UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934

Date of Report –~~April~~ 22May 31, 2005

(Date of earliest event reported)

PREMIER ENTERTAINMENT BILOXI LLC

and

PREMIER FINANCE BILOXI CORP.

(Exact name of registrant as specified in its charter)

Delaware	333-114339	20-0495680 / 20-0495563
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)
(State or other jurisdiction of	(Commission File Number)	(IRS Employer
incorporation)		Identification Number)
111 Lameuse St., Suite 104, Biloxi,		MS 39530
(Address of principal executive offices)		(Zip Code)
Area Code (228) 374-7625
(Registrant’s telephone number)

111 Lameuse St., Suite 104, Biloxi,		MS 39530
(Address of principal executive offices)		(Zip Code)

Area Code (228) 374-7625

(Registrant’s telephone number)

Check the appropriate box below if the form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 to Form 8-K):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 24.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 40.13e-4(c))

Item 1.01 Entry into a Material Definitive Agreement

OnEffective ~~April 19,~~May ~~2005~~26, 2005 Premier Entertainment Biloxi LLC ~~(the~~issued ~~“Company”),~~Membership ~~entered~~Interest Appreciation ~~into~~Rights ~~a Commitment~~in ~~Letter~~order ~~for~~to ~~a $10~~attract ~~million~~and ~~Senior Secured~~maintain ~~Reducing~~the ~~Line~~services of ~~Credit Facility (“Credit Facility”) with Hibernia~~certain ~~National~~senior ~~Bank~~level ~~(“Lead~~Team ~~Arranger”)~~Members ~~and~~who ~~ORIX~~are ~~Financial~~or ~~Services,~~who ~~Inc. (“Lender”). The Credit Facility~~ will be ~~secured~~providing byservices ato ~~first and only priority perfected~~the ~~security interest in certain collateral~~Company.

AsThe ~~set~~date ~~forth~~of in the ~~Commitment~~grant ~~Letter,~~extends ~~the~~back ~~total~~to ~~term~~December is20, 2004 for aTeam ~~period~~Members ofhired ~~sixty-six~~prior ~~months~~to ~~with~~such ~~the initial funding period defined as the earlier of six months from the~~ date ~~of the first advance of the initial funding or December 31, 2005~~ and the ~~secondary~~ ~~funding~~date ~~period defined as the earlier~~ of ~~twelve months following~~ the ~~opening~~ ofgrant ~~the Hard Rock Hotel & Casino Biloxi~~ for ~~business~~others towill ~~the~~be ~~public or~~their ~~eighteen~~hire ~~months from the~~ date ~~of the first advance of the initial funding period~~.

The Company will have an option to choose the pricing of either one, two, three, or six month LIBOR plus a margin of 4.25% or Prime Rate plus 1.25%.

There are no material relationships between the Company or its affiliates and the Lead Arranger or the Lender other than in respect of the Credit Facility.

Item 9.01 Financial Statements and Exhibits.

2.1 ~~Commitment~~Membership ~~Letter by and~~Interest ~~among~~Appreciation ~~Premier~~Rights ~~Entertainment Biloxi LLC and Hibernia National Bank and ORIX Financial Services dated April 19, 2005.~~Plan

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: April 22, 2005	Premier Entertainment Biloxi LLC
Dated: May 31, 2005	Premier Entertainment Biloxi LLC
	By:	~~By:~~/s/ Gregory J. Bosarge	~~/s/ Gregory J. Bosarge~~
		Gregory J. Bosarge
`	Gregory J. Bosarge
	Vice President and Chief Financial Officer	~~Vice President and Chief Financial Officer~~

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