversion Date, which decreases annually to 2.3% in the
        17 th full
        quarter after the Conversion Date of the loan through maturity; a nonusage
        fee
        of 0.75% on the unused portion of the total commitment; various reporting
        requirements and various financial covenants, the most significant being
        Senior
        Leverage Ratio, Adjusted Fixed Charge Coverage, Limitation on Indebtedness
        and
        Restriction on Distributions. The Amended Tollgate Agreement is secured by
        all
        of CTL’s assets and is guaranteed by the Company. The
        principal balance outstanding under the Amended Tollgate Agreement as of
        December 31, 2006 was $34.5 million,of
        which
        $21.4 million is considered long-term in the accompanying December 31, 2006
        consolidated balance sheet. On March 2, 2007, the Company repaid $10.0 million
        of principal towards the CC Term Loan. On March 13, 2007, the Company repaid
        $2.5 million towards the CC Revolver. CTL incurred a prepayment charge of
        $0.3
        million relating to these early repayments. This charge will be payable on
        the
        maturity of the Amended Tollgate Agreement.
  -F21-
  *Term
        Loan - Newcastle*





On
      July 20, 2006, CNEW entered into a loan agreement with Nedbank Limited
      (“Nedbank”). Pursuant to this loan agreement, Nedbank extended temporary
      financing and available credit to CNEW, in the form of a construction loan,
      for
      the total amount of $7.1 million (ZAR 50.0 million). The net proceeds from
      this
      financing were used by CNEW for the construction of a new casino and hotel
      in
      Newcastle, South Africa. On December 7, 2006, the construction loan converted
      to
      a term loan, payable in monthly installments of approximately $0.2 million
      (ZAR
      1.1 million). The loan matures on December 7, 2011. The term loan bears interest
      at South Africa’s prime interest rate less 1.5% (which equates to 11.0% as of
      December 31, 2006) and is secured by the pledge of 100% of the total outstanding
      common stock of CNEW. As of
      December 31, 2006, $7.1 million of principal is outstanding, of which $6.0
      million is considered long-term in the accompanying December 31, 2006
      consolidated balance sheet.





*Term
      Loan - Caledon*





On
      August
      26, 2005, CCAL received a $9.4 million (ZAR 60.0 million) term loan from
      Nedbank, the net proceeds of which were used for the repayment of existing
      bank
      debt and additional working capital needs. In connection with the loan, CCAL
      and
      Nedbank entered into a loan agreement specifying the terms of the loan. Pursuant
      to the loan agreement, monthly principal and interest installment payments
      of
      $0.2 million (ZAR 1.3 million) are due on the first day of each month. The
      loan
      matures on September 1, 2010, at which time any outstanding principal and
      interest will be due. The term loan bears interest at South Africa’s prime
      interest rate less 1.5% (which equates to 11.0% as of December 31, 2006) and
      is
      secured by $1.4 million (ZAR 10.0 million) of CCAL’s assets and 100% of the
      issued share capital of CCAL. CCAL has the option to prepay the loan, without
      penalty, upon 90 days written notice. As of December 31, 2006, $6.7 million
      of
      principal is outstanding, of which $5.2 million is considered long-term in
      the
      accompanying December 31, 2006 consolidated balance sheet.





*Construction
      Term Loan - Edmonton*





On
      September 23, 2005, CRA agreed to the terms of a $17.2 million (CAD 20.0
      million) credit facility with Canadian Western Bank (“CWB”) for the development
      of the Century Casino & Hotel in Edmonton, Alberta, Canada. The credit
      facility is initially structured as a construction loan maturing on the earlier
      of 18 months from the initial construction draw or the receipt of a certified
      architectural completion certificate, certificate of occupancy and casino
      license. The construction loan bears interest at CWB’s Prime Lending Rate plus
      1.25% (which equates to 7.25% as of December 31, 2006), payable on the first
      day
      of each month. No principal payments are required on the construction loan.
      Upon
      maturity of the construction loan, CWB will issue a term loan to CRA, maturing
      within one to five years at CRA’s election. Proceeds from the term loan will be
      used to pay theoutstanding balance of the construction loan. The interest rate
      on the term loan will be based on the maturity date selected by CRA. As of
      December 31, 2006, interest rates ranged from 6.65% to 6.80%, depending on
      the
      length of maturity selected. Monthly principal and interest payments on the
      term
      loan are based on a 10-year amortization, payable on the first day of each
      month. The loan facility is secured by the assets of CRA and guaranteed by
      the
      Company. CRA has the option to prepay the construction loan without penalty.
      CRA
      may elect to prepay up to 10% of the original principal amount of the term
      loan
      annually without penalty or bonus; prepayment of any additional amounts is
      subject to three months interest at the fixed interest rate. The
      principal balance outstanding under the loan agreement with CWB as of December
      31, 2006 was $16.4 million, of which $15.1 million is consideredlong-term in the accompanying December 31, 2006 consolidated balance sheet.


-F22-




The
      Company has two non-interest bearing stand-by letter of credit agreements
      totaling $0.1 million with CWB. These letters of credit have no maturity date
      and are cancelable upon written notice by CRA. CRA will incur a 1% charge for
      each year the letters of credit are outstanding. These letters of credit
      guarantee to the City of Edmonton, Alberta, Canada the completion of certain
      requirements relating to the construction of the casino. As of December 31,
      2006, there were no balances outstanding under these letters of
      credit.





*Notes
      payable and other*





An
      unsecured note payable in the amount of $1.0 million to a minority interest
      holder in CTL is payable in two equal installments. The first payment is due
      on
      July 11, 2007, with the second payment due six months later. The note bears
      interest at 8%. As of December 31, 2006, $0.5 million of the note has been
      classified as a current liability, with the remaining $0.5 million classified
      as
      a long-term liability, in the accompanying consolidated balance sheet. The
      note
      payable is subordinated to the Amended Tollgate Agreement discussed
      above.





In
      December 2004, the Company issued a second unsecured note payable in the amount
      of $0.1 million to a minority interest holder in CTL, payable on the first
      anniversary of the opening date of the casino (July 11, 2007). This amount
      has
      been recorded as a current liability on the December 31, 2006 consolidated
      balance sheet.





In
      conjunction with the buyout of the minority interest in CRA (see Note 1), an
      unsecured note payable in the amount of $1.2 million ($1.4 million Canadian)
      is
      payable on the earlier of (1) the 10 th business day following the first anniversary of the opening date of the casino
      project in Edmonton, Alberta, Canada or (2) the date that the Company transfers
      all of its shares in CRA to any other party other than an affiliate of the
      Company. The note is non-interest bearing; however, if CRI defaults on the
      payment of the note, the note bears interest at 12% per annum from the date
      of
      default. The Company, using an imputed interest rate based on CRA’s weighted
      average interest rate, has recorded this note at its net present value of $1.1
      million. The note is classified as a current liability on the December 31,
      2006
      consolidated balance sheet.





As
      mentioned in Note 3, CCA completed the purchase of a 60% controlling interest
      in
      CNEW on April 1, 2006 for approximately $7.4 million (ZAR 45.5 million). To
      date, the Company has paid $6.7 million (ZAR 40.5 million) towards the purchase.
      The remaining $0.7 million (ZAR 5.0 million), which is payable one year from
      the
      opening of the new casino facility, has been recorded at its net present value
      of $0.6 million (ZAR 4.6 million), using an imputed interest rate based on
      CNEW’s weighted average interest rate, and is classified as a current liability
      on the December 31, 2006 consolidated balance sheet.


-F23-


In
      conjunction with the purchase of CNEW, the Company agreed to reimburse the
      previous ownership of CNEW for all professional fees and disbursements incurred
      by the previous ownership relating to the development of the new casino between
      the date the agreements were signed and date of closing. As agreed, the
      reimbursement shall take place when the directors of CNEW consider that the
      available cash resources of CNEW so permit and will be paid from CNEW’s
      available funds. As a result of this agreement, the Company has a current
      liability of $1.1 million (ZAR 7.5 million) on the December 31, 2006
      consolidated balance sheet.





Deferred
      financing charges, which are reported as a component of other assets, are
      summarized as follows:





*Amounts
                in thousands*
            
            **2006**
            
            **2005**Deferred
                financing charges - current
            $
            898
            $
            478Deferred
                financing charges - long-term
            
            1,168
            
            1,645Total
            $
            2,066
            $
            2,123





Amortization
      expense relating to these deferred financing charges for the years ended
      December 31, 2006, 2005 and 2004 totaled $0.2 million, $0.4 million and less
      than $0.1 million, respectively. In 2006, we capitalized approximately $0.3
      million of deferred financing charges towards the construction of our new
      casinos.





The
      consolidated weighted average interest rate on all borrowings for Century
      Casinos, Inc. and subsidiaries was 11.1%, 7.0% and 9.1% for the years ended
      December 31, 2006, 2005, and 2004, respectively, excluding the amortization
      of
      deferred financing charges. Construction financing for the Central City,
      Colorado project, at a weighted average interest rate of 13.1%, accounted for
      approximately 51% of the average outstanding debt during 2006. Repayment of
      high
      interest rate debt in South Africa helped limit the increase in the weighted
      average interest rate for 2005.





As
      of
      December 31, 2006, scheduled maturities of all long-term debt are as follows:





*Amounts
                in thousands*
            Future
                minimum
              lease
                payment
              of
                capital leases
            Other
                debt2007
                -
            $
                210
            $
                20,4992008
                -
            201
            14,5892009
                -
            202
            7,3482010
                -
            196
            7,1752011
                -
            180
            7,907Thereafter
            -
            18,325$
                989
            $
                75,843Less
                amounts representing interest
            127
            -Total
            $
                862
            $
                75,843
            TotalCurrent
            $
                170
            $
                20,499
            $
                20,669Long-Term
            $
                692
            $
                55,344
            $
                56,036





-F24-


**7.**
            **ACCOUNTS
                PAYABLE AND ACCRUED
                LIABILITIES**





Accounts
      payable and accrued liabilities are composed of the following at December 31,
      2006 and 2005:




*Amounts
                in thousands*
            
            **2006**
            
            **2005**Accounts
                payable
            $
            2,719
            $
            1,310Accrued
                points liability
            
            414
            
            241Accrued
                construction expenditures
            
            698
            
            1,962Other
                accrued liabilities
            
            6,794
            
            1,991**Total**
            **$**
            **10,625**
            **$**
            **5,504**





**8.**
            **SHAREHOLDERS’
                EQUITY**





In
      July
      2005, the Company filed a shelf registration statement with the SEC, under
      which
      we could issue up to $50.0 million in aggregate issue price of common stock,
      preferred stock, debt securities and depository certificates. In October 2005,
      under this shelf registration, we issued 7,132,667 shares of common stock,
      in
      the form of Austrian Depository Certificates (“ADCs”), through an underwriter,
      to retail and institutional investors in the Republic of Austria and to
      institutional investors in other countries in Europe. Each ADC, which is traded
      on the VSE, is equivalent to one share of our common stock. Each holder of
      an
      ADC is entitled to all the rights and preferences of, and subject to all of
      the
      limitations of, the underlying share of common stock represented by the ADC
      (including dividend, voting, redemption and liquidation rights and preferences).
      The number of ADCs and rights of the ADC holders associated with the ADCs held
      by such persons are evidenced in a modifiable global certificate which is issued
      and held in safe custody by the Oesterreichische Kontrollbank
      Aktiengesellschaft. The ADCs are subject to the laws of the Republic of Austria.
      The shares of our common stock represented by the ADCs are issued under the
      Delaware General Corporation Law. Therefore, the corporate legal matters related
      to our shares of common stock underlying the ADCs are governed by Delaware
      law.
      Net proceeds from this issuance were approximately $46.2 million.





In
      May 2006, the Company issued 600,000 new shares of its common stock for stock
      options exercised in cash at an exercise price of $0.75 per share. In
      August
      2005, the Company issued 950,000 new shares of its common stock, at an exercise
      price of $1.50 per share, for stock options exercised in cash.





The
      Company’s Board of Directors has approved a discretionary program to repurchase
      up to $5.0 million of the Company’s outstanding common stock. The Company
      did not purchase any shares of its common stock on the open market in 2006
      nor
      2005. The total remaining authorization under the repurchase program was $1.2
      million as of December 31, 2006. The repurchase program has no set expiration
      or
      termination date.





There
      were 164,376 shares in treasury as of December 31, 2006, at an average cost
      per
      share of $2.26. We re-issued 23,500 shares of treasury stock in 2006 for stock
      options exercised in cash, 16,000 of which were to satisfy a director’s options.
      In 2005, a total of 603,000
      shares were re-issued to satisfy option exercises, 40,000 of which were to
      satisfy directors’ options. Subsequent to December 31, 2006, we re-issued 47,000
      shares in connection with option exercises.




-F25-


***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, each of whom has one
      seat
      on the board of directors of CCAL, neither of whom is an officer,director or affiliate of CCI. The preference shares are not cumulative
      nor redeemable. The preference shares entitle the holders of the shares to
      total
      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. If the CCAL casino business is 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.





In
      January 2006, 200 preference shares of a new class (“Class A shares”) were
      authorized for issuance. The Class A shares are not cumulative nor redeemable.
      Each Class A share entitles the holder to dividends of 0.009% of the annual
      gross gambling revenue of the Caledon Hotel, Spa and Casino after the deduction
      of gaming taxes and value added tax. Furthermore, should the casino business
      be
      sold or otherwise dissolved, for each Class A share held, the shareholder would
      be entitled to 0.009% of any surplus directly attributable to the casino
      business, net of all liabilities attributable to the casino business. The
      holders of Class A shares will also be entitled to a one time dividend of ZAR
      5,000 per share, offset by any amounts owed by the preference shareholder to
      CCAL. These Class A shares were made available to the original preference
      shareholders in exchange for their original preference shares. As of December
      31, 2006, one preference shareholder accepted the offer to transfer all 100
      of
      its original preference shares for 100 of the new Class A shares.





CCAL
      paid
      $0.1 million of preference dividends in 2006. Preference dividends were not
      paid
      nor were payable in 2005 and 2004.





**9.**
            **STOCK-BASED
                COMPENSATION**





The
      Board
      of Directors of the Company adopted an Employees’ Equity Incentive Plan (the
“EEIP”) in April 1994, which expired in April 2004. The EEIP continues to be
      administered for previously issued and outstanding options. Stockholders of
      the
      Company approved a new equity incentive plan (the “2005 Plan”) at the 2005
      annual meeting of stockholders. The 2005 Plan provides for the grant of awards
      to eligible individuals in the form of stock, restricted stock, stock options,
      performance units or other stock-based awards, all as defined in the 2005 Plan.
      The 2005 Plan provides for the issuance of up to 2,000,000 shares of common
      stock to eligible individuals through the various forms of awards permitted.
      The
      2005 Plan limits the number of options that can be awarded to an eligible
      individual to 200,000 per year. Stock options may not be issued at an option
      price lower than fair market value at the date of grant. All stock options
      must
      have an exercise period not to exceed ten years. Through December 31, 2006,
      only
      incentive stock option awards, for which the option price was not less than
      the
      fair market value at the date of grant, or non-statutory options, which may
      be
      granted at any option price (as permitted under the EEIP), have been granted
      under the EEIP and 2005 Plan. Options granted to date have one-year, two-year
      or
      four-year vesting periods. Through December 31, 2006, all outstanding options
      have been issued at market value as of the date of the grant. The Company’s
      Incentive Plan Committee or, in the case of the 2005 Plan, any other committee
      as delegated by the Board of Directors, 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
      the United States Bankruptcy Code or liquidation of the Company. Both plans
      also
      allow 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. As of December 31, 2006, there were 1,368,710 options
      outstanding to employees of the Company, of which 1,343,710 options were issued
      under the EEIP and 25,000 options have been issued under the 2005 Plan.


-F26-


Additionally,
      60,000 options were issued under the EEIP to independent directors in
      2004.





The
      fair
      value of options granted under the Company’s stock based compensation plans were
      estimated on the date of grant using the Black-Scholes option pricing model
      with
      the following assumptions:





**2006**
            **2005**
            **2004**Weighted-average
                risk-free interest rate
            
            -
            4.50%
            4.00%Weighted-average
                expected life
            
            -
            10.0
                yrs
            9.5
                yrsWeighted-average
                expected volatility
            
            -
            46.3%
            55.1%Weighted-average
                expected dividends
            
            -
            $
                0
            $
                0




The
      weighted-average fair value of options granted was $4.88 in 2005 and $1.97
      in
      2004. A total of 35,000 and 1,352,710 were granted in 2005 and 2004,
      respectively. No options were granted to employees under the 2005 Plan in 2006.





Transactions
      regarding the Company’s stock based compensation plans are as
      follows:





**2006**
            
            **2005**
            
            **2004**Weighted-
            
            
            Weighted-
            
            
            Weighted-Average
            
            
            Average
            
            
            AverageExercise
            
            
            Exercise
            
            
            ExerciseShares
            Price
            
            Shares
            Price
            
            Shares
            PriceEmployee
                Stock Options:Outstanding
                at January 1,
            1,986,210
            $
                2.33
            
            3,464,210
            $
                1.92
            
            2,160,300
            $
                1.29Granted
            -
            -
            
            35,000
            7.68
            
            1,352,710
            2.93Exercised
            (607,500)
            0.78
            
            (1,513,000)
            1.50
            
            (8,000)
            1.75Cancelled
                or forfeited
            (10,000)
            7.68
            
            -
            -
            
            (40,800)
            2.60Outstanding
                at December 31,
            1,368,710
            2.98
            
            1,986,210
            2.33
            
            3,464,210
            1.92Options
                exercisable at December 31,
            419,614
            $
                2.85
            
            759,872
            $
                1.15
            
            2,136,500
            $
                1.29Intrinsic
                Value of Options (in millions):Outstanding
            $
                11.2
            
            
            $
                12.4
            
            
            $
                25.0Exercisable
            $
                3.5
            
            
            $
                5.7
            
            
            $
                16.8





The
      aggregate intrinsic value represents the difference between the Company’s
      closing stock price of $11.16, $8.60 and $9.13 as of December 29, 2006, December
      30, 2005 and December 31, 2004, respectively, and the exercise price multiplied
      by the number of options outstanding as of that date.





The
      weighted-average contractual life for options outstanding at December 31, 2006
      is 6.9 years.





As
      of
      December 31, 2006, there were an additional 64,000 options outstanding to
      independent directors of the Company with a weighted average exercise price
      of
      $3.08.


-F27-


For
      the
      year ended December 31, 2006, the Company recorded $0.4 million ($0.2 million,
      net of taxes) for stock-based compensation expense related to stock option
      grants made in prior years that vested during the year. This amount is included
      in general and administrative expense. The impact to both basic and diluted
      earnings per share for the year ended December 31, 2006 was $0.01. There was
      no
      capitalized stock-based compensation expense.





At
      December 31, 2006, there is less than $0.1 million of total unrecognized
      compensation expense related to unvested stock options remaining to be
      recognized. This amount will be recognized during 2007.





Prior
      to
      the adoption of SFAS 123R, we presented all tax benefits resulting from the
      exercise of stock options as operating cash flows in the Condensed Consolidated
      Statement of Cash Flows. SFAS 123R requires that cash flows from the exercise
      of
      stock options resulting from tax benefits in excess of recognized cumulative
      compensation cost (excess tax benefits) be classified as financing cash flows.
      For the year ended December 31, 2006, $0.4 million of such excess tax benefits
      were classified as financing cash flows.





In
      accordance with the modified prospective transition method, the Company’s
      financial statements for prior periods have not been restated to reflect
      compensation expense associated with recognizing stock-based compensation under
      the fair value method. The Company did not record stock-based compensation
      expense related to employee stock options during 2005 and 2004; however, pro
      forma stock-based compensation expense for 2005 and 2004 was as
      follows:





*Amounts
                in thousands, except for share information*
            **2005**
            **2004**Net
                earnings, as reported
            $
            4,481
            $
            4,738Deduct:
                Total stock-based employee compensation expense determined under
                fair
                value based method for all awards, net of related tax
                effects
            
            515
            
            1,114Pro
                forma net earnings
            $
            3,966
            $
            3,624Earnings
                per shareBasic
            As
                reported
            $
            0.28
            $
            0.35Pro
                forma
            $
            0.25
            $
            0.27Diluted
            As
                reported
            $
            0.25
            $
            0.30Pro
                forma
            $
            0.22
            $
            0.23





**10.**
            **IMPAIRMENTS
                AND OTHER WRITE-OFFS**





Impairments
                and other write-offs consist of the
                following:





*Amounts
                in thousands*
            
            **For
                the Year Ended December 31,****2006**
            
            **2005**
            
            **2004**Recoveries
                of receivables and advances
            $
            (402)
            $
            (30)
            $
            (218)Write-off
                of property held for sale
            
            389
            
            32
            
            -Goodwill
                impairment - Century Casino Millennium
            
            237
            
            -
            
            -Write-down
                of property and equipment
            
            639
            
            -
            
            -Other
            
            31
            
            (63)
            
            3**Total
                Impairments and Other Write-Offs**
            
            **894**
            
            **(61)**
            
            **(215)**





*Recoveries
      of receivables and advances*





On
      September 28, 2006, the Company sold its interest in a casino development
      project located in Gauteng, South Africa for $5.7 million (ZAR 43.3 million),
      less commissions of $0.1 million (ZAR 1.3 million). Of this amount, $0.4 million
      (ZAR 3.0 million) related to the recovery of the previously written off loan.





-F28-


*Write-down
      of property held for sale*





In
      2005,
      the Company wrote down non-operating casino property and land held for sale
      located in Wells, Nevada to its appraised value less estimated costs to sell.
      In
      2006, the Company wrote off the remaining balance of $0.4 million.





*Goodwill
      impairment - Century Casino Millennium*





The
      Company performs annual tests of its goodwill and indefinite lived intangible
      assets in accordance with SFAS 142 “Goodwill and Other Intangible Assets.” As a
      result of its 2006 testing, CCI determined that the goodwill at CM is impaired.
      The value of CM was determined using the present value of future cash flows,
      which depends on a number of significant estimates including long-term revenue
      growth, CM’s ability to manage expenses, expected operating margins and the
      discount rate used to calculate the present value of cash flows. The Company
      is
      reviewing several different courses of action to improve overall operations
      at
      CM.





*Write-off
      of property and equipment*





For
      the
      year ended December 31, 2006, the Company’s majority owned subsidiary, CTL,
      wrote off approximately $0.6 million of fixed assets that were deemed
      obsolete.





**11.**
            **INCOME
                TAXES**




The
      Company’s provision for income taxes is summarized as follows:





*Amounts
                in thousands*
            
            **2006**
            
            **2005**
            
            **2004**Federal
                - Current
            $
            (852)
            $
            (172)
            $
            (308)Federal
                - Deferred
            
            (121)
            
            42
            
            604Provision
                for federal income taxes
            
            (973)
            
            (130)
            
            296State
                - Current
            
            (122)
            
            (54)
            
            (45)State
                - Deferred
            
            (16)
            
            6
            
            82Provision
                for state income taxes
            
            (138)
            
            (48)
            
            37Foreign
                - Current
            
            2,096
            
            720
            
            548Foreign
                - Deferred
            
            (851)
            
            (195)
            
            (132)Provision
                for foreign income taxes
            
            1,245
            
            525
            
            416Total
                Provision for income taxes
            $
            134
            $
            347
            $
            749


The
      Company’s effective income tax rate differs from the statutory federal income
      tax rate as follows:


**2006**
            
            **2005**
            
            **2004**Federal
                income tax statutory rate
            
            34.0%
            
            34.0%
            
            34.0%Foreign
                income taxes
            
            (32.4%)
            
            (21.0%)
            
            (16.1%)State
                income tax (net of federal benefit)
            
            (1.4%)
            
            (0.8%)
            
            0.6%Non-deductible
                write-offs (recoveries) and expenses
            
            -
            
            -
            
            (0.9%)Effect
                of foreign currency translation adjustment for sale of
                subsidiary
            
            -
            
            -
            
            (2.0%)Effect
                of stock option exercises
            
            (2.3%)
            
            (10.9%)
            
            -IRS
                audit accrual
            
            -
            
            2.6%
            
            -Permanent
                and other items
            
            4.2%
            
            4.7%
            
            (2.2%)Total
                effective income tax rate
            
            2.1%
            
            8.6%
            
            13.4%




-F29-


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. The Company’s deferred incomes taxes
      at December 31, 2006 and 2005 are summarized as follows:





*Amounts
                in thousands*
              Deferred
                tax assets (liabilities) - U.S. federal and state:
            **2006**
            
            **2005**Deferred
                tax (liabilities) - non-current:Amortization
                of goodwill for tax
            $
            (1,102)
            $
            (880)Deferred
                tax assets - non-current:Property
                and equipment
            
            666
            
            434NOL
                carryforward
            
            1,833
            
            434Write-down
                of non-operating casino property
            
            181
            
            181FAS
                123R stock amortization
            
            134
            
            -Other
            
            51
            
            50Total
                deferred tax assets - non-current
            
            2,865
            
            1,099Net
                deferred tax assets - non-current
            
            1,763
            
            219Prepaid
                expenses - current
            
            (112)
            
            (111)Accrued
                liabilities and other - current
            
            96
            
            103Net
                deferred tax (liabilities) assets - current
            
            (16)
            
            (8)Total
                deferred tax assets - U.S. federal and state
            $
            1,747
            $
            211




Deferred
                tax assets (liabilities) - foreign:Deferred
                tax (liabilities) - non-current:Property
                and equipment
            $
            (563)
            $
            (104)Deferred
                tax assets - non-current:NOL
                carryforward
            
            1,400
            
            297Accrued
                liabilities and other
            
            1,306
            
            187Total
                deferred tax assets - non-current
            
            2,706
            
            484Net
                deferred tax assets - non-current
            
            2,143
            
            380Accrued
                liabilities and other - current
            
            209
            
            125Prepaid
                expenses - current
            
            (16)
            
            (53)Net
                deferred tax assets - current
            
            193
            
            72Total
                deferred tax assets - foreign
            $
            2,336
            $
            452Net
                deferred tax assets
            $
            4,083
            $
            663




-F30-




**12.**
            **EARNINGS
                PER SHARE**


Basic
      and
      diluted earnings per share for the years ended December 31, 2006, 2005 and
      2004
      were computed as follows:





*Amounts
                in thousands, except share data*
            
            **2006**
            
            **2005**
            
            **2004**Basic
                Earnings Per Share:Net
                earnings
            $
            7,629
            $
            4,481
            $
            4,738Weighted
                average common shares
            
            22,777,707
            
            15,923,585
            
            13,683,016Basic
                earnings per share
            $
            0.33
            $
            0.28
            $
            0.35Diluted
                Earnings Per Share:Net
                earnings
            $
            7,629
            $
            4,481
            $
            4,738Weighted
                average common shares
            
            22,777,707
            
            15,923,585
            
            13,683,016Effect
                of dilutive securities:Stock
                options and warrants
            
            1,149,042
            
            2,155,588
            
            2,158,207Dilutive
                potential common shares
            
            23,926,749
            
            18,079,173
            
            15,841,223Diluted
                earnings per share
            $
            0.32
            $
            0.25
            $
            0.30





Dilutive
      potential common shares includes the impact of unexercised stock options using
      the treasury stock method. For the year ended December 31, 2006, 25,000 stock
      options were excluded from the dilutive potential common shares calculation
      as
      their inclusion would be anti-dilutive. For the remaining periods presented,
      all
      outstanding options and warrants to purchase shares of the Company’s common
      stock have been included in the computation of diluted earnings per
      share.





-F31-


**13.**  **SEGMENT
      AND GEOGRAPHIC INFORMATION**





We
      are
      managed in seven segments, based primarily on our casino properties. Each casino
      property derives its revenues primarily from casino operations, room rentals
      and
      food and beverage sales. Our segments include:





Cripple
      Creek, Colorado includes
      the operating results of WMCK and subsidiaries, which own Womacks in Cripple
      Creek, Colorado.





Central
      City, Colorado includes
      the operating results of CTI, which owns a majority interest in and operates
      the
      Century Casino & Hotel in Central City, Colorado.





Caledon,
      South Africa includes
      the operating results of CCAL, which operates the Caledon Hotel, Spa and Casino,
      and its related food service operation.





Newcastle,
      South Africa includes
      the operating results of CNEW, which owns a majority interest in and operates
      Century Casino Newcastle in Newcastle, South Africa and its related food service
      operation.





Edmonton,
      Canada includes
      the financial results of CRA, which operates the Century Casino & Hotel in
      Edmonton, Alberta, Canada.





All
      Other Operating Segments includes
      the revenues and expenses of the shipboard operations for which the Company
      has
      casino concession agreements and, subsequent to April 13, 2006, the operating
      results of CM located in Prague, Czech Republic.





Corporate operations include, among other items, the expenses associated with being a
      public company, including Sarbanes-Oxley Act compliance, and general corporate
      overhead expenses. In addition, reclassification and eliminating entries are
      recorded in this segment.





Segment
      information as of and for the years ended December 31, 2006, 2005 and 2004
      are
      presented below.





**Long-Lived
                Assets****Amounts
                in thousands*
            **2006**
            **2005**
            **2004**Cripple
                Creek (Colorado, USA)
            $
            29,324
            $
            30,439
            $
            30,218Central
                City (Colorado, USA)
            
            43,952
            
            21,105
            
            9,200Caledon
                (South Africa)
            
            17,188
            
            17,926
            
            18,634Newcastle
                (South Africa)
            
            21,499
            
            -
            
            -Edmonton
                (Alberta, Canada)
            
            31,927
            
            8,750
            
            -Other
                Operating:Casino
                Millennium (Czech Republic)
            
            496
            
            -
            
            -Cruise
                Ships (International)
            
            1,032
            
            854
            
            386Corporate
            
            823
            
            1,010
            
            1,167**Total**
            $
            146,241
            $
            80,084
            $
            59,605


*
      Long-lived assets consist of property and equipment, goodwill and casino
      licenses.


-F32-





**Total
                Assets***Amounts
                in thousands*
            **2006**
            **2005**
            **2004**Cripple
                Creek (Colorado, USA)
            $
            31,465
            $
            33,151
            $
            33,101Central
                City (Colorado, USA)
            
            48,661
            
            23,219
            
            9,268Caledon
                (South Africa)
            
            19,134
            
            19,584
            
            21,595Newcastle
                (South Africa)
            
            24,535
            
            -
            
            -Edmonton
                (Alberta, Canada)
            
            39,305
            
            9,654
            
            -Other
                operating:Casino
                Millennium (Czech Republic)
            
            2,166
            
            -
            
            -Cruise
                Ships (International)
            
            1,839
            
            1,629
            
            1,028Corporate
            
            30,755
            
            36,111
            
            6,212**Total**
            $
            197,860
            $
            123,348
            $
            71,204





**Net
                Operating Revenue***Amounts
                in thousands*
            **2006**
            **2005**
            **2004**Cripple
                Creek (Colorado, USA)
            $
            16,255
            $
            17,111
            $
            17,561Central
                City (Colorado, USA)
            
            8,617
            
            6
            
            -Caledon
                (South Africa)
            
            18,294
            
            17,015
            
            14,970Newcastle
                (South Africa)
            
            6,176
            
            -
            
            -Edmonton
                (Alberta, Canada)
            
            2,325
            
            57
            
            -Other
                operating:Casino
                Millennium (Czech Republic)
            
            1,610
            
            -
            
            -Cruise
                Ships (International)
            
            2,991
            
            3,151
            
            2,769Corporate
            
            17
            
            105
            
            465**Total**
            $
            56,285
            $
            37,445
            $
            35,765








**Net
                Earnings***Amounts
                in thousands*
            **2006**
            **2005**
            **2004**Cripple
                Creek (Colorado, USA)
            $
            2,563
            $
            3,055
            $
            3,300Central
                City (Colorado, USA)
            
            (1,026)
            
            458
            
            -Caledon
                (South Africa)
            
            3,816
            
            3,132
            
            2,194Newcastle
                (South Africa)
            
            906
            
            -
            
            -Edmonton
                (Alberta, Canada)
            
            (1,156)
            
            (76)
            
            -Other
                operating:Casino
                Millennium (Czech Republic)
            
            (302)
            
            -
            
            -Cruise
                Ships (International)
            
            494
            
            839
            
            798Corporate
            
            2,334
            
            (2,927)
            
            (1,554)**Total**
            $
            7,629
            $
            4,481
            $
            4,738





-F33-


**14.**  **COMMITMENTS,
      CONTINGENCIES AND OTHER MATTERS**





***Litigation*** - From
      time to time we are subject to various legal proceedings arising from normal
      business operations. We do not expect the outcome of such proceedings, either
      individually or in the
      aggregate, to have a material effect on our financial position, cash flows
      or
      results of operations.





***Employee
      Benefit Plan*** - In
      March 1998, we 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. Participants become fully vested
      in employer contributions over a six-year period. The Company contributed less
      than $0.1 million to the Plan in each of 2006, 2005 and 2004.





***Operating
      Lease Commitments and Purchase Options*** **-** We
      have
      entered into certain noncancelable operating leases for real property and
      equipment. Rental expense for the years ended December 31, 2006, 2005 and 2004
      was $0.7 million, $0.4 million and $0.4 million, respectively.





We
      have
      an agreement to lease parking spaces from the City of Cripple Creek through
      2010. Under the terms of this agreement, we may purchase the property for $3.3
      million, less cumulative lease payments ($0.8 million through December 31,
      2006), at any time during the lease term.





Following
      is a summary of operating lease commitments as of December 31,
      2006:





*Amounts
                in thousands***Y****ear
                ending December 31,**
            
            **Amount**2007
            **$**
            1,0622008
            
            5212009
            
            3852010
            
            2722011
            
            123Thereafter
            
            979Total
            **$**
            3,342





***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, we would repurchase the common stock of any shareholder
      found to be unsuitable under the regulations. We could effect the repurchase
      with cash, Redemption Securities, as such term is defined in our Certificate
      of
      Incorporation and
      having terms and conditions as shall be approved by the Board of
      Directors ,
      or a
      combination thereof.





**15.**
            **TRANSACTIONS
                WITH RELATED PARTIES**





We
      have
      entered into compensation agreements with certain members of the Board of
      Directors. Specifically, we have entered into separate management agreements
      with Flyfish Casino Consulting AG (“Flyfish”), a management company controlled
      by Erwin Haitzmann’s family trust/foundation and with Focus Casino Consulting AG
      (“Focus”), a management company controlled by Peter Hoetzinger’s family
      trust/foundation, to secure the services of each director, respectively.
      Included in the consolidated statements of earnings for the years ended December
      31, 2006, 2005 and 2004 are Flyfish charges in the amounts of $0.5 million
      for
      all three years then ended and Focus charges in the amounts of $0.5 million
      for
      all three years then ended.





Erwin
      Haitzmann, Peter Hoetzinger and their respective family trusts/foundations
      own a
      minority interest in CRL. Collectively they own approximately 3.5% of CRL’s
      outstanding shares of common stock .





There
      have been no transactions with management for the periods reported, except
      as
      otherwise disclosed herein.





-F34-


**16.**  **UNAUDITED
      SUMMARIZED QUARTERLY DATA**





Summarized
      quarterly financial data for 2006 and 2005 is as follows:





*Amounts
                in thousands,*
              *except
                share information:*
            1st
                Quarter
            2nd
                Quarter
            3rd
                Quarter
            4th
                QuarterYear
                ended December 31, 2006Net
                operating revenue
            $
                9,474
            $
                11,869
            $
                16,978
            $
                17,964Earnings
                (loss) from operations
            $
                1,528
            $
                1,056
            $
                2,666
            $
                (2,000)Net
                earnings(1)
            $
                1,690
            $
                1,331
            $
                1,851
            $
                2,757Basic
                earnings per share(2)
            $
                0.08
            $
                0.06
            $
                0.08
            $
                0.12Diluted
                earnings per share(2)
            $
                0.07
            $
                0.06
            $
                0.08
            $
                0.12





Year
                ended December 31, 2005Net
                operating revenue
            $
                9,228
            $
                8,908
            $
                10,030
            $
                9,279Earnings
                from operations
            $
                1,558
            $
                877
            $
                1,945
            $
                1,465Net
                earnings
            $
                1,007
            $
                509
            $
                1,281
            $
                1,684Basic
                earnings per share(2)
            $
                0.07
            $
                0.04
            $
                0.09
            $
                0.08Diluted
                earnings per share(2)
            $
                0.06
            $
                0.03
            $
                0.08
            $
                0.07


(1)
              During
                  the 4thquarter2006, the Company
                  recorded revenueassociated with the sale of its interest in a
                  casino development project located in Gauteng, South Africa for
                  $5.7
                  million (ZAR 43.3 million), less commissions of $0.1 million (ZAR
                  1.3
                  million).
 (2)
              Sum
                  of quarterly results may differ from annual results presented in
                  the
                  Statement of Earnings and Note 12, Earnings per Share, to the Consolidated
                  Financial Statements because of
                  rounding.





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