0000912145-12-000003 Sample Contracts

AMERISTAR CASINOS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT (Non-Qualified Stock Option Agreement Form 2009--Performance Vesting T3)
Non-Qualified Stock Option Agreement • February 28th, 2012 • Ameristar Casinos Inc • Hotels & motels

THIS AGREEMENT is made as of the Date of Grant set forth above, between AMERISTAR CASINOS, INC., a Nevada corporation (hereinafter called the “Company”), and the optionee named above (hereinafter called the “Optionee”).

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AMERISTAR CASINOS, INC. RESTRICTED STOCK UNIT AGREEMENT (Form 2009-11/11(Employees))
Restricted Stock Unit Agreement • February 28th, 2012 • Ameristar Casinos Inc • Hotels & motels

This letter agreement (the “Agreement”) sets forth the terms and conditions applicable to the Restricted Stock Units (“RSUs”) which have been granted to you by Ameristar Casinos, Inc., a Nevada corporation (the “Company”), pursuant to its 2009 Stock Incentive Plan (the “Plan”). Your award is subject to the terms and conditions set forth in the Plan and this Agreement. Capitalized terms used in this Agreement and not defined shall have the respective meanings set forth in the Plan.

AMENDMENT TO RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • February 28th, 2012 • Ameristar Casinos Inc • Hotels & motels

THIS AMENDMENT TO RESTRICTED STOCK UNIT AGREEMENT (this “Amendment”) is made and entered into as of October 28, 2011, by and between Ameristar Casinos, Inc., a Nevada corporation (the “Company”), and Gordon R. Kanofsky (the “Executive”).

AMENDMENT TO NON-QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option Agreement • February 28th, 2012 • Ameristar Casinos Inc • Hotels & motels

THIS AMENDMENT TO NON-QUALIFIED STOCK OPTION AGREEMENT (this “Amendment”) is made and entered into as of October 28, 2011, by and between Ameristar Casinos, Inc., a Nevada corporation (the “Company”), and the person named in the cover memorandum to which this Amendment is attached (the “Optionee”).

SUPPLEMENTAL AGREEMENT OF AMERISTAR CASINOS, INC.
Supplemental Agreement • February 28th, 2012 • Ameristar Casinos Inc • Hotels & motels

Ameristar Casinos, Inc. (“ACI”) hereby agrees to furnish supplementally to the Securities and Exchange Commission upon request a copy of all omitted exhibits to the Credit Agreement, dated as of April 14, 2011, filed as Exhibit 4.2 to ACI's Annual Report on Form 10-K for the year ended December 31, 2011.

AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • February 28th, 2012 • Ameristar Casinos Inc • Hotels & motels

THIS AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of October 28, 2011, by and between Ameristar Casinos, Inc., a Nevada corporation (the “Company”), and Larry A. Hodges (the “Executive”).

AMENDMENT TO RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • February 28th, 2012 • Ameristar Casinos Inc • Hotels & motels

THIS AMENDMENT TO RESTRICTED STOCK UNIT AGREEMENT (this “Amendment”) is made and entered into as of October 28, 2011, by and between Ameristar Casinos, Inc., a Nevada corporation (the “Company”), and the person named in the cover memorandum to which this Amendment is attached (the “Grantee”).

AMENDMENT NUMBER 3 TO EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • February 28th, 2012 • Ameristar Casinos Inc • Hotels & motels

THIS AMENDMENT NUMBER 3 TO EXECUTIVE EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of October 28, 2011, by and between Ameristar Casinos, Inc., a Nevada corporation (the “Company”), and Peter C. Walsh (the “Executive”).

AMENDMENT TO NON-QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option Agreement • February 28th, 2012 • Ameristar Casinos Inc • Hotels & motels

THIS AMENDMENT TO NON-QUALIFIED STOCK OPTION AGREEMENT (this “Amendment”) is made and entered into as of October 28, 2011, by and between Ameristar Casinos, Inc., a Nevada corporation (the “Company”), and the person named in the cover memorandum to which this Amendment is attached (the “Optionee”).

AMENDMENT TO RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • February 28th, 2012 • Ameristar Casinos Inc • Hotels & motels

THIS AMENDMENT TO RESTRICTED STOCK UNIT AGREEMENT (this “Amendment”) is made and entered into as of October 28, 2011, by and between Ameristar Casinos, Inc., a Nevada corporation (the “Company”), and the person named in the cover memorandum to which this Amendment is attached (the “Grantee”).

AMENDMENT NUMBER 3 TO AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • February 28th, 2012 • Ameristar Casinos Inc • Hotels & motels

THIS AMENDMENT NUMBER 3 TO AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of October 28, 2011, by and between Ameristar Casinos, Inc., a Nevada corporation (the “Company”), and Gordon R. Kanofsky (the “Executive”).

SECOND AMENDMENT TO NON-QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option Agreement • February 28th, 2012 • Ameristar Casinos Inc • Hotels & motels

THIS SECOND AMENDMENT TO NON-QUALIFIED STOCK OPTION AGREEMENT (this “Amendment”) is made and entered into as of November 10, 2011, by and between Ameristar Casinos, Inc., a Nevada corporation (the “Company”), and the person named in the cover memorandum to which this Amendment is attached (the “Optionee”).

AMENDMENT NUMBER 4 TO EMPLOYMENT AGREEMENT
Employment Agreement • February 28th, 2012 • Ameristar Casinos Inc • Hotels & motels

THIS AMENDMENT NUMBER 4 TO EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of October 28, 2011, by and between Ameristar Casinos, Inc., a Nevada corporation (the “Employer”), and Thomas M. Steinbauer (the “Employee”).

SECOND AMENDMENT TO RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • February 28th, 2012 • Ameristar Casinos Inc • Hotels & motels

THIS SECOND AMENDMENT TO RESTRICTED STOCK UNIT AGREEMENT (this “Amendment”) is made and entered into as of November 10, 2011, by and between Ameristar Casinos, Inc., a Nevada corporation (the “Company”), and the person named in the cover memorandum to which this Amendment is attached (the “Grantee”).

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