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

	SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 6)*

MTR GAMING GROUP, INC.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

553769100

(CUSIP Number)

Edson R. Arneault

423 S. Atlantic Avenue

Dune Point – Unit 301

New Smyrna Beach, Florida 32169

(386)428-9248

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

December 14, 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 §240.13d-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.

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Edson R. Arneault

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

	3.	SEC Use Only

	4.	Source of Funds (See Instructions)

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

	6.	Citizenship or Place of Organization United States

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 1,675,808 (See Item 6)

			8.	Shared Voting Power (See Item 6)

			9.	Sole Dispositive Power 1,675,808 (See Item 6)

			10.	Shared Dispositive Power (See Item 6)

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,675,808 (See Item 5)

	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) 6.03%

	14.	Type of Reporting Person (See Instructions) IN

Item 6.	Contracts, Arrangements, Understandings or Relationships with respect to Securities of the Issuer.
The undersigned entered into a Secured Demand Loan Agreement (the “Loan Agreement”) dated as of December 14, 2008, pursuant to which the undersigned pledged 1,254,266 shares of the Issuer’s Common Stock to Robert D. Fitzsimmons to secure repayment of a demand note. The security interest in the Shares was perfected on or about December 24, 2008.

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.

	January 13, 2009
	Date
	/s/ Edson R. Arneault
	Signature
	Edson R. Arneault
	Name/Title