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                                                                EXHIBIT 10.17.2


                          SECOND AMENDMENT TO LEASE                            S


STATE OF LOUISIANA                
                                  
PARISH OF CALCASIEU               


         THIS SECOND AMENDMENT TO LEASE made this _______ day of
_________________, 1995, between PORT RESOURCES, INC., a Louisiana corporation,
and CRU, INC., a Louisiana corporation (hereinafter collectively, "LANDLORD"),
and ST. CHARLES GAMING COMPANY, INC., a Louisiana corporation (hereinafter
"TENANT").

                             W I T N E S S E T H:

         A.      Effective as of the 24th day of March, 1995, LANDLORD and
TENANT entered into that certain Lease (the "Lease"), covering the property
situated in Calcasieu Parish, Louisiana, as more fully described therein (the
"Leased Property").

         B.      LANDLORD and TENANT have agreed to further modify and amend
certain terms and conditions of the Lease and desire to set forth such
agreement in writing.

         C.      All capitalized terms herein shall have the same meanings set
forth in the Lease.

         NOW, THEREFORE, for and in consideration of the sum of $10.00 cash to
each the other in hand paid, the mutual covenants contained herein and other
good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, LANDLORD and TENANT hereby agree as follows:

Paragraph 35 of the Lease is deleted in its entirety and the following is
substituted therefor:

         35. Guarantee.  And now unto these premises comes Crown Casino
Corporation which declares that in consideration of LANDLORD granting this
Lease to St. Charles Gaming Company, Inc., a  wholly owned subsidiary of Crown
Casino Corporation, Crown Casino Corporation does hereby guarantee all and
singular of the obligations of TENANT under this Lease.

         Ratification of Lease.  No other amendment to the Lease is made or
intended to be made hereby and, except as amended by this instrument, the Lease
is hereby ratified, confirmed and reaffirmed by the parties.

         EXECUTED effective as of the date set forth above, in multiple
original counterparts, each of which shall be an original, but all of which
together shall constitute but one and the same instrument.

                                        
                                           LANDLORD:
                                                                    
WITNESSES:                                 PORT RESOURCES, INC.


____________________________________       By:____________________________________
                                           Name: _________________________________
____________________________________       Title: ________________________________


                                ACKNOWLEDGMENT
                                       
STATE OF LOUISIANA

PARISH OF CALCASIEU

         On this _______ day of ______________________, 1995, before me
personally appeared
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______________________________, to me personally known, who being by me duly
sworn, did say that he is the ____________________________, of PORT RESOURCES,
INC., and said appearer acknowledged to me, Notary, in the presence of the
undersigned competent witnesses, that the foregoing instrument was signed on
behalf of said corporation by authority of its Board of Directors, and said
appearer acknowledged said instrument to be the free act and deed of said
corporation.

         IN WITNESS WHEREOF, said appearer has executed these presents together
with me, Notary, and the undersigned competent witnesses, in the Parish/County
and State aforesaid, on the date first above written.


                                         
WITNESSES:

                                                                                                   
____________________________________        _______________________________________

____________________________________

                     ____________________________________
                                 NOTARY PUBLIC
                                       


                                        
WITNESSES:                                 CRU, INC.


____________________________________       By:____________________________________
                                           Name: _________________________________
____________________________________       Title: ________________________________



                                ACKNOWLEDGMENT

STATE OF LOUISIANA

PARISH OF CALCASIEU

         On this _______ day of ______________________, 1995, before me
personally appeared ______________________________, to me personally known, who
being by me duly sworn, did say that he is the ____________________________, of
CRU, INC., and said appearer acknowledged to me, Notary, in the presence of the
undersigned competent witnesses, that the foregoing instrument was signed on
behalf of said corporation by authority of its Board of Directors, and said
appearer acknowledged said instrument to be the free act and deed of said
corporation.

         IN WITNESS WHEREOF, said appearer has executed these presents together
with me, Notary, and the undersigned competent witnesses, in the Parish/County
and State aforesaid, on the date first above written.


                                        
WITNESSES:

                                                                                                   
____________________________________       _______________________________________

____________________________________



                     ____________________________________
                                 NOTARY PUBLIC
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                                           TENANT:
                                                                  
WITNESSES:                                 ST. CHARLES GAMING COMPANY, INC.


____________________________________       By:____________________________________
                                           Name: _________________________________
____________________________________       Title: ________________________________


                                ACKNOWLEDGMENT

STATE OF________________________

PARISH/COUNTY OF__________________________

         On this _______ day of ______________________, 1995, before me
personally appeared ______________________________, to me personally known, who
being by me duly sworn, did say that he is the ____________________________, of
ST. CHARLES GAMING COMPANY, INC., and said appearer acknowledged to me, Notary,
in the presence of the undersigned competent witnesses, that the foregoing
instrument was signed on behalf of said corporation by authority of its Board
of Directors, and said appearer acknowledged said instrument to be the free act
and deed of said corporation.
         IN WITNESS WHEREOF, said appearer has executed these presents together
with me, Notary, and the undersigned competent witnesses, in the Parish/County
and State aforesaid, on the date first above written.


                                        
WITNESSES:
                                                                                                   
____________________________________       _______________________________________

____________________________________


                     ____________________________________
                                 NOTARY PUBLIC



                                        
WITNESSES:                                 CROWN CASINO CORPORATION


____________________________________       By:____________________________________
                                           Name: _________________________________
____________________________________       Title: ________________________________


                                ACKNOWLEDGMENT

STATE OF _____________________________

PARISH/COUNTY OF __________________________

         On this _______ day of ______________________, 1995, before me
personally appeared ______________________________, to me personally known, who
being by me duly sworn, did say that he is the ____________________________, of
CROWN CASINO CORPORATION, and said appearer acknowledged to me, Notary, in the
presence of the undersigned competent witnesses, that the foregoing instrument
was signed on behalf of said corporation by authority of its Board of
Directors, and said appearer acknowledged said instrument to be the free act
and deed of said corporation.
         IN WITNESS WHEREOF, said appearer has executed these presents together
with me, Notary, and the undersigned competent witnesses, in the Parish/County
and State aforesaid, on the date first above written.
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WITNESSES:
                                                                                                   
____________________________________       _______________________________________

____________________________________

                     ____________________________________
                                 NOTARY PUBLIC



                                        
WITNESSES:                                 LOUISIANA RIVERBOAT GAMING PARTNERSHIP


____________________________________       By:____________________________________
                                           Name: _________________________________
____________________________________       Title: ________________________________


                                ACKNOWLEDGMENT

STATE OF _____________________________

PARISH/COUNTY OF ___________________________

         On this _______ day of ______________________, 1995, before me
personally appeared ______________________________, to me personally known, who
being by me duly sworn, did say that he is the ____________________________, of
LOUISIANA RIVERBOAT GAMING PARTNERSHIP, and said appearer acknowledged to me,
Notary, in the presence of the undersigned competent witnesses, that the
foregoing instrument was signed on behalf of said partnership by authority of
its members, and said appearer acknowledged said instrument to be the free act
and deed of said partnership.

         IN WITNESS WHEREOF, said appearer has executed these presents together
with me, Notary, and the undersigned competent witnesses, in the Parish/County
and State aforesaid, on the date first above written.


                                        
WITNESSES:
                                                                                                   
____________________________________       _______________________________________

____________________________________


                     ____________________________________
                                 NOTARY PUBLIC