UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-Q





þ  QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d)


OF THE
SECURITIES EXCHANGE ACT OF 1934





For the quarterly period
ended June 30, 2008





OR





 ̈  TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d)


OF THE
SECURITIES EXCHANGE ACT OF 1934





For
the transition period from ____________ to ___________





Commission
file
number                                                     0-22290





logo




CENTURY CASINOS,
INC.


(Exact
name of registrant as specified in its charter)





DELAWARE
            84-1271317(State
      or other jurisdiction of
              incorporation
      or organization)
            (I.R.S.
      Employer Identification No.)





2860 South Circle Drive,
Suite 350, Colorado Springs, Colorado 80906


(Address
of principal executive offices)


(Zip
Code)





(719)
527-8300


(Registrant’s
telephone number, including area code)





Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days.  Yes þ  No  ̈





Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting company. See
the definitions of “large accelerated filer,” “accelerated filer,” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act.


Large
      accelerated filer  ̈
            
            Accelerated
      filer þ
            
            Non-accelerated
      filer  ̈
            
            Smaller
      reporting company  ̈(Do
      not check if a smaller reporting company)





Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).     Yes  ̈  No þ





Indicate
the number of shares outstanding of each of the issuer’s classes of common
stock, as of the latest practical date:


23,884,067
shares of common stock, $0.01 par value per share, were outstanding as of July
31, 2008.







CENTURY
CASINOS, INC.






FORM
10-Q INDEX




PagePART
      I
            
            FINANCIAL
      INFORMATION
            NumberItem
      1.
            
            Condensed
      Consolidated Financial Statements (unaudited)Condensed
      Consolidated Balance Sheets as ofJune
      30, 2008 and December 31, 2007
            3Condensed
      Consolidated Statements of Earnings for the Three and Six Months Ended
      June 30, 2008 and 2007
            4Condensed
      Consolidated Statements of Comprehensive Earnings for the Three and Six
      Months Ended June 30, 2008 and 2007
            5Condensed
      Consolidated Statements of Cash Flows for the Six Months Ended June 30,
      2008 and 2007
            6Notes
      to Condensed Consolidated Financial Statements (unaudited)
            8Item
      2.
            
            Management’s
      Discussion and Analysis of Financial Condition and Results of
      Operations
            15Item
      3.
            
            Quantitative
      and Qualitative Disclosures About Market Risk
            33Item
      4.
            
            Controls
      and Procedures
            33PART
      II
            
            OTHER
      INFORMATIONItem
      4.
            
            Submission
      of Matters to a Vote of Security Holders
            34Item
      6.
            
            Exhibits
            34SIGNATURES
            35





CENTURY
CASINOS, INC. AND SUBSIDIARIES


CONDENSED
CONSOLIDATED BALANCE SHEETS
(Unaudited)





Amounts
      in thousands, except for share information
            
            June 30, 2008
            
            
            December 31, 2007ASSETSCurrent
      Assets:Cash
      and cash equivalents
            
            $
            9,369
            
            
            $
            17,850Restricted
      cash
            
            
            134
            
            
            
            112Receivables,
      net
            
            
            831
            
            
            
            798Prepaid
      expenses
            
            
            1,161
            
            
            
            1,234Inventories
            
            
            578
            
            
            
            442Other
      current assets
            
            
            461
            
            
            
            426Deferred
      income taxes – foreign
            
            
            367
            
            
            
            247Total
      current assets
            
            
            12,901
            
            
            
            21,109Property
      and Equipment, net
            
            
            124,607
            
            
            
            131,877Goodwill
            
            
            14,952
            
            
            
            15,217Casino
      Licenses
            
            
            9,477
            
            
            
            10,780Deferred
      Income Taxes – domestic
            
            
            5,088
            
            
            
            3,318– foreign
            
            
            483
            
            
            
            971Equity
      Investment
            
            
            14,445
            
            
            
            11,974Other
      Assets
            
            
            2,747
            
            
            
            2,837Total
            
            $
            184,700
            
            
            $
            198,083





LIABILITIES
      AND SHAREHOLDERS’ EQUITYCurrent
      Liabilities:Current
      portion of long-term debt
            
            $
            8,450
            
            
            $
            8,745Accounts
      payable and accrued liabilities
            
            
            7,379
            
            
            
            9,389Accrued
      payroll
            
            
            2,104
            
            
            
            2,230Taxes
      payable
            
            
            2,662
            
            
            
            3,534Deferred
      income taxes – domestic
            
            
            5
            
            
            
            5Total
      current liabilities
            
            
            20,600
            
            
            
            23,903Long-Term
      Debt, less current portion
            
            
            45,338
            
            
            
            55,919Other
      Long-Term Accrued Liabilities
            
            
            436
            
            
            
            463Minority
      Interest
            
            
            5,377
            
            
            
            5,809Commitments
      and ContingenciesShareholders’
      Equity:Preferred stock; $.01 par value; 20,000,000 shares authorized; no
      shares issued or outstanding
            
            
            -
            
            
            
            -Common stock; $.01 par value;
      50,000,000 shares authorized; 23,895,443 and 23,668,443 shares issued,
      respectively;23,884,067
      and 23,657,067 shares outstanding, respectively
            
            
            239
            
            
            
            237Additional paid-in
      capital
            
            
            72,614
            
            
            
            71,223Accumulated other
      comprehensive earnings
            
            
            5,926
            
            
            
            7,735Retained
    earnings
            
            
            34,196
            
            
            
            32,820112,975
            
            
            
            112,015Treasury
      stock – 11,376 shares at cost
            
            
            (26
            )
            
            
            (26
            )Total
      shareholders’ equity
            
            
            112,949
            
            
            
            111,989Total
            
            $
            184,700
            
            
            $
            198,083





See notes to condensed consolidated
financial statements.




--3--


CENTURY
CASINOS, INC. AND SUBSIDIARIES


CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(Unaudited)





For
      the three months
                ended
      June 30,
            
            
            For
      the six months
                ended
      June 30,Amounts
      in thousands, except for share information
            
            2008
            
            
            2007
            
            
            2008
            
            
            2007Operating
      revenue:Gaming
            
            $
            19,533
            
            
            $
            21,489
            
            
            $
            38,937
            
            
            $
            41,378Hotel,
      food and beverage
            
            
            3,388
            
            
            
            2,979
            
            
            
            6,661
            
            
            
            5,846Other
            
            
            554
            
            
            
            446
            
            
            
            1,078
            
            
            
            939Gross
      revenues
            
            
            23,475
            
            
            
            24,914
            
            
            
            46,676
            
            
            
            48,163Less
      promotional allowances
            
            
            1,929
            
            
            
            2,241
            
            
            
            4,150
            
            
            
            4,429Net
      operating revenue
            
            
            21,546
            
            
            
            22,673
            
            
            
            42,526
            
            
            
            43,734Operating
      costs and expenses:Gaming
            
            
            8,158
            
            
            
            8,473
            
            
            
            16,329
            
            
            
            16,568Hotel,
      food and beverage
            
            
            2,479
            
            
            
            2,542
            
            
            
            5,037
            
            
            
            5,125General
      and administrative
            
            
            6,778
            
            
            
            6,984
            
            
            
            13,572
            
            
            
            12,785Impairments
      and other write-offs, net of recoveries
            
            
            -
            
            
            
            40
            
            
            
            -
            
            
            
            25Depreciation
            
            
            2,311
            
            
            
            2,304
            
            
            
            4,576
            
            
            
            4,323Total
      operating costs and expenses
            
            
            19,726
            
            
            
            20,343
            
            
            
            39,514
            
            
            
            38,826Earnings
      from equity investment
            
            
            88
            
            
            
            54
            
            
            
            548
            
            
            
            54Earnings
      from operations
            
            
            1,908
            
            
            
            2,384
            
            
            
            3,560
            
            
            
            4,962Non-operating
      income (expense):Interest
      income
            
            
            56
            
            
            
            443
            
            
            
            125
            
            
            
            717Interest
      expense
            
            
            (1,336
            )
            
            
            (1,699
            )
            
            
            (2,909
            )
            
            
            (3,631
            )Other
      (expense) income, net
            
            
            (6
            )
            
            
            (41
            )
            
            
            179
            
            
            
            787Non-operating
      (expense), net
            
            
            (1,286
            )
            
            
            (1,297
            )
            
            
            (2,605
            )
            
            
            (2,127
            )Earnings
      before income taxes, minority interest and preferred
    dividends
            
            
            622
            
            
            
            1,087
            
            
            
            955
            
            
            
            2,835(Benefit)
      provision for income taxes
            
            
            (332
            )
            
            
            304
            
            
            
            (704
            )
            
            
            628Earnings
      before minority interest and preferred dividends
            
            
            954
            
            
            
            783
            
            
            
            1,659
            
            
            
            2,207Minority
      interest in subsidiary (earnings) losses, net
            
            
            (69
            )
            
            
            315
            
            
            
            (180
            )
            
            
            652Preferred
      dividends issued by subsidiary
            
            
            (50
            )
            
            
            (57
            )
            
            
            (103
            )
            
            
            (276
            )Net
      earnings
            
            $
            835
            
            
            $
            1,041
            
            
            $
            1,376
            
            
            $
            2,583Earnings
      per share:Basic
            
            $
            0.04
            
            
            $
            0.05
            
            
            $
            0.06
            
            
            $
            0.11Diluted
            
            $
            0.04
            
            
            $
            0.04
            
            
            $
            0.06
            
            
            $
            0.11





See notes to condensed consolidated
financial statements.




--4--


CENTURY
CASINOS, INC. AND SUBSIDIARIES


CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS
(Unaudited)





For
      the three months
              ended June 30,
            
            
            For
      the six months
              ended June 30,Amounts
      in thousands
            
            2008
            
            
            2007
            
            
            2008
            
            
            2007Net
      earnings
            
            $
            835
            
            
            $
            1,041
            
            
            $
            1,376
            
            
            $
            2,583Foreign
      currency translation adjustments
            
            
            1,874
            
            
            
            2,677
            
            
            
            (1,809
            )
            
            
            1,163Comprehensive
      earnings (loss)
            
            $
            2,709
            
            
            $
            3,718
            
            
            $
            (433
            )
            
            $
            3,746








See notes
to condensed consolidated financial statements.


--5--


CENTURY
CASINOS, INC. AND SUBSIDIARIES


CONDENSEDCONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)





For
      the six months
              ended June 30,Amounts
      in thousands
            
            2008
            
            
            2007Cash
      Flows from Operating Activities:Net
      earnings
            
            $
            1,376
            
            
            $
            2,583Adjustments
      to reconcile net earnings to net cash provided by operating
      activities:Depreciation
            
            
            4,576
            
            
            
            4,323Loss
      on disposition of fixed assets
            
            
            34
            
            
            
            -Imputed
      interest
            
            
            1
            
            
            
            88Amortization
      of share-based compensation
            
            
            697
            
            
            
            28Amortization
      of deferred financing costs
            
            
            253
            
            
            
            236Deferred
      tax expense
            
            
            (1,496
            )
            
            
            (301
            )Minority
      interest in subsidiary earnings (losses)
            
            
            180
            
            
            
            (652
            )Earnings
      from unconsolidated subsidiary
            
            
            (548
            )
            
            
            (54
            )Excess
      tax benefits from stock-based payment arrangements
            
            
            (24
            )
            
            
            (62
            )Changes
      in operating assets and liabilities:Receivables
            
            
            (47
            )
            
            
            127Prepaid
      expenses and other assets
            
            
            (113
            )
            
            
            (697
            )Accounts
      payable and accrued liabilities
            
            
            (1,760
            )
            
            
            (3,795
            )Accrued
      payroll
            
            
            (84
            )
            
            
            (249
            )Taxes
      payable
            
            
            (683
            )
            
            
            (307
            )Net
      cash provided by operating activities
            
            
            2,362
            
            
            
            1,268Cash
      Flows from Investing Activities:Purchases
      of property and equipment
            
            
            (2,120
            )
            
            
            (6,014
            )Decrease
      in restricted cash
            
            
            -
            
            
            
            202Investment
      in G5 Sp. z o.o.
            
            
            -
            
            
            
            (2,016
            )Proceeds
      from disposition of assets
            
            
            163
            
            
            
            13Net
      cash used in investing activities
            
            
            (1,957
            )
            
            
            (7,815
            )





(continued)


--6--


CENTURY
CASINOS, INC. AND SUBSIDIARIES


CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)





For
      the six months
              ended June 30,Amounts
      in thousands
            
            2008
            
            
            2007Cash
      Flows from Financing Activities:Proceeds
      from borrowings
            
            $
            9,471
            
            
            $
            12,988Principal
      repayments
            
            
            (18,140
            )
            
            
            (26,606
            )Excess
      tax benefits from stock-based payment arrangements
            
            
            24
            
            
            
            62Deferred
      financing charges
            
            
            (34
            )
            
            
            (40
            )Proceeds
      from exercise of options
            
            
            672
            
            
            
            106Net
      cash used in financing activities
            
            
            (8,007
            )
            
            
            (13,490
            )Effect
      of Exchange Rate Changes on Cash
            
            
            (879
            )
            
            
            (739
            )Decrease
      in Cash and Cash Equivalents
            
            
            (8,481
            )
            
            
            (20,776
            )Cash
      and Cash Equivalents at Beginning of Period
            
            
            17,850
            
            
            
            34,969Cash
      and Cash Equivalents at End of Period
            
            $
            9,369
            
            
            $
            14,193





Supplemental
Disclosure of Cash Flow Information:





Amounts
      in Thousands
            
            For
      the six months
              ended June 30,2008
            
            
            2007Interest
      paid
            
            $
            2,647
            
            
            $
            4,005Income
      taxes paid
            
            $
            357
            
            
            $
            1,390





Supplemental
Disclosure of Non-cash Financing Activities:







Please
refer to Note 3 to the Company’s condensed consolidated financial statements for
details of the Company’s recent acquisitions.











See notes
to condensed consolidated financial statements.


--7--


CENTURY
CASINOS, INC. AND SUBSIDIARIES


NOTESTO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)





1.           DESCRIPTION
OF BUSINESS AND BASIS OF PRESENTATION





Century
Casinos, Inc. (“CCI” or the “Company”) is an international casino entertainment
company. As of June 30, 2008, the Company owns and/or manages casino operations
in North America, South Africa, the Czech Republic and international waters
through various entities that are wholly owned or in which the Company has a
majority ownership position. The Company also holds a 33.3% ownership interest
in Casinos Poland Ltd (”CPL”), the owner and operator of seven full casinos and
one slot casino in Poland. The Company continues to pursue other international
projects in various stages of development.





The
accompanying condensed consolidated financial statements and related notes have
been prepared in accordance with accounting principles generally accepted in the
United States of America (“US GAAP”) for interim financial reporting and the
instructions to Form 10-Q and


Rule
10-01 of Regulation S-X. The accompanying condensed consolidated financial
statements include the accounts of CCI and its majority-owned subsidiaries. All
intercompany transactions and balances have been eliminated. The financial
statements of all foreign subsidiaries consolidated herein have been converted
to US GAAP for financial statement presentation purposes. Certain information
and footnote disclosures normally included in financial statements prepared in
accordance with US GAAP have been condensed or omitted. Certain
reclassifications have been made to the 2007 financial information in order to
conform to the 2008 presentation.





In the
opinion of management, all adjustments considered necessary for fair
presentation of financial position, results of operations and cash flows have
been included. These condensed consolidated financial statements should be read
in conjunction with the consolidated financial statements and notes thereto
included in the Company’s Annual Report on Form 10-K for the year ended
December 31, 2007. The results of operations for the period ended June
30, 2008 are not necessarily indicative of the operating results for the full
year.





*****





Presentation of Foreign Currency
Amounts - Historical transactions that are denominated in a foreign
currency are translated and presented at the United States exchange rate in
effect on the date of the transaction.  Commitments that are
denominated in a foreign currency and all balance sheet accounts other than
shareholders’ equity are translated and presented based on the exchange rate at
the end of the reported periods.  Current period transactions
affecting the profit and loss of operations conducted in foreign currencies are
valued at the average exchange rate for the period in which they are
incurred.  The exchange rates to the U.S. dollar used to translate
balances at the end of the reported periods are as follows:





June 30, 2008
            
            
            December 31, 2007
            
            
            June 30, 2007Canadian
      dollar (CAD)
            
            
            1.0186
            
            
            
            0.9881
            
            
            
            1.0634Czech
      koruna (CZK)
            
            
            15.1830
            
            
            
            18.2240
            
            
            
            21.2340Euros
      (€)
            
            
            0.6350
            
            
            
            0.6849
            
            
            
            0.7397Polish
      zloty (PLN)
            
            
            2.1287
            
            
            
            2.4703
            
            
            
            2.7852South
      African rand (ZAR)
            
            
            7.8054
            
            
            
            6.8618
            
            
            
            7.0471


Source:
Pacific Exchange Rate Service





--8--


2.           RECENTLY ISSUED ACCOUNTING
PRONOUNCEMENTS





In May
2008, the Financial Accounting Standards Board (“FASB”) issued Statement
No. 162, “Hierarchy of Generally Accepted Accounting Principles” (“SFAS
162”). SFAS 162 is intended to improve financial reporting by identifying a
consistent framework, or hierarchy, for selecting accounting principles to be
used in preparing financial statements of nongovernmental entities that are
presented in conformity with GAAP. This statement will be effective 60 days
following the Securities and Exchange Commission’s approval of the Public
Company Accounting Oversight Board amendment to AU Section 411, “The
Meaning of Present Fairly in Conformity with Generally Accepted Accounting
Principles.” The Company does not expect the adoption of SFAS 162 to have a
material impact on the condensed consolidated financial statements.





In April
2008, the FASB issued FASB Staff Position No. SFAS 142-3, “Determination of the
Useful Life of Intangible Assets” (“FSP SFAS 142-3”). FSP SFAS 142-3 amends the
factors that should be considered in developing renewal or extension assumptions
used to determine the useful life of a recognized intangible asset under SFAS
No. 142, “Goodwill and Other Intangible Assets” (“SFAS 142”). The intent of
FSP SFAS 142-3 is to improve the consistency between the useful life of a
recognized intangible asset under SFAS 142 and the period of expected cash flows
used to measure the fair value of the asset under SFAS No. 141R (revised
2007), “Business Combinations” and other applicable accounting literature. FSP
SFAS 142-3 is effective for financial statements issued for fiscal years
beginning after December 15, 2008 and must be applied prospectively to
intangible assets acquired after the effective date. The Company is currently
evaluating the potential impact of FSP SFAS 142-3 on the condensed consolidated
financial statements.





In March
2008, the FASB issued Statement No. 161, "Disclosures about Derivative
Instruments and Hedging Activities - an amendment of FASB Statement No. 133"
(“SFAS 161”). SFAS 161 requires companies to provide enhanced disclosures
regarding derivative instruments and hedging activities. It requires companies
to better convey the purpose of derivative use in terms of the risks that such
company is intending to manage. Disclosures about (a) how and why an entity uses
derivative instruments, (b) how derivative instruments and related hedged items
are accounted for under SFAS No. 133 and its related interpretations, and (c)
how derivative instruments and related hedged items affect a company's financial
position, financial performance, and cash flows are required. SFAS 161 retains
the same scope as SFAS No. 133 and is effective for fiscal years and interim
periods beginning after November 15, 2008. The Company does not expect the
adoption of SFAS 161 to have a material impact, if any, on the condensed
consolidated financial statements.





3. ACQUISITION





On March
12, 2007, Century Casinos Europe (“CCE”) purchased G5 Sp. z o.o, a Polish entity
that owned a 33.3% interest in CPL. The following table summarizes the fair
values of the assets acquired and liabilities assumed at the date of
acquisition:





Amounts
      in thousandsInvestment
      in Casinos Poland Ltd.
            
            $
            9,164Accounts
      payable and accrued liabilities
            
            
            (497
            )Long-term
      debt, including intercompany debt assumed
            
            
            (6,651
            )Cash
      paid
            
            $
            2,016





The
assets acquired and liabilities assumed, other than intercompany debt, are
reported in the condensed consolidated balance sheets.





--9--


4.
            EQUITY
      INVESTMENT IN UNCONSOLIDATED
SUBSIDIARY





The
Company has a 33.3% ownership interest in CPL, and the Company accounts for this
investment under the equity method.





Following
is the summarized unaudited financial information of CPL:





Amounts
      in thousands
            
            As
      of
              June
      30, 2008
            
            
            As
      of
              December
      31, 2007Balance
      Sheet:Current
      assets
            
            $
            6,416
            
            
            $
            3,225Noncurrent
      assets
            
            $
            22,378
            
            
            $
            20,978Current
      liabilities
            
            $
            19,768
            
            
            $
            17,757Noncurrent
      liabilities
            
            $
            2,203
            
            
            $
            1,825









For
      the
              three
      months
              ended
      June 30, 2008
            
            
            For
      the
              six
      months
              ended
      June 30, 2008
            
            
            March
      12, 2007
              through
              May
      31, 2007Operating
      Results:Net
      operating revenue
            
            $
            14,027
            
            
            $
            30,304
            
            
            $
            14,132Net
      earnings
            
            $
            264
            
            
            $
            1,644
            
            
            $
            164





The
Company’s maximum exposure to losses at June 30, 2008 is $14.4 million, the
value of its equity investment in CPL. Of the $14.4 million, $11.6 million
relates to goodwill recorded at the time of the Company’s acquisition of its
33.3% ownership interest in CPL.





5.           PROMOTIONAL
ALLOWANCES





Hotel
accommodations and food and beverage furnished without charge to customers is
included in gross revenue at a value which approximates retail and is then
deducted as complimentary services to arrive at net revenue.





The
Company issues free play or coupons for the purpose of generating future
revenue. Coupons are issued the month prior to when they can be redeemed and are
valid for defined periods of time in the subsequent month. We expect the net win
from a customer visit to be in excess of the value of the coupon utilized. The
cost of the coupons redeemed is applied against the revenue generated on the day
of the redemption.





Members
of the Company’s casinos’ player clubs earn points based on their volume of play
(typically as a percentage of coin-in) at certain of our casinos. Players can
accumulate points over time that they may redeem at their discretion under the
terms of the program. Points can be redeemed for cash and/or various amenities
at the casino, such as meals, hotel stays and gift shop items. The cost of the
points is offset against the revenue in the period that the revenue generated
the points. The value of unused or unredeemed points is included in accounts
payable and accrued liabilities on our condensed consolidated balance sheet. The
expiration of unused points results in a reduction of the
liability.





--10--


Promotional
allowances presented in the condensed consolidated statements of earnings for
the three and six-month periods ended June 30, 2008 and 2007 include the
following:





For
      the three months
              ended
      June 30,
            
            
            For
      the six months
              ended
      June 30,Amounts
      in thousands
            
            2008
            
            
            2007
            
            
            2008
            
            
            2007Hotel,
      Food & Beverage
            
            $
            819
            
            
            $
            772
            
            
            $
            1,633
            
            
            $
            1,461Free
      Plays or Coupons
            
            
            604
            
            
            
            823
            
            
            
            1,414
            
            
            
            1,611Player
      Points
            
            
            506
            
            
            
            646
            
            
            
            1,103
            
            
            
            1,357Total
      Promotional Allowances
            
            $
            1,929
            
            
            $
            2,241
            
            
            $
            4,150
            
            
            $
            4,429





6.           INCOME
TAXES





The
Company adopted the provisions of Financial Accounting Standards Board
Interpretation No. 48, Accounting for Uncertainty in Income Taxes (“FIN 48”), on
January 1, 2007. FIN 48 seeks to reduce the diversity in practice associated
with certain aspects of the recognition and measurement related to accounting
for income taxes. The Company has analyzed filing positions in all of the
federal, state and foreign jurisdictions where it is required to file income tax
returns, as well as all open tax years in these jurisdictions.  As a
result of the implementation of FIN 48, the Company recognized a $0.1 million
liability for unrecognized tax liabilities related to tax positions taken in
prior periods, which is recorded as a component of other long-term accrued
liabilities. This increase was accounted for as an adjustment to the opening
balance of retained earnings on January 1, 2007.





The
income tax provisions are based on estimated full-year earnings for financial
reporting purposes adjusted for permanent differences. The (benefit) provision
for income tax expense consists of the following:





For
      the three months
              ended
      June 30,
            
            
            For
      the six months
              ended
      June 30,Amounts
      in thousands
            
            2008
            
            
            2007
            
            
            2008
            
            
            2007Benefit
      for U.S. federal income taxes
            
            $
            (781
            )
            
            $
            (77
            )
            
            $
            (1,569
            )
            
            $
            (138
            )Benefit
      for state income taxes
            
            
            (111
            )
            
            
            (11
            )
            
            
            (224
            )
            
            
            (20
            )Provision
      for foreign income taxes
            
            
            560
            
            
            
            392
            
            
            
            1,089
            
            
            
            786Total
      (benefit) provision for income taxes
            
            $
            (332
            )
            
            $
            304
            
            
            $
            (704
            )
            
            $
            628





The
(benefit) provision for income taxes is summarized by jurisdiction in the table
below:





Amounts
      in thousands
            
            For
      the three months
              ended
      June 30, 2008
            
            
            For
      the three months
              ended
      June 30, 2007Pre-tax
              income
            
            
            Income
              tax
            
            
            Effective
              tax rate
            
            
            Pre-tax
              income
            
            
            Income
              tax
            
            
            Effective
              tax rateCanada
            
            $
            1,062
            
            
            $
            299
            
            
            
            28.2
            %
            
            $
            (23
            )
            
            $
            17
            
            
            
            (73.9
            %)United
      States
            
            
            (2,321
            )
            
            
            (892
            )
            
            
            38.4
            %
            
            
            (544
            )
            
            
            (88
            )
            
            
            16.2
            %
            (a)South
      Africa
            
            
            606
            
            
            
            217
            
            
            
            35.8
            %
            
            
            836
            
            
            
            337
            
            
            
            40.3
            %Mauritius
            
            
            1,267
            
            
            
            38
            
            
            
            3.0
            %
            
            
            902
            
            
            
            29
            
            
            
            3.2
            %Austria
            
            
            52
            
            
            
            6
            
            
            
            11.5
            %
            
            
            75
            
            
            
            9
            
            
            
            12.0
            %Czech
      Republic
            
            
            (33
            )
            
            
            -
            
            
            
            -
            %
            
            
            (86
            )
            
            
            -
            
            
            
            -
            %Poland
            
            
            (11
            )
            
            
            -
            
            
            
            -
            %
            
            
            (73
            )
            
            
            -
            
            
            
            -
            %Total
            
            $
            622
            
            
            
            (332
            )
            
            
            (53.4
            %)
            
            $
            1,087
            
            
            $
            304
            
            
            
            28.0
            %


(a)
pre-tax income in the United States for the three months ended June 30, 2007
includes $0.4 million in losses that were allocated to the minority partner in
Central City, Colorado.


--11--








Amounts
      in thousands
            
            For
      the six months
              ended
      June 30, 2008
            
            
            For
      the six months
              ended
      June 30, 2007Pre-tax
      income
            
            
            Income
      tax
            
            
            Effective
              tax rate
            
            
            Pre-tax
      income
            
            
            Income
      tax
            
            
            Effective
      tax rateCanada
            
            $
            1,784
            
            
            $
            526
            
            
            
            29.5
            %
            
            $
            (45
            )
            
            $
            (6
            )
            
            
            13.3
            %United
      States
            
            
            (5,305
            )
            
            
            (1,793
            )
            
            
            33.8
            %
            
            
            (1,157
            )
            
            
            (158
            )
            
            
            13.7
            %
            (a)South
      Africa
            
            
            1,484
            
            
            
            472
            
            
            
            31.8
            %
            
            
            1,675
            
            
            
            706
            
            
            
            42.1
            %Mauritius
            
            
            2,634
            
            
            
            79
            
            
            
            3.0
            %
            
            
            2,424
            
            
            
            75
            
            
            
            3.1
            %Austria
            
            
            (67
            )
            
            
            12
            
            
            
            (17.9
            %)
            
            
            93
            
            
            
            11
            
            
            
            11.8
            %Czech
      Republic
            
            
            (172
            )
            
            
            -
            
            
            
            -
            %
            
            
            (52
            )
            
            
            -
            
            
            
            -
            %Poland
            
            
            597
            
            
            
            -
            
            
            
            -
            %
            
            
            (103
            )
            
            
            -
            
            
            
            -
            %Total
            
            $
            955
            
            
            
            (704
            )
            
            
            (73.7
            %)
            
            $
            2,835
            
            
            $
            628
            
            
            
            22.2
            %


(a)
pre-tax income in the United States for the six months ended June 30, 2007
includes $0.9 million in losses that were allocated to the minority partner in
Central City, Colorado.





On
December 31, 2007, the Company purchased the remaining 35% interest in CC
Tollgate LLC from the minority partner in the project. Prior to this date, the
Company did not record a provision for income tax on the losses allocated to the
minority partner.





7.           EARNINGS
PER SHARE





Basic
      and diluted earnings per share for the three and six months ended June 30,
      2008 and 2007 were computed as
follows:





Amounts
      in thousands,except
      for share information
            
            For
      the three months
              ended
      June 30,
            
            
            For
      the six months
              ended
      June 30,2008
            
            
            2007
            
            
            2008
            
            
            2007Basic
      Earnings Per Share:Net
      earnings
            
            $
            835
            
            
            $
            1,041
            
            
            $
            1,376
            
            
            $
            2,583Weighted
      average common shares
            
            
            23,468,243
            
            
            
            23,051,067
            
            
            
            23,386,540
            
            
            
            23,039,429Basic
      earnings per share
            
            $
            0.04
            
            
            $
            0.05
            
            
            $
            0.06
            
            
            $
            0.11Diluted
      Earnings Per Share:Net
      earnings
            
            $
            835
            
            
            $
            1,041
            
            
            $
            1,376
            
            
            $
            2,583Weighted
      average common shares
            
            
            23,468,243
            
            
            
            23,051,067
            
            
            
            23,386,540
            
            
            
            23,039,429Effect
      of dilutive securities using the treasury stock method:Stock
      options and warrants
            
            
            99,980
            
            
            
            836,855
            
            
            
            216,426
            
            
            
            895,974Dilutive
      potential common shares
            
            
            23,568,223
            
            
            
            23,887,922
            
            
            
            23,602,966
            
            
            
            23,935,403Diluted
      earnings per share
            
            $
            0.04
            
            
            $
            0.04
            
            
            $
            0.06
            
            
            $
            0.11





The
following stock options, warrants and unvested restricted stock are
anti-dilutive and have not been included in the weighted average diluted shares
outstanding calculation:





For
      the three months
              ended
      June 30,
            
            
            For
      the six months
              ended
      June 30,2008
            
            
            2007
            
            
            2008
            
            
            2007Stock
      options and warrants
            
            
            77,500
            
            
            
            -
            
            
            
            77,500
            
            
            
            -Unvested
      restricted stock
            
            
            400,000
            
            
            
            -
            
            
            
            400,000
            
            
            
            -





--12--


8.           SEGMENT
AND GEOGRAPHIC INFORMATION





Beginning
in the fourth quarter of 2007, the Company modified its segment reporting from
seven reportable segments to one reportable segment, because the Company now
believes that its properties can be aggregated together in accordance with SFAS
131, “Disclosures about Segments of an Enterprise and Related Information.”
Based on a review of SFAS 131, the Company has determined that it operates
primarily in one segment, the operation of casino facilities, which includes the
provision of gaming, hotel accommodations, dining facilities and other
amenities. As a gaming company, the Company’s operating results are highly
dependent on the volume of customers at its casinos. Most of the Company’s
revenue is essentially cash-based, through customers wagering with cash or
paying for non-gaming services with cash or credit cards. Prior period segments
have been restated to conform to the current presentation.





The
following summary provides information concerning the Company’s principal
geographic areas:





Long-Lived
      Assets*Amounts
      in thousands
            
            June
      30, 2008
            
            
            December
      31, 2007United
      States
            
            $
            74,052
            
            
            $
            75,782International:Canada
            
            $
            35,883
            
            
            $
            37,419Africa
            
            
            37,523
            
            
            
            42,979Europe
            
            
            16,023
            
            
            
            13,668Total
      international
            
            
            89,429
            
            
            
            94,066Total
            
            $
            163,481
            
            
            $
            169,848


*
Long-lived assets consist of property and equipment, goodwill, casino licenses
and equity investment.





Net
      Operating RevenueFor
      the three months
              ended
      June 30,
            
            
            For
      the six months
              ended
      June 30,Amounts
      in thousands
            
            2008
            
            
            2007
            
            
            2008
            
            
            2007United
      States
            
            $
            7,477
            
            
            $
            9,501
            
            
            $
            14,768
            
            
            $
            18,081International:Canada
            
            $
            5,795
            
            
            $
            4,480
            
            
            $
            11,352
            
            
            $
            8,632Africa
            
            
            6,957
            
            
            
            7,471
            
            
            
            13,888
            
            
            
            14,508Europe
            
            
            1,317
            
            
            
            1,221
            
            
            
            2,518
            
            
            
            2,513Total
      international
            
            
            14,069
            
            
            
            13,172
            
            
            
            27,758
            
            
            
            25,653Total
            
            $
            21,546
            
            
            $
            22,673
            
            
            $
            42,526
            
            
            $
            43,734





--13--


9.           COMMITMENTS,
CONTINGENCIES AND OTHER MATTERS









Debt Covenants
–  For the three months ended March 31, 2008 and the three
months ended June 30, 2008, the Company has met all financial covenant terms
except the adjusted fixed charge coverage (“AFCC”) ratio covenant related to its
term loan for its Central City, Colorado location. The Company experienced a
large cumulative loss at Central City in fiscal year 2007 related to several
non-cash factors. On April 28, 2008 and July 23, 2008, the Company received
written waivers from its lender related to this covenant in exchange for
approximately $0.2 million and $0.1 million, respectively. The AFCC ratio is
Adjusted EBITDA (earnings before interest, taxes, depreciation and amortization,
or a variant thereof as defined in the loan agreement) divided by debt service
costs (principal plus interest).  The minimum AFCC ratio reduces until
such time that there are four full trailing quarters with principal payments at
the end of the third quarter. Based on a calendar year 2008 forecast that has
been revised to account for the recent economic downturn, the Company expects to
be in compliance with the AFCC covenant in subsequent periods.





The
Company’s various credit facilities also contain certain non-financial
covenants.  The Company’s subsidiaries in Newcastle, South Africa and
Caledon, South Africa are each in violation of the non-financial covenant with
respect to the timely delivery of their statutory financial statements related
to their respective loan agreements.  Waivers for each violation were
obtained.






--14--


Item 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND


RESULTS
OF OPERATIONS





Forward-Looking
Statements, Business Environment and Risk Factors





This
quarterly report on Form 10-Q contains “forward-looking statements” within the
meaning of the Private Securities Litigation Reform Act of 1995.  In
addition, Century Casinos, Inc. (the “Company”) may make other written and oral
communications from time to time that contain such
statements.  Forward-looking statements include statements as to
industry trends and future expectations of the Company and other matters that do
not relate strictly to historical facts and are based on certain assumptions by
management.  These statements are often identified by the use of words
such as “may,” “will,” “expect,” “believe,” “anticipate,” “intend,” “could,”
“estimate,” or “continue,” and similar expressions or
variations.  These statements are based on the beliefs and assumptions
of the management of the Company based on information currently available to
management.  Such forward-looking statements are subject to risks,
uncertainties and other factors that could cause actual results to differ
materially from future results expressed or implied by such forward-looking
statements.  Important factors that could cause actual results to
differ materially from the forward-looking statements include, among others, the
risks described in the sections entitled “Risk Factors” under Item 1A in our
Annual Report on Form 10-K for the year ended December 31, 2007 and under Part
II, Item 1A in our Quarterly Report on Form 10-Q for the quarter ended March 31,
2008. We caution the reader to carefully consider such
factors.  Furthermore, such forward-looking statements speak only as
of the date on which such statements are made.  We undertake no
obligation to update any forward-looking statements to reflect events or
circumstances after the date of such statements.





References
in this item to “we,” “our,” or “us” are to the Company and its subsidiaries on
a consolidated basis unless the context otherwise requires.





Amounts
presented in this Item 2 are rounded to whole dollar amounts. As such, rounding
differences could occur in period over period changes and percentages reported
throughout this Item 2.





OVERVIEW





Since our
inception, we have been primarily engaged in developing and operating gaming
establishments and related lodging and restaurant facilities. Our primary source
of revenue is from the net proceeds of our gaming machines and tables, with
ancillary revenues generated from the hotel and restaurant facilities that are a
part of the casinos.





We own,
operate and manage the following casinos through either wholly-owned or
majority-owned subsidiaries:





-
            The
      Century Casino & Hotel in Edmonton, Alberta,
  Canada;


-
            Womacks
      Casino & Hotel in Cripple Creek,
Colorado;


-
            The
      Century Casino & Hotel in Central City,
  Colorado;


-
            The
      Caledon Hotel, Spa & Casino near Cape Town, South
    Africa;


-
            The
      Century Casino & Hotel in Newcastle, South Africa;
  and


-
            The
      Century Casino Millennium in the Marriott Hotel in Prague, Czech
      Republic.





We also
operate ship-based casinos aboard the Silver Cloud, The World of ResidenSea, and
the vessels of Oceania Cruises.





--15--


We also
hold a 33.3% ownership interest in and actively participate in the management of
Casinos Poland Ltd (“CPL”), the owner and operator of seven full casinos and one
slot casino in Poland. At CPL, day to day decision making is controlled by a
management board consisting of three persons. Long term decision making is
controlled by a supervisory board consisting of three persons. As we are the
only shareholder with experience in the gaming industry, we chair both the
management board and the supervisory board. No material decisions can be made
without our consent, including the removal of the chairman of each
board. Based on this influence, management believes that it is appropriate
to account for our investment in CPL as a component of our
operations.





Our
industry is capital intensive, and we rely heavily on the ability of our casinos
to generate operating cash flow to repay debt financing, fund maintenance
capital expenditures and provide excess cash for future
development.





Beginning
in the fourth quarter of fiscal year 2007, we modified our segment reporting
from seven reportable segments to one reportable segment in accordance with
Statement of Financial Accounting Standards No. 131, “Disclosures about Segments
of an Enterprise and Related Information” (“SFAS 131”). Based on a review of
SFAS 131, we have determined that we operate primarily in one segment, the
operation of casino facilities, which includes the provision of gaming, hotel
accommodations, dining facilities and other amenities. Prior period segments
have been restated to conform to the current presentation.





As a
gaming company, our operating results are highly dependent on the volume of
customers at our casinos. Most of our revenue is essentially cash-based, through
customers wagering with cash or paying for non-gaming services with cash or
credit cards. Management believes that in South Africa and Colorado, the current
economic situation of rising fuel prices and lower consumer discretionary income
is significantly impacting our operations.





Presentation of Foreign Currency
Amounts - Historical transactions that are denominated in a foreign
currency are translated and presented at the United States exchange rate in
effect on the date of the transaction.  Commitments that are
denominated in a foreign currency and all balance sheet accounts other than
shareholders’ equity are translated and presented based on the exchange rate at
the end of the reported periods.  Current period transactions
affecting the profit and loss of operations conducted in foreign currencies are
valued at the average exchange rate for the period in which they are
incurred.  The average exchange rates to the U.S. dollar used to
translate balances during each reported period are as follows:





For
      the Three Months
              Ended
      June 30,
            
            
            For
      the Six Months
              Ended
      June 30,2008
            
            
            2007
            
            
            2008
            
            
            2007Canadian
      dollar (CAD)
            
            
            1.0101
            
            
            
            1.0946
            
            
            
            1.0073
            
            
            
            1.1320Czech
      koruna (CZK)
            
            
            15.8810
            
            
            
            20.9145
            
            
            
            16.4754
            
            
            
            21.1006Euros
      (€)
            
            
            0.6399
            
            
            
            0.7397
            
            
            
            0.6539
            
            
            
            0.7495Polish
      zloty (PLN)
            
            
            2.1802
            
            
            
            2.8161
            
            
            
            2.2837
            
            
            
            2.8161South
      African rand (ZAR)
            
            
            7.7688
            
            
            
            7.1092
            
            
            
            7.6595
            
            
            
            7.1667


Source:
Pacific Exchange Rate Service





--16--


RESULTS
OF OPERATIONS





The
results of operations for the three and six months ended June 30, 2008 and 2007
are below (in thousands):





For
      the three months
              ended
      June 30,
            
            
            For
      the six months
              ended
      June 30,2008
            
            
            2007
            
            
            2008
            
            
            2007Gaming
      revenue
            
            $
            19,533
            
            
            $
            21,489
            
            
            $
            38,937
            
            
            $
            41,378Net
      operating revenue
            
            
            21,546
            
            
            
            22,673
            
            
            
            42,526
            
            
            
            43,734Total
      operating costs and expenses
            
            
            19,726
            
            
            
            20,343
            
            
            
            39,514
            
            
            
            38,826Earnings
      from equity investment
            
            
            88
            
            
            
            54
            
            
            
            548
            
            
            
            54Earnings
      from operations
            
            
            1,908
            
            
            
            2,384
            
            
            
            3,560
            
            
            
            4,962Net
      earnings
            
            
            835
            
            
            
            1,041
            
            
            
            1,376
            
            
            
            2,583Earnings
      per shareBasic
            
            
            0.04
            
            
            
            0.05
            
            
            
            0.06
            
            
            
            0.11Diluted
            
            
            0.04
            
            
            
            0.04
            
            
            
            0.06
            
            
            
            0.11





The
decrease in net operating revenue from $22.7 million for the three months ended
June 30, 2007 to $21.5 million for the three months ended June 30, 2008 is
primarily the result of a decline in gaming revenue at our properties in
Colorado and South Africa and declines in the average exchange rate between the
U.S. dollar and South African rand, offset by increased gaming revenue at our
property in Edmonton. The decrease in net operating revenue from $43.7 million
for the six months ended June 30, 2007 to $42.5 million for the six months ended
June 30, 2008 can be attributed to the same factors described above. If revenues
at our property in Cripple Creek, Colorado continue to decline and the economic
environment does not improve, we may be required to record an impairment of
goodwill. Also, further declines in the average exchange rate between the U.S.
dollar and South African rand may harm our South African results.





The
decrease in operating costs and expenses from $20.3 million for the three months
ended June 30, 2007 to $19.7 million for the three months ended June 30, 2008 is
the result of a decline in gaming expenses primarily due to the decrease in
gaming revenue and the effects of a one-time property accrual adjustment during
the second quarter of 2007.





The
increase in operating costs and expenses from $38.8 million for the six months
ended June 30, 2007 to $39.5 million for the six months ended June 30, 2008 is
primarily related to the amortization of restricted stock, as well as an
increase in overall depreciation charges resulting from gaming and non-gaming
equipment additions in 2007. These increases were offset by a decrease in gaming
expenses resulting from reduced gaming revenue.





The
decrease in net earnings from $1.0 million for the three months ended June 30,
2007 to $0.8 million for the three months ended June 30, 2008 was due to the
decline in earnings from operations and amounts allocated to our minority
investors, offset by tax benefits recorded on U.S. operating
losses.





The
decrease in net earnings from $2.6 million for the six months ended June 30,
2007 to $1.4 million for the six months ended June 30, 2008 is primarily the
result of the decline in overall operations, a decline in foreign currency gains
recognized period over period of $0.6 million and a decline of $0.8 million in
earnings and losses allocated to our minority investors, offset by a decline in
tax expenses of $1.3 million (resulting from tax benefits recorded on U.S.
operating losses) and a decline in net interest charges of $0.1 million. For the
2007 period, we allocated losses to a former partner at our Central City casino.
On December 31, 2007, we purchased this partner’s interest in the casino. As a
result, we now retain all of the earnings and losses for the casino in Central
City.





--17--




Net
operating revenue by property for the three and six months ended June 30, 2008
and 2007 is summarized below (in thousands):





For
      the three months
              ended
      June 30,
            
            
            For
      the six months
              ended
      June 30,2008
            
            
            2007
            
            
            2008
            
            
            2007Century
      Casino & Hotel (Edmonton, Alberta, Canada)
            
            $
            5,795
            
            
            $
            4,480
            
            
            $
            11,352
            
            
            $
            8,632Womacks
      (Cripple Creek, Colorado)
            
            
            2,859
            
            
            
            4,440
            
            
            
            5,741
            
            
            
            8,499Century
      Casino & Hotel (Central City, Colorado)
            
            
            4,617
            
            
            
            5,060
            
            
            
            9,024
            
            
            
            9,575The
      Caledon Hotel, Spa & Casino (Caledon, South Africa)
            
            
            4,071
            
            
            
            4,414
            
            
            
            8,289
            
            
            
            8,798Century
      Casino & Hotel (Newcastle, South Africa)
            
            
            2,886
            
            
            
            3,057
            
            
            
            5,599
            
            
            
            5,710Casino
      Millennium (Prague, Czech Republic)
            
            
            717
            
            
            
            557
            
            
            
            1,235
            
            
            
            1,143Cruise
      Ships
            
            
            600
            
            
            
            664
            
            
            
            1,283
            
            
            
            1,370Casinos
      Poland (Poland)(1)
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -Corporate
            
            
            1
            
            
            
            1
            
            
            
            3
            
            
            
            7Net
      operating revenue
            
            $
            21,546
            
            
            $
            22,673
            
            
            $
            42,526
            
            
            $
            43,734


(1) Acquired
March 12, 2007 and accounted for as an equity investment.





Earnings
and (losses) from operations by property for the three and six months ended June
30, 2008 and 2007 are summarized below (in thousands):





For
      the three months
              ended
      June 30,
            
            
            For
      the six months
              ended
      June 30,2008
            
            
            2007
            
            
            2008
            
            
            2007Century
      Casino & Hotel (Edmonton, Alberta, Canada)
            
            $
            1,902
            
            
            $
            837
            
            
            $
            3,459
            
            
            $
            1,540Womacks
      (Cripple Creek, Colorado)
            
            
            (4
            )
            
            
            1,283
            
            
            
            (138
            )
            
            
            2,187Century
      Casino & Hotel (Central City, Colorado)
            
            
            461
            
            
            
            358
            
            
            
            542
            
            
            
            723The
      Caledon Hotel, Spa & Casino (Caledon, South Africa)
            
            
            1,047
            
            
            
            1,442
            
            
            
            2,242
            
            
            
            2,859Century
      Casino & Hotel (Newcastle, South Africa)
            
            
            623
            
            
            
            675
            
            
            
            1,269
            
            
            
            1,319Casino
      Millennium (Prague, Czech Republic)
            
            
            (40
            )
            
            
            (33
            )
            
            
            (166
            )
            
            
            43Cruise
      Ships
            
            
            38
            
            
            
            (102
            )
            
            
            122
            
            
            
            (18
            )Casinos
      Poland (Poland)(1)
            
            
            88
            
            
            
            54
            
            
            
            548
            
            
            
            54Corporate
            
            
            (2,207
            )
            
            
            (2,130
            )
            
            
            (4,318
            )
            
            
            (3,745
            )Earnings
      (losses) from operations
            
            $
            1,908
            
            
            $
            2,384
            
            
            $
            3,560
            
            
            $
            4,962


(1) Acquired
March 12, 2007 and accounted for as an equity investment.





--18--


Three
months ended June 30, 2008 vs 2007





Revenue





Net
operating revenue for the three months ended June 30, 2008 and 2007 was as
follows (in thousands):





Three
      months
              ended
      June 30,2008
            
            
            2007
            
            
            Variance
            
            
            Percentage
              VarianceGaming
            
            $
            19,533
            
            
            $
            21,489
            
            
            $
            (1,956
            )
            
            
            (9.1
            %)Hotel,
      food and beverage
            
            
            3,388
            
            
            
            2,979
            
            
            
            409
            
            
            
            13.7
            %Other
            
            
            554
            
            
            
            446
            
            
            
            108
            
            
            
            24.2
            %Gross
      revenue
            
            
            23,475
            
            
            
            24,914
            
            
            
            (1,439
            )
            
            
            (5.8
            %)Less
      promotional allowances
            
            
            (1,929
            )
            
            
            (2,241
            )
            
            
            (312
            )
            
            
            13.9
            %Net
      operating revenue
            
            $
            21,546
            
            
            $
            22,673
            
            
            $
            (1,127
            )
            
            
            (5.0
            %)





Gaming
revenue





Gaming
revenue decreased by $2.0 million, or 9.1%, from $21.5 million for the three
months ended June 30, 2007 to $19.5 million for the three months ended June 30,
2008. Declines in gaming revenue at our casinos in Colorado and South Africa
were offset by improved gaming revenue at our casino in Edmonton.





Gaming
revenue at the Century Casino & Hotel in Edmonton increased by $0.9 million,
or 27.7%, from $3.4 million for the three months ended June 30, 2007 to $4.3
million for the three months ended June 30, 2008, primarily due to increased
play at the casino resulting from more slot machines and increased traffic from
the showroom, as well as an improvement in the exchange rate between the U.S.
dollar and Canadian dollar. Gaming revenue in Canadian dollars increased by CAD
0.6 million, or 15.8%, from CAD 3.8 million for the three months ended June 30,
2007 to CAD 4.4 million for the three months ended June 30, 2008. This increase
is the result of an increase of 7.9% in slot revenue and 27.2% in table revenue.
The Alberta Gaming and Liquor Commission increased the number of slot machines
at the casino from 600 to 650 in September 2007. In addition, we introduced
24-hour poker at the casino during the fourth quarter of 2007.





Gaming
revenue at Womacks decreased by $1.7 million, or 35.4%, from $4.9 million for
the three months ended June 30, 2007 to $3.2 million for the three months ended
June 30, 2008. Management believes that gaming revenue was negatively impacted
by a 7.9% decline in the Cripple Creek gaming market, which is where Womacks is
located, and can be attributed to a decline in consumer discretionary income,
increased fuel prices and a smoking ban that went into effect on January 1,
2008. Cripple Creek experienced a smaller decline than either Central City or
Black Hawk which posted declines of 15.7% and 11.3%
respectively.  Management believes that a decision by several casinos
in Cripple Creek to claim an exemption to the smoking ban contributed to the
smaller decline and gave them an advantage.  In addition, in late May
2008, a new larger casino opened in Cripple Creek. Management also believes that
we lost a significant amount of our customer base due to a renovation that we
began during the fourth quarter of 2007 and continued through the first quarter
of 2008. We believe the renovation has upgraded the gaming floor and dining
area, but may have inconvenienced customers which ultimately led to our
decreased revenue. Womacks has continued the effort to improve the customer
experience at Womacks by converting 100% of the total machines on the floor to
Ticket in/Ticket out devices. We are currently reviewing various strategies to
increase gaming revenue at Womacks. Our market share of the Cripple Creek gaming
revenue declined from 12.4% for the second quarter of 2007 to 8.8% for the
second quarter of 2008.





--19--


Gaming
revenue at the Century Casino and Hotel in Central City decreased by $0.6
million, or 10.8%, from $5.5 million for the three months ended June 30, 2007 to
$4.9 million for the three months ended June 30, 2008. Similar to the Cripple
Creek market, management believes that gaming revenue was negatively impacted by
a 15.7% decline in the Central City gaming market, which is where our casino is
located, and  can be attributed to a decline in consumer discretionary
income, increased fuel prices and a smoking ban that went into effect on January
1, 2008. Our market share of the Central City gaming revenue increased from
27.0% for the second quarter of 2007 to 28.6% for the second quarter of
2008.





Gaming
revenue at our casino in Caledon, South Africa decreased by $0.4 million, or by
11.1% from $3.8 million for the three months ended June 30, 2007 to $3.4 million
for the three months ended June 30, 2008, due primarily to lower customer
attendance and a decline in the exchange rate between the U.S. dollar and South
African rand. As Caledon is located approximately 60 miles from Cape Town,
management believes that rising fuel prices during the second quarter of 2008
have led local patrons from Cape Town to gamble in Cape Town as opposed to
traveling to our casino. Gaming revenue in rand decreased by ZAR 0.8 million to
ZAR 26.3 million for the three months ended June 30, 2008. In May 2007, we
increased the number of slot machines on the floor from 350 to 370. This
resulted in a slight decline in our slot machine win per day (in ZAR) of 3.1%
for the three months ended June 30, 2008. Also, the addition of one table in
January 2008 contributed to a decline in table win per day (in ZAR) of 37.2% for
the three months ended June 30, 2008. Our market share of the Western Cape
gaming revenue declined from 5.0% for the three months ended June 30, 2007 to
4.7% for the three months ended June 30, 2008. Management
attributes this decline to a competitor adding 500 slot machines to its gaming
floor in July 2007 and the above mentioned rising fuel prices.The
Western Cape operates with the maximum permitted number of five
casinos.





Gaming
revenue at the Century Casino & Hotel in Newcastle, South Africa declined
$0.3 million, or 9.8%, from $2.7 million for the three months ended June 30,
2007 to $2.4 million for the three months ended June 30, 2008, primarily due to
a decline in table play and a decline in the exchange rate between the U.S.
dollar and South African rand. Gaming revenue in rand declined by ZAR 0.3
million to ZAR 18.9 million for the three months ended June 30, 2008, which
management believes is attributable to a decline in consumer discretionary
income resulting from increased fuel and food costs. This led to a 23.6%
decrease in table win per day (in ZAR) for the three months ended June 30, 2008.
The decrease in table revenue was offset by a slight increase in slot revenue,
the result of an increase in slot machine win per day (in ZAR) of 1.7% for the
three months ended June 30, 2008. Our market share of the Kwazulu-Natal gaming
revenue declined slightly from 3.6% for the three months ended June 30, 2007 to
3.4% for the three months ended June 30, 2008.





Combined
gaming revenue at the Century Casino Millennium (Prague, Czech Republic) and
aboard the cruise ships on which we operate increased by $0.1 million, or 9.0%,
from $1.2 million for the three months ended June 30, 2007 to $1.3 million for
the three months ended June 30, 2008, primarily due to an increase in gaming
revenue at the Century Casino Millennium. In addition, our revenue related to
these operations fluctuates significantly with the quality of the players.
Century Casino Millennium derives the majority of its gaming revenue from live
table games. The quality of the player has more of an impact on the live game
results when compared to the income derived from slot machines.





Hotel,
food and beverage revenue





Hotel,
food and beverage revenue increased by $0.4 million, or 13.7%, from $3.0 million
for the three months ended June 30, 2007 to $3.4 million for the three months
ended June 30, 2008. Hotel, food and beverage revenue increased primarily due to
increased hotel occupancy, increased hotel rates and increased attendance at the
showroom, all in Edmonton.





--20--


Promotional
allowances





Promotional
allowances decreased by $0.3 million, or 13.9%, from $2.2 million for the three
months ended June 30, 2007 to $1.9 million for the three months ended June 30,
2008. Promotional allowances declined by $0.1 million at Womacks and by $0.2
million at our casino in Central City, the direct result of declines in gaming
revenue at each property. The retail value of accommodations, food and beverage,
and other services furnished to guests without charge (“complimentaries”) is
included in gross revenue and then deducted as promotional allowances. As a
result, complimentaries neither increase nor decrease our overall net operating
revenue.





Operating Costs and
Expenses





Operating
costs and expenses for the three months ended June 30, 2008 and 2007 were as
follows (in thousands):





Three
      months
              ended
      June 30,2008
            
            
            2007
            
            
            Variance
            
            
            Percentage
              VarianceGaming
            
            $
            8,158
            
            
            $
            8,473
            
            
            $
            (315
            )
            
            
            (3.7
            %)Hotel,
      food and beverage
            
            
            2,479
            
            
            
            2,542
            
            
            
            (63
            )
            
            
            (2.5
            %)General
      and administrative
            
            
            6,778
            
            
            
            6,984
            
            
            
            (206
            )
            
            
            2.9
            %Impairments
      and other write-offs, net of recoveries
            
            
            -
            
            
            
            40
            
            
            
            (40
            )
            
            
            -
            %Depreciation
            
            
            2,311
            
            
            
            2,304
            
            
            
            7
            
            
            
            0.3
            %Total
      operating costs and expenses
            
            $
            19,726
            
            
            $
            20,343
            
            
            $
            (617
            )
            
            
            (3.0
            %)





Gaming
expenses





Gaming
expenses decreased from the three months ended June 30, 2007 to the three months
ended June 30, 2008, primarily due to a decrease in expenses at our Colorado and
South Africa casinos that are directly related to decreased gaming revenue,
offset by increased expenses at our casino in Edmonton.





Gaming
expenses at the Century Casino & Hotel in Edmonton increased $0.3 million,
or 24.4%, from $1.2 million for the three months ended June 30, 2007 to $1.5
million for the three months ended June 30, 2008. This increase is primarily due
to a $0.1 million increase in payroll expense resulting from the introduction of
24-hour poker in the fourth quarter of 2007 and a $0.1 million combined increase
in advertising and promotional charges.





Gaming
expenses at Womacks decreased $0.3 million, or 21.1%, from $1.5 million for the
three months ended June 30, 2007 to $1.2 million for the three months ended June
30, 2008. The decrease in 2008 is the result of a $0.2 million decrease in
gaming taxes resulting from the decrease in gaming revenue and a decline in
royalties of $0.1 million.  Womacks has decreased staffing at the
casino in an effort to bring expenses back in line with revenue levels.
Management continues to evaluate various marketing strategies to attract
customers back to this casino.





Gaming
expenses at the Century Casino & Hotel in Central City decreased $0.1
million, or 6.0%, from $2.0 million for the three months ended June 30, 2007 to
$1.9 million for the three months ended June 30, 2008, primarily due to a
decrease in payroll expenses.





--21--


Gaming
expenses at our casino in Caledon, South Africa decreased by $0.1 million, or
4.0%, from $1.5 million for the three months ended June 30, 2007 to $1.4 million
for the three months ended June 30, 2008. In rand, gaming expense increased by
ZAR 0.4 million, or 4.2%, from ZAR 10.6 million for the three months ended June
30, 2007 to ZAR 11.0 million for the three months ended June 30, 2008, primarily
due to an increase in payroll of ZAR 0.2 million, an increase in uniforms
charges of ZAR 0.1 million and an increase in licensing fees of ZAR 0.1
million.





Gaming
expenses at the Century Casino & Hotel in Newcastle remained flat at $1.1
million for the three months ended June 30, 2008 compared to the three months
ended June 30, 2007, primarily due to the decrease in the exchange rate between
the U.S. dollar and the South African rand. In rand, gaming expense increased by
ZAR 0.6 million, or 8.5%, from ZAR 7.5 million for the three months ended June
30, 2007 to ZAR 8.1 million for the three months ended June 30, 2008, primarily
due to slot conversions.





Gaming
expenses at the Century Casino Millennium in Prague and aboard the cruise ships
on which we operate declined $0.1 million, or 9.5%, from $1.1 million for the
three months ended June 30, 2007 to $1.0 million for the three months ended June
30, 2008 primarily due to a decline in ship gaming expenses, offset by a slight
increase in gaming expenses resulting from increased promotional expenses and
gaming taxes at the Century Casino Millennium.





Hotel,
food and beverage expenses





Hotel,
food and beverage expenses remained flat at $2.5 million for the three months
ended June 30, 2008 compared to the three months ended June 30, 2007. During the
second quarter of 2007, we were operating a dinner theater in Edmonton that was
incurring significant costs. We closed the dinner theater in the second quarter
of 2007, resulting in lower overall hotel, food and beverage expenses at the
casino. The facility has since been reopened as a showroom/conference center and
now operates at improved cost levels. This decline was offset by variable cost
increases primarily related to increased hotel occupancy at our South African
properties.





General
and administrative expenses





General
and administrative expenses decreased $0.2 million, or 2.9%, from $7.0 million
for the three months ended June 30, 2007 to $6.8 million for the three months
ended June 30, 2008. General and administrative expenses at the properties
include facility maintenance, utilities, property and liability insurance,
property taxes, housekeeping, and all administrative departments, such as
information technology, accounting, human resources and internal
audit.





General
and administrative expenses at the Century Casino & Hotel in Edmonton
remained flat at $1.2 million for the three months ended June 30, 2008 compared
to the three months ended June 30, 2007. Increases in property tax expenses were
offset by decreases in utility and insurance charges.





General
and administrative expenses at Womacks remained flat at $0.9 million for the
three months ended June 30, 2008 compared to the three months ended June 30,
2007. Increases in worker’s compensation insurance charges were offset by
decreases in payroll.





General
and administrative expenses at the Century Casino & Hotel in Central City,
Colorado decreased by $0.4 million, or 28.5%, from $1.4 million for the three
months ended June 30, 2007 to $1.0 million for the three months ended June 30,
2008. The decrease is primarily the result of a $0.4 million property
tax  accrual adjustment in the second quarter of 2007.





--22--


General
and administrative expenses at the Caledon remained flat at $0.7 million for the
three months ended June 30, 2008 compared to the three months ended June 30,
2007. In rand, general and administrative expenses increased by ZAR 0.6 million,
or 12.0%, from ZAR 4.8 million for the three months ended June 30, 2007 to ZAR
5.4 million for the three months ended June 30, 2008, primarily the result of an
increase in corporate allocations.





General
and administrative expenses at the Century Casino & Hotel in Newcastle,
South Africa remained flat at $0.7 million for the three months ended June 30,
2008 compared to the three months ended June 30, 2007. In rand, general and
administrative expenses increased by ZAR 0.1 million, or 2.5%, from ZAR 5.4
million for the three months ended June 30, 2007 to ZAR 5.5 million for the
three months ended June 30, 2008. The increase is primarily due to an increase
in professional fees of ZAR 0.6 million, offset by a decrease in non-recurring
charges of ZAR 0.5 million associated with a theft that occurred at the casino
during the second quarter of 2007.





Combined
general and administrative expenses at the Century Casino Millennium and aboard
the cruise ships remained flat at $0.1 million for the three months ended June
30, 2008 compared to the three months ended June 30, 2007.





Corporate
expenses remained flat at $2.1 million for the three months ended June 30, 2008
compared to the three months ended June 30, 2007. Increases in stock
compensation charges of $0.3 million due to the amortization of costs associated
were offset by a decrease of $0.3 million of legal, accounting and other
professional fees.





At June
30, 2008, we have $2.4 million of total unrecognized compensation expense
related to unvested stock options and unvested restricted stock. Of this amount,
$0.7 million will be recognized over the remainder of 2008, and $1.7 million
will be recognized in subsequent years through 2011.





Non-operating income
(expense)





Non-operating
income (expense) for the three months ended June 30, 2008 and 2007 was as
follows (in thousands):





Three
      months
              ended
      June 30,2008
            
            
            2007
            
            
            Variance
            
            
            Percentage
              VarianceInterest
      income
            
            $
            56
            
            
            $
            443
            
            
            $
            (387
            )
            
            
            (87.4
            %)Interest
      expense
            
            
            (1,336
            )
            
            
            (1,699
            )
            
            
            363
            
            
            
            (21.4
            %)Losses
      on foreign currency translation and other
            
            
            (6
            )
            
            
            (41
            )
            
            
            35
            
            
            
            (85.4
            %)Non-operating
      expense
            
            $
            (1,286
            )
            
            $
            (1,297
            )
            
            $
            (11
            )
            
            
            (0.8
            %)





Interest
income





Interest
income is directly related to the cash reserves we have on hand. For the three
months ended June 30, 2007, these cash reserves included amounts raised from a
stock offering in 2005 and from the exercise of stock options that were
deposited in interest-bearing accounts. Since June 30, 2007, we have reduced our
outstanding third party debt related to our casinos in Colorado from $30.7
million to $24.0 million as of June 30, 2008, utilizing cash on hand. This
decrease in available cash, combined with a decrease in interest rates that we
earn on our deposits, contributed to the overall decline in interest income for
the three months ended June 30, 2008 compared to the three months ended June 30,
2007.





--23--


Interest
expense





The
decrease in interest expense is primarily due to a decrease in interest rates
and a decrease in our average debt balance from $65.0 million for the three
months ended June 30, 2007 to $55.9 million for the three months ended June 30,
2008. Our weighted average interest rate, excluding the impact of the
amortization of deferred financing charges and a one-time charge for the three
months ended June 30, 2008 of $0.1 million for a bank waiver of a financial
covenant related to our Central City debt, was 9.7% and 8.4% for the three
months ended June 30, 2007 and 2008, respectively.





Other
Items





Earnings
from equity investment





On March
12, 2007, we completed the acquisition of G5 Sp. z o.o. (“G5”). G5 owned 33.3%
of all shares issued by CPL. Our portion of CPL’s earnings are recorded as
earnings from equity investment. We began reporting our share of CPL’s earnings
in April 2007. We recorded less than $0.1 million of earnings from our
investment in CPL for each of the three months ended June 30, 2007 and
2008.





Taxes





Our
effective tax rate was 28.0% and (53.4%) for the three months ended June 30,
2007 and 2008, respectively. The mix of domestic losses and foreign earnings
significantly impacts our tax rate. The tax benefit received on losses incurred
by our U.S. domestic entities is significantly higher than the tax on income at
our foreign operations, particularly in South Africa and Mauritius. For the
three months ended June 30, 2008, we incurred pre-tax losses for our U.S. based
operations (including corporate losses) of $2.3 million compared to pre-tax
earnings at our remaining operations of $2.9 million. Our taxes are further
adjusted for non-deductible permanent differences.





Minority
interest in subsidiary earnings and losses





For the
three months ended June 30, 2007, we allocated losses of $0.3 million to various
parties who hold a minority interest in our properties. For the three months
ended June 30, 2008, we allocated earnings of less than $0.1 million to these
parties. For the 2007 period, we allocated approximately $0.5 million in losses
to a former partner at our Central City casino. On December 31, 2007, we
purchased this partner’s interest in the casino. As a result, we now retain all
the earnings and losses for the casino in Central City.





Preference
dividends issued by subsidiary





Preference
shareholders of our subsidiary, Century Casinos Caledon (Pty) Ltd., are entitled
to per share dividends of 0.009% of the annual gross gambling revenue of the
Caledon, Hotel, Spa & Casino after the deduction of gaming taxes and value
added tax. For each of the three months ended June 30, 2007 and 2008, we issued
dividends of less than $0.1 million.





--24--


Six
months ended June 30, 2008 vs 2007





Revenue





Net
operating revenue for the six months ended June 30, 2008 and 2007 was as follows
(in thousands):





Six
      months
              ended
      June 30,2008
            
            
            2007
            
            
            Variance
            
            
            Percentage
              VarianceGaming
            
            $
            38,937
            
            
            $
            41,378
            
            
            $
            (2,441
            )
            
            
            (5.9
            %)Hotel,
      food and beverage
            
            
            6,661
            
            
            
            5,846
            
            
            
            815
            
            
            
            13.9
            %Other
            
            
            1,078
            
            
            
            939
            
            
            
            139
            
            
            
            14.8
            %Gross
      revenue
            
            
            46,676
            
            
            
            48,163
            
            
            
            (1,487
            )
            
            
            (3.1
            %)Less
      promotional allowances
            
            
            (4,150
            )
            
            
            (4,429
            )
            
            
            (279
            )
            
            
            (6.3
            %)Net
      operating revenue
            
            $
            42,526
            
            
            $
            43,734
            
            
            $
            (1,208
            )
            
            
            (2.8
            %)





Gaming
revenue





Gaming
revenue decreased by $2.5 million, or 5.9%, from $41.4 million for the six
months ended June 30, 2007 to $38.9 million for the six months ended June 30,
2008. Improved gaming revenue at our casino in Edmonton was offset by a decline
in our Colorado operations and South African operations (due primarily to a
decline in the exchange rate between the U.S. dollar and South African
rand).





Gaming
revenue at the Century Casino & Hotel in Edmonton increased by $1.9 million,
or 29.2%, from $6.6 million for the six months ended June 30, 2007 to $8.5
million for the six months ended June 30, 2008, primarily due to increased play
at the casino resulting from more slot machines and increased traffic from the
showroom, as well as an improvement in the exchange rate between the U.S. dollar
and Canadian dollar. Gaming revenue in Canadian dollars increased by CAD 1.1
million to CAD 8.5 million for the six months ended June 30, 2008. This is the
result of an increase of 11.7% in slot revenue and 20.9% in table revenue. The
Alberta Gaming and Liquor Commission increased the number of slot machines at
the casino from 600 to 650 in September 2007. In addition, we introduced 24-hour
poker at the casino during the fourth quarter of 2007.





Gaming
revenue at Womacks decreased by $2.8 million, or 30.2%, from $9.3 million for
the six months ended June 30, 2007 to $6.5 million for the six months ended June
30, 2008. Management believes that gaming revenue was negatively impacted by a
10.2% decline in the Cripple Creek gaming market, which is where Womacks is
located, and can be attributed to a decline in consumer discretionary income,
increased fuel prices and a smoking ban that went into effect on January 1,
2008.  Cripple Creek experienced a smaller decline than either Central
City or Black Hawk which posted declines of 12.6% and
10.4%  respectively.  Management believes that a decision by
several casinos in Cripple Creek to claim an exemption to the smoking ban
contributed to the smaller decline and gave them an advantage.  In
addition, in late May 2008, a new larger casino opened in Cripple Creek.
Management also believes that we lost a significant amount of our customer base
due to a renovation that we began during the fourth quarter of 2007 and
continued through the first quarter of 2008. We believe the renovation has
upgraded the gaming floor and dining area, but may have inconvenienced customers
which ultimately led to our decreased revenue. Womacks has continued the effort
to improve the customer experience at Womacks by converting 100% of the machines
on the floor to Ticket in/Ticket out devices. We are currently reviewing various
strategies to increase gaming revenue at Womacks. Our market share of the
Cripple Creek gaming revenue declined from 12.2% for the first six months of
2007 to 9.8% for the first six months of 2008.





--25--


Gaming
revenue at the Century Casino and Hotel in Central City decreased by $0.8
million, or 7.7%, from $10.6 million for the six months ended June 30, 2007 to
$9.8 million for the six months ended June 30, 2008. Similar to the Cripple
Creek market, management believes that gaming revenue was negatively impacted by
a 12.6% decline in the Central City gaming market, which is where our casino is
located, and  can be attributed to a decline in consumer discretionary
income, increased fuel prices and a smoking ban that went into effect on January
1, 2008. Our market share of the Central City gaming revenue increased from
26.9% for the first six months of 2007 to 28.4% for the first six months of
2008.





Gaming
revenue at our casino in Caledon, South Africa decreased by $0.5 million, or by
7.0% from $7.4 million for the six months ended June 30, 2007 to $6.9 million
for the six months ended June 30, 2008, due primarily to lower customer
attendance and a decline in the average exchange rate between the U.S. dollar
and the South African rand. As Caledon is located approximately 60 miles from
Cape Town, management believes that rising fuel prices during the first half of
2008 has led local patrons from Cape Town to gamble in Cape Town as opposed to
traveling to our casino. Gaming revenue in rand decreased by ZAR 0.5 million to
ZAR 53.0 million for the six months ended June 30, 2008. In May 2007, we
increased the number of slot machines on the floor from 350 to 370. This
resulted in a slight decline in our slot machine win per day of 3.0% (in ZAR)
for the six months ended June 30, 2008. Also, to a lesser extent, the addition
of one table contributed to a decline in table win (in ZAR) per day of 39.9% for
the six months ended June 30, 2008. Our market share of the Western Cape gaming
revenue declined from 5.0% for the six months ended June 30, 2007 to 4.7% for
the six months ended June 30, 2008. Management
attributes this decline to a competitor adding 500 slot machines to its gaming
floor in July 2007 and the above mentioned rising fuel prices.The
Western Cape operates with the maximum permitted number of five
casinos.





Gaming
revenue at the Century Casino & Hotel in Newcastle, South Africa decreased
by $0.2 million, or 4.8%, from $5.0 million for the six months ended June 30,
2007 to $4.8 million for the six months ended June 30, 2008, a result of the
decline in the average exchange rate between the U.S. dollar and the South
African rand. Management also believes that gaming revenue has been affected by
a decline in consumer discretionary income resulting from increased fuel and
food costs. Gaming revenue in rand increased by ZAR 0.6 million to ZAR 36.8
million for the six months ended June 30, 2008. For the six months ended June
30, 2008, our slot machine win per day increased by 3.9% (in ZAR). Our market
share of the Kwazulu-Natal gaming revenue declined slightly from 3.7% for the
six months ended June 30, 2007 to 3.4% for the six months ended June 30,
2008.





Combined
gaming revenue at the Century Casino Millennium (Prague, Czech Republic) and
aboard the cruise ships on which we operate remained flat at $2.4 million when
comparing the six months ended June 30, 2007 to the six months ended June 30,
2008. Our revenue related to these operations fluctuates significantly with the
quality of players. Century Casino Millennium derives the majority of its gaming
revenue from live table games. The quality of the player has more of an impact
on the live game results when compared to the income derived from slot
machines.





Hotel,
food and beverage revenue





Hotel,
food and beverage revenue increased by $0.8 million, or 13.9%, from $5.9 million
for the six months ended June 30, 2007 to $6.7 million for the six months ended
June 30, 2008. The combined effect of opening our hotel in Edmonton in March
2007 and converting the dinner theater to a live music showroom increased hotel,
food and beverage revenue in Edmonton by $0.5 million period over
period.





Promotional
allowances





Promotional
allowances decreased by $0.3 million, or 6.3%, from $4.4 million for the six
months ended June 30, 2007 to $4.1 million for the six months ended June 30,
2008. Promotional allowances at our casino in Central City decreased by $0.4
million, the direct result of a decline in gaming revenue at the property. The
retail value of accommodations, food and beverage, and other services furnished
to guests without charge (“complimentaries”) is included in gross revenue and
then deducted as promotional allowances. As a result, complimentaries neither
increase nor decrease our overall net operating revenue.





--26--


Operating Costs and
Expenses





Operating
costs and expenses for the six months ended June 30, 2008 and 2007 were as
follows (in thousands):





Six
      months
              ended
      June 30,2008
            
            
            2007
            
            
            Variance
            
            
            Percentage
              VarianceGaming
            
            $
            16,329
            
            
            $
            16,568
            
            
            $
            (239
            )
            
            
            (1.4
            %)Hotel,
      food and beverage
            
            
            5,037
            
            
            
            5,125
            
            
            
            (88
            )
            
            
            (1.7
            %)General
      and administrative
            
            
            13,572
            
            
            
            12,785
            
            
            
            787
            
            
            
            6.2
            %Impairments
      and other write-offs, net of recoveries
            
            
            -
            
            
            
            25
            
            
            
            (25
            )
            
            
            -
            %Depreciation
            
            
            4,576
            
            
            
            4,323
            
            
            
            253
            
            
            
            5.9
            %Total
      operating costs and expenses
            
            $
            39,514
            
            
            $
            38,826
            
            
            $
            688
            
            
            
            1.8
            %





Gaming
expenses





Gaming
expenses decreased slightly from the six months ended June 30, 2007 compared to
the six months ended June 30, 2008, primarily due to increased expenses at our
casino in Edmonton that are directly related to increased gaming revenue which
were offset by declines in gaming expenses at our remaining
casinos.





Gaming
expenses at the Century Casino & Hotel in Edmonton increased $0.6 million,
or 24.8%, from $2.5 million for the six months ended June 30, 2007 to $3.1
million for the six months ended June 30, 2008. This increase is primarily due
to a $0.4 million increase in payroll expense resulting from the introduction of
24-hour poker in the fourth quarter of 2007 and an increase of $0.2 million in
advertising and promotional charges.





Gaming
expenses at Womacks decreased $0.4 million, or 14.4%, from $2.9 million for the
six months ended June 30, 2007 to $2.5 million for the six months ended June 30,
2008. The decrease in 2008 is the result of a $0.3 million decrease in gaming
taxes resulting from the decrease in gaming revenue and a decline in royalty
expense of $0.1 million.  Womacks was not able to offset the decrease
in revenue by decreasing variable expenses for the first six months of 2008. As
part of a plan to bring expenses back in line with revenue levels, management
has reduced staff levels from 135 full time equivalents at December 31, 2007 to
118 full time equivalents as of June 30, 2008. Management continues to evaluate
various marketing strategies to attract customers back to this
casino.





Gaming
expenses at the Century Casino & Hotel in Central City decreased by $0.2
million, or 3.8%, from $4.1 million for the six months ended June 30, 2007 to
$3.9 million for the six months ended June 30, 2008. The decrease in gaming
expenses is primarily the result of a $0.1 million decrease in gaming taxes
resulting from the decrease in gaming revenue and a $0.1 million decrease in
payroll expenses.





Gaming
expenses at our casino in Caledon, South Africa remained flat at $2.9 million
for the six months ended June 30, 2008 compared to the six months ended June 30,
2007, primarily due to the decline in the exchange rate between the U.S. dollar
and South African rand. In rand, gaming expense increased by ZAR 1.1 million, or
5.4%, from ZAR 20.7 million for the six months ended June 30, 2007 to ZAR 21.8
million for the six months ended June 30, 2008, primarily due to a ZAR 0.3
million increase in payroll expenses, a ZAR 0.5 million increase in royalty
expenses, a ZAR 0.3 million increase in supply expenses and an increase of ZAR
0.3 million in advertising and promotional expenses. These increases were offset
by a decrease of ZAR 0.3 million in maintenance expenses.





--27--


Gaming
expenses at the Century Casino & Hotel in Newcastle decreased by $0.1
million, or 6.5%, from $2.1 million for the six months ended June 30, 2007 to
$2.0 million for the six months ended June 30, 2008. In rand, gaming expense
remained flat at ZAR 15.1 million for the three months ended June 30, 2008
compared to the three months ended June 30, 2007. Increases of ZAR 0.5 million
for slot conversions and ZAR 0.4 million for supplies was offset by decreases of
ZAR 0.5 million in advertising and promotional expenses, ZAR 0.2 million in
payroll expenses and ZAR 0.2 million in license fees.





Gaming
expenses at the Century Casino Millennium in Prague and aboard the cruise ships
on which we operate remained flat at $2.0 million for the six months ended June
30, 2008 compared to the six months ended June 30, 2007 as slight increases in
payroll expenses were offset by decreases in marketing expenditures and gaming
and sales/use taxes.





Hotel,
food and beverage expenses





Hotel,
food and beverage expenses decreased by $0.1 million, or 1.7%, from $5.1 million
for the six months ended June 30, 2007 to $5.0 million for the six months ended
June 30, 2008. During the six months ended June 30, 2007, we were operating a
dinner theater in Edmonton that was incurring significant costs. We closed the
dinner theater in the second quarter of 2007, resulting in a decrease in overall
hotel, food and beverage expenses at the casino. The facility has since been
reopened as a showroom/conference center and now operates at improved cost
levels.





General
and administrative expenses





General
and administrative expenses increased by $0.8 million, or 6.2%, from $12.8
million for the six months ended June 30, 2007 to $13.6 million for the six
months ended June 30, 2008. General and administrative expenses at the
properties include facility maintenance, utilities, property and liability
insurance, property taxes, housekeeping, and all administrative departments,
such as information technology, accounting, human resources and internal
audit.





General
and administrative expenses at the Century Casino & Hotel in Edmonton
increased by $0.2 million, or 10.7%, from $2.3 million for the six months ended
June 30, 2007 to $2.5 million for the six months ended June 30, 2008. The
increase is primarily the result of an increase in payroll expense of $0.1
million and a $0.1 million increase in property taxes and utility
charges.





General
and administrative expenses at Womacks decreased by $0.1 million, or 5.1%, from
$1.8 million for the six months ended June 30, 2007 to $1.7 million for the six
months ended June 30, 2008, primarily due to a $0.1 million decline in payroll
expenses.





General
and administrative expenses at the Century Casino & Hotel in Central City,
Colorado decreased by $0.2 million, or 8.5%, from $2.2 million for the six
months ended June 30, 2007 to $2.0 million for the six months ended June 30,
2008. The decrease is primarily the result of a decrease of $0.2 million in our
property tax accrual.





General
and administrative expenses at the Caledon remained flat at $1.4 million for the
six months ended June 30, 2008 compared to the six months ended June 30, 2007.
In rand, general and administrative expenses increased ZAR 0.7 million, or 6.8%,
from ZAR 10.1 million for the six months ended June 30, 2007 to ZAR 10.8 million
for the six months ended June 30, 2008. The increase is due to ZAR 1.2 million
of increased corporate overhead allocations and increased payroll at the casino
of ZAR 0.2 million, offset by a ZAR 0.7 million decrease in professional
fees.





--28--


General
and administrative expenses at the Century Casino & Hotel in Newcastle,
South Africa increased by $0.2 million, or 10.1%, from $1.2 million for the six
months ended June 30, 2007 to $1.4 million for the six months ended June 30,
2008. In rand, general and administrative expenses increased by ZAR 0.9 million,
or 9.1%, from ZAR 9.5 million for the six months ended June 30, 2007 to ZAR 10.4
million for the six months ended June 30, 2008. The increase is primarily the
result of increases in professional services of ZAR 0.7 million, sales/use taxes
of ZAR 0.3 million and payroll expenses of ZAR 0.3 million, offset by decreases
in maintenance expenses of ZAR 0.3 million and licensing expense of ZAR 0.2
million.





Combined
general and administrative expenses at the Century Casino Millennium and aboard
the cruise ships increased by $0.1 million, or 60.8%, from $0.2 million for the
six months ended June 30, 2007 to $0.3 million for the six months ended June 30,
2008, primarily due to increases in professional fees and payroll.





Corporate
expenses increased by $0.5 million, or 14.2%, from $3.7 million for the six
months ended June 30, 2007 to $4.2 million for the six months ended June 30,
2008. The increase in 2008 is primarily due to a $0.7 million increase in stock
compensation expenses related to the amortization of costs associated with
restricted stock and stock options issued in July 2007, offset by a $0.2 million
decrease in legal, accounting and other professional fees.





Depreciation





Depreciation
expense increased by $0.3 million, or 5.9%, from $4.3 million for the six months
ended June 30, 2007 to $4.6 for the six months ended June 30, 2008. This
increase in depreciation expense is primarily due to $1.6 million of gaming
equipment and non-gaming equipment additions during 2007. These assets are
depreciated over periods varying from three to seven years.





Non-operating income
(expense)





Non-operating
income (expense) for the six months ended June 30, 2008 and 2007 was as follows
(in thousands):





Six
      months
              ended
      June 30,2008
            
            
            2007
            
            
            Variance
            
            
            Percentage
              VarianceInterest
      income
            
            $
            125
            
            
            $
            717
            
            
            $
            (592
            )
            
            
            (82.6
            %)Interest
      expense
            
            
            (2,909
            )
            
            
            (3,631
            )
            
            
            722
            
            
            
            (19.9
            %)Gains
      of foreign currency translation and other
            
            
            179
            
            
            
            787
            
            
            
            (608
            )
            
            
            (77.3
            %)Non-operating
      expense
            
            $
            (2,605
            )
            
            $
            (2,127
            )
            
            $
            (478
            )
            
            
            22.5
            %





Interest
income





Interest
income is directly related to the cash reserves we have on hand. For the six
months ended June 30, 2007, these cash reserves included amounts raised from a
stock offering in 2005 and from the exercise of stock options that were
deposited in interest-bearing accounts. Since June 30, 2007, we have reduced our
outstanding third party debt related to our casinos in Colorado from $30.7
million to $24.0 million as of June 30, 2008, utilizing cash on hand. This
decrease in available cash, combined with a decrease in interest rates that we
earn on our deposits, contributed to the overall decline in interest income for
the six months ended June 30, 2008 compared to the six months ended June 30,
2007.





--29--


Interest
expense





The
decrease in interest expense is primarily due to a decrease in interest rates
and a decrease in our average debt balance from $69.3 million for the six months
ended June 30, 2007 to $58.4 million for the six months ended June 30, 2008. Our
weighted average interest rate, excluding the impact of the amortization of
deferred financing charges and one-time charges of $0.3 million for bank waivers
of a financial covenant related to our Central City debt, was 8.9% and 8.4% for
the six months ended June 30, 2007 and 2008, respectively.





Gain
on foreign currency transactions and other





We
recognized foreign currency gains of $0.8 million and $0.2 million for the six
months ended June 30, 2007 and 2008, respectively, resulting from the exchange
of currency. We have outstanding cash denominated in U.S. dollars, Canadian
dollars, Euros and South African rand.





Other
Items





Earnings
from equity investment





On March
12, 2007, we completed the acquisition of G5 Sp. z o.o. (“G5”). G5 owned 33.3%
of all shares issued by CPL. Our portion of CPL’s earnings are recorded as
earnings from equity investment. We began reporting our share of CPL’s earnings
in April 2007. We recorded less than $0.1 million and $0.5 million of earnings
from our investment in CPL for the six months ended June 30, 2007 and 2008,
respectively.





Taxes





Our
effective tax rate was 22.2% and (73.7%) for the six months ended June 30, 2007
and 2008, respectively. The mix of domestic losses and foreign earnings
significantly impacts our rate. The tax benefit received on losses incurred by
our U.S. domestic entities is significantly higher than the tax on income at our
foreign operations, particularly in South Africa and Mauritius. For the six
months ended June 30, 2008, we incurred pre-tax losses for our U.S. based
operations (including corporate losses) of $5.3 million compared to pre-tax
earnings at our remaining operations of $6.3 million. Our taxes are further
adjusted for non-deductible permanent differences.





Minority
interest in subsidiary earnings and losses





For the
six months ended June 30, 2007, we allocated losses of $0.7 million to various
parties who hold a minority interest in our properties. For the six months ended
June 30, 2008. we allocated earnings of $0.2 million to these parties. For the
2007 period, we allocated approximately $0.9 million in losses to a former
partner at our Central City casino. On December 31, 2007, we purchased this
partner’s interest in the casino. As a result, we now retain all the earnings
and losses for the casino in Central City.





Preference
dividends issued by subsidiary





Preference
shareholders of our subsidiary, Century Casinos Caledon (Pty) Ltd., are entitled
to per share dividends of 0.009% of the annual gross gambling revenue of the
Caledon, Hotel, Spa & Casino after the deduction of gaming taxes and value
added tax. Dividends issued by Caledon to preference shareholders decreased by
$0.2 million, or 62.7%, from $0.3 million for the six months ended June 30, 2007
to $0.1 million for the six months ended June 30, 2008. The dividends issued for
the six months ended June 30, 2007 included a one time dividend payment of $0.2
million to a preference shareholder that exchanged its original preference
shares for a new class of preference shares.





--30--


LIQUIDITY
AND CAPITAL RESOURCES





Cash
Flows





Cash and
cash equivalents totaled $9.4 million at June 30, 2008, and we had negative
working capital (current assets minus current liabilities) of $7.7 million
compared to cash and cash equivalents of $17.9 million and negative working
capital of $2.8 million at December 31, 2007.





We use
the cash flows that we generate to fund reinvestment in existing properties for
both refurbishment and expansion projects and to pursue additional growth via
new development opportunities. When necessary, we supplement the cash flows
generated by our operations with either cash on hand or funds provided by
financing activities.





For the
six months ended June 30, 2008, $2.4 million of net cash was provided by
operating activities. For the six months ended June 30, 2007, $1.3 million of
net cash was provided by operating activities.  The change from the
2007 period relates primarily to changes in working capital items, which can
vary from period to period based on the timing of cash receipts and payments,
offset by cash generated from operations. For a description of the operating
activities of the Company, please refer to the condensed consolidated statements
of cash flows and management’s discussion of the results of
operations.





Cash used
in investing activities of $2.0 million for the first six months of 2008
consisted of $0.6 million in capital project additions at Womacks; $0.3 million
of furniture and non-gaming equipment additions in Edmonton; $0.7 million in
capital project additions at Caledon; $0.3 million in gaming equipment and
capital project additions at Newcastle; $0.1 million of gaming equipment
additions in Prague; and $0.2 million of cumulative additions at our other
remaining properties. These cash payments were offset by $0.2 million received
from the disposition of assets.





Cash used
in investing activities of $7.8 million for the first six months of 2007
consisted of $2.0 million towards the acquisition of G5; $0.6 million in
property and equipment additions at Womacks; $0.6 million towards construction
in Edmonton; $1.3 million in property and gaming equipment additions in Central
City; $0.5 million towards the development of a golf course and other property
improvements at Caledon; $2.1 million towards property improvements and
furniture and fixtures in Newcastle; $0.1 million in computer equipment
additions for our corporate offices; $0.4 million for additional gaming
equipment on the ships; and $0.4 million of cumulative additions at our other
remaining properties. These cash payments were offset by the release of $0.2
million of restricted cash in Edmonton.





Cash used
in financing activities of $8.0 million for the first six months of 2008
consisted of repayments of $1.2 million towards the Central City term loan;
repayments of $0.7 million towards the Edmonton term loan; net repayments of
$5.9 million towards the Womacks revolving credit facility; and net repayments
of $1.3 million towards our South African term loans. These repayments were
offset by $0.4 million of net borrowings on the Central City revolving credit
facility and $0.7 million of proceeds from stock option exercises.





Cash used
in financing activities of $13.5 million for the first six months of 2007
consisted of net repayments of $12.0 million towards the Central City term loan;
net repayments of $0.8 million towards the Womacks revolving credit facility;
net repayments of $1.4 million towards our South African debt; and capital lease
repayments of approximately $0.2 million. These repayments were offset by
borrowings of $0.7 million under the loan agreement for the Edmonton property
and $0.2 million of proceeds and tax benefits from stock option
exercises.





--31--


Common Stock Repurchase
Program





Since 2000, we have
hada
discretionary program to repurchase up to $5.0million ofouroutstanding common
stock.We did not purchase any
shares of our common stock on the open market during the six months ended June
30, 2008 and 2007. The total remaining authorization under the repurchase
program was $1.2 million as of June 30, 2008. The repurchase program has no set
expiration or termination date.





Potential
Sources of Liquidity





In
addition to our cash on hand, we have our revolving credit facility for Womacks
with Wells Fargo Bank (“Wells Fargo”), under which we currently have a total
available commitment of $5.0 million and no unused borrowing capacity, based on
Womacks’ current EBITDA, at June 30, 2008. The borrowing capacity on Womacks’
revolving credit facility is re-measured at the end of each quarter. Management
believes that it is unlikely we will have any significant borrowing capacity
under this credit facility in 2008. The maturity date of the borrowing
commitment is December 2009. Borrowings under the credit
facility may be used for capital expenditures and working capital atWomacks.





For ourCentral City
propertywe have
a $2.5 million revolving line of credit with Wells Fargo. The revolving
line of credit matures on November 21, 2011. Availability under the line of
credit is conditional upon CC Tollgate LLC’s compliance with all of the
financial and other covenants contained in the loan agreement at the time of a
particular drawdown, and our continued ability to make certain representations
and warranties. For the quarters ended March 31, 2008 and June 30, 2008, we have
met all covenant terms related to this loan agreement except the adjusted fixed
charge coverage (“AFCC”) covenant. On April 28, 2008 and July 23, 2008, we
received a written waiver from our lender related to this covenant in exchange
for approximately $0.2 million and $0.1 million, respectively. Based on a
calendar year 2008 forecast that has been revised to account for the recent
economic downturn, we expect to be in compliance with the AFCC covenant in
subsequent periods. Management believes that it is unlikely we will have any
significant borrowing capacity on the Central City revolving credit facility in
2008.





We are
currently reviewing strategies to reduce our overall interest charges. This
includes, but is not limited to, the refinancing of some or all of our
outstanding debt.





Short-Term
Liquidity and Capital Requirements





We expect
that the primary source of our future operating cash flows will be from gaming
operations. Expected short-term uses of cash include ordinary operations,
foreign income tax payments, and interest and principal payments on outstanding
debt.





We
believe that our cash at June 30, 2008, together with expected cash flows from
operations, will be sufficient to fund our anticipated operating costs and
capital expenditures at existing properties and to satisfy our current debt
repayment obligations.  We will continue to evaluate our planned
capital expenditures at each of our existing locations in light of the operating
performance of the facilities at such locations. From time to time we expect to
have cash needs for the development of new properties or expansion of existing
properties that exceed our current borrowing capacity and we may be required to
seek additional financing in the debt or equity markets.  We may be
unable to obtain additional debt or equity financing on acceptable terms or at
all.  As a result, limitations on our capital resources could delay or
cause us to abandon certain plans for the development of new properties or
expansion and/or renovation of existing properties.





--32--


Item
3.                    QUANTITATIVE
AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK





We had no
significant changes in our exposure to market risks from that previously
reported in our Annual Report on Form 10-K for the year ended December 31,
2007.





Item
4.                    CONTROLS
AND PROCEDURES





Evaluation of
Disclosure Controls and Procedures –Our management, with the
participation of our Co Chief Executive Officers, Principal Financial Officer
and Chief Accounting Officer, has evaluated the effectiveness of our disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the
Securities Exchange Act of 1934, as amended (the “Exchange Act”)), as of the end
of the period covered by this report. Based on such evaluation, our Co Chief
Executive Officers, Principal Financial Officer and Chief Accounting Officer
have concluded that as of such date, our disclosure controls and procedures were
effective to ensure that information required to be disclosed by us in reports
that we file or submit under the Exchange Act is recorded, processed, summarized
and reported within the time periods specified in applicable Securities and
Exchange Commission rules and forms.





Changes in
Internal Control Over Financial Reporting –  There has been no
change in our internal controls over financial reporting (as such term is
defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the
three months ended June 30, 2008 that has materially affected, or is reasonably
likely to materially affect, our internal control over financial
reporting.





--33--


PART
II - OTHER INFORMATION





Item 4. – Submission of Matters to a Vote of Security
Holders





The 2008
annual meeting of our securityholders was held on June 16, 2008.  At
the annual meeting, Class II director Peter Hoetzinger was re-elected to the
Board for a three year term by a vote of 11,671,871 shares in favor and
6,024,068 shares withheld. The terms of directors Erwin Haitzmann, Gottfried
Schellmann, Dinah Corbaci and Robert S. Eichberg continued after the
meeting.





Additionally,
a proposal to ratify the selection of Grant Thornton LLP to serve as our
independent registered public accounting firm for the year ending
December 31, 2008 was approved by a vote of 17,420,643 shares in favor,
131,171 shares opposed and 144,122 shares abstaining.





Item 6. – Exhibits





(a)Exhibits - The following
exhibits are filed herewith:





3.1
            Certificate
      of Incorporation of Century Casinos, Inc. is hereby incorporated by
      reference to the Company’s Proxy Statement for the 1994 Annual Meeting of
      Stockholders.3.2
            Amended
      and Restated Bylaws of Century Casinos, Inc. is hereby incorporated by
      reference from Exhibit 11.14 to the Company’s Quarterly Report on Form
      10-Q for the quarterly period ended June 30, 2002.4.1
            Rights
      Agreement, dated as of April 29, 1999, between the Century Casinos, Inc.
      and the American Securities Transfer & Trust, Inc., as Rights Agent,
      is hereby incorporated by reference from Exhibit 1 to the Company’s Form
      8-A dated May 7, 1999.4.2
            First
      Supplement to Rights Agreement dated April 2000, between Century Casinos,
      Inc. and American Securities Transfer & Trust, Inc., as Rights Agent,
      is hereby incorporated by reference from Exhibit A to the Company’s Proxy
      Statement for the 2000 Annual Meeting of Stockholders.4.3
            Second
      Supplement to Rights Agreement dated July 2002, between Century Casinos,
      Inc. and Computershare Investor Services, Inc., as Rights Agent, is hereby
      incorporated by reference from Exhibit 11.13 to the Company’s Quarterly
      Report on Form 10-Q for the quarterly period ended June 30,
      2002.31.1
            Certification
      pursuant to Section 302 of the Sarbanes-Oxley Act of 2002,Co
      Chief Executive Officer.31.2
            Certification
      pursuant to Section 302 of the Sarbanes-Oxley Act of 2002,Co
      Chief Executive Officer and President.31.3
            Certification
      pursuant to Section 302 of the Sarbanes-Oxley Act of 2002,Principal
      Financial Officer.31.4
            Certification
      pursuant to Section 302 of the Sarbanes-Oxley Act of 2002,Chief
      Accounting Officer.32.1
            Certification
      pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,Co
      Chief Executive Officer.32.2
            Certification
      pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,Co
      Chief Executive Officer and President.32.3
            Certification
      pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,Principal
      Financial Officer.32.4
            Certification
      pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,Chief
      Accounting Officer.





--34--


SIGNATURES:





Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.





CENTURY
CASINOS, INC.





/s/ Larry
Hannappel


Larry
Hannappel


Senior
Vice President (Principal Financial Officer)


Date:
August 11, 2008








--35--


CENTURY
CASINOS, INC.


INDEX TO
EXHIBITS





Exhibit No.
            Document3.1
            Certificate
      of Incorporation of Century Casinos, Inc. is hereby incorporated by
      reference to the Company’s Proxy Statement for the 1994 Annual Meeting of
      Stockholders.3.2
            Amended
      and Restated Bylaws of Century Casinos, Inc. is hereby incorporated by
      reference from Exhibit 11.14 to the Company’s Quarterly Report on Form
      10-Q for the quarterly period ended June 30, 2002.4.1
            Rights
      Agreement, dated as of April 29, 1999, between Century Casinos, Inc. and
      the American Securities Transfer & Trust, Inc., as Rights Agent, is
      hereby incorporated by reference from Exhibit 1 to the Company’s Form 8-A
      dated May 7, 1999.4.2
            First
      Supplement to Rights Agreement dated April 2000, between Century Casinos,
      Inc. and American Securities Transfer & Trust, Inc., as Rights Agent,
      is hereby incorporated by reference from Exhibit A to the Company’s Proxy
      Statement for the 2000 Annual Meeting of Stockholders.4.3
            Second
      Supplement to Rights Agreement dated July 2002, between Century Casinos,
      Inc. and Computershare Investor Services, Inc., as Rights Agent, is hereby
      incorporated by reference from Exhibit 11.13 to the Company’s Quarterly
      Report on Form 10-Q for the quarterly period ended June 30,
      2002.31.1
            Certification
      pursuant to Section 302 of the Sarbanes-Oxley Act of 2002,Co
      Chief Executive Officer.31.2
            Certification
      pursuant to Section 302 of the Sarbanes-Oxley Act of 2002,Co
      Chief Executive Officer and President.31.3
            Certification
      pursuant to Section 302 of the Sarbanes-Oxley Act of 2002,Principal
      Financial Officer.31.4
            Certification
      pursuant to Section 302 of the Sarbanes-Oxley Act of 2002,Chief
      Accounting Officer.32.1
            Certification
      pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,Co
      Chief Executive Officer.32.2
            Certification
      pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,Co
      Chief Executive Officer and President.32.3
            Certification
      pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,Principal
      Financial Officer.32.4
            Certification
      pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,Chief
      Accounting Officer.