Notes
Outline
Slide 1
Safe Harbor Disclosure
Transaction Overview
Transaction value of $2.2 billion
$47.00 per share in cash
16.4% premium to closing price of $40.38 (11/02/04)
30% premium to average closing price over the last 90 days
Aggregate $1.4 billion in total equity consideration
Repay $805 million of Argosy’s outstanding indebtedness
TTM transaction EBITDA multiple of 8.5x
Fully committed financing
Expected closing:  2H ’05
Expected to be immediately accretive to EPS upon closing
Transaction Rationale
Will create the nation’s third largest casino operator
In excess of $2 billion in pro forma annual revenues
In excess of $550 million in LTM EBITDA (includes $20 million in corporate synergies)
Significant near-term growth prospects at both entities
Expansion into three new jurisdictions – Indiana, Missouri, Iowa
Complimentary geographic asset base
Further diversifies cash flows
Combined company will be broadly diversified by property and region
No single property will account for more than 20% of revenue
No single property will account for more than 25% of EBIDTA
Consistent with Penn National’s successful long-term growth strategy
Regional properties operationally similar to PENN’s existing portfolio
Combined Portfolio Overview
Historical Record of Delivering Strong, Stable Growth
Revenue Diversification – by Region
EBITDA Diversification – by Region
EBITDA Diversification – by Property
Sources and Uses of Funds
Capitalization
Pro Forma Credit Statistics

Value Investor/
Growth Operator
Rapidly growing operator of regional gaming properties
Expanding into new markets
Capitalizing on jurisdictional growth opportunities
“Slot focus” in strong regional drive-to markets
Growing cash flow, well-diversified by market and property
Proven, disciplined acquisition strategy
Successfully integrated three acquisitions in last four years
In each case, reduced total transaction value as multiple of EBITDA in first twelve months of operations
Experienced management team with 10-year track record of building shareholder value
36% compound annual growth in share price since May ‘94 IPO
Significant near-term growth prospects at Penn National and Argosy Gaming
Slide 14