	UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549

	SCHEDULE 13D/A

Under the Securities Exchange Act of 1934
(Amendment No. 3)*

MTR GAMING GROUP, INC.

(Name of Issuer)

Common Stock, par value of $.00001

(Title of Class of Securities)

553769100

(CUSIP Number)

Stephen R. Roark

Jacobs Entertainment, Inc.

17301 West Colfax Avenue, Suite 250

Golden, Colorado 80401

303.215.5201

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

May 6, 2008

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

^* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 553769100

	1.	Names of Reporting Persons Jeffrey P. Jacobs

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) PF

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization U.S.A.

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 274,980

			8.	Shared Voting Power 2,027,554 (See Item 5)

			9.	Sole Dispositive Power 274,980

			10.	Shared Dispositive Power 2,027,554 (See Item 5)

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 2,302,534

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 8.4%

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 553769100

	1.	Names of Reporting Persons The Richards E. Jacobs Revocable Living Trust

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) PF

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Ohio

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 2,063,699

			8.	Shared Voting Power 2,027,554 (See Item 5)

			9.	Sole Dispositive Power 2,063,699

			10.	Shared Dispositive Power 2,027,554 (See Item 5)

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 4,091,253

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 14.9%

	14.	Type of Reporting Person (See Instructions) 00(1)

(1) The Reporting Person is a revocable living trust.

CUSIP No. 553769100

	1.	Names of Reporting Persons Jacobs Entertainment, Inc., #34-1959351

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) WC; BK

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 813,618

			8.	Shared Voting Power 0

			9.	Sole Dispositive Power 813,618

			10.	Shared Dispositive Power 0

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 813,618

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 3.0%

	14.	Type of Reporting Person (See Instructions) CO

CUSIP No. 553769100

	1.	Names of Reporting Persons Gameco Holdings, Inc., #34-1962581

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			x
		(b)			o

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) BK

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 1,213,936

			8.	Shared Voting Power 0

			9.	Sole Dispositive Power 1,213,936

			10.	Shared Dispositive Power 0

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,213,936

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13.	Percent of Class Represented by Amount in Row (11) 4.4%

	14.	Type of Reporting Person (See Instructions) CO

Purpose of Amendment

The Reporting Persons initially filed this Schedule 13D on November 9, 2006 (the “Initial Filing”). On March 20, 2008, the Reporting Persons filed Amendment No. 1 to the Initial Filing to amend Items 3, 4, and 5 thereof. On March 27, 2008, the Reporting Persons filed Amendment No. 2 to the Initial Filing to amend Items 3 and 5. The purpose of this Amendment No. 3 is to update Items 3, 4, and 5. Items 1, 2, 6, and 7 and Schedules I and II of the Initial Filing remain current and are unchanged.

Item 3.	Source and Amount of Funds or Other Consideration
In August and September 2006, Jeffrey P. Jacobs acquired 274,980 shares of the $.00001 par value common stock of MTR Gaming Group, Inc. (the “Issuer”) in open market purchases for an aggregate consideration of $2,149,241 inclusive of brokerage commissions. Personal funds were used to effect the purchases. In September and October 2006, the Richard E. Jacobs Revocable Living Trust acquired 1,274,009 shares of the Issuer’s common stock in open market purchases for an aggregate consideration of $14,131,569. In March and April 2008, the trust acquired an additional 789,690 shares of the Issuer’s common stock in open market purchases for an aggregate consideration of $5,021,614 inclusive of brokerage commissions. See Item 5. Funds to effect the purchases were from operational funds of the trust. In September, October, and November 2006, Jacobs Entertainment, Inc. acquired 813,618 shares of the Issuer’s common stock in open market purchases for an aggregate consideration of $7,999,651 inclusive of brokerage commissions. Funds to effect the purchases were obtained from working capital and borrowings from a bank syndicate group under its revolving senior credit facility. In October and November 2006, Gameco Holdings, Inc. acquired 1,213,936 shares of the Issuer’s common stock in open market purchases for an aggregate consideration of $12,998,455 inclusive of brokerage commissions. Funds to effect the purchases were obtained from a bank line of credit with the U.S. Bank. The credit line is personally guaranteed by Messrs. Jeffrey P. Jacobs and Richard E. Jacobs.

Item 4.	Purpose of Transaction
The Reporting Persons initially acquired shares of the Issuer because they believed the shares presented an attractive investment opportunity to achieve capital appreciation. The Reporting Persons continuously analyze the operations, capital structure, and markets of companies in which they invest, including the Issuer, through analysis of documentation and discussions with knowledgeable industry and market observers and with representatives of such companies. As a result of these activities, the Reporting Person(s) may participate in interviews or hold discussions with third parties or with management of the Issuer in which the Reporting Persons may suggest or take a position with respect to potential changes

in the operations, management, or capital structure of the Issuer as a means of enhancing shareholder value. The Reporting Persons may also wish to discuss with Issuer’s management and Board of Directors the potential for mutually beneficial relationships between Jacobs Entertainment, Inc. and the Issuer. Such suggestions or positions may relate to one or more of the transactions described in Item 4(a) through (j) of Schedule 13D under Rule 13d-1(a), including, without limitation, such matters as disposing of one or more businesses; selling the Issuer or acquiring another company or business; changing operating or marketing strategies; waiving, adopting, not adopting, modifying, or eliminating certain types of anti-takeover measures; restructuring the Issuer’s capitalization; reviewing dividend and compensation policies; entering into agreements with third parties relating to acquisitions of securities issues or to be issued by the Issuer; entering into agreements with the management of the Issuer relating to acquisitions of shares of the Issuer, issuance of options to management, or their employment by the Issuer. As the Issuer’s largest stockholder, and to further the Reporting Persons’ participation in the direction of the Issuer with a view to assisting in increasing stockholder value, Jeffrey P. Jacobs requested that he be elected to fill a vacancy on the Issuer’s Board of Directors. Mr. Jacobs was elected by the Issuer’s Board of Directors to fill the vacancy on the seven person board on May 6, 2008. He was also appointed to serve on the Succession Committee of the board. Subject to and depending upon the availability of prices deemed favorable by the Reporting Persons, they may choose to purchase additional shares of the Issuer from time to time in the open market, in privately negotiated transactions with third parties, or otherwise. In addition, depending upon prevailing conditions or other factors, the Reporting Persons may determine to dispose of shares of the Issuer currently held by the Reporting Person in the open market, in privately negotiated transactions with third parties, or otherwise. Except as described herein, the Reporting Persons have no present plans or proposals that relate to or would result in any of the actions described in Item 4(a) through (j) of Schedule 13D under Rule 13d-1(a).

Item 5.	Interest in Securities of the Issuer
(a) The Reporting Persons own beneficially an aggregate of 4,366,233 shares of the Issuer or 15.9% of its shares outstanding, based upon 27,475,260 shares stated to be outstanding in the Issuer’s Annual Report on Form 10-K/A for the year ended December 31, 2007.

The following shows the breakdown of the Reporting Persons’ direct ownership of the Issuer’s shares:

Name		Number of Shares

Jeffrey P. Jacobs		274,980
The Richard E. Jacobs Revocable Living Trust		2,063,699
Jacobs Entertainment, Inc.		813,618
Gameco Holdings, Inc.		1,213,936
		4,366,233

By virtue of the relationships described in Item 2 of the Initial Filing, Jeffrey P. Jacobs and The Richard E. Jacobs Revocable Living Trust may be deemed to share indirect beneficial ownership of shares of the Issuer’s common stock directly owned by Jacobs Entertainment, Inc. and Gameco Holdings, Inc.

(b) Each of the Reporting Persons has the power to vote and to dispose of shares of the Issuer as follows:

Jeffrey P. Jacobs

(i)	sole power to vote or direct the vote:	274,980
(ii)	shared power to vote or direct the vote:	2,027,554
(iii)	sole power to direct disposition:	274,980
(iv)	shared power to direct disposition:	2,027,554

The Richard E. Jacobs Revocable Living Trust

(i)	sole power to vote or direct the vote:	2,063,699
(ii)	shared power to vote or direct the vote:	2,027,554
(iii)	sole power to direct disposition:	2,063,699
(iv)	shared power to direct disposition:	2,027,554

Jacobs Entertainment, Inc.

(i)	sole power to vote or direct the vote:	813,618
(ii)	shared power to vote or direct the vote:	0
(iii)	sole power to: direct disposition	813,618
(iv)	shared power to direct disposition:	0

Gameco Holdings, Inc.

(i)	sole power to vote or direct the vote:	1,213,936
(ii)	shared power to vote or direct the vote:	0
(iii)	sole power to direct disposition:	1,213,936
(iv)	shared power to direct disposition:	0

(c) The following transaction in the Issuer’s shares were effected by the Reporting Persons during the past 60 days. All were open market transactions and include sales commissions.

The Richard E. Jacobs Revocable Living Trust

Trade Date	Shares Purchased	Price Per Share

3/10/2008	117,500	$5.44 – 5.53
3/11/2008	116,530	$5.50 – 5.75
3/12/2008	102,780	$5.81 – 6.50
3/13/2008	4,600	$5.87 – 6.00
3/14/2008	11,704	$5.78 – 6.00
3/19/2008	15,000	$6.18 – 6.30
3/20/2008	34,875	$6.34 – 6.75
3/24/2008	310,000	$6.80
3/26/2008	7,600	$6.91 – 6.99
3/28/2008	300	$6.99
3/31/2008	2,400	$6.85 – 6.99
4/04/2008	56,401	$6.84 – 6.95
4/07/2008	10,000	$6.91 – 6.99

(d) No person other than the Reporting Person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of the Issuer’s shares held by him or it.

(e) Not applicable.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: May 14, 2008
	/s/ Jeffrey P. Jacobs
	Jeffrey P. Jacobs


	The Richard E. Jacobs Revocable Living Trust


	By:	/s/ Richard E. Jacobs, Trustee
		Richard E. Jacobs, Trustee

	Jacobs Entertainment, Inc.


	By:	/s/ Jeffrey P. Jacobs
		Jeffrey P. Jacobs, Chief Executive Officer

	Gameco Holdings, Inc.


	By:	/s/ Jeffrey P. Jacobs
		Jeffrey P. Jacobs, President