1326686--3/31/2008--155_East

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{debt, indebtedness, cash}

{regulation, change, law}

{investment, property, distribution}

{cost, operation, labor}

{condition, economic, financial}

{loan, real, estate}

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{competitive, industry, competition}

{interest, director, officer}

{property, intellectual, protect}

{loss, insurance, financial}

{operation, international, foreign}

Recent Economic Developments Recent instability in the financial markets may have an impact on our business. Domestic and International Events Our business may be adversely impacted by domestic and international events. Gaming Taxes and Fees If the State of Nevada or Clark County increases gaming taxes and fees, our results of operations could be adversely affected. License Agreement We are required to pay numerous royalty and other fees to the licensors, some of whom are our affiliates, for the right to use certain intellectual property. Use of Hooters Brand Use of the Hooters brand by entities other than us, including in Las Vegas and other areas of Nevada, could adversely affect our business, financial condition and results of operations. Licensing We are required to maintain gaming, liquor and other licenses to operate the Hooters Casino Hotel. The gaming industry is highly regulated. Dependence Upon Cash Flow of Property Our cash flow to meet our payment obligations under the Notes and our other indebtedness and to fund our operations is dependent solely on the hotel casino. Risk of a New Venture We have a limited operating history or history of earnings as the Hooters Casino Hotel. Competition We are subject to intense local competition as well as competition in the gaming industry that could hinder our ability to operate profitably. Governmental Regulations We face extensive regulation from gaming and other government authorities. Union Efforts to Organize Employees Our business, financial condition, and results of operations may be harmed by union efforts to organize our employees. Possible Conflicts of Interest The relationship of our chief executive officer to Hooters Inc. and related entities creates potential for conflicts of interest. Factors Beyond Our Control Our business, financial condition and results of operations are dependent in part on a number of factors that are beyond our control. Environmental Matters We are subject to environmental laws and potential exposure to environmental liabilities. This may cause us to incur costs or affect our ability to develop, sell or rent our property or to borrow money using such property as collateral. Uninsured Losses We may incur losses that are not adequately covered by insurance which may harm our financial condition and results of operations. Risks Related to the Notes and Other Company Debt Substantial Debt Our substantial level of debt could adversely affect our financial condition and prevent us from fulfilling our obligations under the Notes and our other debt. Ability to Service Debt To service our debt, we will require a significant amount of cash. If we fail to generate sufficient cash flow from future operations, we may have to refinance all or a portion of our debt or seek to obtain additional financing. Limitations on Collateral The collateral securing the Notes does not include any of our gaming assets or certain other excluded assets. Value of Collateral Securing the Notes The fair market value of the collateral securing the Notes may not be sufficient to pay the amounts owed under the Notes. Lien Subordination of Notes The lien on the collateral (other than the renovation disbursement and interest reserve accounts) securing the Notes are contractually subordinated pursuant to the intercreditor agreement to the liens securing our Credit Facility. Mechanics Liens Parties who have provided services or supplies in connection with the renovation of our hotel casino may have a lien on the project senior to the security interests securing the Notes and any guarantees. Limited Ability of Holders of the Notes to Exercise Remedies The rights of the trustee and holders of Notes to exercise remedies under the indenture governing the Notes are limited by an intercreditor agreement between the trustee and the lenders under our Credit Facility. Limited Ability of Holders of Notes to Realize on Collateral Gaming laws, bankruptcy laws and other factors may delay or otherwise impede the trustee s ability to foreclose on the collateral securing the Notes. Restrictive Covenants The indenture governing the Notes and our Credit Facility contain covenants that significantly restrict our operations. Ability to Repurchase Notes Our ability to repurchase the Notes upon a change of control or an asset sale may be limited. Required Regulatory Redemption Noteholders may be required to be licensed by a gaming authority and, if not so licensed, their Notes will be subject to redemption. Fraudulent Transfer Under certain circumstances, a court could cancel the obligations under the Notes or any guarantees and the liens that secure the Notes and guarantees.

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1326686--3/31/2008--155_East_Tropicana