<PAGE> 1
  As Filed with the Securities and Exchange Commission on October 10, 2001
                                              Registration No. 33-_______
                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549
                               _______________

                                   FORM S-8

                            REGISTRATION STATEMENT
                                    UNDER
                          THE SECURITIES ACT OF 1933

                            PRESIDENT CASINOS, INC.
              (Exact name of registrant as specified in charter)

                DELAWARE                                 51-0341200
    (State or other jurisdiction of                    (I.R.S. Employer
     incorporation or organization)                 Identification Number)

        802 North First Street
         St. Louis, Missouri                              63102-2529
(Address of principal executive offices)                  (Zip Code)

               PRESIDENT CASINOS, INC. 1999 INCENTIVE STOCK PLAN
                           (Full title of the plan)

                               ----------------

                             Mr. Ralph J. Vaclavik
             Senior Vice President and Chief Financial Officer
                            President Casinos, Inc.
                            802 North First Street
                        St. Louis, Missouri  63102-2529
                    (Name and address of agent for service)
 Telephone number, including area code, of agent for service: (314) 622-3000

                                  Copies to:
                        Gerard K. Sandweg, Jr., Esq.
                              Thompson Coburn LLP
                               One Firstar Plaza
                       St. Louis,  Missouri  63101-1693
                                (314) 552-6000

                       CALCULATION OF REGISTRATION FEE
==============================================================================
                                       Proposed     Proposed
Title of                               Maximum      Maximum
Securities           Amount            Offering     Aggregate    Amount of
to be                to be             Price Per    Offering     Registra-
Registered           Registered        Share(2)     Price(2)     tion Fee
------------------------------------------------------------------------------
Common Stock,
$.06 par value(1)    300,000 shares    $ 0.55      $ 165,000      $ 41.25
==============================================================================

(1)  Includes one attached Preferred Share Purchase Right per share.
(2)  Estimated solely for purposes of computing the Registration Fee pursuant
     to the provisions of Rule 457(h), based upon the average of the high and
     low sale prices of Common Stock, $0.06 par value, of the registrant as
     reported on the OTC Bulletin Board on October 12, 2001.

<PAGE> 2
                            PRESIDENT CASINOS, INC.
                           1999 INCENTIVE STOCK PLAN

Item 3.  Incorporation of Certain Documents by Reference.

  The following documents filed by President Casinos, Inc. (the "Company")
with the Securities and Exchange Commission are incorporated herein by
reference:

  (i)    The Company's latest Annual Report on Form 10-K, for the year ended
         February 28, 2001.

  (ii)   The Company's Quarterly Report on Form 10-Q for the quarter ended
         May 31, 2001.

  (iii)  The Company's Quarterly Report on Form 10-Q for the quarter ended
         August 31, 2001.

  (iv)   The Company(s Current Report on Form 8-K dated April 20, 2001.

  (v)    The description of the Company's Common Stock set forth under the
         caption "Description of Capital Stock" in the Company's Registration
         Statement on Form S-1 (File No. 33-48446), which description was
         incorporated by reference into the Company's Registration Statement
         on Form 8-A (File No. 0-20840), including any amendment or report
         filed for the purpose of updating such description.

  (vi)   The description of the Company(s Preferred Stock Purchase Rights
         contained in the Company(s Registration Statement on Form 8-A (File
         No. 0-20840), including any amendment or report filed for the purpose
         of updating such description.

  All documents filed by the Company pursuant to Sections 13(a), 13(c), 14 and
15(d) of the Securities and Exchange Act of 1934, as amended, after the date
of this Registration Statement and prior to the filing of a post-effective
amendment which indicates that all securities offered hereby have been sold or
which deregisters all securities remaining unsold, shall be deemed to be
incorporated by reference in this Registration Statement and to be made a part
hereof from the date of filing of such documents.  Any statement contained
herein or in a document incorporated herein by reference shall be deemed to be
modified or superseded for purposes of this Registration Statement to the
extent that a statement contained in a subsequently filed document
incorporated herein by reference modifies or supersedes such statement.  Any
statement so modified or superseded shall not be deemed, except as so modified
or superseded, to constitute a part of this Registration Statement.

Item 6.  Indemnification of Directors and Officers.

  Section 102 of the General Corporation Law of Delaware allows a corporation
to include in its certificate of incorporation a provision which limits
directors' personal liability to the corporation or its stockholders for
monetary damages for breach of fiduciary duty as a director, with certain
exceptions.  Article Nine of the Company's Restated Certificate of
Incorporation provides such limitation to the fullest extent permitted by the
General Corporation Law of Delaware.

  Article Eight of the Company's Restated Certificate of Incorporation and

                                     1


<PAGE> 3
Article VIII of the Company's Bylaws provide for full indemnification of its
directors and officers to the extent permitted by Section 145.  Section 145 of
the General Corporation of Delaware permits the Company, subject to the
standards set forth therein, to indemnify any person in connection with any
action, suit or proceeding brought or threatened by reasons of the fact that
such person is or was a director, officer, employee or agent of the Company or
is or was serving as such with respect to another corporation or entity at the
request of the Company if such person acted in good faith and in a manner such
person reasonably believed to be in or not opposed to the best interests of
the Company, and, in connection with any criminal action or proceeding, had no
reason to believe the person(s conduct was unlawful.

  Indemnification may also be provided in any action or suit by or in the
right of the corporation, except that no indemnification shall be made with
respect to any amounts to which the person has been found liable to the
corporation unless the court shall determine that such person is fairly and
reasonably entitled to indemnity despite the adjudication of liability.

  The determination of whether a person is entitled to indemnification shall
be made by the corporation or, with respect to a person who is a director or
officer at the time of such determination, by (a) a majority vote of the board
of directors who were not parties to such action, suit or proceeding, even
though less than a quorum, or (b) by a committee of directors designated by
majority vote of such directors, even though less than a quorum, or (c) if
there are no such directors, or if such directors so direct, by special
independent counsel in a written opinion or (d) by the stockholders.

  A person who is successful on the merits or otherwise in any action, suit or
proceeding covered by the indemnification statute shall be indemnified against
expenses actually and reasonably incurred in connection with such action, suit
or proceeding.

  The Company maintains a directors' and officers' liability insurance policy
with total annual limits of $30 million.  Subject to the limits, retentions,
exceptions and other terms and conditions of the policy, the Company's
directors and officers are insured against liability for any actual or alleged
error, misstatement, misleading statement, act or omission in the discharge of
their respective responsibilities to the Company solely in their capacity as
directors and officers of the Company.

Item 8.  Exhibits.

  See Exhibit Index.

Item 9.  Undertakings.

  (a)  The undersigned registrant hereby undertakes:

    (1)  To file, during any period in which offers and sales are being made,
         a post effective amendment to this registration statement:

      (i)    To include any prospectus required by Section 10(a)(3) of the
             Securities Act of 1933;

      (ii)   To reflect in the prospectus any facts or events arising after
             the effective date of the registration statement (or the most
             recent post-effective amendment thereof), which, individually or

                                        2


<PAGE> 4
             in the aggregate, represent a fundamental change in the
             information set forth in the registration statement.
             Notwithstanding the foregoing, any increase or decrease in volume
             of securities offered (if the total dollar value of securities
             deviation from the low or high end of the estimated maximum
             offering range may be reflected in the form of prospectus filed
             with the Commission pursuant to Rule 424(b) if, in the aggregate,
             the changes in volume and price represent no more than a 20%
             change in the maximum aggregate offering price set forth in the
             "Calculation of Registration Fee" table in the effective
             registration statement; and,

      (iii)  To include any material information with respect to the plan of
             distribution previously disclosed in the registration statement
             or any material change to such information in the registration
             statement;

      Provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply
    if the registration statement is on Form S-3 or Form S-8, and the
    information required to be included in a post-effective amendment by those
    paragraphs is contained in periodic reports filed by the registrant
    pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of
    1934 that are incorporated by reference in the registration statement.

    (2)  That, for the purpose of determining any liability under the
         Securities Act of 1933, each such post-effective amendment shall be
         deemed to be a new registration statement relating to the securities
         offered therein, and the offering of such securities at that time
         shall be deemed to be the initial bona fide offering thereof.

    (3)  To remove from registration by means of a post-effective amendment
         any of the securities being registered which remain unsold at the
         termination of the offering.

  (b)  The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to Section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial bona fide offering
thereof.

  (c)  Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling persons of
the registrant pursuant to the foregoing provisions, or otherwise, the
registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the
Act and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless
in the opinion of its counsel the matter has been settled by controlling

                                       3


<PAGE> 5
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issue.

                                       4

<PAGE> 6
                                  SIGNATURES

    The Registrant.  Pursuant to the requirements of the Securities Act of
1933, the registrant certifies that it has reasonable grounds to believe that
it meets all of the requirements for filing on Form S-8 and has duly caused
this Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of St. Louis, State of Missouri, as of
October 9, 2001.

                                      PRESIDENT CASINOS, INC.


                                     By /s/ John S. Aylsworth
                                        --------------------------------------
                                        John S. Aylsworth, President
                                        and Chief Operating Officer

                                       5


<PAGE> 7
                              POWER OF ATTORNEY

  We, the undersigned officers and directors of President Casinos, Inc.,
hereby severally and individually constitute and appoint John E. Connelly,
John S. Aylsworth and Ralph J. Vaclavik, and each of them, the true and lawful
attorneys and agents of each of us to execute in the name, place and stead of
each of us (individually and in any capacity stated below) any and all
amendments to this Registration Statement on Form S-8 and all instruments
necessary or advisable in connection therewith and to file the same with the
Securities and Exchange Commission, each of said attorneys and agents to have
the power to act with or without the other and to have full power and
authority to do and perform in the name and on behalf of each of the
undersigned every act whatsoever necessary or advisable to be done in the
premises as fully and to all intents and purposes as any of the undersigned
might or could do in person, and we hereby ratify and confirm our signatures
as they may be signed by our said attorneys and agents and each of them to any
and all such amendments and instruments.

  Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the date indicated.


Signature                         Title                           Date
---------                         -----                           ----

/s/ John E. Connelly
-----------------------    Chairman, Chief Executive       September 30, 2001
John E. Connelly           Officer and Director
                           (Principal Executive Officer)

/s/ Ralph J. Vaclavik
-----------------------    Senior Vice President and       September 30, 2001
Ralph J. Vaclavik          Chief Financial Officer
                           (Principal Financial Officer and
                           Principal Accounting Officer)

/s/ John S. Aylsworth
-----------------------    President and Director          September 30, 2001
John S. Aylsworth

/s/ Terrence L. Wirginis
-----------------------    Director                        September 30, 2001
Terrence L. Wirginis

/s/ Karl G. Andren
-----------------------    Director                        September 30, 2001
Karl G. Andren

/s/ Royal P. Walker, Jr.
-----------------------    Director                        September 30, 2001
Royal P. Walker, Jr.

/s/ W. Raymond Barrett
-----------------------    Director                        September 30, 2001
W. Raymond Barrett

                                       6


<PAGE> 8

                                EXHIBIT INDEX

Exhibit No.

  4.1    Restated Articles of Incorporation of the Company filed herewith.

  4.2    Amended By-Laws of the Company, filed as Exhibit 3.1 to the Company's
         Quarterly Report on Form 10-Q for the period ended August 31, 1997 is
         incorporated herein by reference.

  4.3    President Casinos, Inc. 1999 Incentive Stock Plan, filed as Exhibit
         10.6 to the Company's Quarterly Report on Form 10-Q for the period
         ended August 31, 1999 is incorporated herein by reference.

  4.4    Rights Agreement, dated as of November 20, 1997, between the Company
         and ChaseMellon Shareholder Services, L.L.C., as Rights Agent, filed
         as Exhibit 1 to the Company(s Registration Statement on Form 8-A
         (File No. 000-20840) is incorporated herein by reference.

  5.1    Opinion of Thompson Coburn LLP as to the legality of the securities
         to be issued.

  23.1   Consent of Deloitte & Touche LLP.

  23.2   Consent of Thompson Coburn LLP (included in Exhibit 5.1).

  25.1   Power of Attorney (set forth on signature page hereto).
[{"type": "S-8", "sequence": "1", "filename": "forms8.txt", "description": "PRESIDENT CASINOS, INC. FORM S-8", "secsgml_size_bytes": 17783}]
{"company-data": {"conformed-name": "PRESIDENT CASINOS INC", "cik": "0000888507", "assigned-sic": "7990", "irs-number": "510341200", "state-of-incorporation": "DE", "fiscal-year-end": "0228"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-71492", "film-number": "1757679"}, "business-address": {"street1": "802 N FIRST ST", "city": "ST LOUIS", "state": "MO", "zip": "63102", "phone": "3146223000"}, "mail-address": {"street1": "802 N FIRST ST", "city": "ST LOUIS", "state": "MO", "zip": "63102"}, "former-company": {"former-conformed-name": "PRESIDENT RIVERBOAT CASINOS INC", "date-changed": "19950110"}}
1
  As Filed with the Securities and Exchange Commission on October 10, 2001
                                              Registration No. 33-_______
                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549
                               _______________

                                   FORM S-8

                            REGISTRATION STATEMENT
                                    UNDER
                          THE SECURITIES ACT OF 1933

                            PRESIDENT CASINOS, INC.
              (Exact name of registrant as specified in charter)

                DELAWARE                                 51-0341200
    (State or other jurisdiction of                    (I.R.S. Employer
     incorporation or organization)                 Identification Number)

        802 North First Street
         St. Louis, Missouri                              63102-2529
(Address of principal executive offices)                  (Zip Code)

               PRESIDENT CASINOS, INC. 1999 INCENTIVE STOCK PLAN
                           (Full title of the plan)

                               ----------------

                             Mr. Ralph J. Vaclavik
             Senior Vice President and Chief Financial Officer
                            President Casinos, Inc.
                            802 North First Street
                        St. Louis, Missouri  63102-2529
                    (Name and address of agent for service)
 Telephone number, including area code, of agent for service: (314) 622-3000

                                  Copies to:
                        Gerard K. Sandweg, Jr., Esq.
                              Thompson Coburn LLP
                               One Firstar Plaza
                       St. Louis,  Missouri  63101-1693
                                (314) 552-6000

                       CALCULATION OF REGISTRATION FEE
==============================================================================
                                       Proposed     Proposed
Title of                               Maximum      Maximum
Securities           Amount            Offering     Aggregate    Amount of
to be                to be             Price Per    Offering     Registra-
Registered           Registered        Share(2)     Price(2)     tion Fee
------------------------------------------------------------------------------
Common Stock,
$.06 par value(1)    300,000 shares    $ 0.55      $ 165,000      $ 41.25
==============================================================================

(1)  Includes one attached Preferred Share Purchase Right per share.
(2)  Estimated solely for purposes of computing the Registration Fee pursuant
     to the provisions of Rule 457(h), based upon the average of the high and
     low sale prices of Common Stock, $0.06 par value, of the registrant as
     reported on the OTC Bulletin Board on October 12, 2001.
2
                            PRESIDENT CASINOS, INC.
                           1999 INCENTIVE STOCK PLAN

Item 3.  Incorporation of Certain Documents by Reference.

  The following documents filed by President Casinos, Inc. (the "Company")
with the Securities and Exchange Commission are incorporated herein by
reference:

  (i)    The Company's latest Annual Report on Form 10-K, for the year ended
         February 28, 2001.

  (ii)   The Company's Quarterly Report on Form 10-Q for the quarter ended
         May 31, 2001.

  (iii)  The Company's Quarterly Report on Form 10-Q for the quarter ended
         August 31, 2001.

  (iv)   The Company(s Current Report on Form 8-K dated April 20, 2001.

  (v)    The description of the Company's Common Stock set forth under the
         caption "Description of Capital Stock" in the Company's Registration
         Statement on Form S-1 (File No. 33-48446), which description was
         incorporated by reference into the Company's Registration Statement
         on Form 8-A (File No. 0-20840), including any amendment or report
         filed for the purpose of updating such description.

  (vi)   The description of the Company(s Preferred Stock Purchase Rights
         contained in the Company(s Registration Statement on Form 8-A (File
         No. 0-20840), including any amendment or report filed for the purpose
         of updating such description.

  All documents filed by the Company pursuant to Sections 13(a), 13(c), 14 and
15(d) of the Securities and Exchange Act of 1934, as amended, after the date
of this Registration Statement and prior to the filing of a post-effective
amendment which indicates that all securities offered hereby have been sold or
which deregisters all securities remaining unsold, shall be deemed to be
incorporated by reference in this Registration Statement and to be made a part
hereof from the date of filing of such documents.  Any statement contained
herein or in a document incorporated herein by reference shall be deemed to be
modified or superseded for purposes of this Registration Statement to the
extent that a statement contained in a subsequently filed document
incorporated herein by reference modifies or supersedes such statement.  Any
statement so modified or superseded shall not be deemed, except as so modified
or superseded, to constitute a part of this Registration Statement.

Item 6.  Indemnification of Directors and Officers.

  Section 102 of the General Corporation Law of Delaware allows a corporation
to include in its certificate of incorporation a provision which limits
directors' personal liability to the corporation or its stockholders for
monetary damages for breach of fiduciary duty as a director, with certain
exceptions.  Article Nine of the Company's Restated Certificate of
Incorporation provides such limitation to the fullest extent permitted by the
General Corporation Law of Delaware.

  Article Eight of the Company's Restated Certificate of Incorporation and

                                     1
3
Article VIII of the Company's Bylaws provide for full indemnification of its
directors and officers to the extent permitted by Section 145.  Section 145 of
the General Corporation of Delaware permits the Company, subject to the
standards set forth therein, to indemnify any person in connection with any
action, suit or proceeding brought or threatened by reasons of the fact that
such person is or was a director, officer, employee or agent of the Company or
is or was serving as such with respect to another corporation or entity at the
request of the Company if such person acted in good faith and in a manner such
person reasonably believed to be in or not opposed to the best interests of
the Company, and, in connection with any criminal action or proceeding, had no
reason to believe the person(s conduct was unlawful.

  Indemnification may also be provided in any action or suit by or in the
right of the corporation, except that no indemnification shall be made with
respect to any amounts to which the person has been found liable to the
corporation unless the court shall determine that such person is fairly and
reasonably entitled to indemnity despite the adjudication of liability.

  The determination of whether a person is entitled to indemnification shall
be made by the corporation or, with respect to a person who is a director or
officer at the time of such determination, by (a) a majority vote of the board
of directors who were not parties to such action, suit or proceeding, even
though less than a quorum, or (b) by a committee of directors designated by
majority vote of such directors, even though less than a quorum, or (c) if
there are no such directors, or if such directors so direct, by special
independent counsel in a written opinion or (d) by the stockholders.

  A person who is successful on the merits or otherwise in any action, suit or
proceeding covered by the indemnification statute shall be indemnified against
expenses actually and reasonably incurred in connection with such action, suit
or proceeding.

  The Company maintains a directors' and officers' liability insurance policy
with total annual limits of $30 million.  Subject to the limits, retentions,
exceptions and other terms and conditions of the policy, the Company's
directors and officers are insured against liability for any actual or alleged
error, misstatement, misleading statement, act or omission in the discharge of
their respective responsibilities to the Company solely in their capacity as
directors and officers of the Company.

Item 8.  Exhibits.

  See Exhibit Index.

Item 9.  Undertakings.

  (a)  The undersigned registrant hereby undertakes:

    (1)  To file, during any period in which offers and sales are being made,
         a post effective amendment to this registration statement:

      (i)    To include any prospectus required by Section 10(a)(3) of the
             Securities Act of 1933;

      (ii)   To reflect in the prospectus any facts or events arising after
             the effective date of the registration statement (or the most
             recent post-effective amendment thereof), which, individually or

                                        2
4
             in the aggregate, represent a fundamental change in the
             information set forth in the registration statement.
             Notwithstanding the foregoing, any increase or decrease in volume
             of securities offered (if the total dollar value of securities
             deviation from the low or high end of the estimated maximum
             offering range may be reflected in the form of prospectus filed
             with the Commission pursuant to Rule 424(b) if, in the aggregate,
             the changes in volume and price represent no more than a 20%
             change in the maximum aggregate offering price set forth in the
             "Calculation of Registration Fee" table in the effective
             registration statement; and,

      (iii)  To include any material information with respect to the plan of
             distribution previously disclosed in the registration statement
             or any material change to such information in the registration
             statement;

      Provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply
    if the registration statement is on Form S-3 or Form S-8, and the
    information required to be included in a post-effective amendment by those
    paragraphs is contained in periodic reports filed by the registrant
    pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of
    1934 that are incorporated by reference in the registration statement.

    (2)  That, for the purpose of determining any liability under the
         Securities Act of 1933, each such post-effective amendment shall be
         deemed to be a new registration statement relating to the securities
         offered therein, and the offering of such securities at that time
         shall be deemed to be the initial bona fide offering thereof.

    (3)  To remove from registration by means of a post-effective amendment
         any of the securities being registered which remain unsold at the
         termination of the offering.

  (b)  The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to Section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial bona fide offering
thereof.

  (c)  Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling persons of
the registrant pursuant to the foregoing provisions, or otherwise, the
registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the
Act and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless
in the opinion of its counsel the matter has been settled by controlling

                                       3
5
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issue.

                                       4
6
                                  SIGNATURES

    The Registrant.  Pursuant to the requirements of the Securities Act of
1933, the registrant certifies that it has reasonable grounds to believe that
it meets all of the requirements for filing on Form S-8 and has duly caused
this Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of St. Louis, State of Missouri, as of
October 9, 2001.

                                      PRESIDENT CASINOS, INC.

                                     By /s/ John S. Aylsworth
                                        --------------------------------------
                                        John S. Aylsworth, President
                                        and Chief Operating Officer

                                       5
7
                              POWER OF ATTORNEY

  We, the undersigned officers and directors of President Casinos, Inc.,
hereby severally and individually constitute and appoint John E. Connelly,
John S. Aylsworth and Ralph J. Vaclavik, and each of them, the true and lawful
attorneys and agents of each of us to execute in the name, place and stead of
each of us (individually and in any capacity stated below) any and all
amendments to this Registration Statement on Form S-8 and all instruments
necessary or advisable in connection therewith and to file the same with the
Securities and Exchange Commission, each of said attorneys and agents to have
the power to act with or without the other and to have full power and
authority to do and perform in the name and on behalf of each of the
undersigned every act whatsoever necessary or advisable to be done in the
premises as fully and to all intents and purposes as any of the undersigned
might or could do in person, and we hereby ratify and confirm our signatures
as they may be signed by our said attorneys and agents and each of them to any
and all such amendments and instruments.

  Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the date indicated.

Signature                         Title                           Date
---------                         -----                           ----

/s/ John E. Connelly
-----------------------    Chairman, Chief Executive       September 30, 2001
John E. Connelly           Officer and Director
                           (Principal Executive Officer)

/s/ Ralph J. Vaclavik
-----------------------    Senior Vice President and       September 30, 2001
Ralph J. Vaclavik          Chief Financial Officer
                           (Principal Financial Officer and
                           Principal Accounting Officer)

/s/ John S. Aylsworth
-----------------------    President and Director          September 30, 2001
John S. Aylsworth

/s/ Terrence L. Wirginis
-----------------------    Director                        September 30, 2001
Terrence L. Wirginis

/s/ Karl G. Andren
-----------------------    Director                        September 30, 2001
Karl G. Andren

/s/ Royal P. Walker, Jr.
-----------------------    Director                        September 30, 2001
Royal P. Walker, Jr.

/s/ W. Raymond Barrett
-----------------------    Director                        September 30, 2001
W. Raymond Barrett

                                       6
8

                                EXHIBIT INDEX

Exhibit No.

  4.1    Restated Articles of Incorporation of the Company filed herewith.

  4.2    Amended By-Laws of the Company, filed as Exhibit 3.1 to the Company's
         Quarterly Report on Form 10-Q for the period ended August 31, 1997 is
         incorporated herein by reference.

  4.3    President Casinos, Inc. 1999 Incentive Stock Plan, filed as Exhibit
         10.6 to the Company's Quarterly Report on Form 10-Q for the period
         ended August 31, 1999 is incorporated herein by reference.

  4.4    Rights Agreement, dated as of November 20, 1997, between the Company
         and ChaseMellon Shareholder Services, L.L.C., as Rights Agent, filed
         as Exhibit 1 to the Company(s Registration Statement on Form 8-A
         (File No. 000-20840) is incorporated herein by reference.

  5.1    Opinion of Thompson Coburn LLP as to the legality of the securities
         to be issued.

  23.1   Consent of Deloitte & Touche LLP.

  23.2   Consent of Thompson Coburn LLP (included in Exhibit 5.1).

  25.1   Power of Attorney (set forth on signature page hereto).