UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549

                                    FORM 10-Q
(MARK  ONE)
[X]     QUARTERLY  REPORT  PURSUANT  TO  SECTION  13  OR 15(D) OF THE SECURITIES
EXCHANGE  ACT  OF  1934

                  FOR THE QUARTERLY PERIOD ENDED JULY 29, 2001

                                       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 333-38093
                                               ---------

    ISLE OF CAPRI BLACK HAWK L.L.C. / ISLE OF CAPRI BLACK HAWK CAPITAL CORP.
    ------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)
<TABLE>
<CAPTION>


Colorado                                           84-1422931
-------------------------------------------  ----------------------
<S>                                          <C>
(State or other jurisdiction. . . . . . . .        (I.R.S. Employer
of incorporation or organization) . . . . .  Identification Number)


1641 Popps Ferry Road, Biloxi, Mississippi                   39532
-------------------------------------------  ----------------------
(Address of principal executive offices)                  (Zip Code)
</TABLE>



Registrant's  telephone  number,  including  area  code:  (228)  396-7000

Securities  Registered  Pursuant  to  Section  12(b)  Of  the  Act:  None

Securities  Registered  Pursuant  to  Section  12(g)  Of  the  Act:  None

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  x  No
                                             --

<PAGE>
                         ISLE OF CAPRI BLACK HAWK L.L.C.
                                    FORM 10-Q
                                      INDEX

<TABLE>
<CAPTION>



<S>                                                                              <C>


PART I.  FINANCIAL INFORMATION                                                                           PAGE
-------------------------------------------------------------------------------                                    --------

  ITEM 1.  FINANCIAL STATEMENTS

                  CONSOLIDATED BALANCE SHEETS, JULY 29, 2001 (UNAUDITED)
                  AND APRIL 29, 2001. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . .    1

                  CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE
                  MONTHS ENDED JULY 29, 2001 AND JULY 30, 2000 (UNAUDITED).. .    2

                  CONSOLIDATED STATEMENT OF MEMBERS' EQUITY FOR THE
                  THREE MONTHS ENDED JULY 29, 2001 (UNAUDITED). . . . . . . . . . . . . .   3

                  CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS
                  ENDED JULY 29, 2001 AND JULY 30, 2000 (UNAUDITED) . . . . . . . . . . .    4

                  NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS   5

  ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                  AND RESULTS OF OPERATIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   9

PART II.  OTHER INFORMATION
-------------------------------------------------------------------------------


  ITEM 1.  LEGAL PROCEEDINGS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . .  12

  ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS. . . . . . . . . . . . .. .    12

  ITEM 3.  DEFAULTS UPON SENIOR SECURITIES. . . . . . . . . . . . . . . . . . . . . . . .. .    12

  ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. . .   12

  ITEM 5.  OTHER INFORMATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  .    12

  ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K. . . . . . . . . . . . . . . . . . . . . .  .  .    12

SIGNATURES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  . . .  13

EXHIBIT LIST. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  14

</TABLE>
<TABLE>
<CAPTION>



<S>                                                          <C>        <C>
                                        ISLE OF CAPRI BLACK HAWK L.L.C.
                                       CONSOLIDATED BALANCE SHEETS
                                       (IN THOUSANDS)


                         ASSETS                                            July 29,                     April 29,
                   ------------------                                            2001                           2001
                                                                                   ---------                       ----------
                                                                                        (Unaudited)
Current assets:
     Cash and cash equivalents. . . . . . . . . . . . . . . .   $  20,707                   $   13,042
     Accounts receivable.. . . . . . . . . . . . . . . . . . .  .            433                             392
     Prepaid expenses and other assets  . . . . . . . .  .         1,073                             976
                                                                                    ---------                      ----------
               Total current assets . . . . . . . . . . . . . . . ..       22,213                        14,410
Property and equipment - net   . . . . . . . . . . . . . . .      103,085                      103,677
Other assets:
     Deferred financing costs, net of accumulated
          amortization of $2,726 and
         $2,553, respectively. . . . . . . . . . . . . . . . . . . .        2,123                         2,296
     Restricted cash. . . . . . . . . . . . . . . . . . . . . . . . . .           258                            202
     Prepaid deposits and other . . . . . . . . . . . . . . . . .          609                            649
                                                                                     ---------                      ----------
               Total assets. . . . . . . . . . . . . . .  . . . . . . . . .$ 128,288                 $  121,234
                                                                                ========                ========

               LIABILITIES AND MEMBERS' EQUITY
-----------------------------------------------------------

Current liabilities:
     Current maturities of long-term debt. . . . . . . .   $       555                  $       555
     Accounts payable:
          Trade . . . . . . . . . . . . . . . . . . . . . . .  . . . . . . .       1,422                        1,243
          Related parties. . . . . . . . . . . . . . . . .. . . .. . . .      2,292                        2,190
     Accrued liabilities:
          Interest. . . . . . . . . . . . . . . . . . . . . . .. . . . . .         4,873                        2,054
          Payroll and related.. . . . . . . . . . . . .  . . . . .          3,183                        3,420
          Property and other taxes. . . . . . . . . . . . . . .         2,278                        2,024
          Progressive jackpots and slot club awards..         2,324                        2,190
          Other.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .           932                           872
                                                                                     ---------                    ----------
               Total current liabilities. . . . . . . . . . . . . .        17,859                     14,548
Long-term debt, less current maturities.. . . . . . . .  .     76,063                     76,202

Members' equity:
     Casino America of Colorado, Inc. . . . . . . . . . . .     18,795                      16,582
     Blackhawk Gold, Ltd. . . . . . . . . . . . . . . . . . . . .      15,571                      13,902
                                                                                     ---------                    ----------
               Total members' equity. . . . . . . . . . . . . . .      34,366                      30,484
                                                                                     ---------                    ----------
               Total liabilities and members' equity. . .  $ 128,288                $  121,234
                                                                                  =======                 ========

</TABLE>

                 See notes to consolidated financial statements.

<PAGE>

<TABLE>
<CAPTION>



<S>                                      <C>                   <C>
                           ISLE OF CAPRI BLACK HAWK L.L.C.
                   CONSOLIDATED STATEMENTS OF OPERATIONS
                                            (UNAUDITED)
                                          (IN THOUSANDS)

                                                                              Three Months Ended
                                                                                 --------------------
                                                                            July 29,              July 30,
                                                                               2001                   2000
                                                                         ------------           ------------
Revenues:
     Casino . . . . . . . . . . . . . . . . . . . . . . .  $            27,050          $  24,456
     Rooms. . . . . . . . . . . . . . . . . . . . . . .                   1,428                     64
     Food, beverage and other . . . . . . . .                  3,774                 3,363
                                                                        -------------         -------------
           Gross revenues . . . . . . . . . . . . .                32,252               27,883
           Less promotional allowances. .                   5,537                 4,598
                                                                       --------------        -------------
                   Net revenues . . . . . . . . . .                 26,715               23,285
Operating expenses:
     Casino . . . . . . . . . . . . . . . . . . . . . .                  3,957                  3,571
     Gaming taxes . . . . . . . . . . . . . . . .                   5,369                  4,804
     Rooms. . . . . . . . . . . . . . . . . . . . . .                     315                        69
     Food, beverage and other . . . . . . .                  1,002                     860
     Facilities . . . . . . . . . . . . . . . . . . . .                  1,066                  1,023
     Marketing and administrative . . . .                 5,978                  5,766
     Management fees. . . . . . . . . . . . . .                 1,183                  1,019
     Depreciation and amortization. . . .                    990                    574
                                                                       --------------        -------------
          Total operating expenses. . . . . .              19,860                17,686
                                                                       --------------        -------------
     Operating income . . . . . . . . . . . . .                 6,855                  5,599
     Interest expense . . . . . . . . . . . . . .                (3,044)                (2,367)
     Interest income. . . . . . . . . . . . . . .                       71                       30
                                                                       --------------        -------------
Net income. . . . . . . . . . . . . . . . . . . .      $           3,882             $   3,262
                                                                       ========        ========

</TABLE>



                 See notes to consolidated financial statements.

<PAGE>

<TABLE>
<CAPTION>



<S>                                         <C>                 <C>          <C>
                        ISLE OF CAPRI BLACK HAWK L.L.C.
            CONSOLIDATED STATEMENT OF MEMBERS' EQUITY
                                       (UNAUDITED)
                                   (IN THOUSANDS)

                                            Casino America of      Blackhawk      Total
                                            Colorado, Inc.              Gold, Ltd.     Members' Equity
                                            -----------------------      -------------     ---------------------

Balance, April 29, 2001. . .    $     16,582               $    13,902       $      30,484
     Net income. . . . . . . . . .              2,213                       1,669                 3,882
                                               -------------------        -------------    ----------------------
Balance, July 29, 2001 . . . .  $     18,795                $    15,571       $     34,366
                                               ===========        ========   =============

</TABLE>



                 See notes to consolidated financial statements.

<PAGE>

<TABLE>
<CAPTION>



<S>                                                       <C>                   <C>
                          ISLE OF CAPRI BLACK HAWK L.L.C.
                   CONSOLIDATED STATEMENTS OF CASH FLOWS
                                         (UNAUDITED)
                                      (IN THOUSANDS)


                                                                            Three Months Ended
                                                                               --------------------
                                                                             July 29,              July 30,
                                                                                2001                  2000
                                                                             ----------              ----------
OPERATING ACTIVITIES:
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $   3,882               $   3,262
Adjustments to reconcile net income to
  net cash provided by operating activities:
     Depreciation and amortization.. . . . . . . . . . .          990                      574
     Amortization of deferred financing costs. . . .         171                      172
     Changes in current assets and liabilities:
          Accounts receivable. . . . . . . . . . . . . . . . . .         (41)                    (112)
          Prepaid expenses and other assets. . . . . . .           (96)                       28
          Accounts payable and accrued liabilities . .      3,310                   4,079
                                                                               -----------                ----------
Net cash provided by operating activities. . . . . . .      8,216                   8,003

INVESTING ACTIVITIES:
Purchase of property and equipment.. . . . . . . . . .        (396)                 (4,617)
Increase in restricted cash. . . . . . . . . . . . . . . . . .           (56)                       -
Deposits and other . . . . . . . . . . . . . . . . . . . . . . .             40                       (61)
                                                                               -----------                ----------
Net cash used in investing activities. . . . . . . . . .         (412)                  (4,678)

FINANCING ACTIVITIES:
Principal payments on debt.. . . . . . . . . . . . . . . .         (139)                     (202)
                                                                               -----------                ----------
Net cash used in financing activities. . . . . . . . .          (139)                     (202)

Net increase in cash and cash equivalents. . . . .        7,665                     3,123
Cash and cash equivalents at beginning
      of period . . . . . . . . . . . . . . . . . . . . . . . . . . .       13,042                     6,513
                                                                               -----------                ----------
Cash and cash equivalents at end of period . . .  $   20,707                $   9,636
                                                                               =======              =======

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
     Cash payments for interest. . . . . . . . . . . . .  $          31                $     115

SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING
     AND FINANCING ACTIVITIES:
     Construction costs funded through
       accounts payable.                                                  -                       1,339

</TABLE>




                            See notes to consolidated financial statements.

<PAGE>
                         ISLE OF CAPRI BLACK HAWK L.L.C.
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

1.  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

     Basis  of  Presentation

     On  April  25,  1997 ("Date of Inception"), Isle of Capri Black Hawk L.L.C.
("Isle-Black  Hawk"),  a  Colorado  limited  liability  company,  was  formed.
Isle-Black  Hawk  is  owned  by Casino America of Colorado, Inc., a wholly-owned
subsidiary  of  Isle  of  Capri  Casinos,  Inc.,  and  Blackhawk  Gold,  Ltd., a
wholly-owned  subsidiary of Nevada Gold & Casinos, Inc. The principal purpose of
Isle-Black  Hawk  has  been  to  develop  and  operate  a  casino in Black Hawk,
Colorado,  which  opened December 30, 1998.   Prior to December 30, 1998, Isle -
Black  Hawk  was  a  Development  Stage  Company  and  had  not commenced gaming
operations.

     On  August  20,  1997, Isle-Black Hawk and Isle of Capri Black Hawk Capital
Corp.,  a  wholly-owned  subsidiary  of  Isle-Black Hawk that has no operations,
issued  $75.0  million  of 13% First Mortgage Notes (the "First Mortgage Notes")
due  2004  with  Contingent  Interest  in  order to finance the construction and
development  of  Isle-Black  Hawk.

     The  rights  and  obligations  of  Casino  America  of  Colorado,  Inc. and
Blackhawk  Gold, Ltd. are governed in part by the Amended and Restated Operating
Agreement  of  Isle-Black Hawk (the "Agreement") dated as of July 29, 1997.  The
Agreement  provides  that Isle-Black Hawk will continue until December 31, 2096,
or  until  such  date  that  dissolution  may occur.  Pursuant to the Agreement,
Casino  America  of  Colorado,  Inc.  contributed cash, land purchase rights and
development  costs  to Isle-Black Hawk and Blackhawk Gold, Ltd. contributed land
to  Isle-Black  Hawk.

     On  July 29, 1997, Casino America of Colorado, Inc., Isle of Capri Casinos,
Inc.,  Blackhawk Gold, Ltd., and Nevada Gold & Casinos, Inc. also entered into a
Members  Agreement  (the "Members Agreement") which addressed the development of
Isle-Black  Hawk,  management  of  Isle-Black  Hawk,  additional  capital
contributions,  and  other  matters.  Casino  America  of  Colorado, Inc. has an
ownership  interest  in  Isle-Black  Hawk of 57% and Blackhawk Gold, Ltd. has an
ownership  interest in Isle-Black Hawk of 43%.  Profits and losses of Isle-Black
Hawk  are  allocated  in  proportion  to  ownership  interests.

     The  accompanying  unaudited  consolidated  financial  statements have been
prepared  in  accordance  with  accounting  principles generally accepted in the
United  States  for  interim  financial information and with the instructions to
Form  10-Q  and  Article 10 of Regulation S-X.  Accordingly, they do not include
all  of  the information and footnotes required by generally accepted accounting
principles for complete financial statements.  In the opinion of management, all
adjustments, consisting of normal recurring adjustments considered necessary for
a  fair  presentation  have been included. Operating results for the three month
period  ended  July 29, 2001, are not necessarily indicative of the results that
may  be  expected  for  the  fiscal  year  ending  April  28, 2002.  For further
information,  refer  to  the  consolidated  financial  statements  and footnotes
thereto  included  in  Isle-Black Hawk's annual report on Form 10-K for the year
ended  April  29,  2001.

     The  consolidated  financial  statements  of  Isle-Black  Hawk  include the
accounts of Isle-Black Hawk and its subsidiary, Isle of Capri Black Hawk Capital
Corp.  All  material intercompany balances and transactions have been eliminated
in  consolidation.

     The  preparation  of  financial  statements  in  conformity with accounting
principles  generally  accepted  in  the  United  States  necessarily  requires
management to make estimates and assumptions that affect the reported amounts of
assets  and  liabilities  and disclosure of contingent assets and liabilities at
the date of the financial statements as well as revenues and expenses during the
reporting  period.  Actual  amounts  when  ultimately realized could differ from
those  estimates.



<PAGE>
                         ISLE OF CAPRI BLACK HAWK L.L.C.
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

1.  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

New  Pronouncements

     In June 2001, the Financial Accounting Standards Board issued Statements of
Financial  Accounting  Standards  No.  141,  Business Combinations, and No. 142,
Goodwill and Other Intangible Assets, effective for fiscal years beginning after
December  15, 2001.  Early adoption is permitted for companies with fiscal years
beginning  after  March  15,  2001,  provided that their first quarter financial
statements  have  not  been issued. Under the new rules, goodwill and intangible
assets  deemed  to have indefinite lives will no longer be amortized but will be
subject  to  annual  impairment  tests in accordance with the Statements.  Other
intangible  assets  will  continue  to  be  amortized  over  their useful lives.

     The  Company  has  elected  early adoption and has applied the new rules on
accounting  for  goodwill  and  other  intangible  assets beginning in the first
quarter  of  fiscal  2002,  April  30, 2001.  Application of the nonamortization
provisions  of  the  Statement,  net  of  taxes, is expected to have no material
effect.

          Effective fourth quarter fiscal 2001, the Company adopted new guidance
issued  by  the Emerging Issues Task Force of the Financial Accounting Standards
Board  relative to EITF Issue No.00-14 "Accounting for Certain Sales Incentives"
and  EITF  Issue No.00-22, "Accounting for "Points" and Certain Other Time-Based
Sales Incentive Offers, and Offers for Free Products or Services to be Delivered
in the Future".  EITF Issue No.00-14 requires the redemption of coupons for cash
to  be recognized as a reduction of revenue and EITF Issue No.00-22 requires the
redemption of "points" for cash to be recognized as a reduction of revenue.  The
Company  has  complied  with  the  requirements  of  this  new  guidance  in the
accompanying  consolidated  statements of operations.  To be consistent with the
fiscal  2002 presentation, approximately $2.4 million of slot points expense and
cash  coupon  redemptions,  previously reported as marketing expenses, have been
reclassified to promotional allowances for the three months ended July 30, 2000.

          In  June  1998,  FASB  Statement  No.  133  Accounting  for Derivative
Instruments  and  Hedging  Activities  ("FASB  133")  was  issued.  FASB  133
establishes  accounting  and  reporting  standards  for  derivative instruments,
including  certain  derivative  instruments embedded in other contracts, and for
hedging  activities.  In  June  1999,  FASB  Statement  No.  137  Accounting for
Derivative  Instruments  and Hedging Activities - Deferral of the Effective Date
of FASB Statement No. 133 ("FASB 137") was issued.  FASB 133, as amended by FASB
137,  is  effective  for all fiscal quarters of all fiscal years beginning after
June  15, 2000.  The Company does not have any derivative or hedging instruments
as  of  July  29,  2001  and  expects FASB Statement No. 133 to have no material
effect.

2.  PROPERTY  AND  EQUIPMENT

     Property  and  equipment is recorded at cost except for land contributed by
Blackhawk  Gold,  Ltd.,  which is recorded at its appraised value.  Depreciation
began  accumulating  upon  the commencement of gaming operations and is computed
using  the  straight-line  method  over  the  following  estimated useful lives:

<TABLE>
<CAPTION>



<S>                                                          <C>
                                                             YEARS
                                                                -----
Slot machines. . . . . .  . . . . . . . . . . . . .        3
Furniture, fixtures and equipment. . . .    5-10
Buildings and improvements. . . . . . . .    39.5
</TABLE>

                         ISLE OF CAPRI BLACK HAWK L.L.C.
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

3.  LONG-TERM  DEBT

Long-term  debt  consists  of  the  following:

<TABLE>
<CAPTION>



<S>                                                                       <C>        <C>
                                                                                           July 29,   April 29,
                                                                                              2001          2001
                                                                                             ---------  ----------
                                                                                             (In thousands)

13% First Mortgage Notes, issued by Isle of
      Capri Black Hawk L.L.C., due August 2004;
      non-recourse to Isle of Capri Casinos, Inc . . . . . .   $  75,000  $   75,000
Note payable interest at 90 day LIBOR
     + 3.00% (6.68% on July 29, 2001), issued by
     Isle of Capri Black Hawk L.L.C., due June 2004;
     non-recourse to Isle of Capri Casinos, Inc. . . . . . . .       1,618        1,757
                                                                                             ---------  ----------
                                                                                            76,618     76,757
Less: current maturities . . . . . . . . . . . . . . . . . . . . . . . .           555          555
                                                                                          ----------   ----------
Long-term debt.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $  76,063  $ 76,202
                                                                                          ======  ======

</TABLE>




13%  First  Mortgage  Notes

     On  August  20,  1997,  Isle-Black  Hawk  issued $75.0 million of 13% First
Mortgage  Notes  with  contingent  interest,  due  August  31,  2004,  that  is
non-recourse debt to Isle of Capri Casinos, Inc.  Interest on the First Mortgage
Notes  is  payable  semi-annually  on  February  28  and August 31 of each year,
commencing  February  28, 1998.  Additionally, contingent interest is payable on
the  First  Mortgage  Notes  on  each  interest  payment  date,  in an aggregate
principal  amount  of 5% of Isle-Black Hawk's Consolidated Cash Flow (as defined
in  the  Indenture),  provided  that no contingent interest was payable prior to
commencement  of  operations  and may, under certain circumstances, be deferred.
Every  six  months  Isle-Black  Hawk  has  met  its  debt covenant ratios to pay
contingent  interest in accordance with the Indenture.  The amount of contingent
interest  expense recorded for the three months ended July 29, 2001 and July 30,
2000  totaled  $0.4  million  and  $0.3  million,  respectively.

     The  First  Mortgage Notes are redeemable at the option of Isle-Black Hawk,
in  whole or in part, at any time on or after August 31, 2001, at the redemption
prices  (expressed  as  percentages  of  principal  amount) set forth below plus
accrued  and  unpaid  interest  to  the  redemption date, if redeemed during the
12-month  period  beginning  on  August  31  of  the  years  indicated  below:

<TABLE>
<CAPTION>



<S>                   <C>
Year                               Percentage
-------------------------      ------------
2001. . . . . . . . . . . . .      106.500%
2002. . . . . . . . . . . . .      103.200%
2003 and thereafter..      100.000%

</TABLE>




     On  June  5, 2000, as required by the Indenture, Isle-Black Hawk offered to
purchase for cash up to $1.2 million principal amount of First Mortgage Notes at
a  price of $1,010 per $1,000 principal amount, plus interest accrued up to, but
not  including,  the payment date in accordance with the terms of the Indenture.
None of the First Mortgage Notes were tendered for purchase.  Isle-Black Hawk is
required  to  make  an offer based upon excess cash flow, as defined, every year
during  the  term of the First Mortgage Notes. See subsequent events note 5.

<PAGE>

                         ISLE OF CAPRI BLACK HAWK L.L.C.
        NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


3.  LONG-TERM  DEBT  (CONTINUED)

The  CIT  Group  Note

     In November 2000, Isle-Black Hawk issued a $1.9 million note payable to The
CIT  Group,  due  June 2004, that is non-recourse debt to Isle of Capri Casinos,
Inc.  The  note is payable in forty-two monthly installments starting in January
2001  of  $46,239  principal plus variable interest at 90 day LIBOR plus 3%. The
proceeds  from  the  note  were  used  to finance hotel equipment that serves as
collateral  on  the  note.

Other

     Isle-Black  Hawk obtained a letter of credit, as a requirement to guarantee
the  City  of  Black Hawk (the "City") improvements according to the subdivision
improvement agreement with the City.  The letter of credit, totaling $.4 million
and insured by $.2 million of restricted cash, can be drawn upon by the City for
repair  on  the  public  improvements during the one-year warranty period ending
February  2002.

     Substantially all of Isle-Black Hawk's assets are pledged as collateral for
long-term  debt.  At  July  29, 2001, Isle-Black Hawk was in compliance with all
debt  covenants.

4.  RELATED  PARTY  TRANSACTIONS

     Management  Agreement

     On  April  25,  1997,  Isle-Black Hawk entered into a Management Agreement,
which  was  subsequently  amended and restated on July 29, 1997 (the "Management
Agreement"),  with  Isle  of  Capri  Casinos,  Inc., which manages the casino in
exchange  for a fee.  The management fee is equal to two percent of revenues, as
defined, plus ten percent of operating income, but not to exceed four percent of
revenues,  as defined.  The management fee became effective upon commencement of
casino  operations.

     Loans

     In  August  2000,  Isle-Black  Hawk  completed  construction  of  its hotel
containing  237  rooms  for approximately $29.0 million.  Isle of Capri Casinos,
Inc.  loaned  Isle-Black Hawk a total of $5.75 million which was used to develop
the  hotel.  The  first  loan,  $5.0  million,  was repaid by Isle-Black Hawk on
November  28, 2000.  The second loan, $0.75 million, is due and payable upon the
redemption  of  the  First  Mortgage  Notes.  The  loan  is recorded in accounts
payable  related  parties  in  the  accompanying  balance  sheet.

5.  SUBSEQUENT  EVENTS

     On  August  16, 2001, as required by the Indenture, Isle-Black Hawk offered
to purchase for cash up to $4.2 million principal amount of First Mortgage Notes
at  a  price of $1,010 per $1,000 principal amount, plus interest accrued up to,
but  not  including,  the  payment  date  in  accordance  with  the terms of the
Indenture.  The  offer  will  expire  September  14,  2001.  Isle-Black  Hawk is
required  to  make  an offer based upon excess cash flow, as defined, every year
during  the  term  of  the  First  Mortgage  Notes.


<PAGE>


ITEM  2.     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF FINANCIAL CONDITION AND
RESULTS  OF  OPERATIONS.

     The  following  discussion  should  be  read  in  conjunction  with, and is
qualified  in its entirety by, Isle-Black Hawk's financial statements, including
the  notes  thereto,  and other financial information included elsewhere in this
report.

     The  following  discussion includes "forward-looking statements" within the
meaning  of  section  27A of the Securities Act of 1933, as amended, and Section
21E  of  the  Securities  Exchange  Act  of  1934,  as  amended.  In particular,
statements  concerning  the  effects  of increased competition in the Black Hawk
market, the effects of regulatory and legislative matters, and Isle-Black Hawk's
plans  to  make  capital  investments  at  its  facility  are  forward-looking
statements.  Although  Isle-Black  Hawk  believes  that  the  expectations  are
reasonable,  there  can be no assurance that such expectations are reasonable or
that  they  will  be  correct.  Actual  results  may  vary materially from those
expected.

GENERAL

     Isle-Black  Hawk  was organized on April 25, 1997 and from that time, until
the  opening  of  the  casino on December 30, 1998, Isle-Black Hawk's activities
were  limited  to the design, construction and opening of the casino. Isle-Black
Hawk  includes a 43,000 square-foot gaming facility on a single floor with 1,105
slot machines, 14 table games, on-site covered parking for 1,100 vehicles, a 237
deluxe  room  hotel  and  various  other  amenities.

     Isle  of  Capri  Black  Hawk  Capital Corp. is a wholly owned subsidiary of
Isle-Black  Hawk  and  was  incorporated  for  the  sole  purpose  of serving as
co-issuer  of  the First Mortgage Notes.  Isle of Capri Black Hawk Capital Corp.
has  not  and  will  not  have  any  operations  or material assets or revenues.

     Isle-Black  Hawk believes that its historical results of operations may not
be  indicative  of  its  future results of operations because of the substantial
present  and  expected  future  increase  in competition for gaming customers in
Isle-Black  Hawk's  market,  as  new casinos open and existing casinos add to or
enhance  their  facilities.

     Isle-Black Hawk also believes that its operating results may be affected by
seasonality  and  weather.

RESULTS  OF  OPERATIONS

Three  Fiscal  Months  Ended July 29, 2001 Compared to Three Fiscal Months Ended
July  30,  2000

     Gross  revenue for the quarter ended July 29, 2001 was $32.3 million, which
included  $27.1 million of casino revenue, $1.4 million of room revenue and $3.8
million of food, beverage and other revenue.  This compares to gross revenue for
the  prior  year  fiscal  quarter  ended  July  30, 2000 of $27.9 million, which
included  $24.4 million of casino revenue, $0.1 million of room revenue and $3.4
million  of  food,  beverage  and  other revenue.  Casino revenue increased $2.6
million  or 10.6% primarily as a result of the increase in slot revenue that was
driven  by  a  7.9%  increase in patron count as well as the growth in the Black
Hawk  market.  Patron  counts were positively impacted by the opening of the new
hotel  in August 2000.  The Black Hawk market has grown an average of  7.0% over
prior year fiscal quarter.  Room revenue increased $1.4 million due to the hotel
opening.  Food, beverage and other revenue increased by $0.4 million or 12.2% as
a  result  of  the  opening  of  the  new  hotel.

     Casino  operating expenses for the quarter ended July 29, 2001 totaled $4.0
million, or 14.6% of casino revenue.  This compares to casino operating expenses
for  the prior year fiscal quarter ended July 30, 2000 of $3.6 million, or 14.6%
of  casino  revenue.  These  expenses are primarily comprised of salaries, wages
and  benefits  and  other  operating  expenses  of  the  casino.

     State  and local gaming taxes paid in Colorado totaled $5.4 million for the
quarter ended July 29, 2001, compared to $4.8 million for the quarter ended July
30,  2000,  which is consistent with the applicable Colorado gaming tax rate for
the  respective  quarters.

<PAGE>

     Food,  beverage  and  other  expenses  totaled $1.0 million for the quarter
ended  July  29,  2001,  compared to $0.9 million for the quarter ended July 30,
2000.  These  expenses  consist  primarily  of the cost of goods sold, salaries,
wages  and benefits and operating expenses of these departments.  Food, beverage
and  other  operating  expenses  as  a  percentage  of  food, beverage and other
revenues  increased  to  26.6%  for  the quarter ended July 29, 2001 compared to
25.6%  for  the  quarter  ended  July  30,  2000  as  a  result  of  sales  mix.

     Facilities  expenses  totaled  $1.1  million for the quarter ended July 29,
2001  compared  to  $1.0  million  for  the  quarter ended July 30, 2000.  These
expenses  include salaries, wages and benefits, as well as operating expenses of
insurance,  housekeeping  and  general  maintenance  of  the  facilities.

     Marketing and administrative expenses totaled $6.0 million, or 22.4% of net
revenue,  for  the  quarter ended July 29, 2001.  This compares to marketing and
administrative  expenses  of  $5.8  million,  or  24.8%  of net revenue, for the
quarter  ended  July  30,  2000.  Marketing expenses include salaries, wages and
benefits  of  the  marketing  and  sales  departments,  as  well  as promotions,
advertising,  special events and entertainment.  Administrative expenses include
administration  and  human resource department expenses, rent, professional fees
and  property  taxes.   These  expenses  were higher during the first quarter of
last year due to the additional costs associated with building the brand name in
the  Isle-Black  Hawk  market.

     Management  fees  totaled  $1.2  million  , or 4.4% of net revenue, for the
quarter  ended  July  29, 2001 compared to $1.0 million, or 4.4% of net revenue,
for  the quarter ended July 30, 2000.  Management fees reflect fees paid to Isle
of  Capri  Casinos,  Inc.  for  management services rendered to Isle-Black Hawk.

     Depreciation and amortization expense was $1.0 million and $0.6 million for
the quarters ended July 29, 2001 and July 30, 2000, respectively. These expenses
relate  to property and equipment. The increase in depreciation and amortization
expense  is  consistent  with  the  increase  in fixed assets placed in service,
primarily  the  hotel.

     Interest  expense  was  $3.0  million  for the quarter ended July 29, 2001.
This compares to interest expense of $2.4 million for the quarter ended July 30,
2000  net  of  capitalized interest of $0.7 million.  Interest expense primarily
relates  to indebtedness incurred in connection with the acquisition of property
and  equipment.

LIQUIDITY  AND  CAPITAL  RESOURCES

     At  July  29,  2001  Isle-Black Hawk had cash and cash equivalents of $20.7
million  compared  to cash and cash equivalents of $13.0 million as of April 29,
2001.  The  increase  in  cash is primarily a result of cash flow from operating
activities.  During  the  three  months  ended  July 29, 2001, Isle-Black Hawk's
operating  activities provided $8.3 million of cash compared to the three months
ended  July  30,  2000, in which Isle-Black Hawk's operating activities provided
$8.0  million  of  cash.

     Isle-Black  Hawk invested $0.4 million in property and equipment during the
three  months  ended  July 29, 2001, primarily for cage expansion and additional
slot  machines.  This compares with the $4.6 million invested by Isle-Black Hawk
in  property and equipment during the three months ended July 30, 2000 primarily
for  the  completion  of  the  hotel  facility.

     Isle-Black  Hawk  anticipates  that  additional  capital  improvements
approximating  $3.7  million will be made during the remainder of fiscal 2002 to
maintain its existing facility and remain competitive in its market.  Isle-Black
Hawk  expects  that  available  cash  and  cash  from  future operations will be
adequate  to  fund  future expansion, planned capital expenditures, service debt
and  meet  working  capital requirements.  There is no assurance that Isle-Black
Hawk  will  have the capital resources to make all of the expenditures described
above  or  that  planned  capital  investments  will  be sufficient to allow the
Isle-Black  Hawk  to remain competitive in its existing market. In addition, the
Indenture restricts, among other things, the Isle-Black Hawk's ability to borrow
money,  make capital expenditures, use assets as security in other transactions,
make  restricted  payments  or  restricted  investments,  incur  contingent
obligations, sell assets and enter into leases and transactions with affiliates.
In  addition,  Isle-Black Hawk is required to make significant interest payments
semi-annually  on  its  First  Mortgage  Notes,  which  will  include additional
contingent  interest.

<PAGE>

     Isle-Black  Hawk is highly leveraged and may be unable to obtain additional
debt  or  equity  financing  on  acceptable  terms.  As a result, limitations on
Isle-Black  Hawk's  capital  resources  could  delay or cause the abandonment of
certain  plans  for  capital  improvements.


<PAGE>
                           PART II - OTHER INFORMATION

ITEM  1.     LEGAL  PROCEEDINGS.

          None.

ITEM  2.     CHANGES  IN  SECURITIES  AND  USE  OF  PROCEEDS.

          None.

ITEM  3.     DEFAULTS  UPON  SENIOR  SECURITIES.

          None.

ITEM  4.     SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS.

          None.

ITEM  5.     OTHER  INFORMATION.

          None.

ITEM  6.     EXHIBITS  AND  REPORTS  ON  FORM  8-K.

          (a).     Exhibits.
                   --------

     A  list  of the exhibits included as part of this Form 10-Q is set forth in
the Exhibit Index that immediately precedes such exhibits, which is incorporated
herein  by  reference.
          (b).     Reports  on  Form  8-K.
                   ----------------------

               During  the  quarter  ended  July 29, 2001, the Company filed the
following  reports  on                    Form  8-K:

               None.


<PAGE>
                                   SIGNATURES

     Pursuant  to  the  requirements  of  Section  13 or 15(d) 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.

          ISLE  OF  CAPRI  BLACK  HAWK  L.L.C.
<TABLE>
<CAPTION>



<S>                                                <C>
Dated:  September 11, 2001          /s/ Rexford A. Yeisley
                                                     ----------------------
                                                     Rexford A. Yeisley, Chief Financial Officer,
                                                    (Principal Financial and Accounting Officer)

</TABLE>





<PAGE>
                                INDEX TO EXHIBITS

EXHIBIT  NUMBER     DESCRIPTION
---------------     -----------

None.