Exhibit 10.27

                                                    Transaction No. 1203-P-01-01



                                 PROMISSORY NOTE

US$29,313,888.96                                               June 30, 2005

          FOR VALUE RECEIVED, Cruise Holdings I, LLC, a Nevada limited liability
company  ("Cruise  I"),  Cruise  Holdings  II, LLC, a Nevada  limited  liability
company  ("Cruise  II"),  Royal Star  Entertainment,  LLC,  a  Delaware  limited
liability company ("RSE"), Riviera Beach Entertainment,  LLC, a Delaware limited
liability company ("RBE"),  ITG Vegas, Inc., a Nevada  corporation  ("ITGV") and
ITG Palm  Beach,  LLC, a Delaware  limited  liability  company  ("ITGPB"),  each
jointly  and  severally,  each with an office and place of  business at One East
11th Street,  Suite 500, Riviera Beach, Florida 33404 (Cruise I, Cruise II, RSE,
RBE, ITGV and ITGPB are hereinafter  individually and  collectively  referred to
as, the "Borrower"),  promises to pay to the order of PDS Gaming Corporation,  a
Minnesota  corporation  ("Lender"),  on or before  July 1,  2009 (the  "Maturity
Date"), the principal sum of Twenty-Nine Million Three Hundred Thirteen Thousand
Eight Hundred Eighty Eight Dollars and Ninety Six Cents  (US$29,313,888.96) with
interest on the principal  balance  outstanding  from time to time at the annual
rate of interest  (the  "Interest  Rate") as set forth in the Loan and  Security
Agreement  of  even  date  herewith  between  Lender  and  Borrower  (the  "Loan
Agrement"),  compounded  annually.  Any undefined terms in this Note shall be as
defined in the Loan Agreement.

          1.  Payments.  Principal and interest under this Note shall be paid as
follows:


                (a)  Principal  and  interest  under  this Note shall be due and
        payable  as  provided  in the Loan  Agreement  until all  principal  and
        accrued  interest  owing on this Note  shall  have been  fully  paid and
        satisfied.


                (b) The entire principal  balance (together with all accrued and
        unpaid interest) shall be due and payable in full on the Maturity Date.

                (c) Principal and interest accrued hereunder shall be payable in
        lawful money of the United  States of America to Lender by wire transfer
        of funds to an account as  designated  by Lender  from time to time,  at
        6280 Annie Oakley Drive, Las Vegas,  Nevada 89120- 3910 or at such other
        address  as  Lender  may  designate  in  writing  from  time  to time to
        Borrower.


          2. Prepayments. Borrower may prepay the remaining balance of principal
and accrued  interest  evidenced  by this Note in  accordance  with and upon the
terms set forth in the Loan Agreement.

          3. Closing Fee. On the effective date of this Note, Borrower shall pay
to Lender a closing  fee in the  amount and upon the terms set forth in the Loan
Agreement.

          4. Late Fee.  Borrower shall pay to Lender a late fee in the amount of
ten percent (10%) of any installment  payment not received by Lender within five
(5) days of the date any such payment is due under the terms of this Note.

          5. Events of Default.  The  occurrence of any of the  following  shall
constitute an Event of Default under this Note:


                (a)  Failure by Borrower  to make any  payment of  principal  or
        interest  under this Note within ten (10) days of when due and  payable;
        or



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                (b) Any  default or event of default  under the Loan  Agreement,
        which default or event of default  remains uncured beyond any applicable
        cure period.

          6. Acceleration.  Upon the occurrence of an Event of Default,  Lender,
at its option and without notice to Borrower, may declare the full amount of the
principal  indebtedness  of  this  Note,  together  with  all  interest  accrued
hereunder to the date of said  declaration,  to be immediately  due and payable,
and immediate  payment may be demanded by Lender from Borrower.  Thereafter,  to
the extent permitted by applicable law,  interest shall accrue on said principal
and interest at a rate per annum equal to the Interest  Rate,  plus five percent
(5%), until said principal and interest are paid in full to Lender.

          7. Waiver.  Borrower agrees (a) that the failure of Lender to exercise
any rights or remedies  granted  hereunder shall not constitute a waiver of such
rights or remedies or any other rights or remedies,  or preclude the exercise of
such  rights or remedies  or any other  rights or remedies at any time,  and (b)
that failure of Lender to exercise any rights or remedies granted hereunder,  in
the event of a breach  hereof  or an Event of  Default  hereunder,  shall not be
deemed a waiver of such  breach or Event of  Default  or of any other or further
breaches or Events of Default.  In  addition,  Borrower  hereby  waives  demand,
presentment for payment, notice of dishonor,  protest and notice of protest, and
diligence in collection  and bringing suit and agrees that Lender may extend the
time for payment, accept partial payment, or take, exchange, or release security
without discharging or releasing Borrower.

          8.  Governing  Law.  This Note  shall be  construed  and  enforced  in
accordance  with the laws of the  State of  Nevada,  without  giving  effect  to
principles of conflicts of law.

          9. Rights and  Remedies.  This Note is secured by the Loan  Documents.
The rights and remedies set forth herein shall be cumulative  and in addition to
any other or further  rights and  remedies  available  at law or in equity.  The
invalidity  or  unenforceability  of any term or provision of this Note,  or the
application of such term or provision to any person or  circumstance,  shall not
impair or affect the remainder of this Note and its application to other persons
and  circumstances  and the remaining  terms and provisions  hereof shall not be
invalid, but shall remain in full force and effect.

          10. Notices.  Any notice to Borrower  required or permitted  hereunder
shall be deemed to have been  effectively  delivered if in writing and served by
personal  delivery to  Borrower or sent by  registered  or  certified  mail with
return receipt requested (or such form of mail as may be substituted therefor by
postal authorities), postage prepaid.

          11. Attorney's Fees. If any holder of this Note retains an attorney in
connection  with any Event of Default or at maturity  or to collect,  enforce or
defend  this  Note or the  Loan  Agreement  in any  lawsuit  or in any  probate,
reorganization, bankruptcy, arbitration or other proceeding, or if Borrower sues
any  holder in  connection  with this  Note or the Loan  Agreement  and does not
prevail,  then  Borrower  agrees  to pay to each such  holder,  in  addition  to
principal,  interest and any other sums owing to Lender  hereunder and under the
Loan  Agreement,  all reasonable  costs and expenses  incurred by such holder in
trying  to  collect  this  Note or in any such  suit or  proceeding,  including,
without limitation, reasonable attorneys' fees and expenses, investigation costs
and all court  costs,  whether or not suit is filed  hereon,  whether  before or
after the Maturity Date, or whether in connection with bankruptcy, insolvency or
appeal,  or whether  collection  is made  against  Borrower or any  guarantor or
endorser or any other person primarily or secondarily liable hereunder.

          12.  Commercial  Purpose.  Borrower warrants that the proceeds of this
Note shall be used solely for the commercial  purpose of operating and expanding
the business  operations of the ITG Entities related to the Princess Vessel, the
Big Easy Vessel, the Royal Star Vessel and any other maritime vessel operated by
the Palm  Beach  Entities  at the Port of Palm  Beach,  Florida  or for a Gaming
Investment, as defined in the Loan Agreement; provided, however, the proceeds of
this Note shall in no event be used for  purposes of making any  shareholder  or
equity  distributions  to any member,  partner or  shareholder of any Palm Beach
Entity or for any other purpose not permitted under the Loan Agreement.



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          13. Service of Process.  Borrower  hereby  irrevocably  designates and
appoints  ______________________________________________________,  as Borrower's
authorized  agent to accept and acknowledge on Borrower's  behalf service of any
and all process that may be served in any suit, action, or proceeding instituted
in  connection  with this Note in any state or federal court sitting in tStat of
Nevada.  If such  agent  shall  cease  so to  act,  Borrower  shall  irrevocably
designate  and appoint  without  delay another such agent in the State of Nevada
satisfactory to Lender and shall promptly  deliver to Lender evidence in writing
of such agent's  acceptance  of such  appointment  and its  agreement  that such
appointment shall be irrevocable.

          Borrower hereby consents to process being served in any suit,  action,
or proceeding  instituted  in connection  with this Note by (a) the mailing of a
copy thereof by certified mail, postage prepaid,  return receipt  requested,  to
Borrower  and (b) serving a copy  thereof  upon the agent,  if any,  hereinabove
designated and appointed by Borrower as Borrower's agent for service of process.
Borrower  irrevocably  agrees that such service shall be deemed to be service of
process upon Borrower in any such suit,  action, or proceeding.  Nothing in this
Note shall affect the right of Lender to serve  process in any manner  otherwise
permitted  by law and  nothing  in this  Note  will  limit  the  right of Lender
otherwise  to  bring   proceedings   against  Borrower  in  the  courts  of  any
jurisdiction or jurisdictions.

          14. WAIVER OF JURY TRIAL.  BORROWER WAIVES TRIAL BY JURY IN ANY ACTION
OR  PROCEEDING TO WHICH  BORROWER AND LENDER MAY BE PARTIES,  ARISING OUT OF, IN
CONNECTION  WITH OR IN ANY WAY  PERTAINING  TO, THIS NOTE, THE LOAN AGREEMENT OR
OTHER LOAN DOCUMENTS. IT IS AGREED AND UNDERSTOOD THAT THIS WAIVER CONSTITUTES A
WAIVER OF TRIAL BY JURY OF ALL CLAIMS  AGAINST  ALL  PARTIES  TO SUCH  ACTION OR
PROCEEDINGS,  INCLUDING CLAIMS AGAINST PARTIES WHO ARE NOT PARTIES TO THIS NOTE.
THIS WAIVER IS  KNOWINGLY,  WILLINGLY  AND  VOLUNTARILY  MADE BY  BORROWER,  AND
BORROWER HEREBY REPRESENTS THAT NO  REPRESENTATIONS OF FACT OR OPINION HAVE BEEN
MADE BY ANY  INDIVIDUAL  TO INDUCE THIS WAIVER OF TRIAL BY JURY OR TO IN ANY WAY
MODIFY OR NULLIFY ITS EFFECT.  BORROWER FURTHER  REPRESENTS AND WARRANTS THAT IT
HAS BEEN  REPRESENTED  IN THE  SIGNING  OF THIS  NOTE AND IN THE  MAKING OF THIS
WAIVER  BY  INDEPENDENT  LEGAL  COUNSEL,  OR  HAS  HAD  THE  OPPORTUNITY  TO  BE
REPRESENTED BY INDEPENDENT LEGAL COUNSEL SELECTED OF ITS OWN FREE WILL, AND THAT
IT HAS HAD THE OPPORTUNITY TO DISCUSS THIS WAIVER WITH COUNSEL.




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          IN  WITNESS  WHEREOF,  this  Note  has  been  executed  by each of the
Borrower as of the day and year first above written.

CRUISE HOLDINGS I, LLC,                  CRUISE HOLDINGS II, LLC,
a Nevada limited liability company       a Nevada limited liability company

By:                                      By:
    ---------------------------------        ---------------------------------
Name:                                    Name:
      -------------------------------          -------------------------------
Title:                                   Title:
       ------------------------------           ------------------------------


ITG VEGAS, INC.,                         ITG PALM BEACH, LLC,
a Nevada corporation                     a Delaware limited liability company

By:                                      By:
    ---------------------------------        ---------------------------------
Name:                                    Name:
      -------------------------------          -------------------------------
Title:                                   Title:
       ------------------------------           ------------------------------


ROYAL STAR ENTERTAINMENT, LLC            RIVIERA BEACH ENTERTAINMENT, LLC,
a Delaware limited liability company     a Delaware limited liability company

By:                                      By:
    ---------------------------------        ---------------------------------
Name:                                    Name:
      -------------------------------          -------------------------------
Title:                                   Title:
       ------------------------------           ------------------------------