<PAGE>
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JULY 16, 1996
REGISTRATION NO. 333-7299
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
--------------------------
AMENDMENT NO. 1
TO
FORM S-4
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
------------------------
ARGOSY GAMING COMPANY
(Exact name of Registrant as specified in its charter)
<TABLE>
<S> <C> <C>
DELAWARE 37-1304247
(State or other jurisdiction (I.R.S. Employer
of Identification Number)
incorporation or
organization)
AND ITS GUARANTOR SUBSIDIARIES
ILLINOIS ALTON GAMING COMPANY 37-1261292
LOUISIANA ARGOSY OF LOUISIANA, INC. 72-1265121
LOUISIANA CATFISH QUEEN PARTNERSHIP IN COMMENDAM 72-1274791
INDIANA THE INDIANA GAMING COMPANY 37-1314871
IOWA IOWA GAMING COMPANY 37-1329487
LOUISIANA JAZZ ENTERPRISES, INC. 72-1214771
MISSOURI THE MISSOURI GAMING COMPANY 37-1311505
MISSOURI THE ST. LOUIS GAMING COMPANY 37-1314873
(State of other jurisdiction (Exact name of Registrant as specified in its charter) (I.R.S. Employer
of Identification Number)
incorporation or
organization)
</TABLE>
--------------------------
7999
(Primary Standard Industrial Classification Code Number)
--------------------------
219 PIASA STREET
ALTON, ILLINOIS 62002
(618) 474-7500
(Address, including zip code, and telephone number, including area code, of
Registrant's principal executive offices)
J. THOMAS LONG
CHIEF EXECUTIVE OFFICER
ARGOSY GAMING COMPANY
219 PIASA STREET
ALTON, ILLINOIS 62002
(618) 474-7500
(Name, address, including zip code, and telephone number, including area code,
of agent for service)
--------------------------
COPY TO:
R. Cabell Morris, Jr.
Winston & Strawn
35 West Wacker Drive
Chicago, Illinois 60601
(312) 558-5600
--------------------------
If the securities being registered on this Form are being offered in
connection with the formation of a holding company and there is compliance with
General Instruction G, check the following box: / /
--------------------------
THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATE OR
DATES AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT SHALL
FILE A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS REGISTRATION
STATEMENT SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(A) OF
THE SECURITIES ACT OF 1933 OR UNTIL THIS REGISTRATION STATEMENT SHALL BECOME
EFFECTIVE ON SUCH DATE AS THE COMMISSION, ACTING PURSUANT TO SAID SECTION 8(A),
MAY DETERMINE.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>
EXPLANATORY NOTE
This Amendment No. 1 to Form S-4 is being filed solely to add the signatures
of the Guarantor Subsidiaries listed on the cover hereof as well as the
requisite officers and directors thereof. Such signatures are contained on pages
II-7 through II-14 hereof. The Registrants are not updating or modifying any
other information in the Registration Statement at this time.
<PAGE>
INFORMATION NOT REQUIRED IN PROSPECTUS
ITEM 20. INDEMNIFICATION OF DIRECTORS AND OFFICERS
Section 145 of the Delaware General Corporation Law ("Delaware GCU")
empowers a corporation, subject to certain limitations, to indemnify its
directors and officers against expenses (including attorneys' fees, judgments,
fines and certain settlements) actually and reasonably incurred by them in
connection with any suit or proceeding to which they are a party so long as they
acted in good faith and in a manner reasonably believed to be in or not opposed
to the best interests of the corporation, and, with respect to a criminal action
or proceeding, so long as they had no reasonable cause to believe their conduct
to have been unlawful. The Registrant's Certificate of Incorporation and By-laws
provide that the Registrant shall indemnify its directors and such of its
officers, employees and agents as the Board of Directors may determine from time
to time, to the fullest extent permitted by Section 145 of the Delaware GCL.
Section 102 of the Delaware GCL permits a Delaware corporation to include in
its certificate of incorporation a provision eliminating or limiting a
director's liability to a corporation or its stockholders for monetary damages
for breaches of fiduciary duty. The enabling statute provides, however, that
liability for breaches of the duty of loyalty, acts or omissions not in good
faith or involving intentional misconduct, or knowing violation of the law, and
the unlawful purchase or redemption of stock or payment of unlawful dividends or
the receipt of improper personal benefits cannot be eliminated or limited in
this manner. The Registrant's Certificate of Incorporation and By-Laws include a
provision which eliminates, to the fullest extent permitted, director liability
for monetary damages for breaches of fiduciary duty.
ITEM 21. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a)Exhibits:
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- ----------- ---------------------------------------------------------------------------------------------------
<C> <S>
3.1 Amended and Restated Certificate of Incorporation of the Company (previously filed with the
Securities and Exchange Commission ("SEC") as an Exhibit to the Company's Registration Statement
on Form S-1 (File No. 33-55878) and incorporated herein by reference).
3.2 Amended and Restated By-laws of the Company (previously filed with the SEC as an Exhibit to the
Company's Registration Statement on Form S-1 (File No. 33-55878) and incorporated herein by
reference).
4.1 * Form of the Company's 13 1/4% First Mortgage Notes due 2004 issued on June 5, 1996 in the aggregate
principal amount of $235,000,000.
4.2 * Form of Guarantee issued on June 5, 1996 by Alton Gaming Company, Argosy of Louisiana, Inc.,
Catfish Queen Partnership in Commendam, The Indiana Gaming Company, Iowa Gaming Company, Jazz
Enterprises, Inc., The Missouri Gaming Company and The St. Louis Gaming Company.
4.3 * Indenture dated as of June 5, 1996 by and among the Company, First National Bank of Commerce, as
Trustee, and the Guarantors named therein, for the Company's $235,000,000 of 13 1/4% First
Mortgage Notes due 2004.
4.4 * Registration Rights Agreement dated as of June 5, 1996 by and among the Company, the Guarantors
named therein and the Initial Purchasers named therein.
4.5 * Cash Collateral and Disbursement Agreement dated June 5, 1996 by and among the Company, First
National Bank of Commerce, as Trustee, and LaSalle National Trust, N.A., as disbursement agent.
4.6 * Form of Security Agreement dated as of June 5, 1996 by and between First National Bank of Commerce,
as Trustee, and the Company, as Grantor.
</TABLE>
II-1
<PAGE>
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- ----------- ---------------------------------------------------------------------------------------------------
<C> <S>
4.7 * Form of Subsidiary Security Agreements dated as of June 5, 1996 by and between First National Bank
of Commerce, as Trustee, and each of Alton Gaming Company, Argosy of Louisiana, Inc., Catfish
Queen Partnership in Commendam, The Indiana Gaming Company, Iowa Gaming Company, Jazz Enterprises,
Inc., The Missouri Gaming Company and The St. Louis Gaming Company, each as a Grantor.
4.8 * Form of Pledge Agreement dated as of June 5, 1996 by and between First National Bank of Commerce,
as Trustee, and the Company, as Pledgor.
4.9 * Form of Subsidiary Pledge Agreements dated as of June 5, 1996 by and between First National Bank of
Commerce, as Trustee, and each of Alton Gaming Company, Argosy of Louisiana, Inc., Catfish Queen
Partnership in Commendam, The Indiana Gaming Company, Iowa Gaming Company, Jazz Enterprises, Inc.,
The Missouri Gaming Company and The St. Louis Gaming Company, each as a Pledgor.
4.10* Form of First Preferred Ship Mortgages dated as of June 5, 1996 executed in favor of First National
Bank of Commerce, as Trustee, by each of Alton Gaming Company (relating to Argosy I, Alton Belle
Casino II and Alton Landing), Catfish Queen Partnership in Commendam (relating to Argosy III), The
Missouri Gaming Company (relating to Argosy IV), Iowa Gaming Company (relating to Argosy V) and
the Company (relating to Spirit of America).
4.11* Form of Deed of Trust, Assignment of Leases and Rents and Security Agreement dated as of June 5,
1996 by and among the Company, First National Bank of Commerce, as Trustee, and Chicago Title
Insurance Company.
4.12* Form of Mortgage of Jazz Enterprises, Inc., and Catfish Queen Partnership in Commendam to Secure
Present and Future Indebtedness, Assignment of Leases and Rents and Security Agreement dated as of
June 5, 1996 execute in favor of First National Bank of Commerce, as Trustee.
4.13 Specimen Common Stock Certificate (previously filed with the SEC as an Exhibit to the Company's
Registration Statement on Form S-1 (File No. 33-55878) and incorporated herein by reference).
4.14 Indenture dated as of June 6, 1994 between the Company and Bank One, Springfield, as trustee, for
the Company's $115,000,000 12% Convertible Subordinated Notes due 2001 (previously filed with the
SEC as an Exhibit to the Company's Registration Statement on Form S-3 (File No. 33-76456) and
incorporated herein by reference).
4.15 Specimen 12% Convertible Subordinated Note due 2001 (previously filed with the SEC as an Exhibit to
the Company's Registration Statement on Form S-3 (File No. 33-76456) and incorporated herein by
reference).
4.16 Registration Rights Agreement (previously filed with the SEC as an Exhibit to the Company's
Registration Statement on Form S-3 (File No. 33-76456) and incorporated herein by reference).
5.1 Legal Opinion of Winston & Strawn regarding the validity of the issuance of the 13 1/4% First
Mortgage Notes due 2004 (to be filed by amendment).
9.1 Pratt Voting Trust Agreement dated as of May 5, 1992 by and between John Biggs Pratt, Sr. and
Stephanie Pratt (previously filed with the SEC as an Exhibit to the Company's Registration
Statement on Form S-1 (File No. 33-55878) and incorporated herein by reference).
10.1 Lease dated August 1, 1992 by and between Edward McPike d/b/a Grand Properties and Alton Riverboat
Gambling Partnership (previously filed with the SEC as an Exhibit to the Company's Form 10-K for
the year ended December 31, 1994 and incorporated herein by reference).
</TABLE>
II-2
<PAGE>
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- ----------- ---------------------------------------------------------------------------------------------------
<C> <S>
10.2 Bond and Easement Agreement dated as of April 18, 1991 by and between the Alton Riverboat Gambling
Partnership and the City of Alton, Illinois (previously filed with the SEC as an Exhibit to the
Company's Registration Statement on Form S-1 (File No. 33-55878) and incorporated herein by
reference).
10.3 Employment Agreement by and between the Company and J. Thomas Long (previously filed with the SEC
as an Exhibit to the Company's Form 10-K for the year ended December 31, 1995 and incorporated
herein by reference).
10.4 Employment Agreement by and between the Company and Patsy S. Hubbard (previously filed with the SEC
as an Exhibit to the Company's Form 10-K for the year ended December 31, 1995 and incorporated
herein by reference).
10.5 Stock Option Plan (previously filed with the SEC as an Exhibit to the Company's Registration
Statement on Form S-1 (File No. 33-55878) and incorporated herein by reference).
10.6 Form of Indemnification Agreement (previously filed with the SEC as an Exhibit to the Company's
Registration Statement on Form S-1 (File No. 33-55878) and incorporated herein by reference).
10.7 Director Option Plan (previously filed with the SEC as an Exhibit to the Company's Registration
Statement on Form S-1 (File No. 33-55878) and incorporated herein by reference).
10.8 Argosy Gaming Company Savings Plan (previously filed with the SEC as an Exhibit to the Company's
Form 8-K dated March 10, 1994 and incorporated herein by reference).
10.9 Letter Agreement dated as of January 28, 1993 by and between L. Thomas Lakin and the Alton
Riverboat Gambling Partnership (previously filed with the SEC as an Exhibit to the Company's
Registration Statement on Form S-1 (File No. 33-55878) and incorporated herein by reference).
10.10 Letter Agreement dated as of January 28, 1993 by and between the Alton Riverboat Gambling
Partnership and H. Steven Norton (previously filed with the SEC as an Exhibit to the Company's
Registration Statement on Form S-1 (File No. 33-55878) and incorporated herein by reference).
10.11 Letter Agreement dated March 29, 1995 by and between Floyd C. Warmann and the Company (previously
filed with the SEC as an exhibit to the Company's Form 10-K for the year ended December 31, 1994
dated March 31, 1995 and incorporated herein by reference).
10.12 Agreement to Purchase Stock dated January 30, 1995 by and among the Company, Jazz Enterprises, Inc.
and the signatory shareholders of Jazz Enterprises, Inc. (previously filed with the SEC as an
Exhibit to the Company's Form 10-K for the year ended December 31, 1994 and incorporated herein by
reference).
10.13 Contract dated June 7, 1993 by and among the City of Riverside, Missouri, The Missouri Gaming
Company and the Company, together with amendments thereto (previously filed with the SEC as an
Exhibit to the Company's Form 8-K dated March 10, 1994 and incorporated herein by reference).
10.14 Second Amended and Restated Agreement of Limited Partnership dated February 21, 1996 of Indiana
Gaming Company, L.P. (previously filed with the SEC as an Exhibit to the Company's Form 10-K for
the year ended December 31, 1995 and incorporated herein by reference).
</TABLE>
II-3
<PAGE>
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- ----------- ---------------------------------------------------------------------------------------------------
<C> <S>
10.15 Management Agreement dated April 11, 1994 by and between Indiana Gaming Company, L.P. and The
Indiana Gaming Company, as amended by Amendment No. 1 to Management Agreement dated February 21,
1996 (previously filed with the SEC as an Exhibit to the Company's Form 10-K for the year ended
December 31, 1995 and incorporated herein by reference).
10.16 Affirmation of Limited Parent Guaranty of Argosy Gaming Company in favor of the partners of Indiana
Gaming Company, L.P. dated February 21, 1996 (previously filed with the SEC as an Exhibit to the
Company's Form 10-K for the year ended December 31, 1995 and incorporated herein by reference).
10.17 Vessel Construction Contract by and between Service Marine Industries, Inc. and Indiana Gaming
Company, L.P. dated as of November 14, 1995 (previously filed with the SEC as an Exhibit to the
Company's Form 10-K for the year ended December 31, 1995 and incorporated herein by reference).
10.18 Riverboat Gaming Development Agreement between the City of Lawrenceburg, Indiana and Indiana Gaming
Company, L.P. dated as of April 13, 1994 as amended by Amendment Number One to Riverboat
Development Agreement between the City of Lawrenceburg, Indiana and Indiana Gaming Company, L.P.
dated as of December 28, 1995 (previously filed with the SEC as an Exhibit to the Company's Form
10-K for the year ended December 31, 1995 and incorporated herein by reference).
10.19 Guaranty of Development Agreement dated as of April 13, 1994 by the Company in favor of the City of
Lawrenceburg (previously filed with the SEC as an Exhibit to the Company's Form 10-K for the year
ended December 31, 1995 and incorporated herein by reference).
10.20 Charter Agreement dated October 27, 1994 by and between President Riverboat Casino-New York, Inc.
and The Missouri Gaming Company (previously filed with the SEC as an Exhibit to the Company's Form
10-K for the year ended December 31, 1994 and incorporated herein by reference).
12.1 * Statement re Computation of Earnings to Fixed Charges.
21 * List of Subsidiaries.
23.1 * Consent of Ernst & Young LLP.
23.2 * Consent of Grant Thornton LLP.
24 * Powers of Attorney of certain directors.
25.1 * Statement of Eligibility and Qualification on Form T-1 under the Trust Indenture Act of 1939 of
First National Bank of Commerce, as Trustee under the Indenture relating to the 13 1/4% First
Mortgage Notes due 2004.
99.1 * Form of Letter of Transmittal.
99.2 * Form of Notice of Guaranteed Delivery.
99.3 * Form of Letter to Securities Dealers, Commercial Banks, Trust Companies and Other Nominees.
99.4 * Form of Letter to Clients.
99.5 * Guidelines for Certification of Taxpayer Identification Number on Form W-9.
</TABLE>
- ------------
* previously filed with the SEC as an Exhibit to this Registration Statement
on Form S-4 (File No. 333-7299).
II-4
<PAGE>
(b)Financial Statement Schedules
None.
All schedules are omitted because the required information is not present in
amounts sufficient to require submission of the schedule or because the
information required is included in the financial statements or notes thereto.
ITEM 22. UNDERTAKINGS
Insofar as indemnification for liabilities arising under the Securities Act
of 1933, as amended, may be permitted to directors, officers and controlling
persons of the Registrant pursuant to the foregoing provisions, or otherwise,
the Registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Securities
Act and win be governed by the final adjudication of such issue.
The undersigned Registrant hereby undertakes that:
(1) For purposes of determining any liability under the Securities Act of
1933, as amended, the information omitted from the form of prospectus
filed as part of this registration statement in reliance upon Rule 430A and
contained in a form of prospectus filed by the Registrant pursuant to Rule
424(b)(1) or (4) or 497(h) under the Securities Act shall be deemed to be
part of this registration statement as of the time it was declared
effective.
(2) For the purpose of determining any liability under the Securities Act
of 1933, as amended, each post-effective amendment that contains a
form of prospectus shall be deemed to be a new registration statement
relating to the securities offered therein and this offering of such
securities at that time shall be deemed to be the initial bona fide offering
thereof.
(3) For the purpose of determining any liability under the Securities Act
of 1933, each filing of the Registrant's annual report pursuant to
Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 that
is incorporated by reference in this registration statement shall be deemed
to be a new registration statement relating to the securities offered
therein, and the offering of such securities at that time shall be deemed to
be the initial bona fide offering thereof.
The undersigned registrant hereby undertakes to respond to requests for
information that is incorporated by reference into the prospectus pursuant to
Items 4, 10(b), 11, or 13 of this Form, within one business day of receipt of
such request, and to send the incorporated documents by first class mail or
other equally prompt means. This includes information contained in documents
filed subsequent to the effective date of the registration statement through the
date of responding to the request.
The undersigned registrant hereby undertakes to supply by means of a
post-effective amendment all information concerning a transaction, and the
company being acquired therein, that was not the subject of and included in the
registration statement when it became effective.
II-5
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
Registrant has duly caused this Amendment to Registration Statement to be signed
on its behalf by the undersigned thereunto duly authorized, in the City of
Alton, State of Illinois on July 16, 1996.
ARGOSY GAMING COMPANY
By: /s/ J. THOMAS LONG
-----------------------------------
J. Thomas Long
CHIEF EXECUTIVE OFFICER
Pursuant to the requirements of the Securities Act of 1933, as amended, this
Amendment to Registration Statement has been signed by the following persons on
the dates and in the capacities indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
- ----------------------------------------------- ------------------------------------------- ---------------
<C> <S> <C> <C>
/s/ J. THOMAS LONG Chief Executive Officer and Director
------------------------------------- July 16, 1996
J. Thomas Long
/s/ JOSEPH G. URAM Executive Vice President, Chief
------------------------------------- Financial Officer (Principal July 16, 1996
Joseph G. Uram Accounting Officer)
/s/ EDWARD F. BRENNAN*
------------------------------------- Director
Edward F. Brennan
/s/ GEORGE L. BRISTOL*
------------------------------------- Director
George L. Bristol
/s/ F. LANCE CALLIS*
------------------------------------- Director
F. Lance Callis
/s/ WILLIAM F. CELLINI*
------------------------------------- Director
William F. Cellini
/s/ JIMMY F. GALLAGHER*
------------------------------------- Director
Jimmy F. Gallagher
/s/ WILLIAM McENERY*
------------------------------------- Director
William McEnery
/s/ JOHN B. PRATT, SR.*
------------------------------------- Director
John B. Pratt, Sr.
*By: /s/ J. THOMAS LONG
--------------------------------
J. Thomas Long
ATTORNEY-IN-FACT
July 16, 1996
</TABLE>
II-6
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
Registrant has duly caused this Amendment to Registration Statement to be signed
on its behalf by the undersigned thereunto duly authorized, in the City of
Alton, State of Illinois on July 16, 1996.
ALTON GAMING COMPANY
By: /s/ J. THOMAS LONG
-----------------------------------
J. Thomas Long
PRESIDENT
Pursuant to the requirements of the Securities Act of 1933, as amended, this
Amendment to Registration Statement has been signed by the following persons on
the dates and in the capacities indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
- ----------------------------------------------- ------------------------------------------- ---------------
<C> <S> <C> <C>
/s/ J. THOMAS LONG President and Sole Director (Principal
------------------------------------- Executive Officer) July 16, 1996
J. Thomas Long
/s/ JOSEPH G. URAM Treasurer (Principal Financial Officer and
------------------------------------- Principal Accounting Officer) July 16, 1996
Joseph G. Uram
</TABLE>
II-7
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
Registrant has duly caused this Amendment to Registration Statement to be signed
on its behalf by the undersigned thereunto duly authorized, in the City of
Alton, State of Illinois on July 16, 1996.
ARGOSY OF LOUISIANA, INC.
By: /s/ J. THOMAS LONG
-----------------------------------
J. Thomas Long
PRESIDENT
Pursuant to the requirements of the Securities Act of 1933, as amended, this
Amendment to Registration Statement has been signed by the following persons on
the dates and in the capacities indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
- ----------------------------------------------- ------------------------------------------- ---------------
<C> <S> <C> <C>
/s/ J. THOMAS LONG President and Sole Director (Principal
------------------------------------- Executive Officer) July 16, 1996
J. Thomas Long
/s/ JOSEPH G. URAM Treasurer (Principal Financial Officer and
------------------------------------- Principal Accounting Officer) July 16, 1996
Joseph G. Uram
</TABLE>
II-8
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
Registrant has duly caused this Amendment to Registration Statement to be signed
on its behalf by the undersigned thereunto duly authorized, in the City of
Alton, State of Illinois on July 16, 1996.
CATFISH QUEEN PARTNERSHIP IN
COMMENDAM
By: Argosy of Louisiana, Inc.
Its: General Partner
By: /s/ J. THOMAS LONG
-----------------------------------
J. Thomas Long
PRESIDENT
Pursuant to the requirements of the Securities Act of 1933, as amended, this
Amendment to Registration Statement has been signed by the following persons on
the dates and in the capacities indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
- ----------------------------------------------- ------------------------------------------- ---------------
<C> <S> <C> <C>
President (Principal Executive Officer) of
/s/ J. THOMAS LONG Argosy of Louisiana, Inc., the general
------------------------------------- partner of Catfish Queen Partnership in July 16, 1996
J. Thomas Long Commendam
Treasurer (Principal Financial Officer and
/s/ JOSEPH G. URAM Principal Accounting Officer) of Argosy of
------------------------------------- Louisiana, Inc., the general partner of July 16, 1996
Joseph G. Uram Catfish Queen Partnership in Commendam
</TABLE>
II-9
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
Registrant has duly caused this Amendment to Registration Statement to be signed
on its behalf by the undersigned thereunto duly authorized, in the City of
Alton, State of Illinois on July 16, 1996.
THE INDIANA GAMING COMPANY
By: /s/ J. THOMAS LONG
-----------------------------------
J. Thomas Long
PRESIDENT
Pursuant to the requirements of the Securities Act of 1933, as amended, this
Amendment to Registration Statement has been signed by the following persons on
the dates and in the capacities indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
- ----------------------------------------------- ------------------------------------------- ---------------
<C> <S> <C> <C>
/s/ J. THOMAS LONG President and Sole Director (Principal
------------------------------------- Executive Officer) July 16, 1996
J. Thomas Long
/s/ JOSEPH G. URAM Treasurer (Principal Financial Officer and
------------------------------------- Principal Accounting Officer) July 16, 1996
Joseph G. Uram
</TABLE>
II-10
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
Registrant has duly caused this Amendment to Registration Statement to be signed
on its behalf by the undersigned thereunto duly authorized, in the City of
Alton, State of Illinois on July 16, 1996.
IOWA GAMING COMPANY
By: /s/ J. THOMAS LONG
-----------------------------------
J. Thomas Long
PRESIDENT
Pursuant to the requirements of the Securities Act of 1933, as amended, this
Amendment to Registration Statement has been signed by the following persons on
the dates and in the capacities indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
- ----------------------------------------------- ------------------------------------------- ---------------
<C> <S> <C> <C>
/s/ J. THOMAS LONG President and Sole Director (Principal
------------------------------------- Executive Officer) July 16, 1996
J. Thomas Long
/s/ JOSEPH G. URAM Treasurer (Principal Financial Officer and
------------------------------------- Principal Accounting Officer) July 16, 1996
Joseph G. Uram
</TABLE>
II-11
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
Registrant has duly caused this Amendment to Registration Statement to be signed
on its behalf by the undersigned thereunto duly authorized, in the City of
Alton, State of Illinois on July 16, 1996.
JAZZ ENTERPRISES, INC.
By: /s/ J. THOMAS LONG
-----------------------------------
J. Thomas Long
PRESIDENT
Pursuant to the requirements of the Securities Act of 1933, as amended, this
Amendment to Registration Statement has been signed by the following persons on
the dates and in the capacities indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
- ----------------------------------------------- ------------------------------------------- ---------------
<C> <S> <C> <C>
/s/ J. THOMAS LONG President and Sole Director (Principal
------------------------------------- Executive Officer) July 16, 1996
J. Thomas Long
/s/ JOSEPH G. URAM Treasurer (Principal Financial Officer and
------------------------------------- Principal Accounting Officer) July 16, 1996
Joseph G. Uram
</TABLE>
II-12
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
Registrant has duly caused this Amendment to Registration Statement to be signed
on its behalf by the undersigned thereunto duly authorized, in the City of
Alton, State of Illinois on July 16, 1996.
THE MISSOURI GAMING COMPANY
By: /s/ J. THOMAS LONG
-----------------------------------
J. Thomas Long
PRESIDENT
Pursuant to the requirements of the Securities Act of 1933, as amended, this
Amendment to Registration Statement has been signed by the following persons on
the dates and in the capacities indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
- ----------------------------------------------- ------------------------------------------- ---------------
<C> <S> <C> <C>
/s/ J. THOMAS LONG President and Sole Director (Principal
------------------------------------- Executive Officer) July 16, 1996
J. Thomas Long
/s/ JOSEPH G. URAM Treasurer (Principal Financial Officer and
------------------------------------- Principal Accounting Officer) July 16, 1996
Joseph G. Uram
</TABLE>
II-13
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
Registrant has duly caused this Amendment to Registration Statement to be signed
on its behalf by the undersigned thereunto duly authorized, in the City of
Alton, State of Illinois on July 16, 1996.
THE ST. LOUIS GAMING COMPANY
By: /s/ J. THOMAS LONG
-----------------------------------
J. Thomas Long
PRESIDENT
Pursuant to the requirements of the Securities Act of 1933, as amended, this
Amendment to Registration Statement has been signed by the following persons on
the dates and in the capacities indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
- ----------------------------------------------- ------------------------------------------- ---------------
<C> <S> <C> <C>
/s/ J. THOMAS LONG President and Sole Director (Principal
------------------------------------- Executive Officer) July 16, 1996
J. Thomas Long
/s/ JOSEPH G. URAM Treasurer (Principal Financial Officer and
------------------------------------- Principal Accounting Officer) July 16, 1996
Joseph G. Uram
</TABLE>
II-14