First Amendment To Vessel Construction Contract

FIRST AMENDMENT TO VESSEL CONSTRUCTION CONTRACT


by and between


HOLLYWOOD CASINO SHREVEPORT, Owner


and


LEEVAC SHIPYARDS, INC., Builder


THIS FIRST AMENDMENT TO VESSEL CONSTRUCTION CONTRACT, entered into effective as of the 1st day of September, 1999, shall modify, delete from and add and replace by substitution, Article 9 of the Vessel Construction Contract, which Article 9 shall read as follows:


"Article 9 - Risks and Insurance
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9.1 BUILDER'S RISK AND LIABILITY INSURANCE


9.1.1 Until Delivery and Acceptance of the Vessel, Owner shall, at
its own expense, insure the Vessel and all Materials,
Components and equipment to be use therein, and the Owner
furnished Materials, Components and equipment from time to
time delivered to either of the Shipyards. The amount of
insurance, shall be at least equal to the Contract Sum plus
the value of all Owner furnished Materials, Components and
equipment.


The Builder and all specified OCIP non-enrolled
Subcontractors and sub-Subcontractors shall purchase and
maintain insurance covering the type of claims set forth
below which may arise out of or result from the Builder's
operations under the Contract, whether such operations be by
Builder or by any non-enrolled Subcontractor or sub-
Subcontractor or by anyone directly or indirectly employed by
any of them or by anyone for whose acts any of them may be
liable:


9.1.1.1 Claims under workers' or Worker's Compensation,
disability benefit and other similar employee benefit
acts which are applicable to the Work to be
performed.


9.1.1.2 Claims for damages because of bodily injury,
occupational sickness or disease, or death of the
Builder's employees.


9.1.1.3 Claims for damages because of bodily injury, sickness
or disease, or death of any person other than the
Builder's employees.


9.1.1.4 Claims for damages insured by usual personal injury
liability coverage which are sustained (1) by a
person as a result of an offense directly or
indirectly related to employment of such person by
the Builder, or (2) by another person.


9.1.1.5 Claims for damages, other than to the Work itself,
because of injury to or destruction of tangible
property including loss of use resulting therefrom.


9.1.1.6 Claims for damages because of bodily injury, death of
a person or property damage arising out of ownership,
maintenance or use of a motor vehicle.


9.1.1.7 Claims involving contractual liability insurance
applicable to the Builder's obligations under Article
21.


9.1.1.8 Claims involving damage to the Work itself.


9.1.2. All insurance policies obtained by Builder pursuant to its
obligations under this Article 9, shall contain waivers of
subrogation in favor of the Owner and Owner's Indemnitees,
and in the event that Owner obtains financing, any lender or
lenders, all without liability for the payment of any premium
and shall name Owner, Owner's Indemnitees and Owner's lender
or lenders as additional assureds.


9.1.3 The insurance required by this Article 9 hereof shall include
the following types and amounts of insurance.


9.1.3.1 Builder's Risk


Until the Vessel has been completed, physically
delivered and Delivery and Acceptance by Owner has
occurred, the Vessel and all Materials, Components,
outfitting, equipment, and appliances to be installed
in the Vessel, including all Materials, Components,
outfitting, equipment and appliances provided by
Owner and delivered to any of the Shipyards for and
to be used in the construction thereof, shall be
declared under the Builder's Risk Policy in force and
effect at the time the Vessel's keel or bottom plate
is laid, with an assigned value equal to the Contract
Sum plus the value of all such Owner furnished
Materials, Components and equipment.


Such Builder's Risk Policy shall be on a form
substantially similar to AIG's all risk form
including hull and machinery and Protection and


-2-


Indemnity with limits of $25,000,000, including
United States Longshoreman and Harbor Workers and
Jones Act with a deductible not greater than $25,000,
including movement of the Work between the Shipyards
and the Site Delivery Point.


Builder and its Subcontractors shall be named as
additional assureds under the Builder's Risk Policy,
with waivers of subrogation. The Builder's Risk
Policy shall not provide coverage to Builder's or
Subcontractors' machinery, tools or equipment.


Any loss insured under Owner's Builder's Risk Policy
or any other property insurance shall be adjusted by
Owner as fiduciary and made payable to Owner as
fiduciary for any insured thereunder, as their
interests appear. Any dispute as to Owner's
adjustment or intended payment shall be resolved in
accordance with Article 22.


9.1.3.2 Other Insurance


The Builder shall be responsible for initiating,
maintaining and supervising all safety precautions
and programs in connection with the performance of
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