EXHIBIT A


                      AMENDMENT TO RESTRUCTURING AGREEMENT

          WHEREAS,  the  Claridge  Hotel  and  Casino  Corporation,  a New  York
corporation (the "Corporation"), The Claridge at Park Place, Incorporated, a New
Jersey corporation ("CPPI"), and Atlantic City Boardwalk Associates, L.P., a New
Jersey limited  partnership  ("ACBA"),  entered into a Restructuring  Agreement,
dated March 1, 1997 (the  "Restructuring  Agreement") (terms not defined in this
Amendment shall have the meanings given to them in the Restructuring Agreement).

          WHEREAS,  ACBA is considering  entering into a Sixth  Amendment to the
operating lease and a Fifth Amendment to the expansion operating lease, dated as
of September 30, 1998 (the "Sixth Amendment"); and

          WHEREAS,  CHCC and CPPI  desire  to amend  certain  provisions  of the
Restructuring Agreement, as set forth below;

          NOW,  THEREFORE,  as an inducement  to ACBA's  entering into the Sixth
Amendment, the parties hereto hereby agree as follows:

          1. Amendments

          The  Restructuring  Agreement  is  hereby  amended  in  the  following
respects:

               (a) The  language in  subclauses  (i) and (ii) of Section 2(b) of
     the  Restructuring  Agreement shall be amended to read in their entirety as
     follows:

               (i)  The  definition  of  "Maturity  Date"  in  Section  1 of the
               Expandable  Wraparound Mortgage Loan Agreement will be amended by
               replacing "September 30, 2000" with "January 1, 2005".

               (ii) Section 9 of the First Amendment will be amended as follows:

               a. In Section  2.1(a)(i),  the reference to "September  30, 2000"
          will be replaced with "January 1, 2005".

               (b) The language in Section 2(e) of the  Restructuring  Agreement
    shall be amended to read in its entirety as follows:

               (e)  CPPI  acknowledges  that  Section  2.11  of  the  Wraparound
               Mortgage  Agreement  shall  apply to a failure by CPPI to pay any
               amounts due under the  Operating  Lease and that such Section and
               Section 7.3 apply to a failure by CPPI to pay the  $1,300,000  of
               Deferred  Rent or the  $1,100,000  of Deferred Rent in accordance
               with  the  terms  of  the  Sixth  Amendment  to  Operating  Lease
               Agreement  and  Fifth  Amendment  to  Expansion  Operating  Lease
               Agreement,  dated as of the 30th day of September  1998,  between
               ACBA and CPPI.

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          2.  Neither ACBA nor its partners  shall be  personally  liable to the
Corporation  or CPPI for (a) the  non-payment of any principal of or interest on
the Wraparound  Mortgage Note, (b) the  non-payment of any other amount owing to
the Corporation or CPPI under the  Restructuring  Agreement (as amended hereby),
or (c) damages  arising out of the failure to perform any  obligation  under the
Restructuring Agreement (as amended hereby), the Corporation and CPPI's recourse
being  expressly  limited  to the  collateral  (as such term is  defined  in the
Wraparound Mortgage Agreement);  provided, however, that except as expressly set
forth herein  nothing  contained in this  Restructuring  Agreement  shall limit,
restrict  or impair  the rights of the  Corporation  or CPPI to  accelerate  the
maturity of the  Wraparound  Mortgage Note and all other  Indebtedness  (as such
term is defined in the Wraparound  Mortgage Agreement) upon the occurrence of an
Event of Default (as such term is defined in the Wraparound Mortgage Agreement),
to bring suit and obtain a judgment  against ACBA or its general partners on the
Wraparound  Mortgage  Note and such  other  Indebtedness  ( so long  ACBA or its
partners shall not have any personal  liability upon any such judgment except to
the extent of its interest in the collateral and the satisfaction  thereof shall
be limited to the Collateral) or to exercise all rights and remedies provided in
the  Restructuring  Agreement (as amended hereby),  or otherwise to realize upon
the  Collateral.  This  paragraph  shall  not be  deemed  to be a waiver  by the
Corporation or CPPI of any claims in the nature of fraud or deceit arising under
or in connection with the Restructuring Agreement (as amended hereby).

          3. Except as  specifically  amended  herein,  all of the  obligations,
terms and  conditions  set forth in the  Restructuring  Agreement  shall  remain
unchanged and in full force and effect.

          4. This Amendment to the Restructuring  Agreement may be signed in any
number of counterparts, each of which shall be an original, with the same effect
as if the signatures thereto and hereto were upon the same instrument.

          IN  WITNESS  WHEREOF,  the  parties  hereto  have duly  executed  this
Amendment to the Restructuring Agreement as of the 30th day of September, 1998.


THE CLARIDGE HOTEL AND CASINO CORPORATION



By:/s/Albert T. Britton, Executive Vice President


THE CLARIDGE AT PARK PLACE, INCORPORATED



By:/s/Albert T. Britton, President/Chief Operating Officer


ATLANTIC CITY BOARDWALK ASSOCIATES, L.P.


By:/s/Anthony C. Atchley, General Partner