LOAN AGREEMENT


                                     between


                  CENTURY CASINOS AFRICA (PROPRIETARY) LIMITED


                                       and


                CALEDON CASINO BID COMPANY (PROPRIETARY) LIMITED


                                       and


               CALEDON OVERBERG INVESTMENTS (PROPRIETARY) LIMITED


                                       and


             CENTURY CASINOS INC. (for purposes of clause 14.6 only)




1     INTERPRETATION


           In  this agreement, clause headings are for convenience and shall
           not be used in its  interpretation  and,  unless  the  context
           clearly indicates  a  contrary intention,  -

1.1        an  expression  which  denotes  -

1.1.1      any  gender  includes  the  other  genders;

1.1.2      a  natural  person  includes an artificial or juristic person
           and vice versa;
1.1.3      the  singular  includes  the  plural  and  vice  versa;

1 .2       the  following  expressions  shall  bear the meanings assigned
           to them below  and  cognate  expressions  bear  corresponding
           meanings  -
1 .2.1    "Century  advance  date" -  the first business day after the date on
           which  the  suspensive  conditions  are  fulfilled;

          "COIL  advance  date"  -  the  date  on  which  transfer  of  the

           properties  into  the  name  of  the  borrower  is  registered
           in  terms of  the  business  agreements;

1.2.2     "the/this  agreement"  - the loan agreement as set out herein together
           with  all
                                        1
<PAGE>

           annexures  hereto;

1.2.3     "borrower"  -  Caledon  Casino  Bid  Company  (Proprietary)  Limited,
          a  private  company  with  limited  liability  duly  incorporated  in
          the Republic  of  South  Africa  with  registration  number
          1996/010708/07;

1.2.4     "business  day"  - any day on which registered commercial banks in the
          Republic  of South  Africa  transact  banking  business;

1.2.5     "business  sale agreement" - the written sale of business agreement to
          be entered into between the borrower, the lenders and Overberger
          Country Hotel & Spa  (Proprietary)  Limited  at  more or less the same
          time as the conclusion of this  agreement;

1.2.6     "capital"  -  the  total amount to be lent and advanced by each of the
          lenders  to  the borrower in terms of this agreement, being an amount
          of R15 000 000  (ie  an  aggregate  amount  of  R30  000  000);

1.2.7     "Century"  -  Century  Casinos Africa (Proprietary) Limited, a private
          company  with  limited  liability  duly  incorporated  in  the
          Republic of South Africa,  with  registration  number  1996/010501/07;

1.2.8     "Century  Inc."  -  Century Casinos Inc. a company incorporated in the
          United  States  of  America,  being  the  ultimate  holding  company
          of Century;

1.2.9     "loan" - the loan to be made by each of the lenders to the borrower in
          terms  of  this  agreement;

1.2.10    "prime rate" - the publicly quoted annual prime/base rate of interest
          levied from time to time by the commercial bankers of Century Casinos
          Inc in the USA  on  the unsecured overdrawn current accounts of its
          most favoured corporate customers in the private sector (as certified
          by any manager of that bank, whose authority  and/or  Appointment
          and/or  qualifications  need  not  be  proved);

1.2.11    "properties"  -  the  fixed  properties to be transferred to the
          borrower  in  terms  of  and  pursuant  to  the  business
          agreements;

1.2.12    "rental  enterprise  sale  agreement"  - the written sale of a rental
          enterprise  agreement  to  be entered into between the borrower, the
          lenders and Caledon  Hotel  Spa  and Casino Resort (Proprietary)
          Limited at more or less the same  time  as  the  conclusion  of  this
          agreement;

1.2.13    "signing  date" - the date that this agreement is signed by the party
          signing  last  in  time;

1.2.14    "subscription  agreement"  - the written subscription agreement to be
          entered  into between the borrower and the lenders at more or less
          the same time as  the  conclusion  of  this  agreement;

                                        2
<PAGE>

1.2.15    "suspensive  conditions"  -  the  suspensive conditions set out in 3;

1.2.16    "COIL"  -  Caledon  Overberg  Investments  (Proprietary)  Limited,
          a  private  company  with  limited  liability  duly  incorporated
          in  the Republic  of  South  Africa,  with  registration  number
          96/06728/07;

1.2.17    "lender"  -  COIL  and/or  Century,  as  the  context  may  indicate;

1.2.18    "the  business  agreements" - the rental enterprise agreement and the
          business  sale  agreement;

1.2.19    "advance  date"  -  the  Century advance date and/or the COIL advance
          date,  as  the  context  may  indicate;

1.3       any reference to any statute, regulation or other legislation shall
          be a reference  to  that statute, regulation or other legislation as
          at the signature  date,  and  as  amended  or  substituted from time
          to time;

1.4       if any provision in a definition is a substantive provision
          conferring a right  or  imposing  an  obligation  on  any  party
          then, notwithstanding that it is only in a definition, effect shall
          be given to that provision as if  it  were  a  substantive
          provision  in  the body  of  this agreement;

1.5       where  any term is defined within a particular clause other than
          this 1, that  term  shall  bear the meaning ascribed to it in that
          clause wherever it is used  in  this  agreement;

1.6       where any number of days is to be calculated from a particular day,
          such number  shall  be  calculated as excluding such particular day
          and commencing on the next day.  If the last day of such number so
          calculated fails on a day which is  not  a  business day, the last
          day shall be deemed to be the next succeeding day  which  is  a
          business  day;

1.7       any  reference to days (other than a reference to business days),
          months or years shall be a reference to calendar days, months or
          years, as the case may be;

1.8       any  term  which refers to a South African legal concept or process
          (for example,  without  limiting  the aforegoing, winding-up or
          curatorship) shall be deemed  to include a reference to the
          equivalent or analogous concept or process in  any  other
          jurisdiction in which this agreement may apply or to the laws of
          which  a  party  may  be  or  become  subject;

1.9       the  use  of the word "including" followed by a specific example/s
          shall not be construed as limiting the meaning of the general
          wording preceding it and the  eiusdem  generis  rule  shall  not be
          applied in the interpretation of such general  wording  or  such
          specific  example/s.

The  terms of this agreement having been negotiated, the contra proferentem
rule shall  not  be  applied  in  the  interpretation  of  this  agreement.

2         INTRODUCTION

2.1       The  borrower  wishes  to  borrow money from the lenders and the
          lenders have  agreed  to  make  such  funds  available  to the
          borrower on the terms and conditions  set  out  herein.

2.2       This loan agreement sets out the terms and conditions on which the
          loans will  be  made  by  the  lenders  to  the  borrower.

                                        3
<PAGE>

3         SUSPENSIVE  CONDITIONS

3.1       This agreement, in its entirety, is subject to the suspensive
          conditions that  -

3.1.1     the  subscription  agreement  is  signed  by  the  parties  thereto
          contemporaneously  with  the  execution  of  this  agreement;
3.1.2     the  business  agreements  are  signed  by  the  parties  thereto
          contemporaneously  with  the  execution  of  this  agreement.

3.2       The  suspensive conditions are stipulated for the benefit of the
          lenders who  shall jointly be entitled, in writing only, to waive
          fulfillment of same or to  extend  the  date  by  which  they  or
          any  of  them  is  to  be fulfilled.

3.3       If  any of the suspensive conditions is not fulfilled and is not
          waived, then  this  agreement  shall  automatically  lapse and be
          of no further force or effect  and  -

3.3.1     to  the  extent  that  this  agreement  may  have  been  partially
          implemented,  the  parties  shall  be  restored  to  the  status
          quo ante,  which  will  specifically  be  deemed  to  include
          (but  not  be limited  to)  the  borrower  repaying  any  and  all
          amounts  already advanced  to  it by the lender together with
          interest thereon in accordance with 5,  which payment shall be
          effected forthwith, but in any event by no later than a  date
          three days  after  the date on which this agreement has so lapsed;
          and

3.3.2     no  party  shall  have  any  claim  against  the  other arising out of
          or  in  connection  with  this  agreement  save  in  terms  of  3.3.1.

3.4       The  parties  undertake to take all reasonable steps as expeditiously
          as possible in order to ensure fulfillment of the suspensive
          conditions and to give effect  to  the  provisions  of  this
          clause 3.

4         LOAN  AND  ADVANCE  OF  CAPITAL

4.1       Century  hereby  undertakes  to  lend  and  advance R15 000 000
          (fifteen million  rands to the borrower in the manner set out in
          4.3 and otherwise on the terms  and conditions set out in this
          agreement, and the borrower hereby accepts such  loan.

4.2       COIL  hereby  undertakes,  in  accordance  with  the  provisions
          of the business  agreements,  to  lend  and  advance  R5 500 000
          to the borrower in the manner  set out in 4.3 and otherwise on
          the terms and conditions set out in this agreement,  and  the
          borrower  hereby  accepts  such  loan.

4.3.      On  the Century advance date, Century shall advance to the borrower
          the capital,  and on the COIL advance date COIL shall advance to the
          borrower R5 500 000  (five  and one half million rand), provided
          that as at such advance dates -

4.3.1     the  subscription  agreement,  the  rental  enterprise  sale agreement
          and  the  business  sale  agreement  are  of  full  force  and
          effect;

                                        4
<PAGE>

4.3.2     the  borrower is not in breach or default of any of its obligations in
          terms  of  this  agreement  and/or  any  of the agreements referred to
          in 4.2.1;

4.4       All  warranties  and representations set out herein are true and
          correct and  are not misleading in any way and the borrower is not in
          breach of any such warranty  and/or  representation.

4.5       The  loan  and  any  amount outstanding in terms thereof shall under
          all circumstances  be  denominated in, the capital be advanced and
          made available as and  all  repayments  be  effected  in  South
          African  Rand.

4.6       COIL  hereby  represents  to the other parties that, as at the
          signature date  and  as  certified  by  the certificate issued by
          COIL's auditors dated 30 March  2000,  COIL  has already lent and
          advanced an amount of R9 500 000 to the borrower  (to  which  loan
          the terms and conditions of this agreement shall also apply)  and,
          accordingly, once the advance referred to in 4.2 has been made, the
          borrower  shall  be  indebted  to  COIL  in  an aggregate amount of
          R15 000 000.

5         INTEREST

5.1       The  capital  outstanding  from  time to time (together with an
          interest that  may  have  accrued thereon from time to time)
          shall bear interest, as from the advance dates to the date of
          actual repayment in full, at such interest rate as  the  parties
          may from time to time agree upon in writing, provided that the
          interest  rate  shall  in no circumstances be lower than the
          prime rate plus 2%.

5.2       The  interest  referred  to  in  5.1  shall  -

5.2.1     be  calculated  monthly  in  arrear  on  the  capital  amount
          and all previously  accrued  interest  outstanding  as  at;  and

5.2.2     to  the  extent  not  paid  in  terms  of 6.1.1, be capitalised and
          compounded  monthly  in  arrear  on, the last day of each end every
          calendar month commencing with the month in which the  advance date
          falls.

6         REPAYMENT

6.1       Subject  to  9  -

6.1.1     an  amount  equal  to  30%  of  the  interest  accruing  in  terms  of
          5  during  any month (or such higher minimum amount as the parties may
          from time to  time  agree  upon in writing) shall be paid by the
          borrower to the lender on the last day of each and every calendar
          month commencing with the month in which the  advance  date  falls;
          and
                                        5
<PAGE>
6.1.2     the  capital  outstanding  (together  with  all interest that may have
          accrued thereon from time to time in terms of 5 and that is not paid
          in terms of 6.1.1)  shall  be  credited  to  the  lender's  loan
          account in the books of the borrower  and shall be repaid by the
          borrower to the lender within five business days  after  receipt by
          the borrower of written demand thereof or by the lender.

6.2       The  amounts  due  to  the  lender  in  terms  of  this  agreement
          shall notwithstanding  anything  to  the  contrary  herein
          contained, be repaid on the granting  of  an order (whether
          provisional or final) of liquidation or judicial management  of the
          borrower.

6.3       Should  the  borrower  fail  to make full or timeous payment of any
          amount  due  in  terms  of  this agreement on the due date, it
          shall pay penalty interest on the unpaid amount, calculated from
          the due date to the date on which the  unpaid  amount  is actually
          paid in full at a rate of 2% above the publicly quoted  annual
          prime  rate of interest levied from time to time by the lender's
          commercial  bankers  in Cape Town on the unsecured overdrawn current
          accounts of its most favoured corporate customers in the private
          sector (as certified by any manager  of  that bank, whose authority
          and/or appointment and/or qualifications need not be proved), which
          penalty interest shall be calculated, capitalized and compounded
          monthly  in  arrear.

6.4       Should the borrower be required by law to effect any payment in
          terms of this  agreement  subject  to  the  deduction  or
          withholding  of  any  amount -

6.4.1     the borrower shall forthwith notify the lender thereof in writing; and

6.4.2     the  amount payable by the borrower in respect of which such deduction
          or withholding is required to be made shall be increased to the extent
          necessary so  as to ensure that, after the making of the relevant
          deduction or withholding (and  taking  into account any further
          deduction or withholding on the increased payment), the lender
          receives and retains (ties from any liability In respect of any
          such deduction or withholding) a net sum equal to the amount which
          it would have  received and so retained had no such deduction or
          withholding been made or required  to  be  made;

6.4.3     the  borrower  shall pay the full amount so required to be deducted or
          withheld  to  the  relevant  authority or other entity concerned
          within the time allowed  for  such payment under applicable law end
          shall deliver to the lender, within  ten  days  after  having  made
          such  payment, an original receipt (or a certified  copy thereof)
          issued by such authority or other entity evidencing the payment  to
          such  authority  or  other  entity of all amounts so required to be
          deducted  or  withheld.
                                        6
<PAGE>

7          PAYMENTS

7.1         All  payments  made  by  the  borrower  to  the  lender  in terms
            of the provisions  of  this  agreement  shall  be made in cash,
            without the cost of the transfer  of  funds  in  the  Republic
            of South Africa and without deduction or set-off  whatsoever,
            in  South  African  Rand  -

7.1.1       by way of a bank draft payable to the lender or its order and
            drawn on a  registered  bank  in  the  Republic  of  South  Africa;
            or

7.1.2       if so elected by the lender, by payment directly into the bank
            account of  the  lender  or  its  nominee,  in  accordance
            with  the  written  payment instructions  of  the  lender.

7.2         Where  any payment due to be made by the borrower to the lender
            in terms of  this  agreement  falls  due  on a day which is not
            a business day, then such payment  shall  be  made  on  the  last
            business  day  preceding  such  day.

8           REPRESENTATIONS  AND  WARRANT1ES

8.1         The  borrower  hereby  represents  and  warrants  to the lender
            and this agreement  is accordingly based thereon that, as at the
            signature date and as at the  date  this  agreement  become
            effective  -

8.1.1       it  is  validly  incorporated and existing as a private company
            in the Republic  of  South  Africa;

8.1.2       it  has  the  necessary  legal  capacity to enter into and
            perform its obligations  under  this  agreement and has taken
            all necessary corporate and/or internal  action  to authorize
            the execution arid performance of this agreement;
8.1.3       in  the  execution  of this agreement and the performance by it
            of its obligations hereunder, it will not contravene any law or
            regulation to which the borrower  is  subject  or  any  provision
            of  the memorandum and/or articles of association  of  the
            borrower;

8.1.4       no  litigation  or  administrative  proceedings  before  any
            court or governmental  authority  is pending or threatened
            against the borrower or any of its  assets;

8.1.5       all  financial  and  other  information  furnished by it to the
            lender and/or  pertaining  to  it  and  furnished to the lender,
            whether in terms of or pursuant  to this agreement or otherwise,
            is true, correct and not misleading in any  way  whatsoever;

8.1.6       it  is  fully  solvent,  is  in  a position to pay its debts and
            other obligations  as and when they fall due in the normal
            course of business and that there  has  been  no  material
            adverse  change in the financial position of the borrower  since
            the  date  of  the  last financial information furnished to the
            lender;

8.1.7       it  has disclosed to the lender in writing all facts and
            circumstances which  could  reasonably  be regarded as material
            to the lender in entering into this  transaction.
                                        7
<PAGE>

8.2         The  parties  hereby  agree  that  -


8.2.1       the  warranties  shall  also  be  deemed  to  be  representations
            and undertakings  by  the  borrower  in  favour  of  the  lender;

8.2.2       each warranty shall also conclusively be deemed to be a
            representation of fact inducing the lender to enter into this
            agreement and to advance money to the  borrower  hereunder;

8.2.3       each  warranty  shall  be  deemed  to  be  material;
8.2.4       insofar  as any of the warranties is promissory or relates to a
            future event, same shall be deemed to have been given as at the
            due date for fulfillment of  the  promise  or for the happening
            of  the  event,  as  the case may be;

8.2.5       each warranty shall be a separate warranty and in no way be
            limited or restricted  by  reference  to or inference from the
            terms of any other warranty; and

8.2.6       all  matters  are warranted and all warranties shall be deemed
            to have been  given  as  at  the  signing  date  and  as  at
            the  advance  date.

9           BREACH

            If  any  of  the following events, each of which shall be
            severable and distinct from  the  others  of  them,  shall
            occur,  namely  if  -

9.1         the  borrower commits an act which would be an act of insolvency
            mutates mutandis  within  the  meaning  of  section  8  of  the
            Insolvency Act, 1936, as amended,  had  it  been  committed  by
            a  natural  person;  or

9.2         the  borrower  commits  a  breach  of  any  term  or  condition
            of this agreement;  or

9.3     -   the  borrower  defaults  in  the due payment of any amount payable
            under this  agreement;  or

9.4         any  asset  of  the  borrower  is  attached  under writ of
            execution; or

9.5         the  borrower  is  provisionally  or  finally,  and whether
            voluntary or compulsory,  placed  under  judicial  management
            or wound up or deregistered; or

9.6         the  borrower  enters into a compromise, composition or
            arrangement with its  creditors,  or  any  major  creditors;  or

9.7         the  borrower  ceases  to  carry on its business in a normal and
            regular manner  or  materially  changes  the  nature  of  its
            business;  or
9.8         the performance of either party's obligations in terms of this
            agreement becomes  illegal;  or
9.9         any  of  the  representations and/or warranties made and repeated
            by the borrower  in  terms  of  this  agreement  is  untrue  or
            is  misleading;  or

9.10        the  borrower  commits a breach of any term or condition or
            defaults on any  of  its obligations in terms of any other
            agreement to which it is a party; or

9.11        the  subscription agreement and/or the rental enterprise sale
            agreement and/or  the  business  sale  agreement be cancelled
            or terminated for any reason whatsoever,
                                        8
<PAGE>
            and  should  such  event be incapable of remedy in the reasonable
            opinion of the lender  (which  shall,  without  limitation, be
            deemed to be the position if the event  is  one  envisaged  in
            9.1, 9.4, 9.5 and/or 9.6), or should such event be capable  of
            remedy and the borrower should fail to remedy or procure the remedy
            of  the  same  in  the case of non-payment of any amount within
            three days after receipt  of  written notice thereof, or in the case
            of any other breach that can be  remedied,  within  ten days after
            receipt of written notice thereof (or such longer  period  as  the
            lender  may  reasonably  consider  necessary  in  the
            circumstances),  then  in any of the aforesaid events, the lender
            shall have the right,  without  prejudice  to  any other rights
            which may be available to it in terms of this agreement or in law,
            to immediately claim repayment of the capital together  with  all
            accrued but unpaid interest, costs and other losses flowing from
            the  relevant  event and the borrower shall make much payment. In
            addition thereto,  the lender shaIl be entitled (but not obliged)
            to terminate and cancel (without  incurring  any  liability  on
            its  part by doing so) the subscription agreement,  the  property
            sale  agreement  and  the  business sale agreement on written
            notice  to  such  effect  to  all  the  other  parties  thereto.

10          CERTIFICATE  OF  INDEBTEDNESS

            A  certificate under the hand of any director (whose appointment
            it shall not be necessary  to  prove) for the time being of the
            lender as to any indebtedness of the  borrower under or in terms
            of or to any other fact relating to or connected with  this
            agreement shall be prima facie proof of the borrower's
            indebtedness, or  such  other  fact  stated therein for the
            purpose of provisional sentence or other  judgment  proceedings.

11          INFORMATION  ABOUT  THE  BORROWER

11.1        As  long  as  the  borrower  is  indebted in any way to the
            lender, the borrower  shall  furnish the lender with all
            audited financial statements of the borrower and/or with
            such other management accounts or information in respect of
            the  borrower  as  may  be  required  by  the  lender  from
            time  to  time.

11.2        The  borrower  hereby  warrants  that all Information
            supplied or to be supplied  to  the  lender by the borrower
            concerning the borrower's business and financial  position
            is  and  will  be  true  and  correct  in  all  respects.

12          RENUNCIATION  OF  BENEFITS

            The  borrower  hereby  expressly  waives  and  renounces
            the legal benefits and exceptions  of  non  causa  debiti,
            errore calculi and revision of accounts and acknowledges
            itself  to  be  fully  aware  of  the  meaning and effect
            of those benefits  and  exceptions  and  the  renunciation
            thereof.

13          DOMICILIUM  AND  NOTICES
                                        9
<PAGE>

13.1        The  parties choose domicilium citandi et executandi
            ("domicilium") for all purposes relating to this
            agreement, including the giving of any notice, the
            payment  of  any  sum,  the  serving  of  any  process,
            as  follows  -

13.1.1      the  borrower     physical        -   1  Nerina  Street
                                                  Caledon
                              facsimile       -   028-214  1270

13.1.2      the  purchaser     physical       -   1  Nerina  Street
                                                  Caledon
                               facsimile      -   028-214  1270

13.1.3      Century  Inc.      physical       -   200 - 220 East Bennett
                                                  Avenue
                                                  Cripple  Creek
                                                  Colorado,  CO  80813
                                                  USA
                               facsimile      -    091  719  689  9700

13.1.4      COIL               physical       -   1  Nicol  Street
                                                  Gardens
                               facsimile      -   021-418  9288

13.1.5      Century            physical       -   c/a  Werksmans
                                                  Attorneys
                                                  22  Girton  Road
                                                  Parktown
                                                  Johannesburg
                               facsimile      -   011-484  3100

13.2        Any  party  shall be entitled from time to time, by giving written
            notice  to  the  others,  to  vary its physical domicilium to any
            other physical address  (not  being a post office box or poste
            restante) within the Republic of South Africa and to vary its
            facsimile domicilium to any other facsimile number.

13.3        Any  notice given or payment made by any party to another
            ("addressee") which  is delivered by hand between the hours
            of 09:00 and 17:00 on any business day to the addressee's
            physical domicilium for the time being shall be deemed to
            have  been  received  by  the  addressee  at  the  time  of
            delivery.

13.4        Any  notice  given  by  any  party  to  another  which  is
            successfully transmitted  by  facsimile  to the addressee's
            facsimile domicilium for the time being  shall  be deemed
            (unless the contrary is proved by the addressee) to have
            been  received  by  the  addressee on the day immediately
            succeeding the date of successful  transmission  thereof.

                                        10
<PAGE>

13.5        This  13 shall not operate so as to invalidate the giving or receipt
            of any  written  notice which is actually received by the addressee
            other than by a method  referred  to  in  this  13.

13.6        Any  notice  in  terms of or in connection with this agreement
            shall be valid  and effective only it in writing and if
            received or deemed to be received by  the  addressee.

14          GENERAL

14.1        This agreement constitutes the sole record of the agreement between
            the parties  in relation to the subject matter hereof.  Neither
            party shall be bound by  any express, tacit or implied term,
            representation, warranty, promise or the like  not  recorded
            herein.  This  agreement  supersedes and replaces all prior
            commitments,  undertakings  or representations, whether oral or
            written, between the  parties  in  respect  of  the  subject
            matter  hereof.

14.2        No  addition  to,  variation,  novation  or  agreed cancellation
            of any provision  of this agreement shall be binding upon the
            parties unless reduced to writing  and  signed  by  or  on
            behalf  of  the  parties.

14.3        No  indulgence or extension of time which either party may grant
            to the other  shall  constitute a waiver of or, whether by estoppel
            or otherwise, limit any of the existing or future rights of the
            grantor in terms hereof, save in the event  and  to  the  extent
            that  "the  grantor  has  signed a written document
            expressly  waiving  or  limiting  such  right.

14.4        Without  prejudice  to  any  other  provision  of  this
            agreement, any successor-in-title,  including any executor,
            heir, liquidator, judicial manager, curator  or  trustee,  of
            either  party  shall  be  bound  by  this  agreement.

14.5        The  signature by either party of a counterpart of this agreement
            shall be  as  effective  as  if  that  party had signed the same
            document as the other party.

14.6        Century  Inc. hereby undertakes to procure that Century will
            fulfil its obligations  to  lend and advance to the borrower
            the amount referred to in 4.1.

15          COSTS

15.1        The  borrower  shall  bear  and  pay all costs of and incidental
            to the negotiating,  drafting,  preparing  and  implementing  of
            this agreement and the transactions  set  out  herein.

15.2        All  legal  costs,  charges and disbursements incurred by the
            lender in successfully  enforcing  or defending any of the
            provisions of this agreement or any  claim  for  advances or
            payments pursuant to this agreement or any claim or action
            hereunder shall be paid by the borrower on a scale as between
            an attorney and  his  own  client.

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Signed  at  CapeTown  on  March  31,  2000
for  Century  Casinos  Africa  (Proprietary)  Limited
/s/      James  Forbes
who  warrants  that  he  is  duly  authorised  hereto

Signed  at  CapeTown  on  March  31,  2000
for  Caledon  Casino  Bid  Company  (Proprietary)  Limited
/s/      Leon  Fortes
who  warrants  that  he  is  duly  authorised  hereto

Signed  at  CapeTown  on  March  31,  2000
for  Caledon  Overberg  Investments  (Proprietary)  Limited
/s/      Leon  Fortes
who  warrants  that  he  is  duly  authorised  hereto

Signed  at  CapeTown  on  March  31,  2000
for  Century  Casinos  Inc.
/s/      James  Forbes
who  warrants  that  he  is  duly  authorised  hereto

                                       12
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