EXHIBIT 5.1

                       [MAYER, BROWN  & PLATT LETTERHEAD]


                                              ____________, 1999


Peninsula Gaming Company, LLC
3rd Street Ice Harbor
P.O. Box 1750
Dubuque, Iowa 52004-1683

         Re:  Registration Statement on Form S-4 Relating to
         Series B 12 1/4 Senior Secured Notes Due 2006
         -----------------------------------------------

Ladies and Gentlemen:

         We have acted as counsel to Peninsula Gaming Company, LLC, a
Delaware limited liability company and Peninsula Gaming Corp., a Delaware
corporation (collectively, the "Company"), in connection with the preparation
and filing with the Securities and Exchange Commission under the Securities
Act of 1933, as amended, of a registration statement on Form S-4 (as amended,
the "Registration Statement") relating to the Company's Series B 12 1/4
Senior Secured Notes due 2006 (the "New Notes"). The New Notes will be
offered in exchange for any and all of the Company's outstanding Series A
12 1/4 Senior Secured Notes due 2006 (the "Old Notes"). The Old Notes were
issued, and the New Notes will be issued, under an indenture, dated as of
July 15, 1999 (the "Indenture"), among the Company and Firstar Bank, N.A.
(formerly known as Firstar Bank of Minnesota, N.A.), as trustee.


         In rendering the opinions set forth below, we have examined and
relied upon such documents, corporate records, certificates of public
officials and certificates as to factual matters executed by officers of the
Company as we have deemed necessary or appropriate. We have assumed the
authenticity, accuracy and completeness of all documents, records and
certificates submitted to us as originals, the conformity to the originals of
all documents, records and certificates submitted to us as copies and the
authenticity, accuracy and completeness of the originals of all documents,
records and certificates submitted to us as copies. We have also assumed the
legal capacity and genuineness of the signatures of persons signing all
documents in connection with the opinions set forth below. We express no
opinion as to, or the effect or applicability of, any laws other than the
laws of the State of New York, the State of Delaware and the Federal laws of
the United States of America. We assume no responsibility with respect to the
application to the subject transactions, or the effect thereon, of the laws
of any other jurisdiction.




         Based upon the foregoing, we are of the opinion that the New Notes
have been duly authorized for issuance by the Company and, upon the due
execution, authentication, issuance and delivery thereof in accordance with
the terms of the Indenture, the New Notes will constitute valid and legally
binding obligations of the Company, subject to applicable bankruptcy,
insolvency, reorganization, moratorium and other laws affecting the
enforceability of creditors' rights generally and to court decisions with
respect thereto and to general principles of equity (regardless of whether
such enforceability is considered in a proceeding in equity or at law).

         We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the reference to this firm under the caption
"Legal Matters" in the Registration Statement.

                                      Very truly yours,

                                      MAYER, BROWN & PLATT