356213--3/8/2007--PINNACLE_ENTERTAINMENT

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{cost, contract, operation}

{condition, economic, financial}

{competitive, industry, competition}

{debt, indebtedness, cash}

{loan, real, estate}

{financial, litigation, operation}

{stock, price, operating}

{regulation, government, change}

{tax, income, asset}

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Our substantial funding needs in connection with our development projects, our current expansion projects and other capital-intensive projects will require us to raise substantial amounts of money from outside sources. Insufficient or lower-than-expected results generated from our new developments and acquired properties may negatively affect the market for our securities. Many factors could prevent us from completing our construction and development projects as planned, including the escalation of construction costs beyond increments anticipated in our construction budgets. Development of our Atlantic City Site presents many risks, and we may not realize the financial and strategic goals that are contemplated from the development. The gaming industry is very competitive and increased competition, including by Native American gaming facilities, could adversely affect our profitability. We may not meet the conditions for the maintenance of the licenses that we plan to utilize for our Sugarcane Bay and Baton Rouge projects. Our present indebtedness and projected future borrowings could have adverse consequences to us; future cash flows may not be sufficient to meet our obligations and we might have difficulty obtaining additional financing; we may experience adverse effects due to interest-rate and exchange-rate fluctuations. The terms of our credit facility and the indentures governing our subordinated indebtedness impose operating and financial restrictions on us. Damage and closures caused by Hurricane Katrina in the New Orleans area make our future operating results at Boomtown New Orleans less predictable and we expect near-term operating results and margins at our Boomtown New Orleans facility to be lower than the year-ago results of immediate post-hurricane periods. Issues with respect to our insurance policies could affect our recovery of further insurance proceeds associated with the 2005 hurricane damage and related business interruption. Recent natural disasters have made it difficult for us to obtain similar levels of Weather Catastrophe Occurrence, Flood and Earthquake insurance coverage for our properties compared to our previous coverage. We operate in a highly taxed industry and may be subject to higher taxes in the future. We could lose the right to pursue the St. Louis City and St. Louis County projects if we fail to meet the conditions imposed by the Missouri Gaming Commission. Our industry is highly regulated, which makes us dependent on obtaining and maintaining gaming licenses and subjects us to potentially significant fines and penalties. Potential changes in the regulatory environment could harm our business. The concentration and evolution of the slot machine manufacturing industry could impose additional costs on us. Adverse weather conditions, highway construction, gasoline shortages and other factors affecting our facilities and the areas in which we operate could make it more difficult for potential customers to travel to our properties and deter customers from visiting our properties. Our results of operations and financial condition could be materially adversely affected by the occurrence of natural disasters, such as hurricanes, or other catastrophic events, including war and terrorism. The loss of management and other key personnel could significantly harm our business. We experience seasonal fluctuations that significantly impact our operating results. We are subject to litigation which, if adversely determined, could cause us to incur substantial losses. We face environmental and archaeological regulation of our real estate. Economic and political conditions, including slowdowns in the economy, and other factors affecting discretionary consumer spending may harm our operating results. Our stock price has been and may remain volatile, and the value of your common stock may decline as a result of this volatility. Private Securities Litigation Reform Act

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356213--3/8/2007--PINNACLE_ENTERTAINMENT_INC