Jacobs Entertainment 8-K Financial Statements and Exhibits

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 OF STOCK OR INTERESTS	CERTIFICATE NO(S).	PERCENTAGE OF ALL ISSUED CAPITAL OR OTHER EQUITY INTERESTS OF ISSUER
Jalou of Larose, LLC	Membership Interests	1	100	%
Fuel Stop 36, Inc.	Common Stock	5	100	%

INTERCOMPANY NOTES

ISSUER	PRINCIPAL AMOUNT	DATE OF ISSUANCE	INTEREST RATE	MATURITY DATE
		None

[Signature Page Follows]

		JACOBS ENTERTAINMENT, INC., a Delaware corporation, as Pledgor
		By:			/s/ Jeffrey P. Jacobs
					Jeffrey P. Jacobs
					President
		JALOU L.L.C., a Louisiana limited liability company, as Pledgor
		By:		/s/ Stephen R. Roark
				Stephen R. Roark
				President and Manager
		JALOU II INC., a Louisiana corporation, as Pledgor
		By:	/s/ Stephen R. Roark
			Stephen R. Roark,
			President
AGREED TO AND ACCEPTED:
WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee
By:
	Name:  Joseph P. O’Donnell
	Title:   Vice President

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