WAIVER AND RELEASE AGREEMENT


I. RECITALS

     A. James Forbes  (hereinafter  referred to as "Forbes")  has been  formerly
employed by Century Casinos, Inc., and by its African subsidiary Century Casinos
Africa (Pty) Limited ("CCA") (collectively  referred to as "CCI"). (The term CCI
shall also include all of CCI's subsidiaries and affiliates without  exception.)
Forbes also provided services to CCI pursuant to a Management  Agreement between
CCI and Respond Limited ("Respond").  Forbes and CCI are desirous of terminating
all their  business,  management  and  employment  relationships  in an amicable
manner  under  the terms of this  Waiver  and  Release  Agreement  ("Waiver  and
Release")  except as  specifically  provided by this Waiver and Release.  Forbes
also has held certain positions with CCI's subsidiaries and serves as a director
on CCI's Board. By this Waiver and Release the parties also reiterate and ensure
that all  employment  and business  relationships  between them are  terminated,
including  Forbes'  status as one of CCI's  directors,  except  as  specifically
provided herein.

     B. This Waiver and Release sets forth below the terms and  conditions of an
amicable  settlement  and a full  accord  and  satisfaction  of all  claims  and
controversies  between  Forbes and CCI.  Neither  party  admits to any  wrongful
conduct by entering this release, and each party specifically denies such.

     C. This Waiver and Release is executed in conjunction  with the termination
of Forbes' employment,  and other relationships,  with CCI but the scope of this
Waiver and Release is broader  than that.  The parties  intend to settle by this
Waiver and Release all matters between them relating to or arising out of events
occurring up to the date of this Waiver and Release.


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II. COVENANTS

     A. CCI agrees to make the  following  payments to Forbes,  in settlement of
any claims and as the entire payment for all claims that might have been brought
in any lawsuit or in any administrative forum, in any state of the United States
or in any other  country,  up to the date of the  execution  of this  Waiver and
Release,  including any claims for attorneys'  fees and costs ("the  payments").
The payments are also in consideration  for Forbes' other  agreements  contained
herein.  The parties agree that the payments  represent  consideration  over and
above any  amounts  otherwise  due Forbes  and are  adequate  consideration  for
Forbes'  promises in this  Waiver and  Release.  Payments  under this Waiver and
Release shall be made pursuant to the employment and/or  consulting  services to
be performed  by Forbes for CCI and CCA pursuant to this Waiver and Release,  as
described  in Exhibit  A, which  shall be an  integral  part of this  Waiver and
Release. CCI waives any claims arising from or relating to Forbes' employment by
CCI.

     B.  In  consideration  of the  payment  by CCI to  Forbes  of the  payments
described in Exhibit A, and in consideration of the promises of CCI contained in
Section II.A.,  above,  Forbes,  individually  and on behalf of his  successors,
heirs, and assigns,  hereby forever  releases,  remises,  waives,  acquits,  and
discharges CCI,  together with any and all parent  corporations of CCI and their
respective subsidiaries, successors, predecessors, assigns, directors, officers,
shareholders,  supervisors,  employees,  attorneys, agents, and representatives,
from any and all actions,  causes of action, claims,  demands,  losses, damages,
costs,  attorneys'  fees,  judgments,   liens,  indebtedness,   and  liabilities
whatsoever, known or unknown, suspected or unsuspected, past or present, arising
from or relating or attributable to Forbes' employment by, or directorship with,
CCI, the termination of said  employment,  Forbes'  contractor  arrangement with
CCA, the

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termination  of that  contractor  status,  Forbes'  subsequent  search for other
employment to the date of this Agreement,  and,  without limiting the generality
of the foregoing,  from any and all matters  asserted,  or which could have been
asserted,  in any U.S. state or federal judicial or administrative  forum, or in
any judicial or  administrative  forum in any country outside the United States,
up to the  date of this  Waiver  and  Release,  specifically,  but not by way of
limitation, including claims under the Fair Labor Standards Act, as amended, the
National Labor  Relations Act, as amended,  Title VII of the Civil Rights Act of
1964, as amended,  the Post-Civil War Reconstruction  Acts, as amended,  the Age
Discrimination  in Employment Act, as amended,  the Americans with  Disabilities
Act,  the Civil  Rights  Act of 1991,  the  Family and  Medical  Leave Act,  the
Employee Retirement Income Security Act of 1974, any state civil rights act, any
state statutory claim, including wage and hour claims, and any claim of wrongful
discharge,  tort or  contract  arising out of the common law of any state in the
U.S., and any claim of any kind arising under the law of any country outside the
United  States.  Forbes  further agrees not to pursue any claims he may have for
pain and suffering,  intentional  infliction of emotional  distress,  or similar
claims.  Forbes  further  agrees that he will provide no support of any kind for
any person who  threatens  or brings any claim  against  CCI.  Forbes  will only
provide  information to any person, who threatens or brings a claim against CCI,
under  subpoena or court order and after  informing CCI of the subpoena or court
order in question.

     C.  Forbes  hereby  covenants  and  warrants  that he has not  assigned  or
transferred to any person any portion of any claims which are released, remised,
waived, acquitted, and discharged in paragraph II-B above.

     D. Also in  consideration  for the payments  described in paragraph  II.A.,
above, and in Exhibit A, Forbes agrees as follows:

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     1.  Forbes  confirms  that he has  resigned  from any  positions  with CCI,
effective no later than the date Forbes signs this Waiver and Release, including
any Director  positions on the Board of Directors of CCI, or any of its parents,
affiliates or subsidiaries.  Nevertheless, Forbes may, at his discretion, remain
a Director of CCAL through  December 31, 2004,  as detailed in Exhibit A. Forbes
will execute  these  resignations  on the form attached at Exhibit B, and Forbes
shall sign and date such  resignation  no later than the effective  date of this
Waiver and Release and return it to Erwin Haitzmann.

     2.  Forbes  agrees  that he will  return to CCI all  property of CCI in his
possession,  including  but not limited to keys,  credit  cards,  files,  plans,
reports, and data of every kind relating to CCI's business,  without limitation,
including but not limited to  spreadsheets,  calculations,  and budgets.  Forbes
recognizes that this obligation specifically includes any data relating to CCI's
business stored in any electronic  medium,  whatever,  including but not limited
to, any computer  system or laptop  computer in Forbes'  possession  or to which
Forbes has access.  Forbes agrees he will return such  property  within five (5)
days of the  termination  of his employment  with CCA or the  termination of his
status as a consultant with CCI/CCA,  whichever  occurs last, to Giovanni Rizzo,
or such other persons designated by CCI. Nevertheless, the parties agree that as
an exception to this provision,  Forbes may keep two  CCI-provided  cell phones,
computer,  software,  and printer, so long as any information  pertaining to the
business of CCI (including trade secrets and Confidential  Information) is first
deleted from such computer.

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                                     <PAGE>

     3.  Forbes  recognizes  that as a  managerial  employee or  consultant  and
director  of  CCI,  he  had  and  continues  to  have  access  to  "Confidential
Information"  of CCI.  For  purposes of this Waiver and  Release,  "Confidential
Information" shall include any of CCI's proprietary  information or trade secret
information as defined by Colorado Law. "Confidential  Information" specifically
includes,  but is not limited to, the following types of  information:  designs,
drawings, specifications,  data, documentation,  diagrams, flow charts, research
(including market research),  financial  information,  marketing and development
plans, customer names and other information relating to customers,  price lists,
pricing and operational policy, and financial information. Information, however,
which is generally known in the trade, or generic  information  which is learned
outside  of  Forbes'  association  with CCI,  shall not be deemed  "Confidential
Information."  Forbes  agrees  that he will  not  disclose  CCI's  "Confidential
Information" to any person, or entities, without CCI's prior written permission.

     4. Forbes also agrees  that,  until  December  31,  2003,  Forbes will not,
either directly or indirectly,  on Forbes' own behalf or in the service of or on
behalf of  others,  employ any  employee  of CCI,  or  solicit,  or recruit  any
employee of CCI to leave employment with CCI, or otherwise terminate  employment
with CCI, or join a competitor of CCI.

     5. Forbes  expressly  recognizes that any breach of his  obligations  under
this Waiver and Release  would  result in  irreparable  injury to CCI and agrees
that CCI  shall be  entitled  to  institute  and  prosecute  proceedings  in the
Delaware  court,  to enforce  specific  performance,  or to enjoin  Forbes  from
activities in violation of, not  withstanding any other provision of this Waiver
and Release. With regard to Forbes' obligations, Forbes also recognizes that any
remedy for CCI at law would be inadequate,  and that CCI is or


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would  be  entitled  to an  injunction  to  enjoin  the  violations  of  Forbes'
obligations.  Forbes  specifically  agrees that in the event of a  violation  or
threatened  violation  of these  sub-paragraphs,  CCI may obtain an  injunction,
without  posting  any bond or  other  security,  to  restrain  the  unauthorized
violation or failure to comply with Forbes' obligations.

     E.  Forbes  and CCI  agree  to  keep  the  substance  of  negotiations  and
conditions  of the  settlement,  and the terms and  substance of this Waiver and
Release, strictly confidential,  unless or until this Waiver and Release becomes
public  knowledge as a  consequence  of CCI following SEC rules and/or advice of
legal counsel.

     F. Apart from the  consideration  described in Exhibit A, which Forbes will
receive  after the  effective  date of this Waiver and Release,  each party will
bear its own costs and  attorneys'  fees.  CCI shall,  until  December 31, 2003,
cover the cost associated with any casino licensing  investigation  Forbes might
become subject to because of his  shareholding  in CCI; this commitment from CCI
shall be valid only for casino licensing investigations triggered by CCI related
casino projects and automatically ends on December 31, 2003.

     G. This Waiver and Release  sets forth the complete  agreement  between the
parties.  No other covenants or  representations  have been made or relied on by
the parties,  and no other  consideration,  other than that set forth herein, is
due between the  parties.  Specifically,  but without  limiting the scope of the
foregoing,  no payment of money  between  the  parties is due in any way, in any
amount, or on account of any charge,  including  attorneys' fees, other than the
sum described in Exhibit A.

     H.  Forbes  represents  that  he has  read  this  Waiver  and  Release  and
understands   each   of  its   terms.   Forbes   further   represents   that  no
representations,  promises,  agreements,  stipulations,  or statements have been
made by  CCI,  or its  parent  corporation


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                                     <PAGE>

or their respective subsidiaries,  successors, predecessors, assigns, directors,
officers,   employees,   shareholders,   supervisors,   agents,   attorneys,  or
representatives to induce this settlement, beyond those contained herein. Forbes
further  represents that he voluntarily signs this Waiver and Release as his own
free act.

     I. If any  provision  of this Waiver and  Release  should be declared to be
unenforceable by any administrative agency or court of law, the remainder of the
Waiver and Release  shall remain in full force and effect,  and shall be binding
upon the parties  hereto as if the  invalidated  provision were not part of this
Waiver and Release.

     J. Delaware law shall govern the interpretation of this Waiver and Release.

     K. The parties  agree that they shall not  publicly  disparage or deprecate
each other, including their respective officers, directors or employees.

     L. Any dispute concerning the interpretation of this Waiver and Release, or
the parties'  obligations  under this Waiver and  Release,  shall be resolved by
final binding arbitration, under the then-existing rules of Delaware.

     M. If a party is required  to  initiate an action in court to enforce  this
Waiver and  Release,  or to assert  this  Waiver and  Release as a defense to an
action  initiated by the other party,  the prevailing party shall be entitled to
its costs and attorneys' fees from the other party, to the extent such costs and
fees are related to the  enforcement of this Waiver and Release or the assertion
of it as a defense.

     N. Forbes certifies that, as of the date of this Waiver and Release, to the
best of his knowledge and professional  judgment,  all of CCI's books, financial
statements,  and related data for which he was responsible,  are in satisfactory
order and are in conformance with all rules, regulations,  and laws that pertain
to such data and information.

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     IN WITNESS  THEREOF,  and intending to be legally  bound,  the parties have
executed this Waiver and Release to be effective on the last date entered below.

CENTURY CASINOS, INC.

By:     /s/ Erwin Haitzmann                            /s/ James Forbes
     -------------------------                   -------------------------------
Its:   Chief Executive Officer and                JAMES FORBES
       Chairman of the Board

Date:    1st May 2003                        Date:      1st May 2003
       -----------------------                   -------------------------------

By:    /s/ Peter Hoetzinger
     -------------------------
Its: President and Vice Chairman
     of the Board


<PAGE>



                                   Exhibit A



CCA - Forbes arrangement

1.   Forbes and CCA agree that the employment  shall be terminated and converted
     into a consulting agreement. The termination of employment and simultaneous
     change to  consulting  agreement  (Forbes to assist and  support CCA in the
     Gauteng  project)  shall  come into  effect at the  earlier  of (i)  Forbes
     receiving  permanent residence status in South Africa, or (ii) December 31,
     2003. In any case, there shall neither be any employment nor any consulting
     arrangement after December 31, 2003. Both the employment and the consulting
     arrangements  shall terminate  immediately,  without  further notice,  once
     Forbes is employed by another casino, or casino  associated,  company.  Any
     assistance  rendered to Silverstar  Development Ltd. in connection with the
     Gauteng  project  (whether  or  not  rendered  under  the  auspices  of the
     consulting  agreement) will not be deemed  employment by another casino, or
     casino associated company.

2.   The total payment from CCA to Forbes, no matter whether under an employment
     arrangement or under a consulting agreement,  shall be R 40 000, total cost
     to company, per month.

3.   Forbes  and CCA agree  that no other and no further  payments  or  benefits
     shall be due to Forbes  arising  out of the  employment  and/or  consulting
     arrangements.  Acceptance of the terms hereof  constitutes a full and final
     settlement of all claims arising from the Labour  Relations Act, 66 of 1995
     or any labour  legislation or civil claim, which the respective parties may
     have  against  the other and  Forbes  hereby  acknowledges  that no further
     payments or  obligations  are due to him by CCA on  acceptance of the terms
     hereof.

Exercise of options with CCI

4.   CCI shall cooperate to the fullest extent  permissible in assisting  Forbes
     (or nominated  affiliated  Trust / Entity) to utilize  existing shares held
     for the  exercise of any or all of the options  held and in the transfer of
     any related rights from Forbes to the nominated affiliated Trust / Entity.

5.   No matter when  Forbes'  employment  with CCA ends,  for the purpose of the
     Employee Equity Incentive Plan ("EEIP") it shall be deemed to have ended on
     April 1, 2003;  this date shall also be the date on which the three  months
     time frame that Forbes has  available  to exercise  his options  commences.
     Therefore,  the  last day on  which  Forbes,  or his  Trust /  Entity,  can
     exercise the options is June 30, 2003.

Shares in CCA

6.   In accordance  with the provisions of the CCA Share Incentive  Scheme,  CCA
     shall  exercise its right to repurchase  Forbes' shares in CCA at the price
     Forbes paid for those  shares,  which is R 2 174 (two  thousand one hundred
     and seventy four Rand).

General

7.   Forbes  shall  fully  and   exclusively   cooperate  with  CCI/CCA  in  the
     maintenance of its interests in the West Rand casino  license/project until
     December 31, 2003.

8.   Should  Forbes,  before  December  31,  2003,  work  with,  for,  or become
     associated with, any casino or casino related company or project in an area
     or  province  CCI (or any of its  affiliates)  is  active  in,  this  shall
     constitute  a material  breach of this  agreement by Forbes and none of the
     above payments shall be payable/applicable save that any involvement by


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                                     <PAGE>

     Forbes with Silverstar  Development  Ltd. (or its successor in title to the
     Gauteng casino project) shall not constitute a breach of this agreement.

9.   Forbes  may elect to remain  director  of CCAL until 31 Dec 2004 as long as
     Forbes is not working  for (or in any other way  associated  with)  another
     casino company (with the exception of our Gauteng project until licensing).

10.  CCA  anticipates to look favorably upon an application  from Forbes for the
     CEO  position  of  Silverstar,   depending  on  CCA's  final  position  and
     arrangement with Silverstar.

11.  CCI / CCA shall cooperate to the fullest extent with Forbes in the transfer
     of current medical insurance, 401K, and cellphone accounts.

12.  Equipment to be retained Forbes to also include cellphones x 2

13.  CCI / CCA shall  provide  suitable  testimonials  / references  as and when
     required by Forbes.


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                                    Exhibit B


         TO:      ERWIN HAITZMANN

          Effective  May 1, 2003,  I hereby  resign all  positions  with Century
          Casinos,  Inc. ("CCI") and its  subsidiaries or affiliated  companies,
          including  but not limited to the  following:

          - Board of Directors of Century Casinos, Inc.,

          - Member of the Executive Committee of Century Casinos,  Inc.'s board,

          - Board of Directors of Century  Casinos Africa (Pty) Ltd.,

          - Board of Directors of Rhino Resorts Ltd.,

          - CEO of Rhino Resorts Ltd. and of Century Casinos Westrand (Pty) Ltd.

          I understand  that this  resignation  is effective with respect to all
          positions  I hold  with  CCI,  and  its  subsidiaries  and  affiliated
          companies,  including positions of Director,  except that I can remain
          an employee or consultant of Century  Casinos Africa (Pty) Ltd ("CCA")
          through  December 31, 2003, under the terms of Exhibit A of the Waiver
          and Release. I also understand that I may, at my discretion,  remain a
          Director of Century  Casinos  Caledon (Pty) Ltd.  under  circumstances
          described in Exhibit A of the Waiver and Release,  until  December 31,
          2004.

         /s/ James Forbes
         JAMES FORBES

         Date  1st May 2003