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Exhibit 10.16
 AMERISTAR CASINOS, INC.
PERFORMANCE SHARE UNIT AGREEMENT
 Name and Address of Award Holder:Date of Grant:Target No. of PSUs:Performance Period:
    
    January 1, 2008 through December 31, 2009Performance Criteria 2/3 adjusted earnings per share (determined by Committee)1/3 Overall Player Experience (third-party survey firm)Vesting Dates:
(for earned PSUs)
    
    50% of earned PSUs vest on February 8, 201025% of earned PSUs vest on December 31, 201025% of earned PSUs vest on December 30, 2011




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1. Grant of PSUs; Performance Period
  2. Performance Objectives; Calculation of Earned PSUs
  (a)
    
    Earnings Per Share.The earnings per share (EPS) objective will be
measured as the Companys cumulative consolidated adjusted earnings per share, as
such definition is determined by the Compensation Committee of the Companys Board
of Directors (the Committee), for the full Performance Period. This definition
and the specific EPS target and method of measuring achievement of this objective
will be determined by the Committee not later than March 30, 2008 and communicated
to you in an addendum to this Agreement promptly after they are determined.(b)
    
    Overall Player Experience.The Overall Player Experience objective
will be measured as the average of the Companys monthly Overall Player Experience
Scores (Question 19 of the current JD Power and Associates survey) for the 24-month
period ending December 31, 2009, as reported by JD Power and Associates




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or another
third-party survey firm retained by the Company. The Companys monthly Overall
Player Experience Score is the average of each operating propertys Overall Player
Experience Score for such month, weighted by the cumulative net revenue of each
operating property for the 24-month period ending December 31, 2009 as a percentage
of the Companys cumulative consolidated net revenue for the 24-month period ending
December 31, 2009. The specific target Overall Player Experience Score and method
of measuring achievement of this objective will be determined by the Committee not
later than March 30, 2008 and communicated to you in an addendum to this Agreement
promptly after they are determined.
  EPS:
 EPSPerformance as a
    
    PercentagePercentage of
    
    of Target PSUsTarget
    
    EarnedTo be determined by Committee
    
    To be determined by Committee
 Overall Player Experience:
 PercentageOverall Player Experience
    
    of Target PSUsScore
    
    EarnedTo be determined by Committee
    
    To be determined by Committee
  3. Vesting and Settlement of PSUs; Delivery of Shares




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VestingDate
    
    Percentageof Earned PSUs
Vested
    
    CumulativePercentageof Earned PSUsVestedFebruary 8, 2010
    
    
    50
    %
    
    
    50
    %December 31, 2010
    
    
    25
    %
    
    
    75
    %December 30, 2011
    
    
    25
    %
    
    
    100
    %
  4. Change in Control; Corporate Transaction
   5. Income Tax Withholding




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6.
    
    Other Provisions of PSUs
 (a)
    
    Voting.You will have no voting rights or other rights as a stockholder with
respect to your PSUs prior to the time shares of Common Stock are delivered to you in
settlement of the award.(b)
    
    Dividends.You will not be entitled to receive dividends or dividend
equivalents with respect to your PSUs prior to the time shares of Common Stock are
delivered to you in settlement of the award.(c)
    
    Transfer Restrictions.You may not sell, transfer, assign or pledge your PSUs
or any rights under this award. Any attempt to do so will be null and void.(d)
    
    Death.In the event of your death after the vesting but prior to the
settlement of your PSUs, any shares of Common Stock you are entitled to receive upon
settlement of your PSUs will instead be delivered to your designated beneficiary or, if
you have not designated a beneficiary, to the legal representative of your estate.
 7. Adjustments to Your Award in Certain Events
  8. Regulatory Compliance
  9. Plan Terms
  10. Stockholder Approval




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11. Method of Acceptance
   AMERISTAR CASINOS, INC.By: