EXHIBIT (4)(c)(10)


                                                             EXECUTION COPY
                                                                           

                                                                          








                        RESORTS INTERNATIONAL HOTEL FINANCING, INC.



                                        $35,000,000



                            11 % Junior Mortgage Notes Due 2004



                       ____________________________________________


                               FIRST SUPPLEMENTAL INDENTURE


                                 Dated as of March 5, 1997


                      ______________________________________________








                      Resorts International Hotel, Inc., as Guarantor
                    U.S. Trust Company of California, N.A., as Trustee

                                                                          <PAGE>


                                                                           
               




                         FIRST SUPPLEMENTAL INDENTURE, dated as of March 5,
               1997 (this "First Supplemental Indenture"), among Resorts
               International Hotel Financing, Inc., as issuer (the
               "Company"), Resorts International Hotel, Inc., as guarantor
               (the "Guarantor"), and U.S. Trust Company of California,
               N.A., as trustee (the "Trustee").

                         Capitalized terms used herein but not otherwise
               defined herein shall have the meanings given to such terms
               in the Indenture, dated as of May 3, 1994, among the
               Company, the Guarantor and the Trustee (the "Indenture").

                                         Recitals

                         WHEREAS, the Company, the Guarantor and the
               Trustee entered into the Indenture pursuant to which the
               Company issued its 11 % Junior Mortgage Notes Due 2004 (the
               "Securities");

                         WHEREAS, in connection with the Indenture, (i) the
               Guarantor and the Company entered into a Mortgage, dated as
               of May 3, 1994, and an Assignment of Leases and Rents, dated
               as of May 3, 1994, (ii) the Company, the Guarantor and the
               Trustee entered into an Assignment of Agreements, dated as
               of May 3, 1994 (the "Assignment"), and (iii) the Guarantor
               and the Trustee entered into a Mortgage, dated as of May 3,
               1994 (collectively, the "Security Documents");

                         WHEREAS, the Company has caused to be delivered to
               the holders of the Securities an Offer to Purchase and
               Consent Solicitation Statement, dated February 7, 1997 (as
               the same may be amended from time to time, the "Statement"),
               and a related Consent and Letter of Transmittal, pursuant to
               which (i) the Company has offered to purchase for cash all
               of the outstanding Securities (such offer on the terms set
               forth in the Statement and such Consent and Letter of
               Transmittal, the "Offer") and (ii) the Company has solicited
               consents to the execution and delivery of this First
               Supplemental Indenture;

                         WHEREAS, Section 11.02 of the Indenture provides
               that the Company, the Guarantor and the Trustee may amend or
               supplement the Indenture and the Securities and enter into 
               certain transactions with the consent of the holders of not<PAGE>


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               less than 66 % in Outstanding Amount of the Securities then
               Outstanding (the "Requisite Holders"), subject to
               paragraphs (a), (b), (c), (d) and (e) thereof;

                         WHEREAS, the Company has received the consents of
               the Requisite Holders to the execution and delivery of this
               First Supplemental Indenture;

                         WHEREAS, all actions necessary to make this First
               Supplemental Indenture a legal, valid and binding obligation
               of the parties hereto in accordance with its terms and the
               terms of the Indenture have been performed; and 

                         WHEREAS, the Company, the Guarantor and the
               Trustee desire to enter into, execute and deliver this First
               Supplemental Indenture in compliance with the provisions of
               the Indenture.

                         NOW, THEREFORE, the Company and the Guarantor do
               hereby covenant and agree to and with the Trustee, for the
               Ratable Benefit of Holders of the Securities, as follows.


                                        ARTICLE ONE

                                  AMENDMENTS TO INDENTURE

                         This First Supplemental Indenture to the Indenture
               is hereby amended as follows:

                         1.1.  Amendment of Article One.  Article One
               ("Definitions and Other Provisions of General Application")
               of the Indenture is hereby amended by deleting from
               Section 1.01 ("Definitions") the definition of "Mortgage
               Documents" in its entirety and inserting in lieu thereof the
               following: ""Mortgage Documents" means the RIH Junior
               Promissory Note.".

                         1.2  Amendment of Article Four.  Article Four
               ("Guaranty") of the Indenture is hereby amended by deleting
               in its entirety Section 4.03 ("Mortgage Securing Guaranty")
               and inserting in lieu thereof the following: 
               "[intentionally omitted]".<PAGE>


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                         1.3  Amendment of Article Six.  Article Six
               ("Security") of the Indenture is hereby amended by deleting
               in their entirety Sections 6.01 ("Assignment Agreement"),
               6.02 ("Recording, Etc."), 6.03 ("Custody of Mortgage
               Documents") and 6.04 ("Suits to Protect the Trust Estate and
               Mortgage Documents"), and inserting in each case in lieu
               thereof the following:  "[intentionally omitted]".

                         1.4  Amendment of Article Seven.  Article Seven
               ("Remedies") of the Indenture is hereby amended by deleting
               paragraph (c) of Section 7.01 ("Events of Default") thereof
               in its entirety and inserting in lieu thereof the following: 
               "[intentionally omitted]".

                         1.5  Amendment of Article Ten.  Article Ten
               ("Consolidation, Merger, Conveyance, Transfer or Lease") of
               the Indenture is hereby amended by deleting in their
               entirety Sections 10.01 ("Consolidation, Merger, Conveyance
               or Transfer Only on Certain Terms") and 10.04 ("Limitation
               on Sales of Trust Estate"), and inserting in each case in
               lieu thereof the following:  "[intentionally omitted]".

                         1.6.  Amendment of Article Twelve. 
               (a) Article Twelve ("Covenants") of the Indenture is hereby
               amended by deleting in their entirety Sections 12.05 ("To
               Keep Books; Inspection by Trustee"), 12.07 ("Limitation on
               Dividends and Restricted Payments"), 12.08 ("Limitation on
               Additional Indebtedness and Issuance of Notes"), 12.09
               ("Limitation on Repayment of Subordinated Indebtedness"),
               12.10 ("Limitation on Certain Transactions"), 12.11
               ("Restriction of Activities"), 12.12 ("Limitation on
               Subsidiaries; Consolidated Group"), 12.13 ("Limitations on
               Liens"), 12.16 ("Maintenance of Properties"), 12.17
               ("Insurance"), 12.20 ("Validity of Liens"), 12.21
               ("Transactions with Stockholders and Affiliates") and 12.22
               ("Limitation on Open Market Purchases"), and inserting in
               each case in lieu thereof the following:  "[intentionally
               omitted]".

                         (b) Article Twelve ("Covenants") of the Indenture
               is hereby further amended by deleting paragraphs (a), (b)
               and (e) of Section 12.06 ("Reports and Compliance
               Certificates") thereof in their entirety and inserting in<PAGE>


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               each case in lieu thereof the following:   "[intentionally
               omitted]".


                                        ARTICLE TWO

                                    SECURITY DOCUMENTS

                         2.1.  Obligations.  The parties hereto hereby
               agree that all obligations, liabilities, covenants and
               agreements of each of the parties hereto under or in
               connection with the Security Documents are hereby terminated
               and canceled and are of no further force or effect.
                         2.2.  Release.  The parties hereto do hereby
               release and discharge any and all right, title and interest
               that they may have or that they may be entitled to by virtue
               of the Security Documents and do hereby declare any and all
               liens created by virtue of the Security Documents fully
               released and discharged.

                         2.3.  Consent.  In satisfaction of Section 1.02(d)
               of the Assignment, the Trustee hereby consents to and
               approves of the release and discharge by the Company of any
               and all of its right, title and interest that it may have or
               that it may be entitled to by virtue of the Assignment in
               the Assigned Properties (as defined in the Assignment).

                         2.4.  Filings.  (a) Upon the execution of this
               First Supplemental Indenture, the Company or the Guarantor,
               as the case may be, shall provide written notice to the
               other parties hereto of any Uniform Commercial Code
               termination statements, irrevocable stock powers, mortgage
               release documents or other instruments or documents
               (collectively, the "Filing Documents") that the Company or
               the Guarantor, as the case may be, will require, in its sole
               discretion, in order to release and discharge any right,
               title or interest that any party hereto may have or that it
               may be entitled to by virtue of the Security Documents.

                         (b) Upon the effectiveness of this First
               Supplemental Indenture pursuant to Section 3.4 hereof, the
               parties hereto shall deliver the Filing Documents, duly
               executed and validly authorized, to the Company or the
               Guarantor, as the case may be.<PAGE>


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                                       ARTICLE THREE

                                       MISCELLANEOUS


                         3.1  Acceptance by Trustee.  The Trustee accepts
               the amendments to the Indenture effected by this First
               Supplemental Indenture and agrees to execute the trusts
               created by the Indenture as hereby amended, but only upon
               the terms and conditions set forth in the Indenture.

                         3.2  Trustee's Disclaimer.  The Trustee shall not
               be responsible for and makes no representation as to the
               validity or adequacy of this First Supplemental Indenture or
               the Securities, and it shall not be responsible for any
               statement of the Company in this First Supplemental
               Indenture or any document issued in connection with the
               Offer.

                         3.3  Ratification.  Except as hereby expressly
               amended, the Indenture and the Securities issued thereunder
               are in all respects ratified and confirmed and all the
               terms, conditions and provisions thereof shall remain in
               full force and effect.  This First Supplemental Indenture
               shall form a part of the Indenture and the First
               Supplemental Indenture and the Indenture shall be read,
               taken and construed as one and the same instrument for all
               purposes, and every Holder of Securities heretofore or
               hereafter authenticated and delivered under the Indenture
               shall be bound hereby.

                         3.4  Effectiveness.  This First Supplemental
               Indenture shall become effective as of the date first above
               written; provided, however, that the provisions of Article
               One and Article Two (other than Section 2.4(a)) hereto shall
               not become operative until the Offer is consummated on the
               Payment Date.

                         3.5  Governing Law.  This First Supplemental
               Indenture shall be governed by, and construed in accordance
               with, the laws of the State of New York, regardless of the
               laws that might otherwise govern under applicable principles
               of conflicts of law of the State of New York.<PAGE>


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                         3.6  Counterpart Originals.  This instrument may
               be executed in any number of counterparts or with
               counterpart signatures, each of which as executed shall be
               deemed to be an original, but all such counterparts shall
               constitute one and the same instrument.<PAGE>


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                                        SIGNATURES

                         IN WITNESS WHEREOF, the parties hereto have caused
               this First Supplemental Indenture to be duly executed and
               attested, all as of the day and year first above written.

                                                  RESORTS INTERNATIONAL 
                                                  HOTEL FINANCING, INC.

                                                  By: _____________________
                                                      Name:  
                                                      Title:

               (Corporate Seal)

               Attest: _____________



                                                  RESORTS INTERNATIONAL 
                                                  HOTEL, INC.
                    
                                                  By: _____________________
                                                      Name:
                                                      Title:


               (Corporate Seal)

               Attest: ______________



                                                  U.S. TRUST COMPANY OF 
                                                  CALIFORNIA, N.A.

                                                  By: _____________________
                                                      Name:
                                                      Title:


               (Corporate Seal)

               Attest: ________________