exv4w3






EXHIBIT 4.3




FIRST SUPPLEMENTAL INDENTURE




     This FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of December
7, 2009, by and among AMERISTAR CASINOS, INC., a Nevada corporation (the “Company”), the guarantors
party thereto (the “Guarantors” and, collectively with the Company, the “Obligors”), WILMINGTON
TRUST FSB, a federal savings bank, as successor Trustee (the “Successor Trustee”) and DEUTSCHE BANK
TRUST COMPANY AMERICAS, a New York banking corporation, as resigning Trustee (the “Resigning
Trustee”).



RECITALS




     A. The Company and the Resigning Trustee are parties to that certain Indenture, dated as of
May 27, 2009 (the “Indenture”), relating to the issuance by the Company of its 91/4% Senior Notes due
2014 (the “Notes”).



     B. Section 7.08 of the Indenture provides that the Trustee may resign at any time by so
notifying the Company and that the Company shall promptly appoint a successor Trustee upon the
resignation of such resigning Trustee.



     C. Pursuant to Section 7.08 of the Indenture, the Board of Directors of the Company has
adopted a resolution to appoint the Successor Trustee.



     D. Section 9.01 of the Indenture provides that the Obligors and the Trustee may from time to
time without the consent of any Holder enter an indenture supplemental to the Indenture to evidence
and provide for the acceptance of appointment under the Indenture of a successor Trustee.



     E. The Resigning Trustee desires to resign as Trustee, Paying Agent and Registrar, the Company
desires to appoint the Successor Trustee as successor Trustee, Paying Agent and Registrar, and the
Successor Trustee desires to accept such appointments.



     F. All conditions and requirements of the Indenture necessary to make this First Supplemental
Indenture a valid, binding and legal instrument in accordance with its terms have been performed
and fulfilled by the parties hereto.



     NOW, THEREFORE, in consideration of the premises and the covenants and agreements contained
herein, it is mutually agreed for the equal and ratable benefit of the Holders from time to time of
the Notes, as follows:



ARTICLE I

RESIGNATION OF RESIGNING TRUSTEE




     SECTION 1.1 Resignation. Pursuant to Section 7.08 of the Indenture, the Resigning Trustee
hereby resigns as Trustee, Paying Agent and Registrar under the Indenture and the Successor Trustee
hereby accepts its appointment as successor Trustee, Paying Agent and Registrar, as set forth in
more detail in Section 3.2 hereof, such resignation and appointment to become effective as of the
date hereof.



 









 





     SECTION 1.2 Delivery of Funds and Property. The Resigning Trustee shall promptly transfer all
of the funds and property held by it as Trustee to the Successor Trustee, subject to the lien
provided for in Section 7.07 of the Indenture.



ARTICLE II

ACCEPTANCE OF RESIGNATION AND APPOINTMENT




     SECTION 2.1 Acceptance of Resignation and Appointment. The Company hereby accepts and
confirms the resignation and removal of the Resigning Trustee as Trustee, Paying Agent and
Registrar under the Indenture, such resignation and removal to become effective as provided in
Section 1.1 hereof. The Company hereby appoints the Successor Trustee as successor Trustee, Paying
Agent and Registrar under the Indenture to succeed to the Resigning Trustee, and hereby vests the
Successor Trustee with all the rights, powers and duties of the Trustee, Paying Agent and Registrar
under the Indenture.



ARTICLE III

ACCEPTANCE BY SUCCESSOR TRUSTEE




     SECTION 3.1 Qualification. The Successor Trustee hereby represents and warrants to the
Company that the Successor Trustee is qualified and eligible to act as Trustee pursuant to the
terms of the Indenture.



     SECTION 3.2 Acceptance of Appointment. The Successor Trustee hereby accepts its appointment
as Trustee, Paying Agent and Registrar under the Indenture and is hereby vested with all the
rights, powers and duties of the Trustee, Paying Agent and Registrar.



     SECTION 3.3 Notice to Securityholders. The Successor Trustee hereby agrees to mail a notice
of its succession to all Holders in accordance with Section 7.08 of the Indenture.



ARTICLE IV

MISCELLANEOUS




     SECTION 4.1 Definitions. Capitalized terms used but not defined in this First Supplemental
Indenture shall have the meanings ascribed thereto in the Indenture.



     SECTION 4.2 Confirmation of Indenture. The Indenture, as supplemented and amended by this
First Supplemental Indenture, is in all respects ratified and confirmed, and the Indenture, this
First Supplemental Indenture and all indentures supplemental thereto shall be read, taken and
construed as one and the same instrument.



     SECTION 4.3 New York Law to Govern. This First Supplemental Indenture shall be deemed to be a
contract under the internal laws of the State of New York (other than principles of law that would
apply the law of another jurisdiction), and for all purposes shall be construed and enforced in
accordance with and governed by the laws of said State.



     SECTION 4.4 Counterparts. This First Supplemental Indenture may be executed in any number of
counterparts, each of which shall be an original; but such counterparts shall together constitute
but one and the same instrument.



 









 





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



	 	 	 	 	 
	 	AMERISTAR CASINOS, INC.

 	 
	 	By:  	/s/
Peter C. Walsh	 
	 	 	Name:  	Peter C. Walsh 	 
	 	 	Title:  	Senior Vice President and
General Counsel 	 
	 
	 	CACTUS PETE’S, INC.

AMERISTAR CASINO VICKSBURG, INC.

AMERISTAR CASINO COUNCIL BLUFFS, INC.

AMERISTAR CASINO LAS VEGAS, INC.

A.C. FOOD SERVICES, INC.

AMERISTAR CASINO ST. LOUIS, INC.

AMERISTAR CASINO KANSAS CITY, INC.

AMERISTAR CASINO ST. CHARLES, INC.

AMERISTAR CASINO BLACK HAWK, INC.

AMERISTAR EAST CHICAGO HOLDINGS, LLC

AMERISTAR CASINO EAST CHICAGO, LLC

 	 
	 	By:  	/s/
Peter C. Walsh	 
	 	 	Name:  	Peter C. Walsh 	 
	 	 	Title:  	Vice President 	 
	 



[Signature Page to First Supplemental Indenture]





 









 








	 	 	 	 	 
	 	WILMINGTON TRUST FSB, as Successor Trustee

 	 
	 	By:  	/s/
Jane Schweiger	 
	 	 	Name:  	Jane Schweiger	 
	 	 	Title:  	Vice President	 
	 
	 	DEUTSCHE BANK TRUST COMPANY AMERICAS, as Resigning Trustee

 
	 
	 	By:  	Deutsche Bank National Trust Company	 
	 	 	 	 
	 	By:  	
/s/ Kenneth R. Ring	 
	 	 	Name:  	Kenneth R. Ring	 
	 	 	Title:  	Vice President	 
	 
	 	 	 
	 	By:  	
/s/ Irina Golovashchuk	 
	 	 	Name:  	Irina Golovashchuk	 
	 	 	Title:  	Assistant Vice President	 
	 



[Signature Page to First Supplemental Indenture]