PINNACLE ENTERTAINMENT INC
1ST AMENDMENT OF AMENDED & RESTATED LEASE
<DOCUMENT>
<TYPE>EX-10.31
<SEQUENCE>8
<FILENAME>dex1031.txt
<DESCRIPTION>1ST AMENDMENT OF AMENDED & RESTATED LEASE
<TEXT>
<PAGE>

                                                                   EXHIBIT 10.31

                                 FIRST AMENDMENT

     This First Amendment (this "Amendment") is made and entered into as of
October 1, 2001, by and between Crystal Park Hotel and Casino Development
Company, LLC, a California limited liability company ("Landlord"), and
California Casino Management, Inc., a California corporation ("Tenant").

     A. Landlord and Tenant entered into that certain Amended and Restated Lease
dated as of February 14, 2000 (the "Lease"), whereby Tenant leases from Landlord
that certain real property in Compton, California upon which Tenant operates the
Crystal Park Casino (the "Premises").

     B. Landlord and Tenant desire to amend the Lease as set forth below.

     NOW, THEREFORE, for valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, Landlord and Tenant agree as follows:

     1. Defined Terms. Capitalized terms used herein, but not defined herein,
shall have the meanings ascribed to such terms in the Lease.

     2. Expiration Date. Article 2, Section 2.01, first sentence, is hereby
deleted and replaced with the following:

     "The term of this Lease shall commence on the date upon which Tenant opens
     the Card Club for business to the general public (the "Commencement Date")
     and shall continue until midnight on December, 31, 2002 (the "Expiration
     Date") unless sooner terminated pursuant to any provision hereof (the
     "Term" or "the term of this Lease")."

     3. Monthly Rent. Effective as of October 1, 2001 through the Expiration
Date, the Monthly Rent shall be $20,000.

     4. Division of Gambling Control. The terms of this Amendment, including,
without limitation, the Monthly Rent, shall be subject to approval by the
Division of Gambling Control.

     5. Relationship to Lease. This Amendment supercedes any inconsistent
provisions contained in the Lease. Except as amended hereby, the Lease remains
in full force and effect.

     6. Further Assurances. Each of the parties hereto shall execute and deliver
such other and further documents and do such other and further acts as may be
reasonably required to effectuate the intent of the parties and carry out the
terms of this Amendment.

     7. Counterparts. This Amendment may be executed in counterparts, which,
when taken together shall be one and the same instrument.

<PAGE>

IN WITNESS WHEREOF, this Amendment has been executed as of the date first above
written.


LANDLORD                                    TENANT

Crystal Park Hotel and Casino               California Casino Management, Inc.,
Development Company, LLC,                   a California corporation
a California limited liability company

By:  /s/ G. Michael Finnigan                By:   /s/ Leo Chu
Its: Authorized Signatory                   Its:  President


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