	UNITED STATES	OMB APPROVAL
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	Washington, D.C. 20549
	FORM 8-K

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

~~Pursuant~~Date of toReport ~~Section 13 or 15~~(d) Date of ~~the~~earliest ~~Securities~~event ~~Exchange~~reported) October ~~Act of 1934~~19, 2008

~~Date~~SOUTHWEST ofCASINO ~~Report~~CORPORATION (~~Date~~Exact name of ~~earliest~~registrant ~~event~~as ~~reported) July 1,~~specified ~~2008~~in its charter)

SOUTHWEST CASINO CORPORATION

Nevada	000-50572	87-0686721
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

2001 Killebrew Drive, Suite 350, Minneapolis, MN		55425
(Address of Principal Executive Offices)		(Zip Code)

~~(Exact~~Registrant’s ~~name~~telephone ofnumber, ~~registrant~~including asarea ~~specified in its charter)~~code 952-853-9990

Nevada	000-50572	87-0686721
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
2001 Killebrew Drive, Suite 350, Minneapolis, MN		55425
(Address of Principal Executive Offices)		(Zip Code)

(Former name or former address, if changed since last report.)

Registrant’s telephone number, including area code 952-853-9990

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. below):

o	Written communication 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 240.14a-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 240.13e-4(c))

~~(Former~~Item ~~name~~1.01 orEntry ~~former~~into ~~address,~~a ifMaterial ~~changed since~~Definitive ~~last report)~~Agreement

~~Check the~~On ~~appropriate~~October 19, ~~box~~2008, ~~below~~Southwest ifCasino ~~the~~Corporation ~~Form 8~~(“Southwest”) and its wholly-Kowned issubsidiary ~~intended~~Southwest toCasino & ~~simultaneously~~Hotel Corp. entered ~~satisfy~~into ~~the~~agreements ~~filing~~with ~~obligation~~Black ofDiamond ~~the~~Commercial ~~registrant~~Finance, L.L.C. (“Black Diamond”), as Agent for certain lenders to North Metro Harness Initiative, LLC (“North Metro”), under ~~any~~which ofSouthwest ~~the~~transferred ~~following~~its 50 percent membership interest ~~provisions~~in ~~(see~~North ~~General~~Metro ~~Instruction~~(the ~~A.2.~~“Membership ~~below~~Interest”). In the transaction, Southwest sold the Membership Interest to Black Diamond, as agent for the lenders, for $1.00 and:

~~o Written~~• an ~~communication~~agreement not ~~pursuant~~ to ~~Rule 425~~ sue Southwest under the ~~Securities~~terms ~~Act~~of ~~(17~~a ~~CFR~~$1 ~~230.425)~~million Limited guaranty by Southwest of North Metro’s debt and to terminate that limited guaranty upon satisfaction of certain conditions;

~~o Soliciting~~• an ~~material~~option ~~pursuant~~ to repurchase ~~Rule~~the 50 percent membership interest in July ~~14a~~2009 for $1.1200 plus buying ~~under~~a ~~the~~$7.5 ~~Exchange~~million ~~Act~~subordinate ~~(17~~interest ~~CFR~~in ~~240.14a-12)~~North Metro’s then outstanding debt to Black Diamond and the lenders; and

~~o Pre-commencement~~• retention ~~communications~~of Southwest’s ~~pursuant~~right to ~~Rule 14d-~~receive $2~~(b) under the~~.3 ~~Exchange~~million ~~Act~~in ~~(17~~distributions ~~CFR~~before ~~240.14d-2~~North Metro makes distributions (bother than tax distributions)) to its members.

~~o Pre-commencement~~In ~~communications~~addition, ~~pursuant~~Southwest agreed to ~~Rule 13e-4(c) under~~provide consulting ~~the~~and ~~Exchange~~transition ~~Act~~services ~~(17~~to ~~CFT~~Black ~~240~~Diamond for four months for a fee of $50,000 per month.~~13e-4(c))~~

~~Item~~North 1Metro Harness Initiative, LLC owns and operates Running Aces Harness Park in Columbus, Minnesota.01 ~~Entry~~Running ~~into~~Aces has offered pari-mutuel wagering on live harness racing and simulcast races by all breeds of horses since April 11, 2008. Running Aces opened a ~~Material~~50-table ~~Definitive~~card ~~Agreement~~room that offers poker, blackjack and other casino card games on June 30, 2008, after completing its 50th day of live racing.

On July 1, 2008, North Metro Harness Initiative, LLC (“North Metro”) entered into Amendment No. 2 to its Credit Agreement dated as of April 20, 2007 by and among North Metro, other designated Loan Parties, Black Diamond ~~Commercial~~ ~~Finance,~~has ~~L.L.C.~~acted ~~(“Black Diamond”),~~ as ~~Agent,~~agent ~~Lead~~for ~~Arranger~~lenders ~~and a Lender and other Lenders~~ (the “~~Credit Agreement~~Lenders”)~~. The~~ ~~Credit~~who ~~Agreement provides financing for~~provided ~~the~~approximately ~~construction and opening of Running Aces Harness Park by North Metro. Amendment No. 2 amends the Credit Agreement to, among other things, (1) increase the total amount of the financing by~~ $~~600,000 from $41.7 million to $~~42.3 million, ~~(2) increase the~~in ~~interest~~financing ~~rate applicable~~ to ~~the financing by 0.30%, and (3) temporarily reduce~~ North Metro’s ~~requirements~~ for ~~available~~construction ~~cash~~and ~~from $1,250,000 to~~some ~~$750,000. The~~start-up ~~available~~costs ~~cash~~at ~~requirement will~~Running ~~increase~~Aces ~~incrementally~~under ~~over~~a ~~five~~Credit ~~months,~~Agreement ~~returning~~dated ~~to $1,250,000 as of November~~April 3020, ~~2008. The~~2007 ~~increase in~~ (the ~~loan~~“Credit ~~amount and~~Agreement”). ~~reduction in the available cash requirement were needed due to the expense of completing 50 days of live harness racing before~~ North Metro ~~could~~has ~~open~~been ~~its 50-table~~in ~~card~~default ~~room,~~under ascertain ~~required~~ obligations under ~~state~~the ~~law. The~~Credit ~~card~~Agreement ~~room~~since ~~opened on June~~July ~~30,~~ 2008.

~~In connection~~Under ~~with~~the ~~Amendment~~Limited ~~No. 2,~~Liability onCompany ~~July 1,~~Membership ~~2008,~~Interest Purchase Agreement between Southwest Casino ~~Corporation~~ and ~~its~~Hotel ~~wholly~~Corp. ~~owned~~and ~~subsidiary~~Black Diamond dated October 19, 2008 (the “Purchase Agreement”), Southwest Casino and Hotel Corp. ~~entered~~ ~~into~~sold aits ~~Limited~~50% membership ~~Guaranty~~interest into ~~favor of~~ Black Diamond, as ~~agent~~Agent ~~under~~for the ~~Credit~~ ~~Agreement~~Lenders. Southwest ~~Casino and~~had ~~Hotel~~pledged ~~Corp~~the ~~owns~~Membership aInterest 50as ~~percent~~security ~~membership~~for ~~interest~~the inconstruction and start-up financing when North Metro~~. Under~~ entered into the ~~Limited~~Credit ~~Guaranty,~~Agreement. ~~Southwest~~Under ~~Casino~~the ~~Corporation~~Purchase ~~and~~Agreement, Southwest ~~Casino~~received ~~and~~the ~~Hotel~~purchase ~~Corp~~price of $1.00 ~~agree~~along with a right to ~~guaranty~~repurchase athe ~~maximum~~Membership ~~of $1~~Interest ~~million~~in ~~plus~~July 2009 ~~certain~~for ~~costs~~$1.00 ofplus ~~the~~buying a $427.35 million inlast ~~financing~~out, ~~provided~~non-voting, tofully subordinated participation interest in North Metro’s ~~under~~then ~~the~~outstanding ~~Credit~~debt ~~Agreement,~~to asBlack ~~amended~~Diamond and the Lenders. ~~The~~ ~~limited~~Southwest also ~~guaranty~~retained ~~will~~its ~~remain~~right to receive distributions in ~~full~~the amount of $2,357,072 for ~~force~~cash contributions, advances and ~~effect~~loans ~~until~~by Southwest to North Metro that exceeded Southwest’s required membership contributions. This amount is to be repaid to Southwest before any distributions to the ~~earlier~~owners of ~~June 30,~~North ~~2010~~Metro (except ordistributions ~~the~~for ~~date~~payment of taxes on ~~which~~ the income of North Metro). ~~financing~~Under the Credit Agreement, payment of distributions, including the amount retained by Southwest, is ~~repaid~~prohibited inunless ~~full~~Running Aces exceeds certain financial performance thresholds.

AsThe atransfer ~~condition~~of tothe ~~entry~~Membership ~~into~~Interest ~~Amendment~~remains ~~No. 2,~~subject ~~Southwest~~to ~~Casino~~the ~~and Hotel~~terms ~~Corp. and MTR-Harness, Inc.,~~ of the ~~other 50 percent member in~~ North Metro Harness Initiative, LLC, ~~were~~Member ~~required~~Control toAgreement ~~make~~(the an“Member Control ~~aggregate of $615~~Agreement”),~~000 in~~ ~~additional~~including ~~membership~~the ~~contributions~~provisions toof ~~North~~the ~~Metro. These~~Member ~~additional~~Control ~~membership contributions~~Agreement ~~were~~regarding ~~made~~transfer onof ormembership ~~about June 20, 2008~~interests.

~~The~~Southwest ~~foregoing~~also ~~description~~received relief under a $1 million Limited Guaranty by Southwest of North Metro’s obligations under the ~~terms~~Credit Agreement under a Limited Covenant Not to Sue and ~~conditions~~Release of ~~Amendment~~Limited ~~No.~~Guaranty dated October 219, 2008 to(the ~~Credit~~“Covenant ~~Agreement~~ and Release”). Under the ~~Limited~~terms ~~Guaranty~~of ~~does~~the Covenant and Release, Black Diamond, as Agent, agreed not ~~purport~~to sue to beenforce ~~complete~~the $1 million limited guarantee ~~and~~so long as Southwest is ~~qualified~~not in ~~its~~default ~~entirety~~in byits ~~reference~~obligations toin connection with the ~~full~~sale ~~text~~ of ~~these agreements,~~the ~~which~~Membership ~~are~~Interest ~~filed~~and asthe ~~exhibits~~Consulting 10Agreement described below.1 In addition, the Covenant and ~~10.2~~Release toprovides ~~this~~that ~~Current~~the ~~Report~~$1 onmillion ~~Form 8-K~~guarantee will terminate and ~~incorporated~~be ~~herein~~of byno ~~reference.~~further force or effect

~~Item~~once ~~9.01~~Black ~~Financial~~Diamond, ~~Statements~~as Agent, receives full rights as a member of North Metro under the terms of the Member Control Agreement in for the Membership Interest purchased from Southwest and ~~Exhibits~~Southwest has performed its obligations under the four-month Consulting Agreement described below.

~~(c) Exhibits~~Southwest also entered into a Settlement Agreement with Black Diamond, as Agent, on October 19, 2008, under which Southwest and Black Diamond agreed to enter into the transactions described in this Current Report. In addition, Southwest agreed to release Black Diamond from any and all claims Southwest may have or have had against Black Diamond up to and including October 19, 2008. In accordance with the terms of the Settlement Agreement, this release will be null and void if Black Diamond attempts to enforce against Southwest the $1 million limited guaranty that is the subject of the Covenant and Release.

Exhibit No.	Description	Method of Filing
10.1	Amendment No. 2 to Credit Agreement by and among North Metro Harness Initiative, LLC, other Loan Parties, Lenders, and Black Diamond Commercial Finance, L.L.C. as Agent, dated July 1, 2008.	Filed herewith
10.2	Limited Guaranty by and among Southwest Casino Corporation, Southwest Casino and Hotel Corp. and Black Diamond Commercial Finance, L.L.C. as Agent, dated July 1, 2008.	Filed herewith

In addition, Southwest and Black Diamond entered into a Consulting Agreement on October 19, 2008 (the “Consulting Agreement”) under which Southwest will provide consulting and transition services to Black Diamond in connection with Black Diamond’s acquisition of the Membership Interest. Under the Consulting Agreement, Southwest will continue to provide leadership, management and consulting services at Running Aces and work to transition the provision of those services to Black Diamond and personnel selected by Black Diamond. In consideration of Southwest’s providing these services, Black Diamond has agreed to pay Southwest consulting fees of $50,000 per month for four months.

Copies of the Purchase Agreement, Covenant and Release, Settlement Agreement and Consulting Agreement are attached to this Current Report as Exhibits 10.1, 10.2, 10.3 and 10.4 respectively. The above descriptions of these agreements are summaries only and are qualified in all respects by the terms and conditions of the attached Exhibits.

~~SIGNATURES~~Item 2.01 Completion of Acquisition or Disposition of Assets

~~Pursuant~~On October 19, 2008, Southwest Casino Corporation (“Southwest”) and toits ~~the~~wholly-owned ~~requirements~~subsidiary ofSouthwest ~~the~~Casino & ~~Securities~~Hotel ~~Exchange~~Corp. ~~Act~~entered into a series of ~~1934~~agreements under which they sold to Black Diamond Commercial Finance, ~~the~~L.L.C., ~~registrant~~as ~~has~~Agent for certain lenders, Southwest Casino & ~~duly~~Hotel ~~caused~~Corp.’s ~~this~~50 ~~report~~percent membership interest in North Metro Harness Initiative, LLC. Please see Item 1.01 and the Exhibits to bethis ~~signed~~Current Report on ~~its~~Form 8-K for ~~behalf~~information byregarding the ~~undersigned~~terms ~~hereunto duly~~of ~~authorized~~the sale.

	SOUTHWEST CASINO CORPORATION
Date: July 8, 2008
	By:	/s/ Thomas E. Fox
	Name: Thomas E. Fox
	Title: President

Item 7.01 Regulation FD Disclosure

4On October 23, 2008, Southwest Casino Corporation issued a press release announcing the sale of its 50 percent membership interest in North Metro Harness Initiative, LLC. A copy of that press release is attached to this report as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits

Exhibit No.	Description	Method of Filing
10.1	Limited Liability Company Interest Purchase Agreement dated October 19, 2008 by and among Southwest Casino and Hotel Corp. and Black Diamond Commercial Finance, L.L.C., as Agent	Filed herewith
10.2	Limited Covenant Not to Sue and Release of Limited Guaranty dated October 19, 2008 among Southwest Casino Corporation, Southwest Casino and Hotel Corp. and Black Diamond Commercial Finance, L.L.C., as Agent	Filed herewith
10.3	Settlement Agreement dated October 19, 2008 among Southwest Casino Corporation, Southwest Casino and Hotel Corp. and Black Diamond Commercial Finance, L.L.C., as Agent	Filed herewith
10.4	Consulting Agreement dated October 19, 2008 among Southwest Casino and Hotel Corp. and Black Diamond Commercial Finance, L.L.C., as Agent	Filed herewith
99.1	Southwest Casino Corporation Press Release dated October 23, 2008.	Filed herewith

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 hereunto duly authorized.

	SOUTHWEST CASINO CORPORATION

Date: October 23, 2008

	By:	/s/ Thomas E. Fox
	Name: Thomas E. Fox
	Title: President

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