AMENDMENTTO SECURITY AGREEMENT
EXHIBIT 4.54(B)
AMENDMENT TO SECURITY AGREEMENT
This Security Pledge Amendment, dated as of February 28, 2006, is delivered pursuant to Section 5.1 of that certain security agreement (as amended, amended and restated, supplemented or otherwise modified from time to time, the Security Agreement; capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Security Agreement), dated as of February 8, 2002, among Jacobs Entertainment, Inc. (formerly known as Gameco, Inc.) (the Issuer), the undersigned, the other Guarantors from time to time party thereto and Wells Fargo Bank, National Association, as Trustee (in such capacity and together with any successors in such capacity, the Trustee). The undersigned hereby agrees that this Pledge Amendment may be attached to the Security Agreement and that the Pledged Securities and/or Intercompany Notes listed on this Pledge Amendment shall be deemed to be and shall become part of the Pledged Collateral and shall secure all Secured Obligations.
PLEDGED SECURITIES
ISSUER |
| CLASS |
| CERTIFICATE |
| PERCENTAGE OF ALL ISSUED CAPITAL OR OTHER EQUITY INTERESTS OF ISSUER |
|
Jalou of Larose, LLC |
| Membership |
| 1 |
| 100 | % |
Fuel Stop 36, Inc. |
| Common Stock |
| 5 |
| 100 | % |
INTERCOMPANY NOTES
ISSUER |
| PRINCIPAL |
| DATE OF |
| INTEREST |
| MATURITY |
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| None |
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[Signature Page Follows]
| JACOBS ENTERTAINMENT, INC., a | ||||||||
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| By: | /s/ Jeffrey P. Jacobs |
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| Jeffrey P. Jacobs | |||||||
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| President | |||||||
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| JALOU L.L.C., a Louisiana limited liability | ||||||||
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| By: | /s/ Stephen R. Roark |
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| Stephen R. Roark | |||||||
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| President and Manager | |||||||
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| JALOU II INC., a Louisiana corporation, as | ||||||||
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| By: | /s/ Stephen R. Roark |
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| Stephen R. Roark, | |||||||
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| President | |||||||
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AGREED TO AND ACCEPTED: |
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WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee | |||||||||
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By: |
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| Name: Joseph P. ODonnell |
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| Title: Vice President |
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