EXECUTIVE  OFFICER  SALARY/BONUS  AGREEMENT


     This  Agreement  is entered into this 29 day of April, 1998, effective as
of  the  1st  day  of  January,  1998,  by and between Casino Magic Corp. (the
"Company")  and  Robert  A.  Callaway  (the  "Employee").

     RECITALS
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     A.          The  Employee  is  employed  by  the  Company  as  its  Vice
President/General  Counsel.

     B.          The  Company  and  the  Employee are parties to an Employment
Agreement  dated  June  3,  1997,  which  had  an initial termination date (as
extended)  of September 18, 1997, and is terminable without cause upon 30 days
prior  notice  (the  "Employment  Agreement").

     C.          Employee  has  been  receiving a salary at the annual rate of
$200,000  in  1998.

     D.          Employee  is  desirous of participating in the Company's 1998
Executive  Officer  Bonus Plan (the "Plan"), a copy of which has been provided
to  Employee.

     E.       The Compensation Committee has adopted resolutions regarding the
payment  of  bonuses  to  Employee  under  the  Plan.

     AGREEMENT
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     Accordingly,  the  Company  and  Employee  agree  as  follows:

     1.        Bonus Plan.  Employee shall be a Participant in the Plan, based
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upon  the  resolutions of the Compensation Committee adopted on March 20, 1998
(the  "Resolutions"),  a  copy  of  which  Resolutions  has  been  provided to
Employee.

     2.          Salary.  The Company shall pay and the Employee will accept a
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salary at the annual rate of $178,500 in semi-monthly installments, commencing
April  1,  1998,  through  December  31,  1998.

     3.        Maximum Compensation.  Employee shall be entitled to retain all
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amounts  of  salary paid through March 31, 1998 based upon the annual rate set
forth  in  paragraph  C  of the Recitals; provided that no amount of Bonus (as
defined  under  the  Plan)  shall  be  paid  to Employee which would result in
Employee  receiving,  at  any time for the calendar year 1998, an amount which
exceeded  (i)  the  salary payable at the rate set forth in paragraph 2, as if
paid  in  semi-monthly  installments commencing January 1, 1998, plus (ii) the
amount  of  any  Bonus  earned  under  the  Plan.

     4.      Superseding Effect.  This Agreement shall amend and supersede the
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provisions  of  all other agreements between the Company and Employee relating
to  the  amount  of  Employee's  base  salary, including that contained in the
salary  provision of the Employment Agreement.  Except for provisions relating
to  salary,  all  written  agreements  between  the Company and Employee shall
remain  in  full  force  and  effect.



     5.          Acknowledgement  by  Employee.  Employee acknowledges that by
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executing  this  Agreement,  Employee is accepting a salary payable at a lower
rate  than  he  would  otherwise  be  entitled,  and that the criteria for the
payment  of  a  Bonus  under the Plan and Resolutions may not be met at one or
more  times  for  the  calendar  year  1998,  and that as a result, Employee's
compensation  in  1998 may be less than that which he would have gotten had he
not  executed  this  Agreement.

     6.     No Guaranty of Employment.  Nothing in this Agreement, the Plan or
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the Resolutions shall be construed as an agreement for continued employment of
Employee,  and Employee acknowledges that, except as may be provided under any
other  written  agreement  between  the  Company  and Employee, Employee is an
at-will  employee  of the Company subject to termination with or without cause
upon  notice.

     7.          Waiver.  No waiver of any term, condition or covenant of this
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Agreement by a party shall be deemed to be a waiver of any subsequent breaches
of  the  same  or  other  terms, covenants or conditions hereof by such party.

     8.         Counterparts.  This Agreement may be executed in counterparts,
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each  of  which  shall  be deemed to be an original, and all such counterparts
shall  constitute  one  instrument.

     9.      Construction. Whenever possible, each provision of this Agreement
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shall  be  interpreted  in  such  manner  as  to  be  effective or valid under
applicable  law, but if any provision of this Agreement shall be prohibited by
or  invalid  under applicable law, such provision shall be ineffective only to
the  extent  of  such  prohibition  or  invalidity  without  invalidating  the
remainder  of  such  provision  or the remaining provisions of this Agreement.

     10.          Applicable  Law.    This Agreement shall be governed by, and
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construed  in  accordance  with,  the  laws  of  the  state  of  Mississippi.

     11.       Attorneys Fees.  In the event a judgment is entered against any
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party  hereto  in a court of competent jurisdiction based upon a breach of the
terms of this Agreement, the prevailing party shall be entitled to receive, as
part  of  any  award,  the  amount  of reasonable attorney's fees and expenses
incurred  by  the prevailing party in such action.  A party shall be deemed to
have  prevailed if the judgment entered (without including attorney's fees and
expenses) is more favorable to that party than any offer of settlement made to
that  party  within  twenty  days  after the services of the complaint in such
action.

     IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
as  of  the  date  first  above  written.

CASINO  MAGIC  CORP.                                                  EMPLOYEE


By:          _________________________________
_________________________________
     James  E.  Ernst,  President                           Robert A. Callaway