EXHIBIT 10.17

February 2, 1999


Mr. Michael E. Kelly
300 N. Sheridan Road, 14f
Chicago, Illinois 60657

Dear Mr. Kelly:

This letter constitutes an employment agreement ("Agreement") between the
Majestic Star Casino, LLC (or its successor Company) ("Majestic") and you
("Employee") with respect to Majestic's operation of a casino gaming vessel
and related facilities at Buffington Harbor in Gary, Indiana (the "Casino"). 
This Agreement supersedes the April 12, 1996 agreement previously entered
into and mutually extended to January 1, 1999 by and amongst Majestic and
yourself.

1.       Term.  The initial term of this Agreement is two (2) years
         (the"Period of Employment") commencing January 1, 1999.  The Period
         of Employment may be extended on terms and conditions agreed to by
         Majestic and Employee.

2.       Base Salary.  Majestic agrees to pay you a base salary of $275,000
         annually, payable in substantially equal payments with usual and
         customary payroll deductions.

3.       Incentive Compensation.  Employee is eligible to participate in
         Majestic's Managerial Bonus Program (the "Plan") which provides
         incentive compensation based upon Employee's personal performance
         and Majestic's performance.  For purposes of the Plan employee is
         designated level 1.

4.       Title and Responsibilities.  You will initially be employed to serve
         in an executive capacity and to perform those duties generally
         associated with the duties of Vice President, Chief Operating and
         Financial Officer.  Your duties and title may be changed from time-
         to-time by Majestic, but any new responsibilities or title shall be
         consistent with your experience, knowledge and skills.  Majestic
         reserves the right, in its sole discretion to hire or place someone
         in a position superior to you at the Casino.  Majestic agrees to
         reimburse to you all reasonable expenses incurred by you in the
         performance of your duties of employment incurred in accordance with
         Company policies.  You will not be assigned responsibilities that
         will require you to maintain a residence outside of the Chicago area
         without your consent.

5.       Termination of Employment.  Majestic shall be permitted to terminate
         this Agreement and your employment only upon occurrence of any of
         the following:

         (a)     your death;

         (b)     your permanent disability (defined as continuous disability)
                 and inability to perform the duties and functions of your
                 position for sixty (60) continuous days;

         (c)     your inability to obtain and/or maintain licensure required
                 by Indiana or other gaming authorities; or

         (d)     upon a Change in Control (as defined under section g); or

         (e)     cause, which shall mean (i) Employee's willful misconduct
                 which directly, materially and adversely affects Majestic or
                 personal dishonesty; (ii) breach of fiduciary duty to
                 Majestic resulting in Employee's personal profit; (iii)
                 criminal conviction for violation (after a trial and final
                 non-appealable judgement) of any law, rule or regulation
                 (other than traffic violations or other minor offenses); or
                 (iv) Employee repeatedly and intentionally fails to
                 reasonably perform his stated duties and fails to cure such
                 non-performance within 30 days after his receipt of written
                 notice from Majestic specifically identifying the manner in
                 which Employee has failed to reasonably per-form such stated
                 duties.

         (f)     upon termination of the Period of Employment by reason of
                 the Employee's disability, Majestic shall continue to pay
                 Employee the entire compensation (via insurance or directly)
                 otherwise payable to him under Section 2 and 3 hereof, for
                 the lesser of one year or the remaining Period of
                 Employment.  Upon termination of the Period of Employment by
                 a reason of Change in Control, Majestic will pay Employee
                 all payments Majestic would have been obligated to make
                 pursuant to Section 2, and 3 hereof, based upon a
                 termination date that is 12 months after the date on which
                 the Period of Employment would have expired but for such
                 termination by reason of a Change in Control.

         (g)     for purposes of this Agreement, "Change in Control" shall be
                 deemed to have occurred if (i) any "person" (as defined in
                 Sections 3 (a)(9) and 13 (d)(3) of the Securities Exchange
                 Act of 1934, as amended), other than (y) a trustee or other
                 fiduciary holding securities under an employee benefit plan
                 of the Company acting in such capacity, or (z) a corporation
                 partnership or limited liability company owned, directly or
                 indirectly, by the members of the Company in substantially
                 the same proportions as their ownership of membership
                 interests and voting power of the Company, is or becomes the
                 beneficial owner (as defined in Rule 13d-3 under said Act),
                 directly or indirectly, of membership interests of the
                 Company represented 51% or more of the total members share
                 Company's then outstanding; (ii) there shall occur a change
                 in the composition of a majority of the members of the
                 Company within a two-year period, which change shall not
                 have been approved by a majority of the persons then holding
                 membership interests who were also members immediately prior
                 to the commencement of such period; (iii) the members of the
                 Company approve a merger or consolidation of the Company
                 with any other corporation, other than a merger or
                 consolidation which would result in the Voting Securities of
                 the Company (membership interests) outstanding immediately
                 prior thereto continuing to represent (either by remaining
                 outstanding or by being converted into Voting Securities of
                 the surviving entity) at least 51% of the total voting power
                 represented by the Voting Securities of the Company or such
                 surviving entity outstanding immediately after such merger
                 or consolidation; or (iv) the members of the Company approve
                 a plan of complete, liquidation of the Company or an
                 agreement for the sale or disposition by the Company (in one
                 transaction or a series of transactions) of all or
                 substantially all of the Company's assets.  For purposes of
                 this Section 5 the term "Voting Securities" shall mean any
                 type of share, securities or membership interest having the
                 right under normal circumstances to vote in an election of
                 the board of directors or members.  For purposes hereof the
                 term shareholder and member are interchangeable.
         (h)     If the Agreement is not to be renewed by the Company at the
                 conclusion of Period of Employment, employee will receive
                 written notice of such intent (90) ninety days prior to the
                 expiration of the Period of Employment.  Second, at the
                 conclusion of the Period of Employment employee will also be
                 entitled to receive a lump sum relocation allowance of
                 $20,000.

6.       Benefits.  Majestic will provide you with benefits.  These benefits
         shall include, at a minimum:

         (a)     health and disability (short and long, term) insurance
                 covering you and your dependents, including medical, dental,
                 and prescription coverage.  The Company also agrees to
                 provide a sum of $5,000 from which you will be reimbursed
                 for health related expenses incurred by you for you and your
                 dependents not otherwise compensible by the Company's
                 insurance plans.

         (b)     continued access to a 401 (k) plan, or similar retirement
                 plan, to which Majestic will make annual matching
                 contributions equal to three (3%) percent of your base and
                 cash bonus compensation.

         (c)     life insurance equal to four times your annual base salary,
                 which shall automatically be adjusted upward annually in the
                 event of increases to your base salary.

         (d)     three (3) weeks of paid vacation annually.

7.       Non-Competition.  You, as consideration for your employment and the
         information you will obtain as an employee of Majestic agree that
         during the term of this Agreement and for a period of 12 months
         thereafter, you will not, directly or indirectly, individually or as
         an employee, partner, officer, or director in any other capacity
         whatsoever of any person, :firm, partnership or corporation, (i)
         recruit, hire, assist otherwise in recruiting or hiring, discuss
         employment with, or refer to others concerning employment, any
         person who is, or within the preceding twelve (12) months was, an
         employee of Majestic, or any parent, subsidiary, or affiliated
         company, (ii) compete with Majestic or any parent, subsidiary, or
         affiliated company in any location in Kane, Will and Cook County,
         Illinois, including Harrah's, Empress Joliet, & Grand Victoria
         Elgin, Lake County and LaPorte County Indiana including Empress
         Casino Hammond, Showboat East Chicago, Trump Indiana Gary, Blue Chip
         Casino Michigan City or any of their subsequent purchasers, assigns,
         executors, trustees, or (iii) use in competition with Majestic or
         any parent, or affiliated company any of the methods, information,
         or systems developed by Majestic or any parent, or subsidiary, or
         affiliated company.

8.       Confidentiality.  Except as your assigned duties may require or as
         Majestic may otherwise consent in writing, you will not disclose at
         any time either during or subsequent to your employment, any
         information, knowledge or data of Majestic which you may develop or
         receive during the course of your employment relating to financial
         data, writings, computer software, policies, plans designs, business
         processes, methods, data, trade secrets, know-how, plans and
         programs, or any other knowledge of Majestic which is of a
         proprietary or confidential nature, and upon termination of your
         employment with Majestic for any reason, you agree to immediately
         deliver to Majestic all physical property, plans, designs, computer
         programs for software, customer lists, prospect lists, manuals,
         letters, notes, reports and any other materials relating to Majestic
         in your possession or under your control.

9.       Arbitration.  Any differences, claims, or matters in dispute arising
         between Majestic and Employee out of or connected with this
         Agreement, shall be submitted by them to be settled exclusively by
         arbitration in Chicago, Illinois, in accordance with voluntary labor
         arbitration rules of the American Arbitration Association, or its
         successor, then in effect.  The arbitrator's sole authority-shall be
         to interpret or apply the provisions of this agreement.  The
         arbitrator shall not change, add to or subtract from any of the
         provisions of this agreement.  The arbitrator shall have the power
         to compel attendance of witnesses at any hearing.

         The arbitration award shall be final and binding and shall be the
         sole remedy for any claimed breach of this agreement except for
         claims that the arbitrator has exceeded his jurisdiction and except
         for any alleged violation by Employee of the nondisclosure of
         confidential information provisions of this agreement.  The expense
         of any arbitration shall be borne equally by Employee and Majestic. 
         Judgment may be entered on the arbitrator's award in any court
         having jurisdiction, but neither party may otherwise resort to any
         court or administrative agency with respect to any dispute that is
         arbitrable under this section except for claims that the arbitrator
         has exceeded his jurisdiction.

10.      Governing Law.  This Agreement shall be governed by and construed in
         accordance with the laws of the State of Illinois, without giving
         effect to the choice of law or conflicts of laws, rules and laws of
         such jurisdiction.

11.      Attorney Fees.  In the event that any action is filed to interpret
         or enforce the provisions of this Agreement, in addition to all sums
         that either party may be called upon to pay, the prevailing party
         shall be entitled to reasonable attorneys fees and costs.

12.      Severability.  The invalidity of any portion of this Agreement shall
         not be deemed to affect the validity of any other provision.  In the
         event that any provision of this Agreement is held to be invalid the
         parties agree that the remaining provisions shall be deemed to be in
         full force and effect as if they had been executed by both parties
         subsequent to the expungment of the invalid portion.

13.      Entire Agreement.  You agree that this letter supersedes any and all
         prior agreements and understandings between you and Majestic.  No
         representations have been made by Majestic concerning the terms and
         conditions of employment other than those representations contained
         in this letter.  This letter may be modified only by a written
         document signed by both you and a duly authorized officer of
         Majestic.

14.      Acknowledgment.  You have read this letter before signing it and
         acknowledge receipt of a copy.

15.      Effective Date.  This agreement shall take effect on January 1,
         1999.

If this letter accurately sets forth the terms of our agreement, sign and
return the enclosed copy.

Very truly yours,

THE MAJESTIC STAR CASINO, L.L.C.

By: /S/ DON H. BARDEN
    Don H. Barden


Agreed to and accepted on this 2nd day of February, 1999

/S/ MICHAEL E. KELLY
Michael E. Kelly