Exhibit 10.10


                                GB HOLDINGS, INC.

March 23, 2004


Ealing Corp.
c/o Icahn Associates Corp.
767 5th Avenue, 47th floor
New York, NY 10153

Gentlemen:

Pursuant to the terms of the Commitment Letter, dated January 30, 2004, we
hereby request that you begin preparation of the definitive loan documents and
security documents (collectively, the "Definitive Agreements"), based upon the
terms set forth therein. We also request that you agree to extend the term of
the Commitment Letter from April 1, 2004, to May 1, 2004. The execution of the
Definitive Agreements is subject to the approval of each of us.

In connection with our request to commence the drafting of the Definitive
Agreements, we hereby undertake to reimburse you for all costs and expenses
incurred in the preparation, negotiation, execution and filing of the Definitive
Agreements.

We look forward to receiving your drafts and commencing negotiations at your
earliest convenience.


                                      Very truly yours,

                                      GB HOLDINGS INC.

                                      /s/ Douglas Niethold
                                      ------------------------------------------
                                      Name:  Douglas Niethold
                                      Title: Interim Vice President, Chief
                                             Financial Officer, Principal
                                             Accounting Officer


Receipt Acknowledged and Agreed:
EALING CORP.

/s/ Edward E. Mattner
- ----------------------------------
Name:  Edward E. Mattner
Title: Vice President