X0303 4 2010-01-22 0 0000834162 MTR GAMING GROUP INC MNTG 0001375224 Knight Richard C/O PRESQUE ISLE DOWNS, INC. P.O.BOX 10728 ERIE PA 16514 0 1 0 0 Pres & CEO, Presque Isle Downs Shares of Common Stock 1700 D Shares of Common Stock 300 D Restricted Stock Units (2002 Stock Incentive Plan) 2010-01-22 4 A 0 12000 0 A 2011-01-22 Common Stock 12000 12000 D Restricted Stock UInits (2004 Stock Incentive Plan) 2010-01-22 4 A 0 5000 0 A 2011-01-22 Common Stock 5000 5000 D Restricted Stock Units (2005 Stock Incentive Plan) 2010-01-22 4 A 0 8000 0 A 2011-01-22 Common Stock 8000 8000 D Restricted Stock Units (2007 Stock Incentive Plan) 2010-01-22 4 A 0 25000 0 A 2011-01-22 Common Stock 25000 25000 D Emp Agmt Common Stock Options 9.58 2009-10-03 2016-10-03 Common Stock 40000 40000 D Each Restricted Stock Unit ("RSU") entitles the holder of such Unit to receive one share of the Company's common stock in exchange for each Unit, subject to the terms of the applicable Plan and Restricted Stock Unit and Cash Award Agreement (the "Agreement"). Subject to certain provisions, one third of the RSUs granted under each Plan shall vest and become non-forfeitable upon each of the first, second and third anniversaries of the Date of Grant (1/22/10). Unvested RSUs shall vest on the date of a Change of Control (as defined in the applicable Agreement) of the Company. In addition, the undersigned also received certain cash awards under the terms of the respective Agreements entered into with respect to the RSUs. The RSUs shall terminate as provided in the applicable Agreement. /s/ Richard Knight 2010-01-26