THIRD AMENDMENT TO
                               ------------------
                      AMENDED AND RESTATED CREDIT AGREEMENT
                      -------------------------------------


     THIS THIRD  AMENDMENT  TO AMENDED AND  RESTATED  CREDIT  AGREEMENT  ("Third
Amendment") is made and entered into as of the 27th day of October, 2004, by and
among WMCK VENTURE CORP., a Delaware corporation, CENTURY CASINOS CRIPPLE CREEK,
INC., a Colorado  corporation and WMCK ACQUISITION CORP., a Delaware corporation
(collectively the "Borrowers"),  CENTURY CASINOS,  INC., a Delaware  corporation
(the "Guarantor") and WELLS FARGO BANK, National Association,  as Lender and L/C
Issuer and as the  administrative  and collateral  agent for the Lenders and L/C
Issuer (herein in such capacity  called the "Agent Bank" and,  together with the
Lenders and L/C Issuer, collectively referred to as the "Banks").

                                R_E_C_I_T_A_L_S:

     WHEREAS:

     A.  Borrowers,  Guarantor  and Banks  entered  into an Amended and Restated
Credit  Agreement  dated as of April 21, 2000, as amended by First  Amendment to
Amended and Restated Credit Agreement dated as of August 22, 2001 and as further
amended by Second Amendment to Amended and Restated Credit Agreement dated as of
August  28,  2002  (the  "Existing   Credit   Agreement")  for  the  purpose  of
establishing a reducing  revolving  line of credit in favor of Borrowers,  up to
the maximum principal amount of Twenty-Six Million Dollars ($26,000,000.00).

     B. For the purpose of this Third Amendment, all capitalized words and terms
not otherwise defined herein shall have the respective meanings and be construed
herein as provided in Section  1.01 of the  Existing  Credit  Agreement  and any
reference  to a provision of the Existing  Credit  Agreement  shall be deemed to
incorporate  that  provision as a part  hereof,  in the same manner and with the
same effect as if the same were fully set forth herein.

     C.  Borrowers  and Guarantor  desire to further  amend the Existing  Credit
Agreement for the purpose revising the Aggregate Commitment Reduction Schedule.

     D. Lender is willing to revise the Aggregate Commitment Reduction Schedule,
subject to the terms and conditions which are hereinafter set forth.

     NOW,  THEREFORE,  in  consideration  of the  foregoing  and other  good and
valuable  considerations,  the  receipt  and  sufficiency  of which  are  hereby
acknowledged, the parties hereto do agree to the amendments and modifications to
the Existing Credit


<PAGE>

Agreement in each instance  effective as of the Third Amendment  Effective Date,
as specifically hereinafter provided as follows:

     1.  Definitions.  Section 1.01 of the Existing  Credit  Agreement  entitled
"Definitions"   shall  be  and  is  hereby  amended  to  include  the  following
definitions.  Those terms  which are  currently  defined by Section  1.01 of the
Existing  Credit  Agreement and which are also defined below shall be superseded
and restated by the applicable definition set forth below:

     "Aggregate   Commitment   Reduction  Schedule"  shall  mean  the  Aggregate
Commitment  Reduction  Schedule  (Revised - Third  Amendment)  marked  "Schedule
2.01(c)",  affixed to the Third  Amendment  and by this  reference  incorporated
herein and made a part hereof,  setting forth the revised  Scheduled  Reductions
and  Maximum  Scheduled  Balance  as of each  Reduction  Date  under the  Credit
Facility  occurring as of and subsequent to the Third Amendment  Effective Date,
which revised  Schedule  2.01(c) shall fully  supersede and restate the Schedule
2.01(c) attached to the Existing Credit Agreement.

     "Credit  Agreement"  shall mean the Existing Credit Agreement as amended by
the Third Amendment, together with all Schedules, Exhibits and other attachments
thereto, as it may be further amended,  modified,  extended, renewed or restated
from time to time.

     "Existing  Credit  Agreement"  shall have the  meaning set forth in Recital
Paragraph A of the Third Amendment.

     "Maximum  Scheduled  Balance"  shall mean the maximum  amount of  scheduled
principal  which may be outstanding on the Credit  Facility from time to time in
the amount of Twenty  Million  Nine  Hundred  Forty-Four  Thousand  Four Hundred
Forty-Six Dollars  ($20,944,446.00) as of the Third Amendment Effective Date, as
reduced  from  time to time by the  Scheduled  Reductions  as set  forth  on the
Aggregate Commitment Reduction Schedule.

     "Third Amendment" shall mean the Third Amendment to Credit Agreement.

     "Third Amendment Effective Date" shall mean October 1, 2004, subject to the
occurrence of each of the  conditions  precedent set forth in Paragraph 3 of the
Third Amendment.

     2. Modification of Aggregate Commitment Reduction Schedule. As of the Third
Amendment  Effective  Date,  the definition of "Aggregate  Commitment  Reduction
Schedule"  shall be and is hereby  modified  as set forth in the  definition  of
Aggregate Commitment Reduction Schedule contained in the Third Amendment.

                                       2
<PAGE>

     3. Conditions  Precedent to Third Amendment  Effective Date. The occurrence
of the Third  Amendment  Effective Date is subject to Agent Bank having received
the  following  documents  and  payments,  in each case in a form and  substance
reasonably  satisfactory  to  Agent  Bank,  and the  occurrence  of  each  other
condition precedent set forth below on or before October 22, 2004:

     a. Due  execution by  Borrowers,  Guarantor and Banks of four (4) duplicate
originals of this Third Amendment;

     b.  Corporate  resolutions  or other  evidence of  requisite  authority  of
Borrowers and Guarantor, as applicable, to execute the Third Amendment;

     c.  Reimbursement  to Agent Bank by Borrowers for all  reasonable  fees and
out-of-pocket  expenses  incurred  by Agent  Bank in  connection  with the Third
Amendment,  including,  but  not  limited  to,  reasonable  attorneys'  fees  of
Henderson & Morgan,  LLC and all other like expenses  remaining unpaid as of the
Third Amendment Effective Date; and

     d. Such other  documents,  instruments  or  conditions as may be reasonably
required by Lenders.

     4.  Representations  of Borrowers.  Borrowers hereby represent to the Banks
that:

     a. The  representations  and  warranties  contained  in  Article  IV of the
Existing  Credit  Agreement  and  contained in each of the other Loan  Documents
(other than  representations  and warranties  which expressly speak only as of a
different date,  which shall be true and correct in all material  respects as of
such date) are true and correct on and as of the Third Amendment  Effective Date
in all material respects as though such  representations and warranties had been
made on and as of the Third Amendment  Effective Date, except to the extent that
such  representations  and  warranties are not true and correct as a result of a
change which is permitted by the Credit  Agreement or by any other Loan Document
or which has been otherwise consented to by Agent Bank;

     b. Since the date of the most recent  financial  statements  referred to in
Section 5.08 of the Existing Credit  Agreement,  no Material  Adverse Change has
occurred  and no event or  circumstance  which could  reasonably  be expected to
result in a Material Adverse Change or Material Adverse Effect has occurred;

     c. No event has occurred and is continuing  which  constitutes a Default or
Event of Default under the terms of the Credit Agreement; and

                                       3
<PAGE>

     d. The execution, delivery and performance of this Third Amendment has been
duly  authorized  by all  necessary  action of Borrowers  and Guarantor and this
Third  Amendment  constitutes  a valid,  binding and  enforceable  obligation of
Borrowers and Guarantor.

     5. Consent to Third Amendment and Affirmation and Ratification of Guaranty.
Guarantor  joins in the  execution  of this Third  Amendment  for the purpose of
evidencing its consent to the terms, covenants, provisions and conditions herein
contained  and contained in the Existing  Credit  Agreement.  Guarantor  further
joins in the execution of this Third  Amendment for the purpose of ratifying and
affirming its obligations under the Continuing  Guaranty for the guaranty of the
full and prompt payment and  performance  of all  Indebtedness  and  Obligations
under the Bank Facilities, as modified and amended under this Third Amendment.

     6. Incorporation by Reference.  This Third Amendment shall be and is hereby
incorporated in and forms a part of the Existing Credit Agreement.

     7.  Governing  Law.  This  Third  Amendment  to Credit  Agreement  shall be
governed  by the  internal  laws of the State of  Nevada  without  reference  to
conflicts of laws principles.

     8.  Counterparts.  This Third  Amendment  may be  executed in any number of
separate  counterparts  with the same  effect as if the  signatures  hereto  and
hereby  were upon the same  instrument.  All such  counterparts  shall  together
constitute one and the same document.

     9. Continuance of Terms and Provisions.  All of the terms and provisions of
the Existing  Credit  Agreement  shall remain  unchanged  except as specifically
modified herein.

     10. Replacement Schedules Attached. The following replacement Schedules are
attached hereto and incorporated  herein and made a part of the Credit Agreement
as follows:

          Schedule 2.01(c) - Aggregate Commitment Reduction Schedule

                                       4
<PAGE>

     IN WITNESS  WHEREOF,  the parties hereto have executed this Third Amendment
as of the day and year first above written.

                                               BORROWERS:

                                               WMCK VENTURE CORP.,
                                               a Delaware corporation


                                               By  /s/ Larry Hannappel
                                                 ---------------------
                                                 Larry Hannappel,
                                                 Chief Financial Officer

                                               CENTURY CASINOS CRIPPLE
                                               CREEK, INC.,
                                               a Colorado corporation


                                               By  /s/ Larry Hannappel
                                                 ---------------------
                                               Larry Hannappel,
                                               Chief Financial Officer

                                               WMCK ACQUISITION
                                               CORP., a Delaware
                                               corporation


                                               By  /s/ Larry Hannappel
                                                 ---------------------
                                               Larry Hannappel,
                                               Chief Financial Officer


                                               GUARANTOR:

                                               CENTURY CASINOS, INC.,
                                               a Delaware corporation


                                               By  /s/ Larry Hannappel
                                                 ---------------------
                                               Larry Hannappel,
                                               Chief Accounting Officer
<PAGE>



                                               BANKS:

                                               WELLS FARGO BANK,
                                               National Association,
                                               Agent Bank, Lender and
                                               L/C Issuer


                                               By /s/ Sue Fuller
                                                 ---------------
                                               Sue Fuller,
                                               Vice President




<PAGE>


<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>



                    AGGREGATE COMMITMENT REDUCTION SCHEDULE
                           (Revised - Third Amendment)

----------------------------- -------------------------- -----------------------
                                  SCHEDULED REDUCTION       MAXIMUM SCHEDULED
       REDUCTION DATE                                            BALANCE
----------------------------- -------------------------- -----------------------
Third Amendment Effective
Date                              $            0.00          $20,944,446.00
----------------------------- -------------------------- -----------------------
October 1, 2004                   $            0.00           20,944,446.00
----------------------------- -------------------------- -----------------------
January 1, 2005                   $            0.00           20,944,446.00
----------------------------- -------------------------- -----------------------
April 1, 2005                     $            0.00           20,944,446.00
----------------------------- -------------------------- -----------------------
July 1, 2005                      $      300,000.00           20,644,446.00
----------------------------- -------------------------- -----------------------
October 1, 2005                   $      300,000.00           20,344,446.00
----------------------------- -------------------------- -----------------------
January 1, 2006                   $      600,000.00           19,744,446.00
----------------------------- -------------------------- -----------------------
April 1, 2006                     $      600,000.00           19,144,446.00
----------------------------- -------------------------- -----------------------
July 1, 2006                      $      722,222.00           18,422,224.00
----------------------------- -------------------------- -----------------------
October 1, 2006                   $      722,222.00           17,700,002.00
----------------------------- -------------------------- -----------------------
January 1, 2007                   $      722,222.00           16,977,780.00
----------------------------- -------------------------- -----------------------
April 1, 2007                     $      722,222.00           16,255,558.00
----------------------------- -------------------------- -----------------------
July 1, 2007                      $      722,222.00           15,533,336.00
----------------------------- -------------------------- -----------------------
August 30, 2007 - Maturity        $   15,533,336.00                   -0-
 Date                            (Remaining unpaid       (Remaining unpaid
                                  principal balance)      balance fully due and
                                                          payable)
----------------------------- -------------------------------------- -----------

</TABLE>
<PAGE>