Exhibit 4.5


 


SUPPLEMENT
TO SECURITY AGREEMENT


 


This SUPPLEMENT TO SECURITY AGREEMENT, dated June 30,
2005 is delivered by the undersigned in favor of U.S. Bank National
Association, as Trustee (together with any successor Trustee pursuant to the
terms of the Indenture, the “Secured  Party”), acting in the capacity of collateral agent for the
benefit of itself and the Holders, pursuant to the Pledge and Security
Agreement, dated as of April 16, 2004 (as it may be from time to time
amended, restated, modified or supplemented, the “Security
Agreement”), among Diamond Jo, LLC, a Delaware limited liability
company (“DJL”), Peninsula Gaming
Corp., a Delaware corporation (f/k/a The Old Evangeline Downs Capital Corp.) (“Gaming”), OED Acquisition, LLC, a Delaware
limited liability company (“OEDA”),
Peninsula Gaming Corporation, a Delaware corporation (“PG Corp.”), The Old Evangeline Downs,
L.L.C., a Louisiana limited liability company (“OED”), and each additional Guarantor (as defined in the
Indenture referred to therein) and Issuer (as defined in the Indenture) from
time to time party thereto pursuant to Section 5.2 thereof, and the
Secured Party.  Capitalized terms used
herein not otherwise defined herein shall have the meanings ascribed thereto in
the Security Agreement.


 


The undersigned does hereby grant to the
Secured Party a security interest in, all of the undersigned’s right, title and
interest in and to all Collateral set forth on Schedule A attached
hereto to secure the Secured Obligations
of the undersigned, in each case whether now or hereafter existing or in
which the undersigned now has or hereafter acquires an interest and wherever
the same may be located.  The undersigned
hereby further agrees, as of the date first written above, to be bound by all
of the terms and provisions of the Security Agreement, as supplemented by this
Supplement to Security Agreement.  The
undersigned hereby makes all of the representations and warranties set forth in
the Security Agreement, and hereby represents and warrants that the attached
supplements to Schedules accurately and completely set forth all information
required pursuant to the Security Agreement and hereby agrees that such
Supplements to Schedules shall constitute part of the schedules to the Security
Agreement.


 


[signature page follows]


 





















 


IN WITNESS WHEREOF, the undersigned has
caused this Supplement to Security Agreement to be duly executed and delivered
by its duly authorized officer.


 


	
   

  	
  DIAMOND JO WORTH HOLDINGS, LLC

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Natalie A. Schramm

  	
   

  
	
   

  	
   

  	
  Name:

  	
  Natalie A. Schramm

  
	
   

  	
   

  	
  Title:

  	
  Vice President

  
	
   

  	
   

  
	
  ACCEPTED AND AGREED TO BY:

  	
   

  
	
   

  	
   

  
	
  U.S. BANK NATIONAL ASSOCIATION,

  	
   

  
	
  as Trustee, as Secured Party

  	
   

  
	
   

  	
   

  
	
  By:

  	
   /s/ Richard H. Prokosch

  	
   

  	
   

  
	
   

  	
  Name:

  	
  Richard H. Prokosch

  	
   

  
	
   

  	
  Title:

  	
  Vice President

  	
   

  
								



 





















 


Schedule A


 


	
  Debtor’s Name

  	
   

  	
  Pledged

  Company

  	
   

  	
  Number of

  Shares/

  Membership

  Units

  	
   

  	
  Class of

  Pledged

  Interests

  	
   

  	
  Percentage of

  Class Owned

  	
   

  	
  Certificate

  No(s).

  
	
  Diamond Jo
  Worth Holdings, LLC

  	
   

  	
  Diamond Jo
  Worth, LLC

  	
   

  	
  100

  	
   

  	
  Membership
  Interest

  	
   

  	
  100%

  	
   

  	
  1

  
	
  Diamond Jo
  Worth Holdings, LLC

  	
   

  	
  Diamond Jo
  Worth Corp.

  	
   

  	
  100

  	
   

  	
  Common Stock

  	
   

  	
  100%

  	
   

  	
  1