AMENDMENT TO SECURITY AGREEMENT

EXHIBIT 4.7A

AMENDMENT TO SECURITY AGREEMENT

This Security Pledge Amendment, dated as of December 21, 2005, 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 and not otherwise defined herein shall have the meanings assigned to such terms in the Security Agreement), dated as of February 8, 2002, among Xxxxxx Entertainment, Inc. (formerly known as Gameco, Inc.) (the “Issuer”), the undersigned, the other Guarantors from time to time party thereto and Xxxxx 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
Xxxxxx Xxxxx Plaza Entertainment, Inc.		Common Stock		1		100	%

INTERCOMPANY NOTES

ISSUER		PRINCIPAL AMOUNT		DATE OF ISSUANCE		INTEREST RATE		MATURITY DATE
				None

[Signature Page Follows]

				XXXXXX ENTERTAINMENT, INC., a Delaware corporation, as Pledgor
				By:	/s/ Xxxxxxx X. Xxxxxx
					Name: Xxxxxxx X. Xxxxxx
					Title:  President
AGREED TO AND ACCEPTED:
XXXXX FARGO BANK, NATIONAL ASSOCIATION, as Trustee
By:	/s/ Xxxxxx X. X’Xxxxxxx
	Name:	Xxxxxx X. X’Xxxxxxx
	Title:	Vice President

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