<PAGE>

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

                                  FORM 10-Q/A
                               (Amendment No. 1)

(Mark One)
      [X]       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                  FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2004

                                       or

      [ ]       TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                        Commission file number: 333-06489

<Table>
<S>                  <C>                                                       <C>
   INDIANA                       THE MAJESTIC STAR CASINO, LLC                     43-1664986
   INDIANA                    THE MAJESTIC STAR CASINO CAPITAL CORP.               35-2100872
(State or other      (Exact name of registrant as specified in its charter)     (I.R.S. Employer
jurisdiction of                                                                Identification No.)
incorporation or
organization)
</Table>

                               301 FREMONT STREET
                            LAS VEGAS, NEVADA 89101
                                (702) 388 - 2224
         (Address of principal executive offices and telephone number,
                              including area code)


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 filing requirements
for the past 90 days.

Yes     X       No
     -------       -------

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act)

Yes             No    X
     -------       -------

As of March 31, 2004, shares outstanding of each of the registrant's classes of
common stock:

<Table>
<Caption>
Class                               Number of shares
-----                               ----------------
<S>                                 <C>
Not applicable                      Not applicable
</Table>


<PAGE>
EXPLANATORY NOTE

         On March 15, 2005, our Board of Directors decided to restate the
Company's accompanying financial statements.

         The Company has determined that cash-based promotional ("CBP")
activities should be presented as a reduction of gross revenues. Such CBP
activities had previously been recorded as casino expense. Periodically, the
Company offers various CBP programs to its casino customers. Generally these CBP
programs are based upon the rated or tracked play of our customers. These CBP
programs can range in value and timing, and are offered at the sole discretion
of the Company's management. The Company's CBP programs are intended to
encourage repeat visits to the Company's casinos. While casino customers are
under no obligation to spend the promotional cash in gaming activities at the
casino, the customer must be physically present to receive the cash promotional
award and the Company's experience shows that the vast majority of customers do
engage in gaming activities the same day the cash is received. The Company has
concluded that the payout of cash under these CBP programs should be treated as
a reduction of gross revenues when redeemed, in accordance with Emerging Issues
Task Force ("EITF") No. 01-9, "Accounting for Consideration Given by a Vendor to
a Customer."

         The restatement reduces both previously reported net revenues and
operating expenses (by a like amount each period) and therefore affects only the
presentation of these activities within the consolidated statement of
operations. The restatement has no impact on previously reported consolidated
operating income, net income (loss) or any element of the Company's consolidated
balance sheets or consolidated statements of cash flows. In addition, the change
in presentation has no impact on compliance with any financial covenants under
the $80.0 million credit facility or the indenture governing the $260.0 million
of 9 1/2% senior secured notes.

         This Amendment No. 1 on Form 10-Q/A ("Form 10-Q/A") to our Quarterly
Report on Form 10-Q for the quarter ended March 31, 2004, initially filed with
the Securities and Exchange Commission ("SEC") on May 14, 2004 (the "Original
Filing"), is being filed to reflect restatement of the Company's consolidated
statement of operations for the quarters ended March 31, 2004 and 2003, and the
notes related thereto. For a more detailed description of these restatements,
see Note 2, "Restatement of Financial Statements," to the accompanying
consolidated financial statements and the section entitled "Restatement" in
Management's Discussion and Analysis of Financial Condition and Results of
Operations in this Form 10-Q/A.

         For the convenience of the reader, this Form 10-Q/A sets forth the
original filing in its entirety (other than exhibits 10.1 and 10.2). However,
this Form 10-Q/A only amends and restates Items 1 and 2 of the




<PAGE>

original filing, in each case, solely the result of, and to reflect, the
restatement, and no other information in the original filing is amended hereby.
The foregoing items have not been updated to reflect other events occurring
after the original filing or to modify or update those disclosures affected by
subsequent events. In addition, pursuant to the rules of the SEC, Item 6 of Part
II of the original filing has been amended to contain currently-dated
certifications from our Chief Executive Officer and Chief Financial Officer, as
required by Section 302 and 906 of the Sarbanes-Oxley Act of 2002. The Section
302 certifications of our Chief Executive Officer and Chief Financial Officer
are attached to this Form 10-Q/A as exhibits 31.1 and 31.2, respectively. The
Section 906 Certification is attached to this Form 10-Q/A as exhibit 32.

         Except for the foregoing amended information, this Form 10-Q/A
continues to describe conditions as of the date of the original filing, and we
have not updated the disclosures contained herein to reflect events that
occurred at a later date. Other events occurring after the filing date of the
original filing or other disclosures necessary to reflect subsequent events have
been addressed in our amended Quarterly Report on Form 10-Q/A for the quarterly
periods ended June 30, 2004 and September 30, 2004, which are being filed
concurrently with the filing of this Form 10-Q/A or will be addressed by any
reports filed with the SEC subsequent to the date of this filing.

         We have not amended and do not intend to amend our previously filed
Annual Reports on Form 10-K or our Quarterly Reports on Form 10-Q for the
periods affected by the restatement that ended prior to January 1, 2004.


<PAGE>



                          THE MAJESTIC STAR CASINO, LLC

                                      INDEX
<Table>
<Caption>
PART I            FINANCIAL INFORMATION                                                PAGE NO.
                                                                                       --------
<S>               <C>                                                                  <C>
         Item 1.  Consolidated Financial Statements

                  Consolidated Balance Sheets as of March 31, 2004 (Unaudited)
                  and December 31, 2003 ...............................................   1

                  Consolidated Statements of Operations for the three months
                  ended March 31, 2004 and 2003 (Unaudited) (As Restated)..............   2

                  Consolidated Statements of Changes in Member's Deficit for the three
                  months ended March 31, 2004 (Unaudited) and the year ended
                  December 31, 2003 ...................................................   3

                  Consolidated Statements of Cash Flows for the three months ended
                  March 31, 2004 and 2003 (Unaudited) .................................   4

                  Notes to Consolidated Financial Statements (As Restated).............   5

         Item 2.  Management's Discussion and Analysis of Financial
                  Condition and Results of Operations .................................  28

         Item 3.  Quantitative and Qualitative Disclosures About Market Risk ..........  42

         Item 4.  Controls and Procedures .............................................  43

PART II           OTHER INFORMATION

         Item 1.  Legal Proceedings ...................................................  44

         Item 6.  Exhibits and Reports on Form 8-K ....................................  45

         SIGNATURES ...................................................................  S-1
</Table>



                                       i
<PAGE>



                                     PART I

                              FINANCIAL INFORMATION

                                     ITEM 1

                        CONSOLIDATED FINANCIAL STATEMENTS


<PAGE>


                          THE MAJESTIC STAR CASINO, LLC
                           CONSOLIDATED BALANCE SHEETS


<Table>
<Caption>
                                                                                       March 31,          December 31,
                                                                                         2004                 2003
                                                                                     --------------      --------------
                                                                                      (unaudited)
<S>                                                                                  <C>                 <C>
ASSETS
Current Assets:
    Cash and cash equivalents                                                        $   20,517,861      $   22,058,016
    Restricted cash                                                                       1,400,000           1,400,000
    Accounts receivable, less allowance for doubtful accounts of $321,003 and
      $258,546 as of March 31, 2004 and December 31, 2003, respectively                   2,517,248           2,212,546
    Inventories                                                                             700,523             707,685
    Prepaid expenses                                                                      2,974,712           2,126,583
    Receivable from affiliate                                                               301,300             210,135
    Note receivable due from related party                                                   66,000             133,000
    Other                                                                                    35,970                  --
                                                                                     --------------      --------------
      Total current assets                                                               28,513,614          28,847,965
                                                                                     --------------      --------------

Property, equipment and improvements, net                                               163,880,893         142,167,931
Intangible assets, net                                                                    8,917,996           9,249,247
Goodwill                                                                                  5,922,398           5,922,398

Other assets:
    Deferred financing costs, net of accumulated amortization
      of $841,895 and $552,079 as of March 31, 2004 and
      December 31, 2003, respectively                                                     6,109,478           6,289,187
    Investment in Buffington Harbor Riverboats, LLC                                      29,174,857          29,733,594
    Other assets                                                                          9,253,857          11,004,456
                                                                                     --------------      --------------
      Total other assets                                                                 44,538,192          47,027,237
                                                                                     --------------      --------------

Total Assets                                                                         $  251,773,093      $  233,214,778
                                                                                     ==============      ==============

LIABILITIES AND MEMBER'S DEFICIT
Current Liabilities:
    Accounts payable                                                                 $    3,291,920      $    6,387,955
    Payable to related party                                                                     --                 247
    Accrued liabilities:
      Payroll and related                                                                 6,049,250           6,487,107
      Interest                                                                           12,850,555           6,023,703
      Progressive jackpots                                                                2,847,760           2,673,662
      Slot club liabilities                                                                 588,320             498,070
      Other accrued liabilities                                                          14,126,429          11,595,665
                                                                                     --------------      --------------
    Total current liabilities                                                            39,754,234          33,666,409

Long-term debt, net of current maturities                                               314,790,863         301,715,324
                                                                                     --------------      --------------

Total Liabilities                                                                       354,545,097         335,381,733
                                                                                     --------------      --------------

Member's Deficit                                                                       (102,772,004)       (102,166,955)
                                                                                     --------------      --------------

Total Liabilities and Member's Deficit                                               $  251,773,093      $  233,214,778
                                                                                     ==============      ==============
</Table>

                 The accompanying notes are an integral part of
                    these consolidated financial statements.



                                       1
<PAGE>

                          THE MAJESTIC STAR CASINO, LLC
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
<Table>
<Caption>

                                                                          As Restated, See Note 2
                                                                      ------------------------------
                                                                        FOR THE THREE MONTHS ENDED
                                                                                MARCH 31,
                                                                      ------------------------------
                                                                          2004              2003
                                                                      ------------      ------------
<S>                                                                   <C>               <C>
OPERATING REVENUES:
    Casino                                                            $ 71,042,503      $ 65,256,203
    Rooms                                                                1,873,837         1,925,669
    Food and beverage                                                    3,344,460         3,220,198
    Other                                                                1,059,644           935,165
                                                                      ------------      ------------
      Gross revenues                                                    77,320,444        71,337,235
    Less promotional allowances                                          9,897,841         8,253,394
                                                                      ------------      ------------
      Net operating revenues                                            67,422,603        63,083,841
                                                                      ------------      ------------

OPERATING COSTS AND EXPENSES:
    Casino                                                              18,237,451        16,505,083
    Rooms                                                                  465,242           602,837
    Food and beverage                                                    1,457,442         1,300,603
    Other                                                                  241,533           252,171
    Gaming taxes                                                        15,184,114        13,575,621
    Advertising and promotion                                            3,749,256         3,701,938
    General and administrative                                          13,425,582         9,319,122
    Corporate expense                                                      805,606           883,187
    Economic incentive - City of Gary                                    1,177,155         1,060,247
    Depreciation and amortization                                        4,499,843         4,396,503
    Loss on investment in Buffington Harbor Riverboats, LLC                612,841           604,021
    Loss on disposal of assets                                               1,055           109,720
                                                                      ------------      ------------
      Total operating costs and expenses                                59,857,120        52,311,053
                                                                      ------------      ------------

      Operating income                                                   7,565,483        10,772,788
                                                                      ------------      ------------

OTHER INCOME (EXPENSE)
    Interest income                                                          5,114            35,742
    Interest expense                                                    (7,058,045)       (7,955,798)
    Other non-operating expense                                            (28,209)          (47,814)
                                                                      ------------      ------------
      Total other expense                                               (7,081,140)       (7,967,870)
                                                                      ------------      ------------

      Income from continuing operations                                    484,343         2,804,918

DISCONTINUED OPERATION
    Income from discontinued operation                                          --           230,299
                                                                      ------------      ------------

      Net income                                                      $    484,343      $  3,035,217
                                                                      ============      ============
</Table>

                 The accompanying notes are an integral part of
                    these consolidated financial statements.


                                       2
<PAGE>


                          THE MAJESTIC STAR CASINO, LLC
             CONSOLIDATED STATEMENTS OF CHANGES IN MEMBER'S DEFICIT
 FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND THE YEAR ENDED DECEMBER 31, 2003
                                  (UNAUDITED)

<Table>
<Caption>
                                                                          Member's Deficit
                                                                          ----------------
<S>                                                                       <C>
BALANCE, DECEMBER 31, 2002                                                $    (24,174,562)
Net loss                                                                       (43,851,974)
Distributions to Barden Development, Inc.                                       (6,065,213)
Distribution of Barden Nevada Gaming, LLC to Barden
   Development, Inc.                                                           (27,515,400)
Appreciated value of land purchased from a related party                          (559,806)
                                                                          ----------------
BALANCE, DECEMBER 31, 2003                                                $   (102,166,955)
Net income                                                                         484,343
Distribution to Barden Development, Inc.                                        (1,089,392)
                                                                          ----------------
BALANCE, MARCH 31, 2004                                                   $   (102,772,004)
                                                                          ================
</Table>


                 The accompanying notes are an integral part of
                    these consolidated financial statements.


                                       3
<PAGE>


                          THE MAJESTIC STAR CASINO, LLC
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<Table>
<Caption>
                                                                           FOR THE THREE MONTHS ENDED
                                                                                   MARCH 31,
                                                                       ---------------------------------
                                                                           2004                 2003(1)
                                                                       ------------         ------------
<S>                                                                    <C>                  <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income                                                             $    484,343         $  3,035,217
Adjustments to reconcile net income to net cash
      provided by operating activities:
    Depreciation                                                          3,844,304            3,720,735
    Amortization                                                            655,539            1,346,820
    Loss on investment in Buffington Harbor Riverboats, LLC                 612,841              604,021
    Loss on disposal of assets                                                1,055              109,720
Changes in operating assets and liabilities:
    Decrease in accounts receivable, net                                  1,195,298              205,243
    Decrease in inventories                                                   7,163                6,477
    Increase in prepaid expenses                                           (879,579)            (672,937)
    Decrease in other assets                                                246,079              151,342
    Decrease in accounts payable                                         (3,096,035)            (677,909)
    Decrease in related parties payables                                    (91,412)                  --
    Decrease in accrued payroll and other expenses                         (437,858)          (1,049,452)
    Increase in accrued interest                                          6,826,412            7,955,736
    Increase (decrease) in other accrued liabilities                      2,795,112              (95,433)
                                                                       ------------         ------------
      Net cash provided by operating activities                          12,163,262           14,639,580
                                                                       ------------         ------------

CASH FLOWS FROM INVESTING ACTIVITIES:
    Increase in restricted cash                                                  --             (250,000)
    Acquisition of property and equipment                               (25,665,295)          (1,986,298)
    Appreciated value of land purchased from a related party                     --             (559,806)
    Decrease in prepaid leases and deposits                                      --                1,000
    Investment in Buffington Harbor Riverboats, LLC                         (54,104)                  --
    Proceeds from disposal of equipment                                     106,975               29,750
                                                                       ------------         ------------
      Net cash used in investing activities                             (25,612,424)          (2,765,354)
                                                                       ------------         ------------

CASH FLOWS FROM FINANCING ACTIVITIES:
    Issuance cost for the 9 1/2% senior secured notes                       (73,110)                  --
    Issuance cost for the 11.653% senior secured notes                           --               (2,337)
    Issuance cost for the $80.0 million secured credit facility             (36,997)                  --
    Proceeds from line of credit                                         20,001,293                   --
    Repayment of line of credit                                          (6,959,787)                  --
    Repayment of notes from related parties                                  67,000              982,911
    Repayment of long-term debt                                                  --              (75,209)
    Distribution to Barden Development, Inc.                             (1,089,392)          (1,247,782)
                                                                       ------------         ------------
      Net cash provided by (used in) financing activities                11,909,007             (342,417)
                                                                       ------------         ------------

Net (decrease) increase in cash and cash equivalents                     (1,540,155)          11,531,809
Cash and cash equivalents, beginning of period                           22,058,016           24,547,881
                                                                       ------------         ------------

Cash and cash equivalents, end of period                               $ 20,517,861         $ 36,079,690
                                                                       ============         ============

INTEREST PAID:
    Equipment Debt                                                     $         --         $      4,981
    Lines of credit                                                         231,193                   61
                                                                       ------------         ------------
                                                                       $    231,193         $      5,042
                                                                       ============         ============
</Table>

----------
(1) Contained within the March 31, 2003 consolidated statement of cash flows are
    the cash flow activities of Barden Nevada Gaming, LLC, whose equity
    interests were spun off to Barden Development, Inc. on December 31, 2003.


                 The accompanying notes are an integral part of
                    these consolidated financial statements.


                                       4
<PAGE>


                          THE MAJESTIC STAR CASINO, LLC
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. ORGANIZATION

    The Majestic Star Casino, LLC (the "Company") was formed on December 8, 1993
as an Indiana limited liability company to provide gaming and related
entertainment to the public. The Company commenced gaming operations in the City
of Gary at Buffington Harbor, located in Lake County, Indiana on June 7, 1996.
Majestic Investor, LLC ("Investor") was formed in September 2000 to satisfy the
Company's off-site development obligations under the Development Agreement with
the City of Gary.

    As a result of the acquisition of three additional casino properties in
December of 2001 from Fitzgeralds Gaming Corporation and certain of its
affiliates, The Majestic Star Casino, LLC is a multi-jurisdictional gaming
company that directly owns and operates one riverboat gaming facility located in
Gary, Indiana ("Majestic Star") and through its wholly-owned subsidiary,
Majestic Investor Holdings, LLC ("Majestic Investor Holdings" or "Investor
Holdings") owns two Fitzgeralds-brand casino-hotels located in Tunica County,
Mississippi ("Barden Mississippi Gaming, LLC", "Barden Mississippi" or
"Fitzgeralds Tunica"), Black Hawk, Colorado (casino only) ("Barden Colorado
Gaming, LLC", "Barden Colorado" or "Fitzgeralds Black Hawk"), and prior to
January 1, 2004, owned a third Fitzgeralds-brand casino-hotel located in Las
Vegas, Nevada ("Barden Nevada Gaming, LLC", "Barden Nevada" or "Fitzgeralds Las
Vegas"). See Note 3 for further discussion of the spin-off of Fitzgeralds Las
Vegas on December 31, 2003.

    The Majestic Star Casino Capital Corp., a wholly-owned subsidiary of the The
Majestic Star Casino, LLC, was originally formed for the purpose of facilitating
the offering of The Majestic Star Casino, LLC's $130.0 million 10 7/8% senior
secured notes due 2006 (the "10 7/8% notes") and Majestic Investor Capital
Corp., a wholly-owned subsidiary of Investor Holdings, was formed specifically
to facilitate the offering of Investor Holdings' $152.6 million 11.653% senior
secured notes due 2007 (the "11.653% notes"). Both The Majestic Star Casino
Capital Corp. and Majestic Investor Capital Corp. do not have any assets or
operations. On October 7, 2003, the Company issued $260.0 million 9 1/2% senior
secured notes (the "9 1/2% notes") and entered into an $80.0 million credit
facility (the "$80.0 million credit facility"). The proceeds from the 9 1/2%
notes and $28.0 million from the $80.0 million credit facility were used to
purchase and redeem all of the 10 7/8% notes and purchase approximately 89.3%,
or $135.5 million, of the 11.653% notes (see Note 7 for a further discussion of
the debt refinancing and the 9 1/2% notes).

    Except where otherwise noted, the words "we," "us," "our," and similar
terms, as well as the "Company," refer to The Majestic Star Casino, LLC and all
of its direct and indirect subsidiaries.

NOTE 2. RESTATEMENT

    The Company has restated the accompanying consolidated statements of
operations for the three months ended March 31, 2004 and 2003 to reflect a
revision in classification of certain cash based promotional ("CBP") activities.
During the preparation and audit of the financial statements for the year ended
December 31, 2004, the Company reevaluated the accounting treatment of its CBP
programs. Periodically, the Company makes various CBP offers to its casino
customers. Generally these offers are based upon the rated or tracked play of
its customers. These promotions can range in value and timing and are offered at
the sole discretion of the Company's management. The Company's CBP activities
are intended to encourage repeat visits to the Company's casinos. While casino
customers are under no obligation to spend the promotional cash in gaming
activities at the casino, the Company's experience shows that the vast majority
of customers do engage in gaming activities the same day the cash is received.
The Company has concluded that the payout of cash under these CBP programs
should be treated as a reduction of gross revenues when redeemed. The costs
related to these CBP programs were previously classified as a casino expense.
The restatement affected net revenues and operating expenses, as shown in the
accompanying table, by a like amount in each period, but has no impact on
consolidated operating income, net income (loss) or any element of the
consolidated balance sheets or consolidated statements of cash flows for any
date or period presented.

                                       5
<PAGE>
                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

         The accompanying tables reconcile the results of operations for the
three months ended March 31, 2004 and 2003, as previously reported in the
Company's Quarterly Report on Form 10-Q for the three months ended March 31,
2004, to the amounts included in the accompanying consolidated financial
statements.

<Table>
<Caption>
                                                                             Impact of restatement
                                                                   for the three months ended March 31, 2004
                                                               -----------------------------------------------
                                                                                                   Amounts
                                                               As originally      Restatement     reported in
                                                                  reported          for CBP       2004 10-Q
                                                                in 2004 10-Q       programs      (As restated)
                                                               --------------   --------------  --------------
<S>                                                            <C>              <C>             <C>
Net revenues                                                   $  72,292,669    $  (4,870,066)  $   67,422,603
Costs and expenses                                                64,727,186       (4,870,066)      59,857,120
                                                               -------------    --------------  --------------
Operating income                                                   7,565,483                -        7,565,483
Other income (expense)                                            (7,081,140)               -       (7,081,140)
                                                               -------------    --------------  --------------
Net income                                                     $     484,343    $           -   $      484,343
                                                               =============    ==============  ==============
</Table>

<Table>
<Caption>
                                                                             Impact of restatement
                                                                   for the three months ended March 31, 2003
                                                               -----------------------------------------------
                                                                                                   Amounts
                                                               As originally      Restatement     reported in
                                                                  reported          for CBP       2003 10-Q
                                                                in 2003 10-Q       programs      (As restated)
                                                               --------------   --------------  --------------
<S>                                                            <C>              <C>             <C>
Net revenues                                                   $  66,856,277    $  (3,772,436)  $   63,083,841
Costs and expenses                                                56,083,489       (3,772,436)      52,311,053
                                                               -------------    --------------  --------------
Operating income                                                  10,772,788                -       10,772,788
Other income (expense)                                            (7,967,870)               -       (7,967,870)
                                                               -------------    --------------  --------------
Income - continuing operations                                     2,804,918                -        2,804,918
Discontinued operations                                              230,299                -          230,299
                                                               -------------    --------------  --------------
Net income                                                     $   3,035,217    $           -   $    3,035,217
                                                               =============    ==============  ==============
</Table>

NOTE 3. BASIS OF PRESENTATION

         The accompanying consolidated financial statements are unaudited. All
inter-company transactions and balances have been eliminated. Investments in
affiliates in


                                       6
<PAGE>


                         THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

which the Company has the ability to exercise significant influence, but not
control, are accounted for by the equity method. These financial statements have
been prepared in accordance with accounting principals generally accepted in the
United States of America, or "GAAP" for interim financial information and with
the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly,
certain information and footnote disclosures normally included in financial
statements have been condensed or omitted. The preparation of financial
statements in conformity with GAAP 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 and the reported amounts of revenues and expenses during the
reporting period. Significant estimates incorporated into our consolidated
financial statements include the estimated useful lives of depreciable and
amortizable assets, the estimated allowance for doubtful accounts receivable,
estimated cash flow in assessing the recoverability of long-lived assets,
estimated liabilities for our self-insured medical plan, slot club point
programs and litigation, claims and assessments. Actual results could differ
from those estimates.

    In the opinion of management, all adjustments (which include normal
recurring adjustments) considered necessary for a fair presentation of the
results for the interim periods have been made. The results for the three months
ended March 31, 2004 are not necessarily indicative of results to be expected
for the full fiscal year. The financial statements should be read in conjunction
with the financial statements and notes thereto included in The Majestic Star
Casino, LLC's Annual Report on Form 10-K for the year ended December 31, 2003.

SPIN-OFF

The spin-off of Fitzgeralds Las Vegas to Barden Development, Inc. ("BDI"), our
member, occurred on December 31, 2003. As such, the assets, liabilities and
equity of Fitzgeralds Las Vegas are not included in our consolidated balance
sheets as of March 31, 2004 or at December 31, 2003. The consolidated statements
of operations and cash flows for the three months ended March 31, 2004 do not
include the activities of Fitzgeralds Las Vegas. However, the consolidated
statement of operations recognizes Fitzgeralds Las Vegas as a discontinued
operation for the three months ended March 31, 2003.

RECLASSIFICATIONS

    The consolidated financial statements and footnotes for the prior year
reflect certain reclassifications to conform to the current year presentation,
which have no effect on previously reported net income.


                                       7
<PAGE>

                         THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

PROMOTIONAL ALLOWANCES

    Cash incentives related to gaming play are recorded as a reduction of gross
revenue. Such amounts totaled $6.1 million and $4.8 million for the three month
periods ended March 31, 2004 and 2003. In addition, the retail value of
accommodations, food and beverage, and other services furnished to hotel/casino
guests without charge is included in gross revenue and then deducted as
promotional allowances. The estimated departmental cost of providing such
promotional allowances is included primarily in casino expenses as follows:
<TABLE>
<CAPTION>
                                       For the three months ended March 31,
                                       -------------------------------------
                                            2004                    2003
                                       -------------            ------------
<S>                                    <C>                      <C>
     Rooms                             $     563,667            $    349,146
     Food and Beverage                     2,177,407               2,088,478
     Other                                   121,422                 101,451
                                       -------------            ------------
        Total                          $   2,862,496            $  2,539,075
                                       =============            ===========-
</TABLE>
    The estimated retail value of such promotional allowances included in
operating revenues for the periods ended March 31, 2004, and 2003 is $3.8
million and $3.4 million, respectively.

    The following schedule lists total cash incentives and the retail cost of
rooms, food, beverage, and other, which comprise the total promotional
allowances for each of the two quarters ended March 31, 2004 and 2003.
<TABLE>
<CAPTION>
                                                                 As Restated
                                                      ------------------------------------
                                                      For the three months ended March 31,
                                                      ------------------------------------
                                                             2004               2003
                                                      -----------------  -----------------
     <S>                                               <C>                <C>
      Cash based promotional activities                 $  4,981,965       $  4,064,861
      Slot club and other                                  1,098,258            757,746
      Retail cost of rooms, food, beverage and other       3,817,618          3,430,787
                                                        ------------       ------------
         Total Promotional Allowances                   $  9,897,841       $  8,253,394
                                                        ============       ============
</TABLE>
RECENT ACCOUNTING PRONOUNCEMENTS

    In May 2003, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 150 ("SFAS 150") "Accounting for Certain
Financial Instruments with Characteristics of both Liabilities and Equity."
Provisions of SFAS 150 became effective for financial instruments entered into
or modified after May 31, 2003. The Company adopted SFAS 150 on January 1, 2004.
The adoption had no impact on its financial position, results of operations or
cash flows.

NOTE 4. RESTRICTED CASH

    As of both March 31, 2004 and December 31, 2003, restricted cash relating to
the Company's self-insured workers compensation programs totaled $1.4 million.
The Majestic Star Casino, LLC purchased a $0.9 million certificate of deposit to
secure a letter of credit related to the Majestic Star workers compensation
program. The certificate of deposit is recorded as restricted cash. Investor
Holdings maintains a letter of credit in the amount of $0.5 million for the
self-insured workers compensation programs at Fitzgeralds Tunica, Fitzgeralds
Black Hawk and Fitzgeralds Las Vegas. The bank that issued the $0.5 million
letter of credit has restricted the cash of Investor Holdings in an equivalent
amount as security for the letter of credit.


                                       8
<PAGE>

                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


NOTE 5.  INTANGIBLE ASSETS

    Intangible assets at Investor Holdings primarily include $7.8 million for
customer relationships and $3.4 million for trade names. The $0.7 million
intangible asset represents an excursion license for a riverboat, which
commenced full operations on March 18, 2004. An intangible asset of $5.2 million
pertaining to the Nevada gaming license was transferred to Fitzgeralds Las Vegas
and subsequently spun off to BDI. Intangible assets for customer relationships
and trade names are being amortized over a period of 8-10 years. The riverboat
excursion license is being amortized over 15 years, the period of the license.
In accordance with SFAS 142, goodwill is not amortized but instead subject to
impairment tests at least annually.

    The gross carrying amount and accumulated amortization of the Company's
intangible assets, other than goodwill, as of March 31, 2004 is as follows:


<Table>
<Caption>
                                  Gross Carrying    Accumulated      Net Amount     Expected
                                      Amount        Amortization   March 31, 2004     Life
                                  --------------    ------------   --------------   --------
                                                   (in thousands)
<S>                               <C>               <C>            <C>              <C>
 Amortized intangible assets:
     Customer relationship        $        7,840    $     (2,277)  $        5,563     8 yrs
     Trade names                           3,450            (795)           2,655    10 yrs
     Riverboat excursion license             700              --              700    15 yrs
                                  --------------    ------------   --------------
 Total intangible assets          $       11,990    $     (3,072)  $        8,918
                                  ==============    ============   ==============
</Table>

    The amortization expense recorded on the intangible assets for both of the
three-month periods ended March 31, 2004 and 2003 was $0.3 million. The
riverboat excursion license will be amortized at the rate of approximately
$4,000 per month beginning in April 2004.

NOTE 6.  INVESTMENT IN BUFFINGTON HARBOR RIVERBOATS, L.L.C.

    On October 31, 1995, the Company and Trump Indiana, Inc., our Joint Venture
Partner ("Trump"), entered into the First Amended and Restated Operating
Agreement of Buffington Harbor Riverboats, LLC ("BHR") for the purpose of
acquiring and developing certain facilities for the gaming operations in the
City of Gary ("BHR Property"). BHR is responsible for the management,
development and operation of the BHR Property. The Company and Trump have each
entered into an agreement with BHR (the "Berthing Agreement") to use BHR
Property for their respective gaming operations and have committed to pay the
cash operating losses of BHR as additional berthing fees. All expenditures
requiring a cash outlay by BHR are billed to Trump and the Company at cost.
Accordingly, BHR records as expenses the cost of providing such services and
records as other revenues the amounts billed to Trump and the Company.


                                       9
<PAGE>

                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


    The Company has paid to BHR approximately $1.8 million and $1.3 million of
berthing fees for the three months ended March 31, 2004 and 2003, respectively.
Such amounts are recorded in general and administrative expense in the
consolidated statement of operations. In addition, the Company has paid
approximately $0.4 million and $0.2 million of costs associated with food and
beverages, and valet services, and such amounts are recorded in casino expense
in the Company's consolidated statements of operations, for the three months
ended March 31, 2004 and 2003, respectively. After the Company and Trump
reimburse BHR for all cash operational losses, the remaining net loss of BHR
results from depreciation expense associated with the BHR property. The
allocated net losses are approximately $0.6 million for each of the three month
periods ended March 31, 2004 and 2003, respectively.

    The following represents selected financial information for BHR as of March
31, 2004 and December 31, 2003 and for the three months ended March 31, 2004 and
2003:

<Table>
<Caption>
                                                         MARCH 31,      DECEMBER 31,
                                                           2004             2003
                                                       ------------     ------------
<S>                                                    <C>              <C>
                 BALANCE SHEETS
 Cash                                                  $     21,011     $     82,639
 Current assets, excluding cash                           3,922,786        5,013,217
 Property, plant and equipment, net                      60,699,441       61,881,975
 Other assets                                               100,094          101,248
                                                       ------------     ------------

 Total assets                                          $ 64,743,332     $ 67,079,079
                                                       ============     ============

 Current liabilities                                   $  6,005,127     $  7,223,402
 Capital lease obligation, net of current                   388,491          388,491
                                                       ------------     ------------

 Total liabilities                                        6,393,618        7,611,893

 Total members' equity                                   58,349,714       59,467,186
                                                       ------------     ------------

 Total liabilities and members' equity                 $ 64,743,332     $ 67,079,079
                                                       ============     ============

 The Majestic Star Casino, LLC member's equity         $ 29,174,857     $ 29,733,593
                                                       ============     ============
</Table>

<Table>
<Caption>
                                                        FOR THE THREE MONTHS ENDED
                                                                MARCH 31,
                                                       -----------------------------
                                                          2004                 2003
                                                       -----------       -----------
<S>                                                    <C>               <C>
              STATEMENTS OF INCOME
 Gross revenue                                         $ 1,955,021       $ 3,377,808

 Operating loss                                        $(1,225,545)      $(1,203,740)

 Net loss                                              $(1,225,679)      $(1,208,041)
</Table>


                                       10
<PAGE>

                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


NOTE 7.  LONG-TERM DEBT


<Table>
<Caption>
                                                                                            March 31,      December 31,
 Long-term debt outstanding at March 31, 2004 and December 31, 2003 is as follows:            2004             2003
                                                                                          -------------   --------------
<S>                                                                                       <C>             <C>
 $260,000,000 senior secured notes, bearing interest of 9 1/2% payable on
 October 15 and April 15 beginning April 15, 2004 and due October 15, 2010;
 collateralized by The Majestic Star Casino, LLC's  equity interests, and its
 equity interests in the subsidiary guarantors, and substantially all of
 the assets of The Majestic Star Casino, LLC and the assets of its subsidiary
 guarantors, other than the excluded assets.                                              $ 260,000,000    $ 260,000,000

 $80,000,000 credit facility, which expires in October 2007, bears interest at the
 Company's choice of LIBOR plus a range of 3.00% to 3.50% or Wells Fargo
 Foothill, Inc.'s base rate plus a range of 0.25% to 0.75%.  The range is based on
 the Company's EBITDA (as defined in the Loan and Security Agreement).  The
 credit facility is secured by The Majestic Star Casino, LLC's equity interests and its
 equity interests in the subsidiary guarantors, and substantially all the assets of
 The Majestic Star Casino, LLC and the assets of its subsidiary guarantors, other
 than the excluded assets.                                                                   39,000,000       25,958,493

 $16,290,000 unsecured notes payable, net of unamortized discount of $499,137 and
 $533,169 at March 31, 2004 and December 31, 2003, respectively.  Investor Holdings
 pays interest at a rate of 11.653% on the notes.  Interest is paid semi-annually on
 May 31 and November 30, with a final payment of principal and interest due on
 November 30, 2007.  On October 7, 2003, the notes became unsecured obligations
 of Investor Holdings.                                                                       15,790,863       15,756,831
                                                                                          -------------   --------------

 Long-term debt                                                                           $ 314,790,863   $  301,715,324

 Less current maturities                                                                             --               --
                                                                                          -------------   --------------

 Total long-term debt                                                                     $ 314,790,863   $  301,715,324
                                                                                          =============   ==============
</Table>


9  1/2% NOTES

    The 9 1/2% notes bear interest at a fixed annual rate of 9.5% payable on
April 15 and October 15 of each year, commencing April 15, 2004. The 9 1/2%
notes will mature on


                                       11
<PAGE>

                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


October 15, 2010. The 9 1/2% notes are secured by a pledge of substantially all
of the Company's current and future assets, other than the assets of Fitzgeralds
Las Vegas (which became an unrestricted and non-guarantor subsidiary effective
October 7, 2003 and was subsequently spun off to BDI on December 31, 2003) and
certain other excluded assets. The 9 1/2% notes are also collateralized by our
equity interests held by BDI and our equity interests in the subsidiary
guarantors.

    The indenture governing the 9 1/2% notes contains covenants which, among
other things, restrict the Company's ability to (i) make certain payments to, or
investments in, third parties; (ii) incur additional indebtedness or liens on
any assets; (iii) enter into transactions with affiliates; and (iv) sell any
restricted subsidiaries' assets. In addition, upon a Change of Control as
defined in the indenture governing the 9 1/2% notes, the Company will be
required to offer to repurchase all of the outstanding 9 1/2% notes at a cash
price equal to 101% of the principal amount thereof, plus accrued and unpaid
interest to the date of repurchase.

    Concurrent with the closing of the 9 1/2% notes, the Company established the
$80.0 million credit facility with Wells Fargo Foothill, Inc., and terminated
two existing credit facilities with Wells Fargo Foothill, Inc. Subject to
certain exceptions, the $80.0 million credit facility is secured by a pledge of
our equity held by BDI and the equity of our subsidiary guarantors and a first
priority lien on substantially all of the assets of the Company (which excludes
the assets of Fitzgeralds Las Vegas). Borrowings under the $80.0 million credit
facility bear interest at the Company's choice of LIBOR plus a range of 3.00% to
3.50% or Wells Fargo Foothill, Inc.'s base rate (which approximates the prime
rate) plus a range of 0.25% to 0.75%. The range is based on the Company's EBITDA
(as defined in the Loan and Security Agreement). Full payment of any outstanding
balance under the $80.0 million credit facility is due upon maturity of the
agreement in October 2007. The credit agreement includes covenants similar to
those set forth in the indenture governing the 9 1/2% notes, and also requires
the Company to maintain, as defined in the covenants, minimum EBITDA and
interest coverage ratios, which increase periodically, and an annual limit on
capital expenditures. During the three months ended March 31, 2004, the Company
paid interest on borrowings ranging from 4.37% to 4.75%.

    At March 31, 2004 and at December 31, 2003, the Company had available
borrowing capacity under the $80.0 million credit facility of approximately
$41.0 million and $54.0 million, respectively.

    On May 4, 2004, the Company and the lenders to the $80.0 million credit
facility agreed to the form of an amendment to the loan and security agreement
(attached as Exhibit 10.1 to this Form 10-Q). The amendment modifies the
definition of EBITDA to specifically clarify that it was acceptable to add back
up to $2.5 million of charges related to the previously discussed retroactive
property tax adjustment at Majestic Star. The modified definition of EBITDA is
effective as of December 31, 2003. Without the amendment, the Company would have
not met the required $13.9 million EBITDA covenant for the quarter ended March
31, 2004.


                                       12
<PAGE>

                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


11.653% NOTES

    At March 31, 2004 and at December 31, 2003, Investor Holdings had debt
outstanding of $15.8 million related to its 11.653% notes, net of unamortized
discount of $0.5 million. The 11.653% notes bear interest at a fixed rate of
11.653% per annum payable May 31 and November 30 each year. The 11.653% notes
will mature on November 30, 2007. Investor Holdings no longer guarantees the
11.653% notes (nor does any other subsidiary of the Company), and the liens on
the collateral have been released.

OLD CREDIT FACILITIES

    During the first quarter of 2003, The Majestic Star Casino, LLC had a $20.0
million credit facility (the "Majestic credit facility") and Investor Holdings
had a $15.0 million credit facility (the "Majestic Investor Holdings credit
facility"). There were no borrowings against either of these lines of credit
during the first quarter of 2003, and therefore, there was minimal interest
expense. However, there were non-usage fees charged during the first quarter of
2003, which totaled $48,000. These credit facilities were replaced in October
2003 with the $80.0 million credit facility. There were no borrowings on the
Majestic credit facility or the Majestic Investor Holdings credit facility on
the date that both facilities were terminated, October 7, 2003.

NOTE 8.  COMMITMENTS AND CONTINGENCIES

LEGAL PROCEEDINGS

    Various legal proceedings are pending against the Company. Management
considers all such pending proceedings, comprised primarily of personal injury
and equal employment opportunity (EEO) claims, to be routine litigation
incidental to the Company's business. Except as described below, management
believes that the resolution of these proceedings will not individually or in
the aggregate, have a material effect on the Company's financial condition,
results of operations or cash flows.

    On April 19, 2004 the Indiana Tax Court ruled on the matter of Aztar Indiana
Gaming Corporation ("Aztar") v. Indiana Department of State Revenue ("Department
of Revenue"). Aztar operates a riverboat casino in Indiana. The ruling denied
Aztar's deductions claimed on its Indiana income tax returns for taxes paid on
gaming revenues to the state. This ruling has significant implications for all
Indiana casinos. Majestic Star has been issued notices of proposed assessments
by the Department of Revenue totaling $2.6 million for the period 1996 to June
16, 2001. While The Majestic Star Casino, LLC is a limited liability company and
its income and expenses pass to its member, the


                                       13
<PAGE>

                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


Department of Revenue has taken the position that The Majestic Star Casino, LLC
had a requirement to withhold and remit state income tax. No assessment has been
issued by the Department of Revenue for any tax periods subsequent to June 16,
2001, but the Company estimates that if the assessments were extended through
the latest reporting date of March 31, 2004, there would be an additional tax
liability of approximately $2.7 million, plus interest. This additional tax
liability amount would be adjusted against any net taxable income or losses
previously reported to the state by our member. In addition, to date, the
Company has not been charged a penalty for failing to withhold and remit the
taxes to the state. Aztar has announced that it will request a rehearing of the
tax court ruling. If the outcome of the rehearing is unfavorable to Aztar, then
the Company's member could similarly be required to pay additional taxes to the
State of Indiana, along with interest. Under its indenture governing the 9 1/2%
notes and the loan agreement related to the $80.0 million credit facility, the
Company is allowed to make distributions to its member for tax purposes, and the
Company intends to do so when this matter is ultimately resolved. Any payments
would be recorded as distributions to its member.

    In December 2002, a complaint was filed in the U.S. District Court for the
Northern District of Mississippi against Barden Mississippi and the former owner
of Fitzgeralds Tunica, alleging violation of Title VII of the Civil Rights Act
of 1964 and violation of 42 U.S.C. Section 1981, as well as certain other state
law claims. The lawsuit pertains to certain events alleged to have occurred on
or about December 7, 2001 in connection with Investor Holdings' acquisition of
Fitzgeralds Tunica from its former owner. The plaintiff was seeking back pay,
front pay, compensatory damages and punitive damages in excess of $3.5 million.
The former owner of Fitzgeralds Tunica has been dismissed from the case. After a
three-day bench trial against Barden Mississippi, on May 6, 2004, the Judge
awarded the plaintiff $312,006, which incorporates back pay, emotional distress
and punitive damages plus an additional sum for reasonable attorney fees in an
amount that has not yet been determined. The Company has established a reserve
at March 31, 2004 for the award in the amount of $392,006 along with $35,000 for
the Company's attorney fees. The Company intends to appeal the judgment.

PROPERTY TAXES

    During January 2004, Majestic Star received a preliminary property tax
reassessment notice that increased the valuation of its riverboat vessel in Lake
County, Indiana, where Majestic Star is located. The valuation assessment was
part of a countywide reassessment, and these reassessments are to be
retroactively effective as of March 1, 2002. The reassessment was a result of a
1998 Indiana Supreme Court ruling that declared the method of property
assessment previously used was unconstitutional. Majestic Star has followed
administrative policies of the taxing authorities and has paid Lake County an
amount equal to 70% of its 2001 property tax liability, and has accrued the
balance due for 2002 and 2003. At December 31, 2003, it was only possible to
estimate the remaining property tax liability for Majestic Star using
information that was currently available, and such estimate was subject to
significant uncertainty given the appeal made by Majestic Star as to the very
high assessed valuation to its vessel and the fact that no real property tax
rates had been issued for Lake County. In April 2004, tax rates on the real
property within Lake County, Indiana were issued. In addition, in April


                                       14
<PAGE>


                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


2004, the State of Indiana issued final notices of assessed valuations to
property owners within Lake County. The Company has used the information
provided in April to revise its estimate of the amounts due, as more fully
described below.

    BHR, the Company's joint venture with Trump, also received a notice of final
assessed value of its real property. Similarly Buffington Harbor Parking
Associates ("BHPA"), the owner of a parking garage for which Majestic Star is a
lessee under an operating lease, has received a notice reflecting final assessed
values. Majestic Star, through the joint venture agreement and the operating
lease agreement, would be liable for its portion of BHR's and BHPA's property
tax liabilities.

    Previously, the Company met with the third party hired by the State of
Indiana, which conducted the assessments of Majestic Star's vessel and the
parking garage (the "Assessor"). Management of BHR similarly met with the
Assessor regarding the assessment of the joint venture's real property. The
reason for these meetings was to discuss what the Company and BHR management
felt were incorrect assessed valuations. Based on these meetings and the
approval of the State of Indiana, the value of Majestic Star's vessel was
reduced to an amount that approximates its previous assessed valuation. In
addition, the assessed valuation of certain real property of BHPA and BHR has
been reduced.

    The Company had previously consulted with legal counsel and tax experts, and
believed that its liability for property taxes (including amounts due directly
by Majestic Star and indirectly through BHR and BHPA) was likely to range from
approximately $4.2 million to approximately $11.6 million. The lower end of the
range was based on the Company's property tax liabilities for these entities in
prior years (or similar property in the case of the new BHPA parking garage),
plus a factor for inflation (to take into consideration increases in operating
costs of Lake County), and less the payments already made to Lake County. The
upper end of the range was the amount calculated by taking the preliminary
assessed values (ignoring the likelihood of reductions through then pending
appeals), multiplied by the last legislatively issued tax rate for Lake County.
Management believed it was remote that the liability would reach the upper end
of the range. However, since the State of Indiana had yet to determine a tax
rate for Lake County, there was no amount in the range of potential property tax
liabilities that was a better estimate than any other amount in the range at
that time. Accordingly, the Company accrued a liability of $4.2 million at
December 31, 2003. Based on the assessments and tax rates issued in April 2004,
the Company has increased its accrual for real property taxes on Majestic Star's
vessel, and its proportionate share of liability for BHPA and BHR, by $2.2
million. At March 31, 2004, the accrual for all unpaid property taxes owed
directly or indirectly by Majestic Star is $8.2 million.

    Final tax bills for 2002 were scheduled to be mailed in May 2004 with
payment due at the end of the month.  However, a group of taxpayers in Lake
County has filed a lawsuit against the State of Indiana, claiming that the 2002
real estate reassessment was unlawful. On May 7, 2004, the Lake County Superior
Court ruled in favor of the taxpayers, and issued an order prohibiting Lake
County from mailing tax bills based on the reassessment. The Court ordered Lake
County to send property tax bills for the remaining 30% of taxes due for 2002,
based on the 2001 assessed values and tax rates. Lake County has stated that it
will not be able to mail such bills for several months. It is likely the Lake
County Superior Court's order will be appealed, and the outcome cannot be
determined at this time. The Company has not adjusted its accrual at March 31,
2004. In the event there is no appeal or no reversal on appeal, the Company will
then reduce its current accrual.

                                       15
<PAGE>

                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


GAMING REGULATIONS

    The ownership and operation of riverboat gaming operations in Indiana are
subject to strict state regulation under the Riverboat Gambling Act (the "Act")
and the administrative rules promulgated thereunder. The Indiana Gaming
Commission ("IGC") is empowered to administer, regulate and enforce the system
of riverboat gaming established under the Act and has jurisdiction and
supervision over all riverboat gaming operations in Indiana, as well as over all
persons on riverboats where gaming operations are conducted. The IGC is
empowered to regulate a wide variety of gaming and non-gaming related
activities, including the licensing of suppliers to, and employees at, riverboat
gaming operations and to approve the form of entity qualifiers and intermediary
and holding companies. The IGC has broad rulemaking power, and it is impossible
to predict what effect, if any, the amendment of existing rules or the
finalization of proposed rules might have on the Company's operations.

    Effective July 1, 2003, a licensed riverboat owner who implements flexible
scheduling can conduct gambling operations for up to 24 hours per day upon
receiving IGC approval. Under prior IGC rules, riverboat casinos were required
to close for three hours daily. Majestic Star's plan for 24-Hour Dockside Gaming
was submitted to the IGC and approved. Majestic Star began operating on 24-hour
basis on July 12, 2003.

    The ownership and operation of our casino gaming facilities in Mississippi
and Colorado are also subject to various state and local regulations in the
jurisdictions where they are located. In Mississippi, our gaming operations are
subject to the Mississippi Gaming Control Act, and to the licensing and/or
regulatory control of the Mississippi Gaming Commission, the Mississippi State
Tax Commission and various state and local regulatory agencies, including liquor
licensing authorities. In Colorado, our gaming operations are subject to the
Limited Gaming Act of 1991, which created the Division of Gaming within the
Colorado Department of Revenue and the Colorado Limited Gaming Control
Commission, which is empowered to license, implement, regulate and supervise the
conduct of limited gaming. Our Colorado operations are also subject to the
Colorado Liquor Code and the state and local liquor licensing authorities.

    The Company's directors, officers, managers and key employees are required
to hold individual licenses. These requirements vary from jurisdiction to
jurisdiction. Licenses and permits for gaming operations and for individual
licensees are subject to revocation or non-renewal for cause. Under certain
circumstances, holders of our securities are required to secure independent
licenses and permits.


                                       16
<PAGE>

                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


OTHER CONTINGENCIES

    The Company and Trump have each entered into parallel operating lease
agreements with Buffington Harbor Parking Associates, LLC ("BHPA"), each having
a term until December 31, 2018. The operating lease agreement calls for the
Company and Trump to make monthly lease payments equal to 100% of BHPA's debt
service requirement for the following month, although each party is entitled to
a credit for 50% of such payment if the other party makes its monthly payment.
Since the inception of the lease, neither the Company nor Trump has had to make
a payment equal to 100% of BHPA's debt service cost.

LETTER OF CREDIT/SURETY BOND

    In accordance with an order of the IGC, the Company's riverboat owner's
license was renewed subject to certain conditions. Pursuant to the license
renewal, the Company was required to post a bond in the amount of $1.0 million
to secure its regulatory obligations. The $1.0 million bond has yet to be
provided. The IGC is currently reviewing language to be included in the bond.
When the language is finalized, the Company will post the new bond.

    To secure payment of claims under the workers compensation programs at
Fitzgeralds Tunica, Fitzgeralds Black Hawk and Fitzgeralds Las Vegas, Investor
Holdings was required to post a letter of credit of $0.5 million. This letter of
credit is secured by restricted cash (see Note 4).

    As part of a self-insured workers compensation program at Majestic Star, the
Company was required to post a letter of credit in the amount of $0.9 million to
secure payment of claims. To collateralize the letter of credit, the bank
required that Majestic Star purchase a $0.9 million certificate of deposit. Such
certificate of deposit is recorded in restricted cash on the Company's
consolidated balance sheet (see Note 4).

    The State of Mississippi has required Fitzgeralds Tunica to post surety
bonds as security for current and future sales and gaming revenue tax
obligations. Fitzgeralds Tunica has four surety bonds: a $0.6 million bond in
place with the Mississippi State Tax Commission and three $5,000 bonds with the
Mississippi Alcoholic Beverage Control. These surety bonds are secured only by
personal guaranties of Don H. Barden. If Mr. Barden is required to make payments
to the bonding companies as a result of the guaranties, the Company will be
obligated to reimburse Mr. Barden for any such payments.


                                       17
<PAGE>

                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 9.  RELATED PARTY TRANSACTIONS

LOANS TO RELATED PARTIES

    In January 2002, the Company made a $200,000 employee loan to Mr. Michael
Kelly, Executive Vice President and Chief Operating Officer of the Company. This
loan bears no interest and is due and payable in full in January 2005. In both
March 2003 and March 2004, Mr. Kelly paid $67,000 in accordance with the loan
agreement. As of March 31, 2004, the outstanding balance was $66,000.

TRANSACTIONS BY OR WITH AFFILIATES

    On February 11, 2004, we acquired approximately 170 acres of land located
adjacent to the Buffington Harbor gaming complex from an affiliate of ours (the
"GNC Land"). The purchase price for the GNC Land was not greater than eighty
percent (80%) of the appraised value as evidenced by the written appraisal of an
independent appraiser dated not more than ninety (90) days prior to the closing.
The purchase price was approximately $21.9 million (net of a deposit of $2.0
million and a credit of $1.5 million related to the Naming Rights Agreement
discussed below, which was terminated).

    Gary New Century, LLC ("GNC"), a company wholly-owned by Mr. Barden,
intended to develop an outdoor amphitheater on property it owned adjacent to
Majestic Star. The Company entered into a Naming Rights Agreement with GNC
effective in October 2001. Pursuant to the Naming Rights Agreement, GNC agreed
to use the name "The Majestic Star Amphitheater" as the name of the amphitheater
and the Company paid GNC $1.5 million during 2001 for such rights. The initial
term of the Naming Rights Agreement was three years commencing on the opening of
the amphitheater. The Naming Rights Agreement was terminated in connection with
the acquisition of the GNC Land by the Company and the Company received a credit
of $1.5 million against the purchase price of the GNC Land at closing.

    During the three months ended March 31, 2004, Majestic Star made a
distribution of $1.1 million to BDI pursuant to a new Manager Agreement (see
below). Majestic Star made a distribution of $0.4 million for the three months
ended March 31, 2003 related to the prior Majestic Star Manager Agreement.

    Investor Holdings made a distribution of $0.9 million for the three months
ended March 31, 2003 related to the prior Investor Holdings Manager Agreement.

MANAGER AGREEMENT

    On October 7, 2003, concurrent with the consummation of the offering of the
9 1/2% notes, the Company entered into a new Manager Agreement with BDI.
Distributions to BDI under the new Manager Agreement are governed and limited by
the terms of the


                                       18
<PAGE>

                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


indenture governing the 9 1/2% notes and by the terms of the $80.0 million
credit facility. The distributions for each fiscal quarter may not exceed 1% of
the Company's consolidated net operating revenue and 5% of the Company's
consolidated cash flow (as defined in the indenture governing the 9 1/2% notes
and the Loan and Security Agreement for the $80.0 million credit facility) for
the immediately preceding fiscal quarter.

BARDEN NEVADA EXPENSE SHARING AGREEMENT

    Concurrent with the consummation of the offering of the 9 1/2% notes, we
entered into an expense sharing agreement with Barden Nevada. The expense
sharing agreement provides for a fee from Barden Nevada to us in the amount of
the greater of (i) $500,000 per year or (ii) the actual amount of certain
specified expenses incurred by us in connection with providing management
services to Barden Nevada. For the three months ended March 31, 2004, Barden
Nevada paid us an expense sharing fee of $269,000.

NOTE 10.  SEGMENT INFORMATION

    The Majestic Star Casino, LLC either directly or indirectly through
wholly-owned subsidiaries owns and operates three properties as follows: a
riverboat casino located in Gary, Indiana; a casino and hotel located in Tunica,
Mississippi; and a casino located in Black Hawk, Colorado (collectively, the
"Properties").

    The Company identifies its business in three segments based on geographic
location. The Properties, in each of their segments, market primarily to
middle-income guests. The major products offered in each segment are as follows:
casino, hotel rooms (in Tunica, Mississippi only), and food and beverage.

    The accounting policies of each business segment are the same as those
described in the summary of significant accounting policies previously described
in Note 1 to the audited financial statements included in the Company's Annual
Report on Form 10-K for the year ended December 31, 2003. There are minimal
inter-segment sales.

    A summary of the Properties' operations by business segment for the three
months ended March 31, 2004 and 2003 and a summary of the Properties' segment
assets as of March 31, 2004 are presented below:


                                       19
<PAGE>

                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

<Table>
<Caption>
                                                       For the Three Months
                                                          Ended March 31,
                                                      ----------------------
                                                        2004          2003
                                                      --------      --------
                                                          (in thousands)
<S>                                                   <C>           <C>
Net revenues (Restated, See Note 2):
   Majestic Star                                      $ 36,988      $ 33,727
   Fitzgeralds Tunica                                   22,015        21,833
   Fitzgeralds Black Hawk                                8,420         7,524
                                                      --------      --------
Total                                                 $ 67,423      $ 63,084
                                                      ========      ========

Operating income (loss):
   Majestic Star                                      $  2,810      $  6,245
   Fitzgeralds Tunica                                    3,589         4,704
   Fitzgeralds Black Hawk                                2,042         1,373
   Corporate (1)                                          (806)         (883)
   Majestic Investor Holdings                              (70)         (666)
                                                      --------      --------
Total                                                 $  7,565      $ 10,773
                                                      ========      ========

Segment depreciation and amortization:
   Majestic Star                                      $  1,912      $  1,414
   Fitzgeralds Tunica                                    2,060         1,905
   Fitzgeralds Black Hawk                                  458           412
   Majestic Investor Holdings                               70           666
                                                      --------      --------
Total                                                 $  4,500      $  4,397
                                                      ========      ========

Expenditure for additions to long-lived assets:
   Majestic Star                                      $ 25,166      $    923
   Fitzgeralds Tunica                                      444           267
   Fitzgeralds Black Hawk                                   55           249
   Fitzgeralds Las Vegas (2)                                --           547
                                                      --------      --------
Total                                                 $ 25,665      $  1,986
                                                      ========      ========
 </Table>

 <Table>
 <Caption>
                                                       As of
                                                     March 31,
                                                       2004
                                                     ---------
   <S>                                               <C>
Segment assets:
   Majestic Star                                     $ 283,861
   Fitzgeralds Tunica                                   81,895
   Fitzgeralds Black Hawk                               30,134
   Majestic Investor Holdings                           59,251
                                                     ---------
   Total                                               455,141
   Less: Intercompany                                 (203,368)
                                                     ---------
Total                                                $ 251,773
                                                     =========
</Table>
(1) Corporate expenses reflect payroll, benefits, travel and other costs
    associated with our corporate staff and are not allocated to the properties.

(2) The equity interests in Fitzgeralds Las Vegas were spun off to BDI on
    December 31, 2003.  Prior to the spin-off, the assets of Fitzgeralds Las
    Vegas were reflected as held for use.


                                       20
<PAGE>

                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 11.  SUPPLEMENTAL GUARANTOR FINANCIAL INFORMATION

    The proceeds from the issuance of the 9 1/2% notes and approximately $28.0
million of the $80.0 million credit facility were used to purchase and redeem
all of the 10 7/8% notes and purchase substantially all of the 11.653% notes.
Under the indenture governing the 9 1/2% notes and the Loan and Security
Agreement for the $80.0 million credit facility, Fitzgeralds Tunica and
Fitzgeralds Black Hawk remain as guarantors; however, Fitzgeralds Las Vegas
became an unrestricted and non-guarantor subsidiary and was subsequently spun
off to BDI on December 31, 2003.

    The following condensed consolidating information presents condensed
consolidating balance sheets as of March 31, 2004 and December 31, 2003,
condensed consolidating statements of operations for the three months ended
March 31, 2004 and 2003 and condensed consolidating statements of cash flows for
the three months ended March 31, 2004 and 2003 for The Majestic Star Casino,
LLC, The Majestic Star Casino Capital Corp. (a co-issuer of the 9 1/2% notes),
the guarantor subsidiaries, our discontinued operation, and eliminating entries
necessary to consolidate such entities.


                                       21
<PAGE>


                         THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 11.  SUPPLEMENTAL GUARANTOR FINANCIAL INFORMATION

                     CONDENSED CONSOLIDATING BALANCE SHEETS
                              AS OF MARCH 31, 2004
                                   (UNAUDITED)

<Table>
<Caption>
                                               The Majestic    The Majestic
                                               Star Casino,     Star Casino      Guarantor     Eliminating               Total
                                                    LLC        Capital Corp.   Subsidiaries       Entries            Consolidated
                                               -------------   -------------   -------------   -------------         -------------
<S>                                            <C>             <C>             <C>             <C>                   <C>
ASSETS
Current Assets:
    Cash and cash equivalents                  $   8,554,546   $          --   $  11,963,315   $          --         $  20,517,861
    Restricted cash                                  900,000              --         500,000              --             1,400,000
    Accounts receivable, net                       1,774,207              --         743,041              --             2,517,248
    Inventories                                       65,959              --         634,564              --               700,523
    Prepaid expenses                               2,355,733              --         618,979              --             2,974,712
    Receivables from affiliate                       319,608              --          58,710         (77,018)(a)           301,300
    Note receivable from related party                66,000              --              --              --                66,000
    Other                                                 --              --          35,970              --                35,970
                                               -------------   -------------   -------------   -------------         -------------
      Total current assets                        14,036,053              --      14,554,579         (77,018)           28,513,614
                                               -------------   -------------   -------------   -------------         -------------

Property, equipment and improvements, net         78,252,928              --      85,627,965              --           163,880,893
Intangible assets, net                                    --              --       8,917,996              --             8,917,996
Goodwill                                                  --              --       5,922,398              --             5,922,398
Other assets:
    Deferred financing costs, net                  5,589,813              --         519,665              --             6,109,478
    Investment in Buffington Harbor
      Riverboat, LLC                              29,174,857              --              --              --            29,174,857
    Long term receivable - related party         139,145,427              --              --    (139,145,427)(a)                --
    Other assets                                   8,661,878              --         591,979              --             9,253,857
                                               -------------   -------------   -------------   -------------         -------------
      Total other assets                         182,571,975              --       1,111,644    (139,145,427)           44,538,192
                                               -------------   -------------   -------------   -------------         -------------
      Total Assets                             $ 274,860,956   $          --   $ 116,134,582   $(139,222,445)        $ 251,773,093
                                               =============   =============   =============   =============         =============

LIABILITIES AND MEMBER'S
    DEFICIT
Current Liabilities:
    Accounts payable                           $   2,471,501   $          --   $     820,419   $          --         $   3,291,920
    Other accrued liabilities:
      Payroll and related                          2,502,612              --       3,546,638              --             6,049,250
      Payable to related party                         1,720              --          75,298         (77,018)(a)                --
      Interest                                    12,217,797              --         632,758              --            12,850,555
      Progressive jackpots                           730,948              --       2,116,812              --             2,847,760
      Slot club liabilities                           95,950              --         492,370              --               588,320
      Other accrued liabilities                   11,090,843              --       3,035,586              --            14,126,429
                                               -------------   -------------   -------------   -------------         -------------
      Total current liabilities                   29,111,371              --      10,719,881         (77,018)           39,754,234
                                               -------------   -------------   -------------   -------------         -------------

Investment in subsidiaries                        49,521,589              --              --     (49,521,589)(b)                --
Due to related parties                                    --              --     139,145,427    (139,145,427)(a)                --
Long-term debt, net of current maturities        299,000,000     260,000,000      15,790,863    (260,000,000)(c)       314,790,863
                                               -------------   -------------   -------------   -------------         -------------
      Total Liabilities                          377,632,960     260,000,000     165,656,171    (448,744,034)          354,545,097
                                               -------------   -------------   -------------   -------------         -------------
    Member's Deficit                            (102,772,004)   (260,000,000)    (49,521,589)    309,521,589(b)(c)    (102,772,004)
                                               -------------   -------------   -------------   -------------         -------------
      Total Liabilities and Member's Deficit   $ 274,860,956   $          --   $ 116,134,582   $(139,222,445)        $ 251,773,093
                                               =============   =============   =============   =============         =============
</Table>

----------
(a) To eliminate intercompany receivables and payables.
(b) To eliminate intercompany accounts and investment in subsidiaries.
(c) As more fully described in Note 7, Long-Term Debt, The Majestic Star Casino
    Capital Corp. is a co-obligor of the 9 1/2% notes issued by the Company.
    Accordingly, such indebtedness has been presented as an obligation of both
    the issuer and the co-obligor in the above balance sheet.



                                       22
<PAGE>

                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 11.  SUPPLEMENTAL GUARANTOR FINANCIAL INFORMATION (CONTINUED)

                     CONDENSED CONSOLIDATING BALANCE SHEETS
                             AS OF DECEMBER 31, 2003


<Table>
<Caption>
                                               The Majestic     The Majestic
                                               Star Casino,      Star Casino      Guarantor      Eliminating             Total
                                                    LLC         Capital Corp.    Subsidiaries      Entries            Consolidated
                                               -------------    -------------    ------------    -----------          ------------
<S>                                            <C>              <C>              <C>             <C>                  <C>
ASSETS
Current Assets:
    Cash and cash equivalents                  $  10,929,430    $          --    $ 11,128,586    $          --        $ 22,058,016
    Restricted cash                                  900,000               --         500,000               --           1,400,000
    Accounts receivable, net                       1,544,483               --         668,063               --           2,212,546
    Inventories                                       77,312               --         630,373               --             707,685
    Prepaid expenses                               1,628,044               --         498,539               --           2,126,583
    Receivable from affiliate                        587,254               --              --         (377,119)(a)         210,135
    Note receivable from related party               133,000               --              --               --             133,000
                                               -------------    -------------    ------------    -------------        ------------
      Total current assets                        15,799,523               --      13,425,561         (377,119)         28,847,965
                                               -------------    -------------    ------------    -------------        ------------

Property, equipment and improvements, net         54,849,742               --      87,318,189               --         142,167,931
Intangible assets, net                                    --               --       9,249,247               --           9,249,247
Goodwill                                                  --               --       5,922,398               --           5,922,398
Other assets:
    Deferred financing costs, net                  5,734,214               --         554,973               --           6,289,187
    Investment in Buffington Harbor
      Riverboat, LLC                              29,733,594               --              --               --          29,733,594
    Long term receivable - related party         144,395,427               --              --     (144,395,427)(a)              --
    Other assets                                  10,412,477               --         591,979               --          11,004,456
                                               -------------    -------------    ------------    -------------        ------------
      Total other assets                         190,275,712               --       1,146,952     (144,395,427)         47,027,237
                                               -------------    -------------    ------------    -------------        ------------
      Total Assets                             $ 260,924,977    $          --    $117,062,347    $(144,772,546)       $233,214,778
                                               =============    =============    ============    =============        ============

LIABILITIES AND MEMBER'S DEFICIT
Current Liabilities:
    Accounts payable                           $   5,457,108    $          --    $    930,847    $          --        $  6,387,955
    Payable to related party                              --               --         377,366         (377,119)(a)             247
    Accrued liabilities:
      Payroll and related                          2,588,039               --       3,899,068               --           6,487,107
      Interest                                     5,865,514               --         158,189               --           6,023,703
      Progressive jackpots                           608,234               --       2,065,428               --           2,673,662
      Slot club liabilities                               --               --         498,070               --             498,070
      Other accrued liabilities                    8,003,123               --       3,592,542               --          11,595,665
                                               -------------    -------------    ------------    -------------        ------------
      Total current liabilities                   22,522,018               --      11,521,510         (377,119)         33,666,409
                                               -------------    -------------    ------------    -------------        ------------

Investment in subsidiaries                        54,611,421               --              --      (54,611,421)(b)              --
Due to related parties                                    --               --     144,395,427     (144,395,427)(a)              --
Long-term debt, net of current maturities        285,958,493      260,000,000      15,756,831     (260,000,000)(c)     301,715,324
                                               -------------    -------------    ------------    -------------        ------------
      Total Liabilities                          363,091,932      260,000,000     171,673,768     (459,383,967)        335,381,733
                                               -------------    -------------    ------------    -------------        ------------
    Member's Deficit                            (102,166,955)    (260,000,000)    (54,611,421)     314,611,421(b)(c)  (102,166,955)
                                               -------------    -------------    ------------    -------------        ------------
      Total Liabilities and Member's Deficit   $ 260,924,977    $          --    $117,062,347    $(144,772,546)       $233,214,778
                                               =============    =============    ============    =============        ============
</Table>

----------
(a) To eliminate intercompany receivables and payables.
(b) To eliminate intercompany accounts and investment in subsidiaries.
(c) As more fully described in Note 7, Long-Term Debt, The Majestic Star Casino
    Capital Corp. is a co-obligor of the 9 1/2% notes issued by the Company.
    Accordingly, such indebtedness has been presented as an obligation of both
    the issuer and the co-obligor in the above balance sheet.



                                       23
<PAGE>


                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 11.  SUPPLEMENTAL GUARANTOR FINANCIAL INFORMATION (CONTINUED)

                 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
                   FOR THE THREE MONTHS ENDED MARCH 31, 2004
                                   (UNAUDITED)
<Table>
<Caption>
                                                                         Restated, See Note 2
                                           ----------------------------------------------------------------------------------
                                           The Majestic     The Majestic
                                           Star Casino,      Star Casino      Guarantor       Eliminating           Total
                                                LLC         Capital Corp.   Subsidiaries        Entries          Consolidated
                                           -------------    -------------   -------------    -------------       ------------
<S>                                        <C>              <C>             <C>              <C>                 <C>
OPERATING REVENUES:
    Casino                                 $  39,206,159    $          --   $  31,836,344    $          --       $ 71,042,503
    Rooms                                             --               --       1,873,837               --          1,873,837
    Food and beverage                            487,193               --       2,857,267               --          3,344,460
    Other                                        612,898               --         446,746               --          1,059,644
                                           -------------    -------------   -------------    -------------       ------------
      Gross revenues                          40,306,250               --      37,014,194               --         77,320,444
    Less promotional allowances                3,318,657               --       6,579,184               --          9,897,841
                                           -------------    -------------   -------------    -------------       ------------
      Net operating revenues                  36,987,593               --      30,435,010               --         67,422,603
                                           -------------    -------------   -------------    -------------       ------------

OPERATING COSTS AND EXPENSES:
    Casino                                     7,685,752               --      10,551,699               --         18,237,451
    Rooms                                             --               --         465,242               --            465,242
    Food and beverage                            551,037               --         906,405               --          1,457,442
    Other                                             --               --         241,533               --            241,533
    Gaming taxes                              11,063,904               --       4,120,210               --         15,184,114
    Advertising and promotion                  1,991,066               --       1,758,190               --          3,749,256
    General and administrative                 9,184,481               --       4,241,101               --         13,425,582
    Corporate expense                            805,606               --              --               --            805,606
    Economic incentive - City of Gary          1,177,155               --              --               --          1,177,155
    Depreciation and amortization              1,912,408               --       2,587,435               --          4,499,843
    Loss on investment in Buffington
      Harbor Riverboats, LLC                     612,841               --              --               --            612,841
    (Gain) loss on disposal of assets               (916)              --           1,971               --              1,055
                                           -------------    -------------   -------------    -------------       ------------
      Total operating costs and expenses      34,983,334               --      24,873,786               --         59,857,120
                                           -------------    -------------   -------------    -------------       ------------

      Operating income                         2,004,259               --       5,561,224               --          7,565,483
                                           -------------    -------------   -------------    -------------       ------------

OTHER INCOME (EXPENSE):
    Interest income                                1,938               --           3,176               --              5,114
    Interest expense                          (6,583,476)              --        (474,569)              --         (7,058,045)
    Other non-operating expense                  (28,209)              --              --               --            (28,209)
    Equity in net income of subsidiaries       5,089,831               --              --       (5,089,831)(a)             --
                                           -------------    -------------   -------------    -------------       ------------
      Total other expense                     (1,519,916)              --        (471,393)      (5,089,831)        (7,081,140)
                                           -------------    -------------   -------------    -------------       ------------
      Net income                           $     484,343    $          --   $   5,089,831    $  (5,089,831)      $    484,343
                                           =============    =============   =============    =============       ============
</Table>
----------
(a)   To eliminate equity in net income of subsidiaries.



                                       24
<PAGE>

                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 11.  SUPPLEMENTAL GUARANTOR FINANCIAL INFORMATION (CONTINUED)

                 CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
                   FOR THE THREE MONTHS ENDED MARCH 31, 2003
                                   (UNAUDITED)

<Table>
<Caption>
                                                                         Restated, See Note 2
                                     ---------------------------------------------------------------------------------------------
                                     The Majestic    The Majestic
                                      Star Casino,    Star Casino    Guarantor      Discontinued    Eliminating         Total
                                          LLC        Capital Corp.  Subsidiaries    Operation (b)     Entries         Consolidated
                                     -------------   -------------  -------------   -------------   ------------      ------------
<S>                                  <C>             <C>            <C>             <C>             <C>               <C>
OPERATING REVENUES:
    Casino                           $  35,332,173   $          --  $  29,924,030   $          --   $         --      $ 65,256,203
    Rooms                                       --              --      1,925,669              --             --         1,925,669
    Food and beverage                      391,922              --      2,828,276              --             --         3,220,198
    Other                                  570,798              --        364,367              --             --           935,165
                                     -------------   -------------  -------------   -------------   ------------      ------------
      Gross revenues                    36,294,893              --     35,042,342              --             --        71,337,235
    Less promotional allowances          2,567,912              --      5,685,482              --             --         8,253,394
                                     -------------   -------------  -------------   -------------   ------------      ------------
      Net operating revenues            33,726,981              --     29,356,860              --             --        63,083,841
                                     -------------   -------------  -------------   -------------   ------------      ------------

OPERATING COSTS AND EXPENSES:
    Casino                               6,554,629              --      9,950,454              --             --        16,505,083
    Rooms                                       --              --        602,837              --             --           602,837
    Food and beverage                      383,862              --        916,741              --             --         1,300,603
    Other                                       --              --        252,171              --             --           252,171
    Gaming taxes                         9,740,773              --      3,834,848              --             --        13,575,621
    Advertising and promotion            1,714,985              --      1,986,953              --             --         3,701,938
    General and administrative           5,885,187              --      3,433,935              --             --         9,319,122
    Corporate expense                      599,855              --        283,332              --             --           883,187
    Economic incentive - City of
      Gary                               1,060,247              --             --              --             --         1,060,247
    Depreciation and amortization        1,414,095              --      2,982,408              --             --         4,396,503
    Loss on investment in
      Buffington Harbor Riverboats,
      LLC                                  604,021              --             --              --             --           604,021
    Loss (gain) on disposal of
      assets                               124,720              --        (15,000)             --             --           109,720
                                     -------------   -------------  -------------   -------------   ------------      ------------
      Total operating costs and
        expenses                        28,082,374              --     24,228,679              --             --        52,311,053
                                     -------------   -------------  -------------   -------------   ------------      ------------

      Operating income                   5,644,607              --      5,128,181              --             --        10,772,788
                                     -------------   -------------  -------------   -------------   ------------      ------------

OTHER INCOME (EXPENSE):
    Interest income                         14,157              --         21,585              --             --            35,742
    Interest expense                    (3,534,438)             --     (4,421,360)             --             --        (7,955,798)
    Other non-operating expense            (38,335)             --         (9,479)             --             --           (47,814)
    Equity in net income of
      subsidiaries                         949,226              --        230,299              --     (1,179,525)(a)            --
                                     -------------   -------------  -------------   -------------   ------------      ------------
      Total other expense               (2,609,390)             --     (4,178,955)             --     (1,179,525)       (7,967,870)
                                     -------------   -------------  -------------   -------------   ------------      ------------

      Income from continuing
        operations                       3,035,217              --        949,226              --     (1,179,525)        2,804,918

    Income from discontinued
        operation                               --              --             --         230,299             --           230,299
                                     -------------   -------------  -------------   -------------   ------------      ------------

      Net income                     $   3,035,217   $          --  $     949,226   $     230,299   $ (1,179,525)     $  3,035,217
                                     =============   =============  =============   =============   ============      ============
</Table>
(A) To eliminate equity in net income of subsidiaries.
(b) The Discontinued Operation reflects the operations of Fitzgeralds Las Vegas,
    which is not a guarantor of the 9 1/2% notes and was spun off to BDI on
    December 31, 2003.


                                       25
<PAGE>

                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE 11.  SUPPLEMENTAL GUARANTOR FINANCIAL INFORMATION (CONTINUED)

                 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
                   FOR THE THREE MONTHS ENDED MARCH 31, 2004
                                   (UNAUDITED)
<Table>
<Caption>
                                                    The Majestic    The Majestic
                                                    Star Casino,     Star Casino       Guarantor       Eliminating       Total
                                                        LLC         Capital Corp.    Subsidiaries        Entries      Consolidated
                                                   -------------    -------------    -------------    -------------   -------------
<S>                                                <C>              <C>              <C>              <C>             <C>
NET CASH PROVIDED BY
      OPERATING ACTIVITIES:                        $   5,580,383    $          --    $   6,582,879    $          --   $  12,163,262
                                                   -------------    -------------    -------------    -------------   -------------

CASH FLOWS FROM INVESTING
      ACTIVITIES:
      Acquisition of property and equipment          (25,166,345)              --         (498,950)              --     (25,665,295)
      Investment in Buffington Harbor
           Riverboats, LLC                               (54,104)              --               --               --         (54,104)
      Proceeds from disposal of equipment                106,175               --              800               --         106,975
                                                   -------------    -------------    -------------    -------------   -------------
           Net cash used in investing activities     (25,114,274)              --         (498,150)              --     (25,612,424)
                                                   -------------    -------------    -------------    -------------   -------------

CASH FLOWS FROM FINANCING
      ACTIVITIES:
      Issuance cost for the 9-1/2% senior
           secured notes                                 (73,110)              --               --               --         (73,110)
      Issuance cost for credit facility                  (36,997)              --               --               --         (36,997)
      Proceeds from line of credit                    20,001,293               --               --               --      20,001,293
      Repayment of line of credit                     (6,959,787)              --               --               --      (6,959,787)
      Cash received from (advanced to)
           related parties                             5,317,000                        (5,250,000)              --          67,000
      Distribution to Barden Development, Inc.        (1,089,392)              --               --               --      (1,089,392)
                                                   -------------    -------------    -------------    -------------   -------------
           Net cash provided by (used in)
             financing activities                     17,159,007               --       (5,250,000)              --      11,909,007
                                                   -------------    -------------    -------------    -------------   -------------

Net (decrease) increase in cash and
      cash equivalents                                (2,374,884)              --          834,729               --      (1,540,155)
Cash and cash equivalents, beginning
      of period                                       10,929,430               --       11,128,586               --      22,058,016
                                                   -------------    -------------    -------------    -------------   -------------

Cash and cash equivalents, end of period           $   8,554,546    $          --    $  11,963,315    $          --   $  20,517,861
                                                   =============    =============    =============    =============   =============
</Table>

                                       26
<PAGE>


                          THE MAJESTIC STAR CASINO, LLC
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

NOTE. 11   SUPPLEMENTAL GUARANTOR FINANCIAL INFORMATION (CONTINUED)

                 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
                   FOR THE THREE MONTHS ENDED MARCH 31, 2003
                                   (UNAUDITED)

<Table>
<Caption>
                                        The Majestic    The Majestic
                                        Star Casino,     Star Casino      Guarantor      Discontinued    Eliminating      Total
                                             LLC        Capital Corp.   Subsidiaries     Operation (a)     Entries     Consolidated
                                        ------------    -------------   -------------    -------------   -----------   ------------
<S>                                     <C>             <C>             <C>              <C>             <C>           <C>
NET CASH PROVIDED BY
    OPERATING ACTIVITIES:               $  8,007,222    $          --   $   5,660,575    $     971,783   $        --   $ 14,639,580
                                        ------------    -------------   -------------    -------------   -----------   ------------

CASH FLOWS FROM INVESTING
    ACTIVITIES:
    Increase in restricted cash                   --               --        (250,000)              --            --       (250,000)
    Acquisition of property and
       equipment                            (923,175)              --        (515,746)        (547,377)           --     (1,986,298)
    Appreciated value of land
       purchased from a related party       (559,806)              --              --               --            --       (559,806)
    Decrease in prepaid leases and
       deposits                                1,000               --              --               --            --          1,000
    Proceeds from disposal of
       equipment                              14,750               --          15,000               --            --         29,750
                                        ------------    -------------   -------------    -------------   -----------   ------------
       Net cash used in investing
        activities                        (1,467,231)              --        (750,746)        (547,377)           --     (2,765,354)
                                        ------------    -------------   -------------    -------------   -----------   ------------
CASH FLOWS FROM FINANCING
    ACTIVITIES:
    Payment of 11.653% notes issuance
      costs                                       --               --          (2,337)              --            --         (2,337)
    Repayment of long-term debt                   --               --              --          (75,209)           --        (75,209)
    Repayment of notes from related
      parties                                282,911               --         700,000               --            --        982,911
    Distribution to Barden
      Development, Inc.                     (383,488)              --        (864,294)              --            --     (1,247,782)
                                        ------------    -------------   -------------    -------------   -----------   ------------
       Net cash used in financing
         activities                         (100,577)              --        (166,631)         (75,209)           --       (342,417)

Net increase in cash and cash
  equivalents                              6,439,414               --       4,743,198          349,197            --     11,531,809
Cash and cash equivalents,
    beginning of period                    8,564,057               --      11,588,218        4,395,606            --     24,547,881
                                        ------------    -------------   -------------    -------------   -----------   ------------
Cash and cash equivalents, end
    of period                           $ 15,003,471    $          --   $  16,331,416    $   4,744,803   $        --   $ 36,079,690
                                        ============    =============   =============    =============   ===========   ============
</Table>

----------
(a) The Discontinued Operation reflects the operations of Fitzgeralds Las Vegas,
    which is not a guarantor of the 9 1/2% notes and was spun off to BDI on
    December 31, 2003.

                                       27
<PAGE>


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

STATEMENT ON FORWARD-LOOKING INFORMATION

    Throughout this report we make forward-looking statements. Forward-looking
statements include the words "may," "will," "would," "could," "likely,"
"estimate," "intend," "plan," "continue," "believe," "expect" or "anticipate"
and other similar words and include all discussions about our acquisition and
development plans. We do not guarantee that the transactions and events
described in this report will happen as described or that any positive trends
noted in this report will continue. The forward-looking statements contained in
this report are generally located in the material set forth under the heading
"Management's Discussion and Analysis of Financial Condition and Results of
Operations," but may be found in other locations as well. These forward-looking
statements generally relate to our plans, objectives and expectations for future
operations and are based upon management's reasonable estimates of future
results or trends. Although we believe that our plans and objectives reflected
in or suggested by such forward-looking statements are reasonable, we may not
achieve such plans or objectives. You should read this report completely and
with the understanding that actual future results may be materially different
from what we expect. We will not update forward-looking statements even though
our situation may change in the future.

    Specific factors that might cause actual results to differ from our
expectations, or may cause us to modify our plans and objectives, include, but
are not limited to:

-     the availability and adequacy of our cash flow to meet our requirements,
      including payment of amounts due under the $80.0 million credit facility
      and the 9 1/2% notes;

-     changes in our financial condition that may cause us to not be in
      compliance with the covenants contained within the indenture governing the
      9 1/2 notes or the Loan and Security Agreement governing the $80.0 million
      credit facility, and thus causing us to be in default with the trustee for
      the 9 1/2% notes and the lenders to the $80.0 million credit facility,
      requiring a payment acceleration on the debt obligations outstanding;

-     changes or developments in laws, regulations or taxes in the casino and
      gaming industry including increases in new taxes imposed on gaming
      revenues, gaming devices or admission taxes;

-     increased competition in existing markets or the opening of new gaming
      jurisdictions;

-     our failure to obtain, delays in obtaining or the loss of any licenses,
      permits or approvals, including gaming and liquor licenses, or the
      limitation or conditioning of any such licenses, permits or approvals, or
      our failure to obtain an unconditional renewal of any such licenses,
      permits or approvals on a timely basis;

-     adverse determinations of issues related to disputed taxes, particularly
      in Indiana, as


                                       28
<PAGE>


      evidenced by the charge in the current quarter of retroactive property
      taxes and the recent ruling in the Aztar case, which denied Aztar's
      deductions of taxes paid on its casino revenue on its Indiana state income
      tax return for which Majestic Star's member faces a similar issue;

-     other adverse conditions, such as adverse economic conditions in the
      Company's markets, changes in general customer confidence or spending,
      increased fuel and transportation costs, or travel concerns that may
      adversely affect the economy in general and/or the casino and gaming
      industry in particular;

-     the ability to fund capital improvements and development needs from
      existing operations, available credit, or new financing;

-     risk of our joint venture partner, Trump Indiana, Inc., not making its
      lease payments when due in connection with the parking facility in Gary,
      Indiana or failing to fund the joint venture;

-     factors relating to the current state of world affairs and any further
      acts of terrorism or any other destabilizing events in the United States
      or elsewhere; and

-     other factors discussed under "Factors that May Affect Future Results" in
      our December 31, 2003 Form 10-K in Item 7, "Management's Discussion and
      Analysis of Financial Condition and Results of Operations" or elsewhere in
      that report or that may be disclosed from time to time in filings we make
      with the SEC or otherwise.

    All future written and verbal forward-looking statements attributable to us
or any person acting on our behalf are expressly qualified in their entirety by
the cautionary statements contained or referred to in this section. In light of
these risks, uncertainties and assumptions, the forward-looking events discussed
in this report might not occur.

    The following discussion should be read in conjunction with, and is
qualified in its entirety by, our financial statements, including the notes
thereto.

RESTATEMENT OF PREVIOUSLY REPORTED AMOUNTS

    Following a review of our accounting policies for cash based promotional
("CBP") activities, we determined that, in accordance with Emerging Issues Task
Force ("EITF") No. 01-9, "Accounting for Consideration Given by a Vendor to a
Customer," the classification of expenses related to our CBP programs should be
recorded as a reduction of consolidated gross revenue when redeemed. Previously,
the Company was reflecting CBP expenses in consolidated casino expenses. As a
result, our Board of Directors determined to restate the Company's accompanying
consolidated financial statements.

    Periodically, the Company offers various CBP programs to its casino
customers. Generally these CBP programs are based upon the rated or tracked play
of its customers. These CBP programs can range in value and timing, and are
offered at the sole discretion of the Company's management. The Company's CBP
programs are intended to encourage repeat visits to the Company's casinos. While
casino customers are under no obligation to spend the promotional cash in gaming
activities at the casino, the customer must be physically present to receive the
cash promotional award and the Company's experience shows that the vast majority
of customers do engage in gaming activities the same day the cash is received.
The Company has concluded that the payout of cash under these CBP programs
should be treated as a reduction of consolidated gross revenues when redeemed.

    The restatement has no impact on previously reported consolidated operating
income, net income (loss) or any element of the consolidated balance sheets or
consolidated statements of cash flows for any date or period presented. In
addition, the restatement has no impact on compliance with any financial
covenants under the $80.0 million credit facility or the indenture governing
the $260.0 million of 9 1/2% senior secured notes.

                                       29
<PAGE>
    The accompanying tables reconcile the results of operations for the three
months ended March 31, 2004 and 2003, as previously reported in the Company's
Quarterly Report on Form 10-Q for the three months ended March 31, 2004, to the
amounts included in the accompanying consolidated financial statements.


<Table>                                      Impact of restatement
                                     for the three months ended March 31, 2004
                              -------------------------------------------------
                                                                    Amounts
                               As originally     Restatement      reported in
                                 reported          for CBP         2004 10-Q
                               in 2004 10-Q        programs       (As restated)
                               -------------    -------------     -------------
<S>                             <C>              <C>              <C>
Net revenues                     $72,292,669      $(4,870,066)    $67,422,603
Costs and expenses                64,727,186       (4,870,066)     59,857,120
                                 -----------      -----------     -----------
Operating income                   7,565,483                -       7,565,483
Other income (expense)            (7,081,140)               -      (7,081,140)
                                 -----------      -----------     -----------
Net income                       $   484,343      $         -     $   484,343
                                 ===========      ===========     ===========
</Table>

<Table>                                      Impact of restatement
                                     for the three months ended March 31, 2003
                              -------------------------------------------------
                                                                    Amounts
                               As originally     Restatement      reported in
                                 reported          for CBP         2003 10-Q
                               in 2003 10-Q        programs      (As restated)
                               -------------    -------------    -------------
<S>                             <C>              <C>               <C>
Net revenues                     $66,856,277     $(3,772,436)     $63,083,841
Costs and expenses                56,083,489      (3,772,436)      52,311,053
                                 -----------      -----------     -----------
Operating income                  10,772,788                -      10,772,788
Other income (expense)            (7,967,870)               -      (7,967,870)
                                 -----------      -----------     -----------
Income - continuing operations     2,804,918                -       2,804,918
Discontinued operations              230,299                -         230,299
                                 -----------      -----------     -----------
Net income                       $ 3,035,217      $         -     $ 3,035,217
                                 ===========      ===========     ===========
</Table>


                                       30
<PAGE>


Overall Operating Results

    Our consolidated gross operating revenues in the three month period ended
March 31, 2004 of $77.3 million was an improvement over our consolidated gross
operating revenues in the three month period ended March 31, 2003 of $71.3
million. The increase is primarily due to the March kick-off of our multi-media
campaign featuring Mike Ditka as the Majestic Star's celebrity spokesperson,
greater promotional activities, better weather conditions, particularly in and
around the Black Hawk area, generally better market conditions, public
acceptance of improvements we made during the year 2003 at our facilities, and
displacement of customers from a competitor in the Black Hawk market. We had a
consolidated net income of $0.5 million during the three-month period ended
March 31, 2004 compared to a consolidated net income of $3.0 million during the
three-month period ended March 31, 2003. The decline in net income is primarily
due to greater promotional allowances of $1.6 million, higher gaming taxes of
$1.6 million (of which Majestic Star accounts for $1.3 million), higher casino
expenses of $1.7 million, a $2.2 million retroactive property tax accrual at
Majestic Star, increased berthing fees of $0.5 million incurred by Majestic Star
related to the Buffington Harbor Riverboats, LLC ("BHR") operations, and
generally higher property taxes, insurance costs and reserves related to an
unfavorable judgment to a lawsuit that relates back to the acquisition of
Fitzgeralds Tunica in December 2001.

    An overview of the developments that affected our results during the quarter
ended March 31, 2004, or that may affect future results are listed below and
discussed in greater detail in our discussion of operating results:

    -    On October 7, 2003, the Company completed a refinancing of
         substantially all of its debt. As a result of the refinancing, the
         Company was able to issue debt and enter into a credit agreement with
         significantly lower interest rates. At March 31, 2004, the Company had
         $315.3 million of debt outstanding. At March 31, 2003, total debt
         outstanding was $281.8 million. Despite the increase in debt, the
         Company was able to reduce interest expense by $900,000 due to the
         lower interest rates of its current debt obligations.

    -    We spent $25.7 million on capital expenditures in the first quarter of
         2004, principally for the acquisition of approximately 170 acres of
         land from an affiliate. The purchase price of the land was $21.9
         million and we paid $22.0 million, which includes capitalized legal
         fees and other costs associated with the purchase, to consummate the
         transaction. We also continue to invest in slot machine technology. At
         Majestic Star, approximately one-third of our casino floor or over 500
         slot machines are equipped with ticket-in ticket-out ("TITO")
         technology. We anticipate the implementation of TITO on another 300
         slot machines over the next few weeks with the majority of Majestic
         Star's slot machines equipped with TITO by year-end. We also plan to
         install TITO technology on approximately 200 slot machines at
         Fitzgeralds Tunica and approximately 120 slot machines at Fitzgeralds
         Black Hawk by the end of the year. We believe that TITO technology
         should lead to greater efficiency on our casino floor and longer slot
         machine playing times by our customers without interruptions.


                                       31
<PAGE>


     -   We continue to purchase the latest slot machine product at all of our
         properties. We feel that the new slot machine product provides the game
         features and entertainment that our slot customers are looking for.

     -   Majestic Star took a non-recurring $2.2 million charge related to
         retroactive property taxes. Please see the discussion in Note 8 to our
         consolidated financial statements.

     -   At Majestic Star, we kicked-off our multimedia campaign featuring Mike
         Ditka as Majestic Star's celebrity spokesperson. As a result, the 12.5%
         growth rate of our casino revenues to $13.5 million for March 2004 was
         significantly higher (and set a record for casino revenues in a month)
         than the growth rate experienced by the four other casinos (less than
         1.0%, on a combined basis), that comprise the northwest Indiana market.

     -   The new Koko Taylor's Blues Cafe and Passports World Class Buffet at
         Buffington Harbor are being well accepted by our casino patrons. These
         two food outlets provide a different and improved dining experience for
         our customers. In addition, the casino and restroom remodeling project
         at Majestic Star that was completed in October 2003 has been well
         accepted by our casino patrons.

     -   The City of Gary is expected to start construction in the summer of
         2004 on a new road that will provide better access to Buffington Harbor
         and the 170 acres of property we acquired from an affiliate in February
         2004. Road construction costs will be paid from public funds and is the
         first step to developing the 170 acres.

     -   Within the Majestic Star vessel, construction of the new Don and Mike's
         Sports Bar was completed and the opening was on May 5, 2004. The Sports
         Bar offers sports entertainment on 13 flat screen TV's, coupled with a
         food and beverage operation. The Sports Bar contains approximately 40
         slot machines and was constructed in the third floor players lounge.
         The new Sports Bar has allowed us to close our first floor snack bar so
         that we can expand our casino floor and add additional slot machines.

     -   The Majestic Star festival area has been completed and the first event
         is scheduled for mid-June 2004. We have tentatively scheduled numerous
         additional events through the remainder of 2004. Majestic Star intends
         to utilize the festival area to expand its market reach.

     -   On April 19, 2004, the Indiana Tax Court ruled on the matter of Aztar
         Indiana Gaming Corporation ("Aztar") v. Indiana Department of State
         Revenue ("Department of Revenue"). The decision denied Aztar's
         deduction of taxes paid on casino revenues when computing Indiana state
         income tax. Majestic Star has received notices of proposed assessments
         from the Department of Revenue for similar deductions taken on Majestic
         Star's Indiana state income tax returns. For the period 1996 to June
         16, 2001, Majestic Star has been assessed $2.6 million by the
         Department of Revenue, exclusive of interest. Majestic Star has
         estimated potential additional tax liabilities of $2.7 million from the
         date of last assessment


                                       32
<PAGE>


         through March 31, 2004, exclusive of interest. Majestic Star is a
         limited liability company and its income and expenses pass to its
         member. Under the indenture governing the Company's $260.0 million 9
         1/2% notes, the Company can and will make distributions to fund its
         member's tax liabilities. Aztar has announced that it will ask for a
         rehearing before the tax court; however, there is no certainty as to
         Aztar's success and the Company may have to make future distributions
         to its member.

     -   In February 2004, Fitzgeralds Tunica completed a room remodeling
         project with improvements to approximately 100 of the property's 507
         hotel rooms. The property is also making improvements to the second
         floor of its casino, which includes larger restrooms, enhanced cage and
         guest service areas and an expanded casino floor that when completed
         will provide space for 100 additional slot machines. It is anticipated
         that the project will be completed in June 2004. We also anticipate the
         implementation of a new slot monitoring and player tracking system in
         June 2004. The new system will give us the ability to better track and
         promote to our slot players.

     -   The Tunica River Park had its grand opening on March 18, 2004. The Park
         is adjacent to our Fitzgeralds Tunica property. In addition, a
         sightseeing riverboat recommenced operations concurrent with the grand
         opening. Fitzgeralds Tunica can promote directly to passengers of the
         riverboat.

     -   The Company's gaming and admissions tax increased $1.6 million during
         the first quarter of 2004 over the first quarter of 2003 as a result of
         higher casino revenues.

     -   In early May, the Ho-Chunk Indian Tribe unveiled plans to develop a
         casino hotel complex in the south suburbs of Chicago. In addition,
         discussions have occurred on granting three to four new casino licenses
         in Illinois. These projects, if they materialize, could have a direct
         impact on Majestic Star. The Company will monitor this situation as it
         develops and will work to continue to enhance its gaming interests in
         the region and the economic benefits that it brings to the surrounding
         community.

     -   The information contained above under "Statement on Forward Looking
         Information" and the competitive factors set forth in Item 1. Business,
         under the caption "Competition", in our December 31, 2003 Form 10-K
         have had and will continue to have an effect on our operations.


                                       33
<PAGE>


RESULTS OF OPERATIONS

    The following table sets forth information derived from the Company's
statements of income expressed as a percentage of gross operating revenues.

CONSOLIDATED STATEMENTS OF OPERATIONS - PERCENTAGE OF GROSS OPERATING REVENUES

<Table>
<Caption>
                                                     As Restated
                                              ------------------------
                                                       FOR THE
                                                  THREE MONTHS ENDED
                                                     MARCH 31,
                                              ------------------------
                                                 2004          2003
                                              ----------    ----------
<S>                                           <C>           <C>
OPERATING REVENUES:
  Casino                                            91.9%         91.5%
  Rooms                                              2.4%          2.7%
  Food and beverage                                  4.3%          4.5%
  Other                                              1.4%          1.3%
                                              ----------    ----------
Gross operating revenues                           100.0%        100.0%
  Less promotional allowances                       12.8%         11.6%
                                              ----------    ----------
Net operating revenues                              87.2%         88.4%
                                              ----------    ----------

OPERATING COSTS AND EXPENSES:
  Casino                                            23.6%         23.1%
  Rooms                                              0.6%          0.8%
  Food and beverage                                  1.9%          1.8%
  Other                                              0.3%          0.3%
  Gaming taxes                                      19.6%         19.0%
  Advertising and promotion                          4.9%          5.2%
  General and administrative (1)                    17.3%         13.1%
  Corporate expenses                                 1.1%          1.2%
  Economic incentive - City of Gary                  1.5%          1.5%
  Depreciation and amortization                      5.8%          6.2%
  Loss on investment in the BHR joint venture        0.8%          0.9%
  Loss on sale of assets                             0.0%          0.2%
                                              ----------    ----------
Total operating costs and expenses                  77.4%         73.3%
                                              ----------    ----------
Operating income                                     9.8%         15.1%
                                              ----------    ----------

OTHER INCOME (EXPENSES):
  Interest income                                     --           0.1%
  Interest expense                                  -9.1%        -11.2%
  Other non-operating expense                       -0.1%         -0.1%
                                              ----------    ----------
Total other expenses                                -9.2%        -11.2%
                                              ----------    ----------
Income from continuing operations                    0.6%          3.9%
  Income from discontinued operations                 --           0.3%
                                              ----------    ----------
Net income                                           0.6%          4.2%
                                              ==========    ==========
</Table>
----------
(1) General and administrative expenses include the $2.2 million retroactive
    property tax accrual related to 2002 and 2003.


                                       34
<PAGE>


    The following table provides certain selected financial information from our
consolidated statements of operations.

Consolidated

<Table>
<Caption>
                                                   As Restated
                                     --------------------------------------
                                             FOR THE
                                        THREE MONTHS ENDED
                                             MARCH 31,           Percentage
                                     ------------------------     Increase
                                        2004          2003       (Decrease)
                                     ----------    ----------    ----------
                                         (in millions)
<S>                                  <C>           <C>           <C>
Casino revenues                      $     71.0    $     65.3           8.9%
Room revenues                               1.9           1.9          -2.7%
Food and beverage revenues                  3.3           3.2           3.9%
Other revenues                              1.1           0.9          13.3%
                                     ----------    ----------    ----------
  Gross operating revenues                 77.3          71.3           8.4%
Less promotional allowances                 9.9           8.2          19.9%
                                     ----------    ----------    ----------
  Net operating revenues                   67.4          63.1           6.9%
Operating expenses                         59.8          52.3          14.4%
                                     ----------    ----------    ----------
  Operating income                          7.6          10.8         -29.8%
Other expenses                             (7.1)         (8.0)        -11.1%
                                     ----------    ----------    ----------
  Income from continuing operations         0.5           2.8         -82.7%
Income from discontinued operation           --           0.2        -100.0%
                                     ----------    ----------    ----------
  Net income                         $      0.5    $      3.0         -84.0%
                                     ==========    ==========    ==========
</Table>

    The following tables provide certain selected segment financial information
for each of the Majestic Star, Fitzgeralds Tunica, and Fitzgeralds Black Hawk,
as well as Majestic Investor Holdings (an intermediate holding company that owns
Fitzgeralds Tunica and Fitzgeralds Black Hawk). All amounts are shown before
corporate overhead.

Majestic Star
<Table>
<Caption>
                                                 As Restated
                                 --------------------------------------
                                         FOR THE
                                    THREE MONTHS ENDED
                                         MARCH 31,           Percentage
                                 ------------------------     Increase
                                    2004          2003       (Decrease)
                                 ----------    ----------    ----------
                                       (in millions)
<S>                              <C>           <C>           <C>
Casino revenues                  $     39.2    $     35.3          11.0%
Room revenues                            --            --            --
Food and beverage revenues              0.5           0.4          24.3%
Other revenues                          0.6           0.6           7.4%
                                 ----------    ----------    ----------
      Gross operating revenues         40.3          36.3          11.1%
Less promotional allowances             3.3           2.6          29.2%
                                 ----------    ----------    ----------
      Net operating revenues           37.0          33.7           9.7%
Operating expenses                     34.2          27.4          24.4%
                                 ----------    ----------    ----------
      Operating income                  2.8           6.3         -55.0%
Other expenses                         (6.6)         (3.6)         85.7%
                                 ----------    ----------    ----------
      Net (loss) income          $     (3.8)   $      2.7        -241.5%
                                 ==========    ==========    ==========
</Table>

                                       35
<PAGE>


Fitzgeralds Tunica
<Table>
<Caption>
                                              As Restated
                                 ------------------------------------
                                        FOR THE
                                    THREE MONTHS ENDED
                                        MARCH 31,          Percentage
                                 -----------------------    Increase
                                    2004         2003      (Decrease)
                                 ----------   ----------   ----------
                                      (in millions)
<S>                              <C>          <C>          <C>
Casino revenues                  $     22.8   $     21.8          4.5%
Room revenues                           1.9          1.9         -2.7%
Food and beverage revenues              2.3          2.4         -1.0%
Other revenues                          0.3          0.3         17.8%
                                 ----------   ----------   ----------
      Gross operating revenues         27.3         26.4          3.6%
Less promotional allowances             5.3          4.6         16.9%
                                 ----------   ----------   ----------
      Net operating revenues           22.0         21.8          0.8%
Operating expenses                     18.4         17.1          7.6%
                                 ----------   ----------   ----------
      Operating income                  3.6          4.7        -23.7%
Other income (expense)                  0.0          0.0        -16.9%
                                 ----------   ----------   ----------
      Net income                 $      3.6   $      4.7        -23.7%
                                 ==========   ==========   ==========
</Table>
Fitzgeralds Black Hawk
<Table>
<Caption>                                      As Restated
                                 ------------------------------------
                                         FOR THE
                                    THREE MONTHS ENDED
                                        MARCH 31,          Percentage
                                 -----------------------    Increase
                                    2004         2003      (Decrease)
                                 ----------   ----------   ----------
                                      (in millions)
<S>                              <C>          <C>          <C>
Casino revenues                  $      9.1   $      8.1         11.6%
Room revenues                            --           --           --
Food and beverage revenues              0.5          0.5         10.7%
Other revenues                          0.1          0.1         46.2%
                                 ----------   ----------   ----------
      Gross operating revenues          9.7          8.7         11.8%
Less promotional allowances             1.3          1.1         10.8%
                                 ----------   ----------   ----------
      Net operating revenues            8.4          7.6         11.9%
Operating expenses                      6.4          6.2          3.7%
                                 ----------   ----------   ----------
      Operating income                  2.0          1.4         48.7%
Other income (expense)                   --           --           --
                                 ----------   ----------   ----------
      Net income                 $      2.0   $      1.4         48.7%
                                 ==========   ==========   ==========
</Table>

                                       36
<PAGE>


Majestic Investor Holdings

<Table>
<Caption>
                                                 FOR THE
                                            THREE MONTHS ENDED
                                                MARCH 31,           Percentage
                                        ------------------------     Increase
                                           2004          2003       (Decrease)
                                        ----------    ----------    ----------
                                             (in millions)
<S>                                     <C>           <C>           <C>
Casino revenues                         $       --    $       --            --
Room revenues                                   --            --            --
Food and beverage revenues                      --            --            --
Other revenues                                  --            --            --
                                        ----------    ----------    ----------
      Gross operating revenues                  --            --            --
Less promotional allowances                     --            --            --
                                        ----------    ----------    ----------
      Net operating revenues                    --            --            --
Operating expenses                              --           0.7         -89.5%
                                        ----------    ----------    ----------
      Operating loss                            --          (0.7)        -89.5%
Other expenses                                (0.5)         (4.4)        -89.3%
                                        ----------    ----------    ----------
      Loss from continuing operations         (0.5)         (5.1)        -89.3%
Income from discontinued operation              --           0.2        -100.0%
                                        ----------    ----------    ----------
      Net loss                          $     (0.5)   $     (4.9)        -88.8%
                                        ==========    ==========    ==========
</Table>

    The following tables reflect selected financial information as a percentage
of consolidated gross operating revenues at the Majestic Star, Fitzgeralds
Tunica, Fitzgeralds Black Hawk and Majestic Investor Holdings. All percentage
calculations are shown before corporate overhead.

Majestic Star
<Table>
<Caption>                             As Restated
                              ------------------------
                                       FOR THE
                                 THREE MONTHS ENDED
                                      MARCH 31,
                              ------------------------
                                 2004          2003
                              ----------    ----------
<S>                           <C>           <C>
Casino revenues                     50.7%         49.5%
Room revenues                         --            --
Food and beverage revenues           0.6%          0.6%
Other revenues                       0.8%          0.8%
                              ----------    ----------
  Gross operating revenues          52.1%         50.9%
Less promotional allowances          4.3%          3.6%
                              ----------    ----------
  Net operating revenues            47.8%         47.3%
Operating expenses                  44.2%         38.6%
                              ----------    ----------
  Operating income                   3.6%          8.7%
Other expenses                      -8.5%         -5.0%
                              ----------    ----------
  Net (loss) income                 -4.9%          3.7%
                              ==========    ==========
</Table>

                                       37
<PAGE>


Fitzgeralds Tunica
<Table>
<Caption>
                                      As Restated
                              ------------------------
                                       FOR THE
                                  THREE MONTHS ENDED
                                      MARCH 31,
                              ------------------------
                                 2004          2003
                              ----------    ----------
<S>                           <C>           <C>
Casino revenues                     29.5%         30.6%
Room revenues                        2.4%          2.7%
Food and beverage revenues           3.0%          3.3%
Other revenues                       0.5%          0.4%
                              ----------    ----------
  Gross operating revenues          35.4%         37.0%
Less promotional allowances          6.9%          6.4%
                              ----------    ----------
  Net operating revenues            28.5%         30.6%
Operating expenses                  23.8%         24.0%
                              ----------    ----------
  Operating income                   4.7%          6.6%
Other expenses                       0.0%          0.0%
                              ----------    ----------
  Net income                         4.7%          6.6%
                              ==========    ==========
</Table>
Fitzgeralds Black Hawk
<Table>
<Caption>
                                     As Restated
                              ------------------------
                                       FOR THE
                                  THREE MONTHS ENDED
                                      MARCH 31,
                              ------------------------
                                 2004          2003
                              ----------    ----------
<S>                           <C>           <C>
Casino revenues                     11.7%         11.3%
Room revenues                         --            --
Food and beverage revenues           0.7%          0.7%
Other revenues                       0.1%          0.1%
                              ----------    ----------
  Gross operating revenues          12.5%         12.1%
Less promotional allowances          1.6%          1.6%
                              ----------    ----------
  Net operating revenues            10.9%         10.5%
Operating expenses                   8.3%          8.6%
                              ----------    ----------
  Operating income                   2.6%          1.9%
Other expenses                        --            --
                              ----------    ----------
  Net income                         2.6%          1.9%
                              ==========    ==========
</Table>

                                       38
<PAGE>


Majestic Investor Holdings

<Table>
<Caption>
                                                   FOR THE
                                             THREE MONTHS ENDED
                                                  MARCH 31,
                                           -----------------------
                                              2004         2003
                                           ----------   ----------
<S>                                        <C>          <C>
Casino revenues                                    --           --
Room revenues                                      --           --
Food and beverage revenues                         --           --
Other revenues                                     --           --
                                           ----------   ----------
  Gross operating revenues                         --           --
Less promotional allowances                        --           --
                                           ----------   ----------
  Net operating revenues                           --           --
Operating expenses                                0.1%         0.9%
                                           ----------   ----------
  Operating loss                                 -0.1%        -0.9%
Other expenses                                   -0.6%        -6.2%
                                           ----------   ----------
  Loss from continuing operations                -0.7%        -7.1%
Income from discontinued operations                --          0.3%
                                           ----------   ----------
  Net loss                                       -0.7%        -6.8%
                                           ==========   ==========
</Table>

FIRST QUARTER 2004 COMPARED TO FIRST QUARTER 2003

    Consolidated gross operating revenues for the first quarter of 2004
increased $6.0 million or 8.4% over consolidated gross operating revenues
recorded in the first quarter of 2003. This increase is primarily attributable
to increases in consolidated casino revenues at all three of our casinos.
Consolidated casino revenues were up $3.9 million at Majestic Star, $1.0 million
at Fitzgeralds Tunica and $0.9 million at Fitzgeralds Black Hawk for the first
quarter of 2004 as compared to the first quarter of 2003. The increase in our
consolidated casino revenues represents 96.7% of the increase in our
consolidated gross operating revenues.

    Consolidated casino revenues increased $5.8 million or 8.9% to $71.0 million
during the first quarter of 2004 as compared to the first quarter of 2003.
Majestic Star accounted for 67.0% of the increase to consolidated casino
revenues, which primarily resulted from the March 2004 kick-off of a multimedia
advertising campaign featuring former Chicago Bears player and coach, Mike
Ditka, as the property's celebrity spokesperson, more aggressive direct mail and
cash promotional efforts, and the positive acceptance by our customers of the
new Koko Taylor's Blues Cafe and Passports World Class Buffet at Buffington
Harbor along with the casino and restroom facility improvements made at Majestic
Star during 2003.


                                       39
<PAGE>


    Casino revenue was higher at Fitzgeralds Black Hawk because of management's
continued focus on maximizing yield on marketing and promotional activities,
generally better economic conditions, improved weather conditions particularly
in March of this year versus March of last year, and displacement of customers
from a competitor that is undergoing remodeling and construction. With respect
to Fitzgeralds Black Hawk, the maximum wager is $5.00. Fitzgeralds Tunica's
increase in casino revenue resulted from better market conditions and increases
in direct mail and patron complimentary allowances. Higher levels of direct mail
and patron complimentary allowances reflect a shift in strategy from the first
quarter of 2003 and were implemented to address the increasing competitiveness
of the market.

    Consolidated promotional allowances increased $1.6 million or 19.9% in the
first quarter of 2004 as compared to the first quarter of 2003. Higher casino
related cash promotional activities of $1.3 million comprised 76.5% of the
increase. The higher costs related to greater direct mail cash coupon activities
at all of our properties, along with a new slot club at Majestic Star and higher
slot club expenses at Fitzgeralds Tunica and Fitzgeralds Black Hawk. In
addition, Fitzgeralds Tunica increased its level of complimentary rooms to its
casino guests in an effort to increase casino revenues and remain competitive in
the Tunica market.

    Total consolidated operating expenses increased $7.5 million or 14.4% in the
first quarter of 2004 as compared to the first quarter of 2003, due primarily to
company wide increases in casino expenses of $1.7 million, gaming taxes of $1.6
million and general and administrative expenses of $4.1 million.

    Consolidated casino expenses were $18.2 million in the first quarter of
2004, an increase of $1.7 million or 10.5% from the same period in 2003. The
increase in casino expenses is due in part to increased business volumes at all
of the properties, especially at Majestic Star, which comprised 65.3% of the
quarter over quarter increase. Casino expenses were also higher due to greater
increased progressive expenses as we had some large progressive jackpots in the
first quarter of 2003 and increased costs of comps provided to our casino
guests, particularly at Fitzgeralds Tunica.

    Consolidated gaming taxes increased $1.6 million or 11.8% to $15.2 million
in the first quarter of 2004 from the first quarter or 2003 primarily because of
the increased casino revenues at all of our properties, with the greatest
increase coming at Majestic Star, where our increased casino revenues resulted
in a $1.1 million increase in gaming taxes and a $0.2 million increase in
admission tax. The tax structures and rates were similar at all of our casinos
in the first quarter of 2004 and the first quarter of 2003.

    Consolidated general and administrative expenses increased $4.1 million or
44.1% to $13.4 million in the first quarter of 2004 from the first quarter of
2003. The increase in general and administrative expense in the first quarter of
2004 was mostly due to events occurring at Majestic Star, which comprised $3.3
million of the increase. The most significant item affecting general and
administrative expense at Majestic Star was a $2.2 million increase in
retroactive property tax accruals for the years 2002 and 2003 (see Note 7 under
the heading "Property Taxes"). Majestic Star also incurred greater berthing fee
expenses of $0.5 million related to the operations of BHR, and $0.3 million of
higher current quarter property taxes and insurance costs. Fitzgeralds Tunica
recognized greater costs of $0.9 million. The increases come primarily from
payroll and benefit expenses, higher insurance


                                       40
<PAGE>


and claim costs, and a $0.4 million reserve for a recent judgment to a lawsuit
against Fitzgeralds Tunica pertaining to certain events alleged to have occurred
on about December 7, 2001 in connection with Investor Holdings' acquisition of
Fitzgeralds Tunica from its former owner (see Part II, Item 1. Legal
Proceedings).

    Consolidated other expenses consist primarily of interest expense, which
declined by $0.9 million in the first quarter of 2004 as compared to the same
period in 2003. The reduced interest expense is the result of the October 7,
2003 purchase and redemption of all of The Majestic Star Casino, LLC's $130.0
million 10 7/8% notes and purchase of 89.3% of Majestic Investor Holdings LLC's
$151.8 million 11.653% notes. To purchase and redeem these notes, and pay the
related premium thereon, the Company issued $260.0 million of 9 1/2% notes and
entered into an $80.0 million credit facility. During the quarter ended March
31, 2004, the Company paid interest on advances under the credit facility at
interest rates ranging from 4.37% to 4.75%.

    The Company is recognizing income from discontinued operations of $0.2
million in the first quarter of 2003. The income from discontinued operations
relates to Fitzgeralds Las Vegas, which was spun off to BDI on December 31,
2003.

LIQUIDITY AND CAPITAL RESOURCES

    To date, we have financed our operations with internal cash flow from our
operations and borrowings under our line of credit. We generate substantial cash
flows from operating activities. For the quarter ended March 31, 2004 and 2003,
we reported cash flows from operating activities of $12.2 million and $14.6
million, respectively. We use our cash flows to meet our cash requirements,
which consist principally of financing our operations, meeting our debt service
requirements, and making distributions to BDI under the manager agreement.
During the quarter we used our line of credit to partially finance capital
expenditures, including the acquisition of 170 acres of land, plus associated
legal fees and other costs, from an affiliate.

    At March 31, 2004, $39.0 million was outstanding under the $80.0 million
credit facility. The Company had unrestricted cash and cash equivalents of $20.5
million at March 31, 2004, compared to $22.1 million at December 31, 2003. For
the quarter ended March 31, 2004, the Company spent $25.7 million for property,
plant and equipment, which consisted principally of the land acquisition
mentioned previously, the construction of a new administrative building and
integration of slot machines with ticket-in ticket-out technology ("TITO") at
Majestic Star, expansion of our casino floor and implementation of a new slot
marketing and player tracking system at Fitzgeralds Tunica and our continued
investment in the newest slot machines at each of our properties. During the
first quarter of 2003, the Company spent $2.0 million primarily on the purchase
of land and a building, technology enhancements and gaming equipment. For the
remainder of 2004, the Company anticipates spending an additional $14.3 million
on capital expenditures. This amount will be primarily directed toward
purchasing new slot machines, the continued implementation of the new slot
marketing and player tracking system at Fitzgeralds Tunica, integrating almost
all of Majestic Star's slot machines with TITO and installing TITO on selected
slot machines at Fitzgeralds Tunica and Fitzgeralds Black Hawk. We believe that
TITO technology will lead to greater efficiency on our casino floor, thus
providing cost savings, and longer slot machine playing times by our customers
without interruptions, which should enhance our casino revenues.


                                       41
<PAGE>


    Management believes that the Company's cash flow from operations and its
current line of credit will be adequate to meet the Company's anticipated normal
operating requirements for working capital, its planned capital expenditures and
its significant contractual obligations with respect to amounts outstanding
under the $80.0 million credit facility, the 11.653% notes, and the 9 1/2%
notes, payments to BHR, and lease payments to BHPA. The majority of principal
payments on our senior debt is not due until October 2010. However, the Company
will be required to pay $16.3 million still outstanding on the 11.653% notes,
plus accrued interest thereon, and any amounts outstanding on the $80.0 million
credit facility, plus accrued interest thereon, in 2007. No assurance can be
given that our operating cash flows or proceeds from additional financings, if
available, will be sufficient for such purposes.

    While we continue to evaluate potential opportunities to expand our existing
casinos or to pursue other growth opportunities, we may not have sufficient
funds to finance such strategic projects under our existing debt agreements,
which also limits our ability to incur additional debt. The purchase of certain
gaming facilities by larger more recognized brand names or the expansion of
gaming in jurisdictions in which gambling is already legal or currently illegal
could significantly increase competition for the Company. If necessary and to
the extent permitted under the indenture governing the 9 1/2% notes, the Company
will seek additional financing through borrowings of debt or equity financing,
subject to any governmental approvals. There can be no assurance that additional
financing, if needed, will be available to the Company, or that, if available,
the financing will be on terms favorable to the Company. In addition, there is
no assurance that the Company's estimate of its reasonably anticipated liquidity
needs is accurate or that unforeseen events will not occur, resulting in the
need to raise additional funds. The recent retroactive property tax accrual as
explained above and the ruling on the matter of Aztar Indiana Gaming Corporation
v. Indiana Department of State Revenue as more fully described in Part II Item
1, Legal Proceedings, could have a material impact on the Company's liquidity.


    On May 4, 2004, the Company and the lenders to the $80.0 million credit
facility agreed to the form of an amendment to the loan and security agreement
(attached as Exhibit 10.1 to this Form 10-Q). The amendment modifies the
definition of EBITDA to specifically clarify that it was acceptable to add back
up to $2.5 million of charges related to the previously discussed retroactive
property tax adjustment at Majestic Star. The modified definition of EBITDA is
effective as of December 31, 2003. Without the amendment, the Company would have
not met the required $13.9 million EBITDA covenant for the quarter ended March
31, 2004.

    As of March 31, 2004, the Company had $41.0 million available on its $80.0
million credit facility.

                                     ITEM 3.
           QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

    There have been no material changes from the information reported in the
Company's Annual Report on Form 10-K for the fiscal year ended December 31,
2003.


                                       42
<PAGE>


                                     ITEM 4.
                             CONTROLS AND PROCEDURES

    As of the end of the period covered by this report, the Company carried out
an evaluation, under the supervision and with the participation of the Company's
management, including its Chief Executive Officer and Chief Financial Officer,
of the effectiveness of the design and operation of the Company's disclosure
controls and procedures pursuant to Rule 15d-15 of the Securities Exchange Act
of 1934. Based upon that evaluation, the Company's Chief Executive Officer and
Chief Financial Officer concluded that the Company's disclosure controls and
procedures are effective to cause the material information required to be
disclosed by the Company in the reports that it files or submits under the
Securities Exchange Act of 1934 to be recorded, processed, summarized and
reported within the time periods specified in the SEC's rules and forms.

    We maintain disclosure controls and procedures that are designed to ensure
that information required to be disclosed in our Exchange Act reports is
recorded, processed, summarized and reported within the time periods specified
in the SEC's rules and forms, and that such information is accumulated and
communicated to our management, including our Chief Executive Officer and Chief
Financial Officer, as appropriate, to allow timely decisions regarding required
disclosure. In designing and evaluating the disclosure controls and procedures,
management recognized that any controls and procedures, no matter how well
designed and operated, can provide only reasonable assurance of achieving the
desired control objectives.

    There have been no changes in the Company's internal controls over financial
reporting during the quarter ended March 31, 2004 that have materially affected,
or are reasonably likely to materially affect the Company's internal controls
over financial reporting.


                                       43
<PAGE>


                                     PART II
                                OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

    Various legal proceedings are pending against the Company. Management
considers all such pending proceedings, comprised primarily of personal injury
and equal employment opportunity (EEO) claims, to be routine litigation
incidental to the Company's business. Except as described below, management
believes that the resolution of these proceedings will not individually or in
the aggregate, have a material effect on the Company's financial condition,
results of operations or cash flows.

    On April 19, 2004, the Indiana Tax Court ruled on the matter of Aztar
Indiana Gaming Corporation ("Aztar") v. Indiana Department of State Revenue
("Department of Revenue"). Aztar operates a riverboat casino in Indiana. The
ruling denied Aztar's deductions claimed on its Indiana income tax returns for
taxes paid on gaming revenues to the state. This ruling has significant
implications for all Indiana casinos. Majestic Star has been issued notices of
proposed assessments by the Department of Revenue totaling $2.6 million for the
period 1996 to June 16, 2001. While Majestic Star is a limited liability company
and its income and expenses pass to its member, the Department of Revenue has
taken the position that Majestic Star had a requirement to withhold and remit
state income tax. No assessment has been issued by the Department of Revenue for
any tax period subsequent to June 16, 2001, but the Company estimates that if
the assessment were extended through the latest reporting date of March 31,
2004, there would be an additional tax liability of approximately $2.7 million,
plus interest. This additional tax liability amount would be adjusted against
any net taxable income or losses previously reported to the state by our member.
In addition, to date, Majestic Star has not been charged a penalty for the claim
it failed to withhold and remit the taxes to the state. Aztar has announced that
it will request a rehearing of the tax court ruling. If the outcome of the
rehearing is unfavorable to Aztar, then the Company's member could similarly be
required to pay additional taxes to the State of Indiana, along with interest.
Under its loan indenture, the Company is allowed to make distributions to its
member for tax purposes, and the Company intends to do so when this matter is
ultimately resolved. Any payments would be recorded as distributions to its
member.

         In December 2002, a complaint was filed in the U.S. District Court for
the Northern District of Mississippi against Barden Mississippi and the former
owner of Fitzgeralds Tunica, alleging violation of Title VII of the Civil Rights
Act of 1964 and violation of 42 U.S.C. Section 1981, as well as certain other
state law claims. The lawsuit pertains to certain events alleged to have
occurred on or about December 7, 2001 in connection with Investor Holdings'
acquisition of Fitzgeralds Tunica from its former owner. The plaintiff was
seeking back pay, front pay, compensatory damages and punitive damages in excess
of $3.5 million. The former owner of Fitzgeralds Tunica has been dismissed from
the case. After a three-day bench trial against Barden Mississippi, on May 6,
2004, the Judge awarded the plaintiff $312,006, which incorporates back pay,
emotional distress and punitive damages plus an additional sum for reasonable
attorney fees in an amount that has not yet been determined. The Company has
established a reserve at March 31, 2004 for the award in the amount of $392,006
along with $35,000 for the Company's attorney fees. The Company intends to
appeal the judgment.


                                       44
<PAGE>


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      The following exhibits are filed as part of this report:

<Table>
<Caption>
         Exhibit No.       Description of Document
         -----------       -----------------------
<S>                        <C>
         10.1              Amendment Number One to Loan And Security Agreement
                           by and between The Majestic Star Casino, LLC and
                           each of its guarantor subsidiaries and the lenders
                           to the $80.0 million senior secured credit facility

         10.2              Six month extension to the Employment Agreement for
                           the Chief Financial Officer of the Company

         31.1              Certification of Chief Executive Officer pursuant to
                           Rule 15d-14 of the Securities Exchange Act of 1934,
                           as adopted pursuant to Section 302 of the
                           Sarbanes-Oxley Act of 2002.

         31.2              Certification of Chief Financial Officer pursuant to
                           Rule 15d-14 of the Securities Exchange Act of 1934,
                           as adopted pursuant to Section 302 of the
                           Sarbanes-Oxley Act of 2002.

         32                Certification pursuant to 18 U.S.C. Section 1350, as
                           adopted pursuant to Section 906 of the Sarbanes-Oxley
                           Act of 2002
</Table>


     (b) Reports on Form 8-K.

         On January 15, 2004, the Company filed a report on Form 8-K under Items
         2 and 7 to furnish information regarding the spin-off of Barden Nevada
         to BDI.

         On March 2, 2004, the Company filed a report on Form 8-K under Items 7,
         9 and 12 to furnish a press release announcing the Company's financial
         results for its quarter and year ended December 31, 2003.


                                       45
<PAGE>


                                   SIGNATURES

    Pursuant to the requirements 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.

Dated:  May 13, 2005

THE MAJESTIC STAR CASINO, LLC

/s/ Don H. Barden
-----------------
Don H. Barden
Manager, Chairman, President and Chief Executive Officer
(Principal Executive Officer)

/s/ Jon S. Bennett
------------------
Jon S. Bennett
Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)


THE MAJESTIC STAR CASINO CAPITAL CORP.

/s/ Don H. Barden
-----------------
Don H. Barden
President and Chief Executive Officer
(Principal Executive Officer)

/s/ Jon S. Bennett
------------------
Jon S. Bennett
Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)


                                      S-1
<PAGE>

                              10-Q/A EXHIBIT INDEX

<Table>
<Caption>
         EXHIBIT NO.       DESCRIPTION OF DOCUMENT
         -----------       -----------------------
<S>                        <C>
         31.1              Certification of Chief Executive Officer pursuant to
                           Section 302.

         31.2              Certification of Chief Financial Officer pursuant to
                           Section 302.

         32                Certification pursuant to 18 U.S.C. Section 1350, as
                           adopted pursuant to Section 906 of the Sarbanes-Oxley
                           Act of 2002
</Table>