Back to GetFilings.com

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

For the fiscal year ended December 31, 2002

For the transition period from             to

Commission File No.: 1-9029

TRUMP MARINA, INC.

(Exact Name of Registrant as Specified in its Charter)

Trump’s Castle Hotel & Casino, Inc.

(Former Name, if Changed since Last Report)

Huron Avenue and Brigantine Boulevard

Atlantic City, New Jersey 08401

(609) 449-6515

(Address, Including Zip Code and Telephone Number, Including

Area Code, of Registrant’s Principal Executive Offices)

TRUMP’S CASTLE FUNDING, INC.

(Exact Name of Registrant as Specified in its Charter)

Huron Avenue and Brigantine Boulevard

Atlantic City, New Jersey 08401

(609) 449-6515

(Address, Including Zip Code and Telephone Number, Including

Area Code, of Registrant’s Principal Executive Offices)

TRUMP MARINA ASSOCIATES, L.P.

(Exact Name of Registrant as Specified in its Charter)

Trump’s Castle Associates, L.P.

(Former Name, if Changed since Last Report)

Huron Avenue and Brigantine Boulevard

Atlantic City, New Jersey 08401

(609) 449-6515

(Address, Including Zip Code and Telephone Number, Including

Area Code, of Registrant’s Principal Executive Offices)

Securities registered pursuant to Section 12(b) of the Act:

Securities registered pursuant to Section 12(g) of the Act:             None

Indicate by check mark whether the Registrants (1) have filed all Reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) have been subject to such filing requirements for the past 90 days.    Yes  x    No.  ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of Registrants’ knowledge, in definitive proxy information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  x

Indicate by check mark whether any of the Registrants is an accelerated filer(as defined in Exchange Act Rule 12b-2) Yes ¨
No x

As of March 31, 2003, there were 200 shares of Trump’s Castle Funding, Inc.’s Common Stock, no par value, outstanding.

As of March 31, 2003, there were 100 shares of Trump Marina, Inc.’s Common Stock, no par value, outstanding. The aggregate market value of the voting stock of Trump Marina, Inc., Trump’s Castle Funding, Inc. and Trump Marina Associates, L.P. held by non-affiliates of the Registrants as of March 31, 2003 was $0.

Documents Incorporated by Reference: None

Table of Contents

FORM 10-K

TABLE OF CONTENTS

Table of Contents

EXPLANATORY NOTE

The entity referred to herein as Trump Marina Associates, L.P., or the Partnership, was previously called Trump’s Castle Associates, L.P., and the entity referred to herein as Trump Marina, Inc. was previously called Trump’s Castle Hotel & Casino, Inc. Their names were recently changed in connection with the offering of debt securities described below. See “Business; Recent Events.”

PART I

IMPORTANT FACTORS RELATING TO FORWARD-LOOKING STATEMENTS

This Annual Report on Form 10-K includes “forward-looking statements” intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. You can identify these statements by the fact that they do not relate strictly to historical or current facts. These statements contain words such as “may,” “will,” “project,” “might,” “expect,” “believe,” “anticipate,” “intend,” “could,” “would,” “estimate,” “continue” or “pursue,” or the negative or other variations thereof or comparable terminology. In particular, they include statements relating to, among other things, future actions, new projects, strategies, future performance, the outcome of contingencies such as legal proceedings and future financial results. We have based these forward-looking statements on our current expectations and projections about future events.

We caution the reader that forward-looking statements involve risks and uncertainties that cannot be predicted or quantified and, consequently, actual results may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, but are not limited to, the following factors as well as other factors described from time to time in our reports filed with the Securities and Exchange Commission (the SEC):

Any forward-looking statements are made pursuant to the Private Securities Litigation Reform Act of 1995 and, as such, speak only as of the date made. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.

In this section, the words “Company,” “we,” “our,” “ours,” and “us” refer to Trump Marina Associates, L.P. (the “Partnership”) and its wholly-owned subsidiary, Trump’s Castle Funding, Inc. (“Funding”), unless otherwise noted. The Partnership owns and operates the Trump Marina Hotel Casino (“Trump Marina”). The term

1

Table of Contents

“Registrants” refers to the Partnership, Funding and Trump Marina, Inc. Terms not defined in this section shall have the meanings ascribed to them elsewhere in this Annual Report on Form 10-K.

ITEM 1.    BUSINESS.

Recent Events

On March 25, 2003, two recently formed entities, Trump Casino Holdings, LLC, or TCH and Trump Casino Funding, Inc., or TCF, consummated an offering, or the TCH Note Offering, of $425 million principal amount of first priority mortgage notes due March 15, 2010 bearing interest at a rate of 11.625% per year payable in cash, sold at a price of 94.832% of their face amount for an effective yield of 12.75%, or the First Priority Mortgage Notes, and $50 million principal amount of second priority mortgage notes due September 15, 2010 bearing interest at a rate of 11.625% per year payable in cash, plus 6.0% through the issuance of payable-in-kind notes, or the Second Priority Mortgage Notes, and together with the First Priority Mortgage Notes, the TCH Notes.

In connection with the TCH Note Offering, Donald J. Trump, purchased in a concurrent private offering $15.0 million aggregate principal amount of additional Second Priority Mortgage Notes at the same purchase price at which the initial purchasers purchased the Second Priority Mortgage Notes.

Substantially all of the Registrants’ indebtedness (other than equipment financing debt) was refinanced with the net proceeds of the TCH Note Offering. As a result of such refinancing, the Registrants will cease to be reporting companies under the Exchange Act in the near future. A portion of the net proceeds of the TCH Note Offering were:

Cash sufficient to pay the applicable redemption prices for the PIK Notes and the Mortgage Notes in full was deposited with the trustee for the respective debt issues on the closing date of the TCH Note Offering. In connection with the deposit of such funds on the closing date, the liens securing such indebtedness were released and the obligations of the Registrants thereunder were discharged.

Also, a portion of the net proceeds of the TCH Note Offering were used to redeem or acquire an aggregate of $96.9 million principal amount (including call premium of 2.583% plus accrued interest) of 15-1/2% Senior Secured Notes due 2005 of Trump Hotels & Casino Resorts Holdings, L.P., or the THCR Holdings Senior Notes. Included in the $96.9 million principal amount of THCR Holdings Senior Notes being redeemed, $1.7 million principal amount were held by Mr. Trump. THCR Holdings also acquired an additional $15.0 million principal amount of THCR Holdings Senior Notes on the closing date of the TCH Note Offering in a private transaction with Mr. Trump. The purchase price of the aggregate $16.7 million principal amount of THCR Holdings Senior Notes acquired from Mr. Trump consisted of 1,500 shares of Series A Preferred Stock of THCR valued at $15.0 million, plus a cash amount equal to $1.7 million, plus the applicable redemption premium of 2.583% (approximately $432,000) and accrued interest of approximately $0.7 million on the entire $16.7 million principal amount of THCR Holdings Senior Notes being sold by Mr.

2

Table of Contents

Trump. The Series A Preferred Stock of THCR may in the future be exchanged for an aggregate of 7,894,737 shares of common stock of THCR. The Series A Preferred Stock (which is newly designated) does not pay or accrue any dividend and has a liquidation preference aggregating $15.0 million. The Series A Preferred Stock may not be exchanged for common stock until such time as the stockholders of THCR approve such issuance.

Also, $141.9 million principal amount of PIK Notes held by Trump Hotels & Casino Resorts Holdings, L.P., or THCR Holdings, were contributed to the Partnership and Castle Funding and cancelled without payment on the closing date of the TCH Note Offering.

The Partnership and Trump Marina, Inc. (formerly known as Trump’s Castle Hotel & Casino, Inc., “TCHI”) have guaranteed the TCH Notes on a secured basis. Information concerning TCH can be obtained in the periodic reports filed from time to time with the SEC by Trump Hotels & Casino Resorts, Inc., our parent company and the parent company of TCH. In addition, TCH intends to register the TCH Notes with the SEC and will file periodic reports with the SEC upon the effective date of the registration statement for such Notes. Upon consummation of the TCH Note Offering, the Registrants became wholly owned subsidiaries of TCH.

THCR Holdings is the sole member of TCH. Trump Hotels & Casino Resorts, Inc., a Delaware corporation, or THCR, is the general partner (59.87743%) and a limited partner (3.55096% through THCR/LP Corporation, a New Jersey corporation wholly owned by THCR) of THCR Holdings. THCR’s common stock is traded on the New York Stock Exchange under the symbol “DJT.” THCR Holdings’ partnership agreement, dated as of June 12, 1995, as amended, requires that all business activities of THCR be conducted through THCR Holdings or a subsidiary of THCR Holdings. As the general partner of THCR Holdings, THCR generally has the exclusive rights, responsibilities and discretion as to the management and control of THCR Holdings. THCR is the exclusive vehicle through which Donald J. Trump, the Chairman, President and Chief Executive Officer of THCR and a 36.57161% limited partner of THCR Holdings, engages in gaming activities.

General

The Partnership, which changed its name from Trump’s Castle Associates, L.P. to Trump Marina Associates, L.P. in connection with the TCH Note Offering, is a New Jersey limited partnership and the owner and operator of Trump Marina Casino Resort, or the Trump Marina, located in Atlantic City, New Jersey. Opened in 1985 and acquired by THCR in October 1996, Trump Marina offers high quality amenities, entertainment offerings and strong customer service. The property consists of a 27-story hotel with 728 guest rooms, including 153 suites, 97 of which are luxury suites. The casino offers approximately 81,200 square feet of gaming space, 2,527 slot machines, 79 table games, a simulcast racetrack facility and approximately 40,000 square feet of convention, ballroom and meeting space. Trump Marina also features a 540-seat cabaret-style theater, a nightclub, two player clubs, two retail stores, seven restaurants, a cocktail lounge and a pool side snack bar. To facilitate access to the property, Trump Marina has a nine-story parking garage capable of accommodating approximately 3,000 cars. Trump Marina also has a 645-slip marina adjacent to the property, 11 bus bays, and a roof-top helipad.

Castle Funding was formed in the State of New Jersey in May 1985 to raise capital for the Partnership. Trump Marina, Inc., which has changed its name from Trump’s Castle Hotel & Casino, Inc. in connection with the TCH Note Offering, is a New Jersey corporation and the 1.0% general partner of the Partnership. By virtue of TCH’s 100.0% ownership of Trump Marina, Inc., TCH owns 100.0% of the Partnership.

The financial information and discussion presented below reflects the financial condition and business of the Partnership. Castle Funding and Trump Marina, Inc. have no business operations of their own. Gaming revenues are the primary source of the Partnerships’s revenues and primarily consist of slot machine and table game win. See “Financial Statements and Supplementary Data.”

3

Table of Contents

The Atlantic City Market

The Atlantic City market serves the New York-Philadelphia-Baltimore-Washington, D.C. corridor with nearly 30 million adults living within a three-hour driving radius. The Atlantic City market has historically generated consistent growth in gaming revenues. The Atlantic City gaming market currently consists of 11 casino properties with approximately 11,700 hotel rooms and approximately 1.3 million square feet of gaming space containing approximately 38,000 slot machines and approximately 1,200 table games.

Other gaming operators in Atlantic City have announced or recently completed new development or expansion projects that we believe will, if completed, attract new customers to Atlantic City. The Borgata, a casino resort complex being developed in Atlantic City’s marina district through a joint venture between MGM Mirage, Inc. and Boyd Gaming Corporation, will be the first new casino in Atlantic City in 13 years. Also in the marina district, Harrah’s recently completed the construction of an additional hotel tower with 452 rooms and the expansion of its casino floor to include approximately 950 additional slot machines. We believe these projects will attract additional visitors to the marina district.

In addition, Park Place Entertainment, Inc. connected its Bally’s and Claridge properties in July 2002 and merged the properties into a single casino resort in December 2002. In December 2002, Park Place Entertainment, Inc.’s Caesars began renovating and converting the adjacent Ocean One Mall into an upscale retail and entertainment monopoly-theme complex, which is expected to be completed in 2004.

In March 2002, Showboat Casino Hotel broke ground for a 544 room hotel tower with an expected completion date in June 2003.

In April 2002, Aztar Corp. commenced its expansion of its Tropicana Atlantic City property. The expansion is intended to include an additional 502 hotel rooms and a 200,000 square foot retail, dining and entertainment complex and is anticipated to be completed in the spring of 2004.

In September 2002, Resorts Atlantic City commenced demolition of one of its towers and is replacing it with a 459-room hotel tower expected to be completed in the first quarter of 2004.

Historically, there has been a shortage of available rooms in Atlantic City on the weekends during the peak spring and summer seasons and on long holiday weekends in other parts of the year. We believe that the addition of hotel rooms in Atlantic City will benefit the overall Atlantic City market by increasing patron visits and potentially extending the duration of patron visits during these peak seasons and weekends.

In February 2003, in response to state budgetary concerns, the Governor of New Jersey proposed increasing New Jersey’s casino gross revenue tax from 8.0% to 10.0%, taxing complimentaries, and imposing a 7.0% occupancy tax on hotel rooms. The outcome of this tax proposal is uncertain at this time. To the extent that the State of New Jersey increases its casino gross revenue tax or other taxes on Atlantic City casinos, the development plans of Atlantic City operators could change, and anticipated room expansions may not occur. See “Business; Governmental and Gaming Regulations; New Jersey Gaming Regulations; Gross Revenue Tax.”

Competition

Atlantic City.    Competition in the Atlantic City market remains intense. At the present time, there are 11 casino hotels located in Atlantic City, including Trump Marina and two of our affiliates, Trump Taj Mahal Casino Resort and Trump Plaza Hotel and Casino (together with Trump Marina, the Trump Atlantic City Properties). The casinos in Atlantic City compete with each other on the basis of service and quality and extent of amenities. For this reason, substantial capital expenditures are required from time to time to compete effectively. Substantial new expansion and development activity has recently been completed, is under construction, or has been announced in Atlantic City at other properties, including the development of the Borgata by Boyd Gaming and MGM Mirage, Inc. which is expected to be completed in the summer of 2003. See “Business: The Atlantic City Market.”

4

Table of Contents

In addition, we believe that there are several other sites on the boardwalk and in the marina district on which casino hotels could be built in the future, and various applications for casino licenses have been filed and announcements with respect thereto have been made from time to time. There can be no assurance that proposed and future developments and expansions, especially the Borgata, would not have a material adverse effect on our business and operations. There also can be no assurances that the Atlantic City development projects, which are planned or in process, will be completed. See “Business; The Atlantic City Market.”

Native American Tribes.    The Trump Atlantic City Properties also face considerable competition from casino facilities in a number of states operated by federally recognized Native American tribes, such as Foxwoods Resorts Casino in Ledyard, Connecticut and Mohegan Sun Casino Resort in Uncasville, Connecticut. Pursuant to the Indian Gaming Regulatory Act, or the IGRA, which was passed by Congress in 1988, any state which permits casino-style gaming (even if only for limited charity purposes) is required to negotiate gaming compacts with federally recognized Native American tribes. Under the IGRA, Native American tribes enjoy comparative freedom from regulation and taxation of gaming operations, which provides them with an advantage over their competitors, including the Trump Atlantic City Properties.

In addition, Native American nations are seeking federal recognition, land and negotiation of gaming compacts in New York, Pennsylvania, Connecticut and other states near Atlantic City. If successful, there can be no assurance that additional casinos built in or near this portion of the United States would not have a material adverse effect on the business and operations of the Trump Atlantic City Properties.

New Jersey State Legislation.    In September 2002, the New Jersey State Legislature proposed an amendment to the New Jersey constitution that, if approved by the citizens of New Jersey in a general election, would permit the legislature to adopt legislation permitting slot machines at the Meadowlands Racetrack in East Rutherford, New Jersey. If New Jersey’s constitution were to be so amended and such legislation adopted, slot machines at the Meadowlands would compete to some extent with Atlantic City’s casinos, including the Trump Atlantic City Properties, for gaming patrons.

New York State Legislation.    In October 2001, the State of New York, citing a statewide economic crisis precipitated by the September 11, 2001 terrorist attacks on New York City, passed legislation permitting video lottery terminals at five harness racetracks and further allows the governor to negotiate Class III gaming compacts with tribes for up to six resort-scale casinos. The legislation allows three tribal resort scale casinos the Catskills, within 90 minutes of New York City, and the other three in the Buffalo-Niagara Falls area. The three Buffalo-Niagara Falls resort scale casinos would join two existing Indian casinos, the Turning Stone, operated by the Oneida Nation near Syracuse and one owned by the St. Regis Mohawks, near the Canadian Border. A lawsuit was filed in New York’s Supreme Court in Albany on January 29, 2002, claiming, among other things, that the legislation violated the provisions of New York State’s constitution. Competition from these properties, when opened, could have a material adverse effect on the Trump Atlantic City Properties.

Other States.    Legislation permitting other forms of casino gaming has been proposed, from time to time, in various states, including those bordering the State of New Jersey. Six states have presently legalized riverboat gambling while others are considering its approval, including the State of New York and the Commonwealth of Pennsylvania. Several states are considering or have approved large-scale land-based casinos. The business and operations of the Trump Atlantic City Properties could be adversely affected by such competition, particularly if casino gaming were permitted in jurisdictions near or elsewhere in New Jersey or in other states in the Mid-Atlantic and Northeast. Currently, casino gaming, other than Native American gaming, is not allowed in other areas of New Jersey or in Connecticut, New York or Pennsylvania. To the extent that legalized gaming becomes more prevalent in New Jersey or other jurisdictions near Atlantic City, competition would further intensify. In particular, proposals have been introduced to legalize gaming in other locations, including Pennsylvania and Maryland. The legislative proposals in Pennsylvania would allow for a wide range of gaming activities, including

5

Table of Contents

riverboat gaming, slots at racetracks, video lottery terminals at liquor stores and the formation of a gaming commission. Maryland’s proposed legislation would authorize video lottery terminals at some of Maryland’s racing facilities. The results of the 2002 gubernatorial elections in Pennsylvania and Maryland have also increased the likelihood of gaming legislation in such states. We are unable to predict whether any such legislation, in such states or elsewhere, will be enacted or whether, if passed, would have a material adverse effect on the Trump Atlantic City Properties.

Certain Agreements

We are party to certain agreements, some of which are described below. See “Executive Compensation; Employment Agreements, Termination of Employment and Change-in-Control Arrangements,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations; Financial Condition—Summary of Company’s Public Indebtedness” and “Certain Relationships and Related Transactions.”

Casino Services Agreement

We service Trump Marina and manage its administrative overhead costs through a casino services agreement, dated January 1, 1998, as amended, or the Casino Services Agreement, with Trump Administration, a division of Trump Taj Mahal Associates, or Taj Associates, a subsidiary which operates the Trump Taj Mahal. Trump Administration assumed the rights and responsibilities of the Casino Services Agreement when THCR merged Trump Casino Services, LLC, or TCS, into Taj Associates in December 2000. Pursuant to the Casino Services Agreement, Trump Administration provides Trump Marina (as well as each of our affiliate properties) with managerial, financial, accounting, purchasing, legal and other services incidental to running a casino and hotel, collectively referred to as the “Casino Services.” In return, the properties reimburse Trump Administration for its incurred costs and expenses in providing the Casino Services, including all payroll and employee benefits and related costs associated with the employees utilized by Trump Administration in providing the Casino Services, as well as all overhead and other expenses incurred in the ordinary course of providing such services. We believe that the Casino Services Agreement allows us to take advantage of economies of scale and realize substantial cost savings. The Casino Services Agreement expires on January 1, 2008, unless earlier terminated upon 90 days prior written notice.

Marina Lease

Pursuant to the Partnership’s agreement with the New Jersey Division of Parks and Forestry, we operate a 645-boat slip marina adjacent to Trump Marina (the only property in Atlantic City to have direct marina access). Pursuant to the agreement and a lease entered into in September 1990 with the State of New Jersey, we lease the marina and improvements thereon for an initial term of 25 years. Pursuant to the marina lease, we are required to pay an annual rent equal to the greater of (i) a certain percentage of our gross revenues from operating the marina or (ii) a minimum amount ($400,000 in 2002 and which will increase every five years to $500,000 in 2010). In addition, we are responsible for all of the costs and expenses related to the premises, including but not limited to, all maintenance and repair costs, insurance premiums, real estate taxes, assessments and utility charges. Also, any improvements made to the marina (excluding an elevated pedestrian walkway which we constructed and which connects Trump Marina to a two-story building containing a restaurant and retail and office space) automatically becomes the property of the State of New Jersey upon the termination of the lease.

Trademark License Agreement

Subject to certain restrictions, THCR has the exclusive world-wide right to use the “Trump” name and Mr. Trump’s likeness in connection with gaming and related activities pursuant to a trademark license agreement, dated June 12, 1995, and the amendments thereto, between Mr. Trump, as licensor, and THCR, as licensee.

6

Table of Contents

Pursuant to the license agreement, THCR is permitted to use the names “Trump,” “Donald J. Trump” and variations thereof, otherwise collectively referred to as the “Trump Names,” and related intellectual property rights, or the “Marks,” in connection with casino and gaming activities and related services and products. THCR, in turn, allows its subsidiaries, including the Partnership, and properties, including Trump Marina to use the Trump Names and Marks under various parol licenses which do not create enforceable licenses. The license agreement, however, does not restrict Mr. Trump’s right to use or further license the Trump Names and Marks in connection with services and products other than casino services and related products.

The term of the license agreement is until the later of: (i) June 2015, (ii) such time as Mr. Trump and his affiliates own less than a 15.0% voting interest in THCR or (iii) such time as Mr. Trump ceases to be employed or retained by THCR pursuant to an employment, management, consulting or similar services agreement. Upon expiration of the license agreement, Mr. Trump is required to grant THCR a non-exclusive, worldwide and royalty free license to use the casino related trademarks for a reasonable transition period on terms to be agreed upon between Mr. Trump and us. Mr. Trump’s obligations under the license agreement are secured by a security agreement, pursuant to which Mr. Trump has granted THCR a first priority security interest in the Trump Names and the related intellectual property rights for use in connection with casino services, as well as related hotel, bar and restaurant services. See “Executive Compensation: Compensation Committee Interlocks and Insider Participation; License Agreement” and “Certain Relationships and Related Transactions; Trademark License Agreement.”

Gaming and Other Laws and Regulations

The following is only a summary of the applicable provisions of the Casino Control Act and certain other laws and regulations. It does not purport to be a full description thereof, and is qualified in its entirety by reference to the Casino Control Act and such other laws and regulations.

New Jersey Gaming Regulations

In general, the Casino Control Act and the regulations promulgated thereunder contain detailed provisions concerning, among other things: the granting and renewal of casino licenses; the suitability of the approved hotel facility, and the amount of authorized casino space and gaming units permitted therein; the qualification of natural persons and entities related to the casino licensee; the licensing of certain employees and vendors of casino licensees; the rules of the games; the selling and redeeming of gaming chips; the granting and duration of credit and the enforce ability of gaming debts; management control procedures, accounting and cash control methods and reports to gaming agencies; the security standards; the manufacture and distribution of gaming equipment; the simulcasting of horse races by casino licensees; and advertising, entertainment and alcoholic beverages.

Casino Control Commission.    The ownership and operation of casino/hotel facilities in Atlantic City are the subject of strict state regulation under the Casino Control Act. The New Jersey Casino Control Commission (the “CCC”) is empowered to regulate a wide spectrum of gaming and non-gaming related activities and to approve the form of ownership and financial structure of not only a casino licensee, but also its entity qualifiers and intermediary and holding companies and any other related entity required to be qualified (“CCC Regulations”).

Operating Licenses.    In January 1999, the CCC renewed the Partnership’s casino license to operate the Trump Marina through May 2003. We timely filed an application for renewal of our casino license through 2007. This license is not transferable and its renewal includes a financial review of the Partnership. Upon revocation, suspension for more than 120 days or failure to renew a casino license, the Casino Control Act provides for the appointment of a conservator to take possession of the hotel and casino’s business and property, subject to all valid liens, claims and encumbrances. The loss of our casino license would have a material adverse effect upon our business.

7

Table of Contents

Casino License.    No casino hotel facility may operate unless the appropriate license and approvals are obtained from the CCC, which has broad discretion with regard to the issuance, renewal, revocation and suspension of such licenses and approvals, which are non-transferable. The qualification criteria with respect to the holder of a casino license include its financial stability, integrity and responsibility; the integrity and adequacy of its financial resources which bear any relation to the casino project; its good character, honesty and integrity; and the sufficiency of its business ability and casino experience to establish the likelihood of a successful, efficient casino operation. The casino license currently held by the Partnership is renewable for periods of up to four years. The CCC may reopen licensing hearings at any time, and must reopen a licensing hearing at the request of the New Jersey Division of Gaming Enforcement (the “DGE”).

To be considered financially stable, a licensee must demonstrate the following abilities: to pay winning wagers when due; to achieve an annual gross operating profit; to pay all local, state and federal taxes when due; to make necessary capital and maintenance expenditures to insure that it has a superior first-class facility; and to pay, exchange, refinance or extend debts which will mature or become due and payable during the license term.

In the event a licensee fails to demonstrate financial stability, the CCC may take such action as it deems necessary to fulfill the purposes of the Casino Control Act and protect the public interest, including: issuing conditional licenses, approvals or determinations; establishing an appropriate cure period; imposing reporting requirements; placing restrictions on the transfer of cash or the assumption of liabilities; requiring reasonable reserves or trust accounts; denying licensor; or appointing a conservator. See
“—Conservatorship.”

Management believes that it has adequate financial resources to meet the financial stability requirements of the Casino Control Act for the foreseeable future.

Pursuant to the Casino Control Act, CCC Regulations and precedent, no entity may hold a casino license unless each officer, director, principal employee, person who directly or indirectly holds any beneficial interest or ownership in the licensee, each person who in the opinion of the CCC has the ability to control or elect a majority of the board of directors of the licensee (other than a banking or other licensed lending institution which makes a loan or holds a mortgage or other lien acquired in the ordinary course of business) and any lender, underwriter, agent or employee of the licensee or other person whom the CCC may consider appropriate, obtains and maintains qualification approval from the CCC. Qualification approval means that such person must, but for residence, individually meet the qualification requirements as a casino key employee. Pursuant to a condition of its casino license, payments by or the Partnership to, or for the benefit of, any related entity or partner, with certain exceptions, are subject to prior CCC approval; and, if the Partnership’s cash position falls below $5 million for three consecutive business days, the Partnership must present to the CCC and the DGE evidence as to why it should not obtain a working capital facility in an appropriate amount.

Control Persons.    An entity qualifier or intermediary or holding company, such as Castle Funding, is required to register with the CCC and meet the same basic standards for approval as a casino licensee; provided, however, that the CCC, with the concurrence of the Director of the DGE, may waive compliance by a publicly-traded corporate holding company with the requirement that an officer, director, lender, underwriter, agent or employee thereof, or person directly or indirectly holding a beneficial interest or ownership of the securities thereof, individually qualify for approval under casino key employee standards so long as the CCC and the Director of the DGE are, and remain, satisfied that such officer, director, lender, underwriter, agent or employee is not significantly involved in the activities of the casino licensee, or that such security holder does not have the ability to control the publicly-traded corporate holding company or elect one or more of its directors. Persons holding five percent (5.0%) or more of the equity securities of such holding company are presumed to have the ability to control the company or elect one or more of its directors and will, unless this presumption is rebutted, be required to individually qualify. Equity securities are defined as any voting stock or any security similar to or convertible into or carrying a right to acquire any security having a direct or indirect participation in the profits of the issuer.

Financial Sources.    The CCC may require all financial backers, investors, mortgagees, bond holders and holders of notes or other evidence of indebtedness, either in effect or proposed, which bear any relation to any

8

Table of Contents

casino project, including holders of publicly-traded securities of an entity which holds a casino license or is an entity qualifier, subsidiary or holding company of a casino licensee (a “Regulated Company”), to qualify as financial sources. In the past, the CCC has waived the qualification requirement for holders of less than fifteen percent (15.0%) of a series of publicly-traded mortgage bonds so long as the bonds remained widely distributed and freely traded in the public market and the holder had no ability to control the casino licensee. The CCC may require holders of less than fifteen percent (15.0%) of a series of debt to qualify as financial sources even if not active in the management of the issuer or casino licensee.

Institutional Investors.    An institutional investor (“Institutional Investor”) is defined by the Casino Control Act as any retirement fund administered by a public agency for the exclusive benefit of federal, state or local public employees; any investment company registered under the Investment Company Act of 1940, as amended; any collective investment trust organized by banks under Part Nine of the Rules of the Comptroller of the Currency; any closed end investment trust; any chartered or licensed life insurance company or property and casualty insurance company; any banking and other chartered or licensed lending institution; any investment advisor registered under the Investment Advisers Act of 1940, as amended; and such other persons as the CCC may determine for reasons consistent with the policies of the Casino Control Act.

An Institutional Investor may be granted a waiver by the CCC from financial source or other qualification requirements applicable to a holder of publicly-traded securities, in the absence of a prima facie showing by the DGE that there is any cause to believe that the holder may be found unqualified, on the basis of CCC findings that: (i) its holdings were purchased for investment purposes only and, upon request by the CCC, it files a certified statement to the effect that it has no intention of influencing or affecting the affairs of the issuer, the casino licensee or its holding or intermediary companies; provided, however, that the Institutional Investor will be permitted to vote on matters put to the vote of the outstanding security holders; and (ii) if (x) the securities are debt securities of a casino licensee’s holding or intermediary companies or another subsidiary company of the casino licensee’s holding or intermediary companies which is related in any way to the financing of the casino licensee and represent either (A) 20.0% or less of the total outstanding debt of the company or (B) 50.0% or less of any issue of outstanding debt of the company, (y) the securities are equity securities and represent less than 10.0% of the equity securities of a casino licensee’s holding or intermediary companies or (z) the securities so held exceed such percentages, upon a showing of good cause. There can be no assurance, however, that the CCC will make such findings or grant such waiver and, in any event, an Institutional Investor may be required to produce for the CCC or the Antitrust Division of the Department of Justice upon request, any document or information which bears any relation to such debt or equity securities.

Generally, the CCC requires each institutional holder seeking waiver of qualification to execute a certification to the effect that (i) the holder has reviewed the definition of Institutional Investor under the Casino Control Act and believes that it meets the definition of Institutional Investor; (ii) the holder purchased the securities for investment purposes only and holds them in the ordinary course of business; (iii) the holder has no involvement in the business activities of and no intention of influencing or affecting, the affairs of the issuer, the casino licensee or any affiliate; and (iv) if the holder subsequently determines to influence or affect the affairs of the issuer, the casino licensee or any affiliate, it shall provide not less than 30 days’ prior notice of such intent and shall file with the CCC an application for qualification before taking any such action. If an Institutional Investor changes its investment intent, or if the CCC finds reasonable cause to believe that it may be found unqualified, the Institutional Investor may take no action with respect to the security holdings, other than to divest itself of such holdings, until it has applied for interim casino authorization and has executed a trust agreement pursuant to such an application. See “—Interim Casino Authorization.”

Ownership and Transfer of Securities.    The Casino Control Act imposes certain restrictions upon the issuance, ownership and transfer of securities of a Regulated Company and defines the term “security” to include instruments which evidence a direct or indirect beneficial ownership or creditor interest in a Regulated Company including, but not limited to, mortgages, debentures, security agreements, notes and warrants. Currently, both Castle Funding and the Partnership are deemed to be a Regulated Company, and instruments evidencing a

9

Table of Contents

beneficial ownership or creditor interest therein, including a partnership interest, are deemed to be the securities of a Regulated Company.

If the CCC finds that a holder of such securities is not qualified under the Casino Control Act, it has the right to take any remedial action it may deem appropriate, including the right to force divestiture by such disqualified holder of such securities. In the event that certain disqualified holders fail to divest themselves of such securities, the CCC has the power to revoke or suspend the casino license affiliated with the Regulated Company which issued the securities. If a holder is found unqualified, it is unlawful for the holder (i) to exercise, directly or through any trustee or nominee, any right conferred by such securities or (ii) to receive any dividends or interest upon such securities or any remuneration, in any form, from its affiliated casino licensee for services rendered or otherwise.

With respect to non-publicly traded securities, the Casino Control Act and CCC Regulations require that the corporate charter or partnership agreement of a Regulated Company establish a right in the CCC of prior approval with regard to transfers of securities, shares and other interests and an absolute right in the Regulated Company to repurchase at the market price or the purchase price, whichever is the lesser, any such security, share or other interest in the event that the CCC disapproves a transfer. With respect to publicly traded securities, such corporate charter or partnership agreement is required to establish that any such securities of the entity are held subject to the condition that, if a holder thereof is found to be disqualified by the CCC, such holder shall dispose of such securities.

Interim Casino Authorization.    Interim casino authorization is a process which permits a person who enters into a contract to obtain property relating to a casino operation or who obtains publicly traded securities relating to a casino licensee to close on the contract or own the securities until plenary licensure or qualification. During the period of interim casino authorization, the property relating to the casino operation or the securities is held in trust.

Whenever any person enters into a contract to transfer any property which relates to an ongoing casino operation, including a security of the casino licensee or a holding or intermediary company or entity qualifier, under circumstances which would require that the transferee obtain licensure or be qualified under the Casino Control Act, and that person is not already licensed or qualified, the transferee is required to apply for interim casino authorization. Furthermore, except as set forth below with respect to publicly traded securities, the closing or settlement date in the contract at issue may not be earlier than the 121st day after the submission of a complete application for licensure or qualification together with a fully executed trust agreement in a form approved by the CCC. If, after the report of the DGE and a hearing by the CCC, the CCC grants interim authorization, the property will be subject to a trust. If the CCC denies interim authorization, the contract may not close or settle until the CCC makes a determination on the qualifications of the applicant. If the CCC denies qualification, the contract will be terminated for all purposes and there will be no liability on the part of the transferor.

If, as the result of a transfer of publicly traded securities of a licensee, a holding or intermediary company or entity qualifier of a licensee, or a financing entity of a licensee, any person is required to qualify under the Casino Control Act, that person is required to file an application for licensor or qualification within 30 days after the CCC determines that qualification is required or declines to waive qualification. The application must include a fully executed trust agreement in a form approved by the CCC or, in the alternative, within 120 days after the CCC determines that qualification is required, the person whose qualification is required must divest such securities as the CCC may require in order to remove the need to qualify.

The CCC may grant interim casino authorization where it finds by clear and convincing evidence that: (i) statements of compliance have been issued pursuant to the Casino Control Act; (ii) the casino hotel is an approved hotel in accordance with the Casino Control Act; (iii) the trustee satisfies qualification criteria applicable to key casino employees, except for residency; and (iv) interim operation will best serve the interests of the public.

When the CCC finds the applicant qualified, the trust will terminate. If the CCC denies qualification to a person who has received interim casino authorization, the trustee is required to endeavor, and is authorized, to

10

Table of Contents

sell, assign, convey or otherwise dispose of the property subject to the trust to such persons who are licensed or qualified or shall themselves obtain interim casino authorization.

Where a holder of publicly traded securities is required, in applying for qualification as a financial source or qualifier, to transfer such securities to a trust in application for interim casino authorization and the CCC thereafter orders that the trust become operative: (i) during the time the trust is operative, the holder may not participate in the earnings of the casino hotel or receive any return on its investment or debt security holdings; and (ii) after disposition, if any, of the securities by the trustee, proceeds distributed to the unqualified holder may not exceed the lower of their actual cost to the unqualified holder or their value calculated as if the investment had been made on the date the trust became operative.

Approved Hotel Facilities. The CCC may permit an existing licensee, such as the Partnership, to increase its casino space if the licensee agrees to add a prescribed number of qualifying sleeping units within two years after the commencement of gaming operations in the additional casino space. However, if the casino licensee does not fulfill such agreement due to conditions within its control, the licensee will be required to close the additional casino space, or any portion thereof that the CCC determines should be closed.

Persons who are parties to the lease for an approved hotel building or who have an agreement to lease a building which may in the judgment of the CCC become an approved hotel building are required to hold a casino license unless the CCC, with the concurrence of the Attorney General of the State of New Jersey, determines that such persons do not have the ability to exercise significant control over the building or the operation of the casino therein.

Unless otherwise determined by the CCC, agreements to lease an approved hotel building or the land under the building must be for a term exceeding 30 years, must concern 100.0% of the entire approved hotel building or the land upon which it is located and must include a buy out provision conferring upon the lessee the absolute right to purchase the lessor’s entire interest for a fixed sum in the event that the lessor is found by the CCC to be unsuitable.

Agreement for Management of Casino. Each party to an agreement for the management of a casino is required to hold a casino license, and the party who is to manage the casino must own at least 10.0% of all the outstanding equity securities of the casino licensee. Such an agreement shall: (i) provide for the complete management of the casino; (ii) provide for the unrestricted power to direct the casino operations; and (iii) provide for a term long enough to ensure the reasonable continuity, stability, independence and management of the casino.

License Fees. The CCC is authorized to establish annual fees for the renewal of casino licenses. The renewal fee is based upon the cost of maintaining control and regulatory activities prescribed by the Casino Control Act, and may not be less than $200,000 for a four year casino license. Additionally, casino licensees are subject to potential assessments to fund any annual operating deficits incurred by the CCC or the DGE. There is also an annual license fee of $500 for each slot machine maintained for use or in use in any casino.

Gross Revenue Tax. Each casino licensee is also required to pay an annual tax of 8.0% on its gross casino revenues, excluding simulcasting racetrack revenue. For the years ended December 31, 2002, 2001 and 2000, the Partnership’s gross revenue tax was approximately $21.7 million, $21.6 million and $21.8 million, respectively, and its license, investigation and other fees and assessments totaled approximately $4.4 million, $4.3 million and $3.7 million, respectively.

On July 3, 2002, New Jersey passed the New Jersey Tax Act which, among other things, requires the suspension of the use of the New Jersey net operating loss carry forwards for two years and the introduction of a new alternative minimum assessment under the New Jersey corporate business tax based on gross receipts or gross profits.

In February 2003, in response to state budgetary concerns, the governor of New Jersey proposed increasing the New Jersey casino gross revenue tax from 8.0% to 10.0%, taxing complimentaries, and imposing a 7.0% occupancy tax on hotel rooms. The outcome of this tax proposal is uncertain at this time. See “Business; The Atlantic City Market.”

11

Table of Contents

Investment Alternative Tax Obligations. An investment alternative tax imposed on the gross casino revenues of each licensee in the amount of 2.5% is due and payable on the last day of April following the end of the calendar year. A licensee is obligated to pay the investment alternative tax for a period of 30 years. Estimated payments of the investment alternative tax obligation must be made quarterly in an amount equal to 1.25% of estimated gross revenues for the preceding three month period. Investment tax credits may be obtained by making qualified investments or by the purchase of bonds issued by the New Jersey Casino Reinvestment Development Authority, (“CRDA”), or the CRDA Bonds. CRDA Bonds may have terms as long as 50 years and bear interest at below market rates, resulting in a value lower than the face value of such CRDA Bonds.

For the first 10 years of its tax obligation, the licensee is entitled to an investment tax credit against the investment alternative tax in an amount equal to twice the purchase price of the CRDA Bonds issued to the licensee. Thereafter, the licensee (i) is entitled to an investment tax credit in an amount equal to twice the purchase price of such CRDA Bonds or twice the amount of its investments authorized in lieu of such bond investments or made in projects designated as eligible by the CRDA and (ii) has the option of entering into a contract with the CRDA to have its tax credit comprised of direct investments in approved eligible projects which may not comprise more than 50.0% of its eligible tax credit in any one year.

From the monies made available to the CRDA, the CRDA is required to set aside $175.0 million for investment in hotel development projects in Atlantic City undertaken by a licensee which result in the construction or rehabilitation of at least 200 hotel rooms. These monies will be held to fund up to 27.0% of the cost to casino licensees of expanding their hotel facilities to provide additional hotel rooms, a portion of which has been required to be available with respect to the new Atlantic City Convention Center.

Minimum Casino Parking Charges. As of July 1, 1993, each casino licensee is required to pay the New Jersey State Treasurer a $1.50 charge for every use of a parking space for the purpose of parking motor vehicles in a parking facility owned or leased by a casino licensee or by any person on behalf of a casino licensee. This amount is paid into a special fund established and held by the New Jersey State Treasurer for the exclusive use of the CRDA. The Partnership currently charges their parking patrons $2.00 in order to make their required payments to the New Jersey State Treasurer and cover related expenses. Amounts in the special fund will be expended by the CRDA for eligible projects in the corridor region of Atlantic City related to improving the highways, roads, infrastructure, traffic regulation and public safety of Atlantic City or otherwise necessary or useful to the economic development and redevelopment of Atlantic City in this regard.

Atlantic City Fund. On each October 31 during the years 1996 through 2003, each casino licensee shall pay into an account established in the CRDA and known as the Atlantic City Fund, its proportional share of an amount related to the amount by which annual operating expenses of the CCC and the DGE are less than a certain fixed sum. Additionally, a portion of the investment alternative tax obligation of each casino licensee for the years 1994 through 1998 allocated for projects in northern New Jersey shall be paid into and credited to the Atlantic City Fund. Amounts in the Atlantic City Fund will be expended by the CRDA for economic development projects of a revenue-producing nature that foster the redevelopment of Atlantic City other than the construction and renovation of casino hotels.

Conservatorship. If, at any time, it is determined that any casino licensee or any other entity qualifier has violated the Casino Control Act or that any of such entities cannot meet the qualification requirements of the Casino Control Act, such entity could be subject to fines or the suspension or revocation of its license or qualification. If a casino license is suspended for a period in excess of 120 days or is revoked, or if the CCC fails or refuses to renew such casino license, the CCC could appoint a conservator to operate and dispose of such licensee’s casino hotel facilities. A conservator would be vested with title to all property of such licensee relating to the casino and the approved hotel subject to valid liens and/or encumbrances. The conservator would be required to act under the direct supervision of the CCC and would be charged with the duty of conserving, preserving and, if permitted, continuing the operation of the casino hotel. During the period of the conservatorship, a former or suspended casino licensee is entitled to a fair rate of return out of net earnings, if any, on the property retained by the conservator. The CCC may also discontinue any conservatorship action and direct the conservator to take such steps as are necessary to effect an orderly transfer of the property of a former or suspended casino licensee. Such events could result in an event of default under the Partnership’s indentures pursuant to which the Senior Notes, the Mortgage Notes and the PIK Notes were issued, and the terms of the Working Capital Loan.

12

Table of Contents

Qualification of Employees. Certain employees of the Partnership must be licensed by or registered with the CCC, depending on the nature of the position held. Casino employees are subject to more stringent requirements than non-casino employees and must meet applicable standards pertaining to financial stability, integrity and responsibility, good character, honesty and integrity, business ability and casino experience and New Jersey residency. These requirements have resulted in significant competition among Atlantic City casino operators for the services of qualified employees.

Gaming Credit. The Partnership’s casino games are conducted on a credit as well as cash basis. Gaming debts arising in Atlantic City in accordance with applicable regulations are enforceable in the courts of the State of New Jersey. The extension of gaming credit is subject to regulations that detail procedures which casinos must follow when granting gaming credit and recording counter checks which have been exchanged, redeemed or consolidated. Gaming credit may not be collectible in foreign countries.

Control Procedures. Gaming at Trump Marina is conducted by trained and supervised personnel. The Partnership employs extensive security and internal controls. Security checks are made to determine, among other matters, that job applicants for key positions have had no criminal history or associations. Security controls utilized by the surveillance department include closed circuit video cameras to monitor the casino floor and money counting areas. The count of monies from gaming also is observed daily by representatives of the CCC.

Other Laws and Regulations

The United States Department of the Treasury, or the Treasury, has adopted regulations pursuant to which a casino is required to file a report of each deposit, withdrawal, exchange of currency, gambling tokens or chips, or other payments or transfers by, through or to such casino which involves a transaction in currency of more than $10,000 per patron, per gaming day. Such reports are required to be made on forms prescribed by the Secretary of the Treasury and are filed with the Internal Revenue Service, or the Service. In addition, the Partnership is required to maintain detailed records (including the names, addresses, social security numbers and other information with respect to its gaming customers) dealing with, among other items, the deposit and withdrawal of funds and the maintenance of a line of credit.

In the past, the Service had taken the position that gaming winnings from the table games by nonresident aliens were subject to a 30.0% withholding tax. The Service, however, subsequently adopted a practice of not collecting such tax. Recently enacted legislation exempts from withholding tax from table game winnings by nonresident aliens, unless the Secretary of the Treasury determines by regulation that such collections have become administratively feasible.

The Partnership is subject to other federal, state and local regulations and, on a periodic basis, must obtain various licenses and permits, including those required to sell alcoholic beverages in the State of New Jersey as well as in other jurisdictions. Management believes all required licenses and permits necessary to conduct its business have been obtained for operations in New Jersey.

Employees and Labor Relations

As of December 31, 2002, we had approximately 2,200 full-time equivalent employees, 700 of whom were subject to collective bargaining agreements. Our collective bargaining agreement with Local No. 54, which covers most of our employees, expires on September 14, 2004. We believe that our relationship with our employees is satisfactory.

Certain of our employees are required to be licensed by, or registered with, the New Jersey Casino Commission, or the CCC, under the New Jersey Casino Control Act, or the Casino Control Act, depending upon the nature of their employment. Casino employees are subject to more stringent licensing requirements than non-casino employees, and are required to meet applicable standards pertaining to such matters as financial responsibility, good character, ability, casino training, experience and New Jersey residency. These regulations have resulted in significant competition for eligible employees.

13

Table of Contents

Seasonality

Our cash flows from operating activities are seasonal in nature. Spring and summer are traditionally Trump Marina’s peak seasons, with autumn and winter being non-peak seasons. Therefore, our operating results for the two quarters ending in March and December are not historically as profitable as the two quarters ending in June and September.

Any excess cash flow achieved from operations during peak seasons is used to subsidize non-peak seasons. Performance in non-peak seasons is usually dependent on favorable weather and a long-weekend holiday calendar. In the event that we are unable to generate excess cash flows in one or more peak seasons, we may not be able to subsidize non-peak seasons, if necessary.

Inflation

There was no significant impact on the Partnership’s operations as a result of inflation in 2000, 2001 or 2002.

ITEM 2.    PROPERTIES.

Location

Trump Marina is located in Atlantic City’s marina district, approximately two miles from the boardwalk and one-quarter mile from the H-Tract, a 150-acre parcel of land designated by the Atlantic City Council for current and future casino development and the site of current casino hotel development. We believe that Trump Marina is a favorable alternative to the casinos on Atlantic City’s boardwalk. Please see “Item 1. Business” for a brief description of the location and general character of Trump Marina.

The Partnership owns, in fee absolute, the approximate 14.7 acre triangular-shaped parcel of land on which Trump Marina is located. We also own several parcels of land in Atlantic City used in connection with our property which also secures our guarantee obligations under our current indebtedness. In connection with the TCH Note Offering and subsequent redemption of our current indebtedness, the land and parcels will secure TCH’s and TCF’s obligations under the TCH Notes.

The Partnership also owns an employee parking lot located on Route 30, approximately two miles from Trump Marina, which can accommodate approximately 1,000 cars.

The Partnership has financed and leased and from time to time will finance or lease its acquisition of furniture, fixtures and equipment. The lien in favor of any such lender or lessor may be superior to the liens of the TCH Notes.

ITEM 3.    LEGAL PROCEEDINGS.

Legal actions, which we consider to be incident to the character of our business, are pending, and are commenced from time against the Partnership. We vigorously defend, and continue to defend ourselves and our officers and directors against any such litigation and believe that the resolution of these claims will not, individually or in the aggregate, have a material adverse effect on our financial condition or results of operations.

ITEM 4.    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

No matters were submitted to a vote, either through the solicitation of proxies or otherwise, to our security holders during the fourth quarter of 2002.

14

Table of Contents

PART II

ITEM 5.    MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

There is no established public trading market for the Registrants’ equity securities.

Trump Marina, Inc. is the 1.0% general partner of the Partnership. TCH owns a 99.0% limited partnership interest in the Partnership and, by virtue of TCH’s sole ownership of Trump Marina, Inc., owns 100.0% of the Partnership. Castle Funding is wholly owned by the Partnership. In connection with the TCH Note Offering and the subsequent (i) redemption of the Mortgage Notes and PIK Notes held by non-affiliates, (ii) repayment of the Bank Credit Facility, and (iii) cancellation of the PIK Notes held by THCR Holdings, Castle Funding will be dissolved.

The Registrants have not paid or made, and do not intend to pay or make, any cash dividends or distributions with respect to their common stock or equity interests, as the case may be.

ITEM 6.    SELECTED FINANCIAL DATA.

The following table sets forth certain selected consolidated financial information from the Partnership’s and Castle Funding’s Consolidated Statements of Operations for the years ended December 31, 1998 through 2002, and the Consolidated Balance Sheets as of December 31, 1998 through 2002. All financial information should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and the consolidated financial statements and the related notes thereto included elsewhere in this Form 10-K.

15

Table of Contents

(A)  During 2002, the Partnership reclassified certain costs (primarily bus coin) from gaming expenses to promotional allowances to be consistent with prevailing industry practice. Such amounts totaled $6,564,000, $5,083,000, $4,647,000 and $2,825,000 for the years ended December 31, 1998, 1999, 2000 and 2001, respectively.

ITEM 7.    MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF

                OPERATIONS.

This section contains forward-looking statements that involve risks and uncertainties, many of which are beyond our ability to control or predict. Our actual results may differ substantially from the results discussed in the forward-looking statements. The following discussion should be read in conjunction with the Consolidated Financial Statements of the Partnership and the related notes thereto.

Financial Condition—

Liquidity and Capital Resources

Cash flows from operating activities of Trump Marina are our sole source of liquidity. Historically, our ability to borrow funds for our liquidity needs has been severely restricted by the various agreements governing our debt issues, including the Mortgage Notes, Bank Credit Facility and the PIK Notes, and by our then already high level of indebtedness. Although these debt issues will be retired with the net proceeds of the TCH Note Offering, the indenture governing the TCH Notes restricts TCH’s and our ability to borrow funds.

Gaming revenues are our the primary source of revenues and consist primarily of slot machine and table game win. A variety of factors, including a decrease or change in the demand for our services, could have a material adverse effect on our liquidity. For the year ended December 31, 2002, the Partnership’s net cash flows provided by operating activities was $16,032,000. The Partnership has consistently generated sufficient cash for debt service and operating requirements. Management believes that, based upon its cash flow forecast for 2003, the Partnership will have sufficient cash flows to meet its debt service and operating requirements throughout 2003.

We compete with other casino hotels located in Atlantic City on the basis of the quality of our guests’ experience. We seek to provide high quality service and amenities and a first class casino gaming experience. In a competitive marketplace like Atlantic City, our ability to offer a high quality casino gaming experience is largely dependent upon the attractiveness of a casino/hotel and on the extent and quality of the facilities.

In addition to funding operations, our principal uses of cash are capital expenditures and debt service. Our capital expenditures for 2001 and 2002 were $9,319,000 and $13,703,000, respectively. Approximately $5,340,000 and $8,235,000 of the our capital expenditures for 2001 and 2002 were through capitalized lease financing. These capital expenditures consisted principally of purchases of slot machines, hotel room renovations and ongoing property enhancements.

16

Table of Contents

Summary of the Partnership’s Public Indebtedness

At December 31, 2002, our debt consisted primarily of the (i) Bank Credit Facility, (ii) Mortgage Notes and (iii) PIK Notes.

Bank Credit Facility. On July 12, 2002, we redeemed (i) $62 million principal amount of Castle Funding’s 10-1/4% Senior Secured Notes due April 30, 2003 and (ii) $5 million principal amount of Trump Marina, Inc.’s 10-1/4% Working Capital Loan due April 30, 2003 with the net proceeds of the Bank Credit Facility. We entered into the Bank Credit Facility with a syndicate of banks on June 12, 2002. The Bank Credit Facility bears interest, payable monthly, at a fluctuating rate based upon the Eurodollar rate (LIBOR based)(6.9375% as of December 31, 2002), is secured on a first-priority basis by substantially all our owned and leased real and personal property and is scheduled to mature on November 1, 2003. The Bank Credit Facility was repaid on March 25, 2003, the closing date of the TCH Note Offering, with a portion of the net proceeds of the TCH Note Offering.

Mortgage Notes. The Mortgage Notes bear interest at the rate of 11-3/4% per annum, payable in cash on May 15th and November 15th of each year, and mature on November 15, 2003. The Mortgage Notes are currently redeemable by Castle Funding at the rate of 100% of the outstanding principal amount and accrued interest, and are secured by a promissory note of the Partnership to Castle Funding, or the Partnership Note, in an amount necessary to service the Mortgage Notes. The Partnership Note is secured by a mortgage on Trump Marina and substantially all of the assets of the Partnership, and has been assigned by Castle Funding to the Trustee to secure repayment of the Mortgage Notes. The Partnership has also guaranteed, or the Guaranty, the payment of the Mortgage Notes, which Guaranty is secured by a mortgage on Trump Marina. The Partnership Note and the Guaranty are expressly subordinated to the Bank Credit Facility, and the liens on the mortgages securing the Partnership Note and the Guaranty are subordinate to the liens securing the Bank Credit Facility. As of December 31, 2002, $242,141,000 principal amount of the Mortgage Notes was outstanding. The Mortgage Notes were called for redemption on March 25, 2003, the closing date of the TCH Note Offering.

PIK Notes. The PIK Notes bear interest at the rate of 13-7/8% per annum, payable semiannually at Castle Funding’s option in whole or in part in cash and through the issuance of additional PIK Notes through November 15, 2003. After November 15, 2003, interest on the PIK Notes is payable only in cash. The PIK Notes mature on November 15, 2005 and are redeemable at Castle Funding’s option at 100.0% of the outstanding principal amount and accrued interest. Under certain circumstances, a specified percentage is required to be redeemed from the proceeds of any equity offering of the Partnership. Interest payments of $15,188,000, $17,368,000 and $17,805,000 were made in the fiscal years ended December 31, 2000, 2001 and 2002, respectively, through the issuance of additional PIK Notes. THCR Holdings owns approximately 91% of the outstanding PIK Notes. As of December 31, 2002, approximately $156.2 million principal amount of the PIK Notes were outstanding, approximately $141.9 million principal amount of which were owned by THCR. The PIK Notes were called for redemption on March 25, 2003, the closing date of the TCH Note Offering.

Upon consummation of the TCH Note Offering, the Mortgage Notes and the PIK Notes held by non-affiliates were irrevocably called for redemption at the date occurring 30 days after the closing date of the Offering at the applicable price specified in the relevant indenture, which is 100.0% of the face amount thereof, plus accrued interests to the redemption date. Also, $141.9 million principal amount of PIK Notes held by THCR Holdings and pledged as collateral security for the THCR Holdings Senior Notes were contributed to the Partnership and Castle Funding and were cancelled without payment.

17

Table of Contents

Contractual Obligations and Commercial Commitments.

The following table sets forth summaries of the Partnership’s obligations and commitments as of December 31, 2002, to make future payments under contracts, such as debt and lease agreements.

For further information describing provisions of the above contractual obligations, refer to “Notes to Consolidated Financial Statements.”

Effects of Transactions with Related and Certain Other Parties.

Affiliate party transactions are governed by the provisions of the Partnership’s indentures, which provisions generally require that such transactions be on terms as favorable as would be obtainable from an unaffiliated party, and require the approval of a majority of the independent directors of the Partnership for certain affiliated transactions.

Trump and certain affiliates have engaged in certain related party transactions with respect to THCR and its subsidiaries.

18

Table of Contents

Results of Operations

The financial information presented below reflects the financial condition and results of operations of the Partnership. Castle Funding is a wholly owned subsidiary of the Partnership and conducts no business other than collecting amounts due under certain intercompany notes from the Partnership for the purpose of paying principal of, premium, if any, and interest on its indebtedness, which Castle Funding issued as a nominee for the Partnership.

Gaming revenues are the primary source of the Partnership’s revenues and primarily consist of slot machine and table game win. The following table details activity for the major components of gaming revenue:

Results of Operations for the Years Ended December 31, 2001 and 2002

Table game revenues increased approximately $833,000 (1.3%) to $64,155,000 for the year ending December 31, 2002 from $63,322,000 for the year ended December 31, 2001. This increase was due primarily to a higher table game win percentage of 17.0% for the twelve months ended December 31, 2002, as compared to 16.5% for the twelve months ended December 31, 2001. Table game revenues represent the amount retained by the Partnership from amounts wagered at table games. The table game win percentage tends to be fairly constant over the long term, but may vary significantly in the short term due to the large wagers by “highrollers.” The Atlantic City industry table game win percentages were 15.6% and 15.7% for the years ended December 31, 2001 and 2002, respectively.

19

Table of Contents

Slot revenues increased approximately $14,511,000 (7.2%) to $216,937,000 for the year ended December 31, 2002 from $202,426,000 for the year ended December 31, 2001, due primarily to an increased slot handle of approximately $135,215,000 (5.2%). The increased slot handle is due primarily to sustained marketing programs and events designed specifically for the slot customer.

Nongaming revenues, in aggregate, increased by approximately $1,240,000 (2.1%) to $61,639,000 for the year ended December 31, 2002 from $60,399,000 for the year ended December 31, 2001. Cash sales from nongaming operations increased by approximately $1,985,000 (8.2%) to $26,268,000 for the year ended December 31, 2002 from $24,283,000 for the year ended December 31, 2001. Also, promotional allowances decreased approximately $685,000 (0.9%) to $73,288,000 for the year ending December 31, 2002 from $73,973,000 for the year ended December 31, 2001. These results reflect the continued strategy designed to efficiently utilize marketing costs and to increase cash sales from nongaming operations.

Gaming costs and expenses increased approximately $3,095,000 (2.5%) to $127,417,000 for the year ended December 31, 2002 from $124,322,000 for the year ended December 31, 2001. This was due primarily to the increased spending on marketing programs, which was incurred to stimulate gaming revenues.

Room costs increased by approximately $969,000 (27.1%) to $4,541,000 for the year ended December 31, 2002 from $3,572,000 for the year ended December 31, 2001. This increase is due primarily to associated costs incurred related to a 27.9% increase in the number of cash rooms sold for the year ended December 31, 2002 as compared to the year ended December 31, 2001.

Food and beverage costs increased by approximately $281,000 (2.8%) to $10,435,000 for the year ended December 31, 2002 from $10,154,000 for the year ended December 31, 2001. This increase is due primarily to costs incurred related to a 6.2% increase in food and beverage cash revenues generated in 2002 as compared to 2001.

General and administrative costs and expenses increased approximately $4,084,000 (6.1%) to $70,529,000 for the year ended December 31, 2002 from $66,445,000 for the year ended December 31, 2001. This increase is due primarily to costs incurred related to real estate taxes, the Services Agreement, and the additional write-off of CRDA deposits, which were necessitated due to additional donations the Partnership committed to during the year ended December 31, 2002.

Debt renegotiation costs of $1,345,000 for the year ended December 31, 2002 were expenses related to abandoned efforts to refinance the existing long term debt of the Registrants (See Note 6).

On July 3, 2002, the State of New Jersey passed the Business Tax Reform Act. This Act, among other things, suspended the use of the New Jersey net operating loss carryforwards for two years and introduced a new Alternative Minimum Assessment amount under the New Jersey corporate business tax based on gross receipts or gross profits, as defined. The Business Tax Reform Act is retroactive to January 1, 2002. As a result of the change in the tax law, Marina Associates has recorded a charge to provision for income tax expense of $1,200,000 for the year ended December 31, 2002.

Interest expense increased approximately $3,518,000 (5.9%) to $63,574,000 for the year ended December 31, 2002 from $60,056,000 for the year ended December 31, 2001 primarily due to an increase in the outstanding principal of the PIK Notes. THCR Holdings owned approximately 91% of the PIK Notes. See “Business; Recent Events.”

20

Table of Contents

Cash flow from operations was sufficient to provide for cash interest expense in 2002 and in prior years. Capital expenditures, however, were limited due primarily to the high level of interest expense on the Partnership’s public debt issues.

Results of Operations for the Years Ended December 31, 2000 and 2001

Table game revenues decreased approximately $9,745,000 (13.3%) to $63,322,000 for the year ending December 31, 2001 from $73,067,000 for the year ended December 31, 2000. This decrease was due primarily to a $56,093,000 (12.7%) decrease in table drop. Table game revenues represent the amount retained by the Partnership from amounts wagered at table games. The table game win percentage tends to be fairly constant over the long term, but may vary significantly in the short term due to the large wagers by “highrollers.” The Atlantic City industry table game win percentages were 15.4% and 15.6% for the years ended December 31, 2000 and 2001, respectively.

Slot revenues increased approximately $9,475,000 (4.9%) to $202,426,000 for the year ended December 31, 2001 from $192,951,000 for the year ended December 31, 2000, due primarily to an increased slot handle of approximately $140,316,000 (5.7%). The increased slot handle is due primarily to sustained marketing programs and events designed specifically for the slot customer.

Promotional allowances increased approximately $4,092,000 (5.9%) to $73,973,000 for the year ending December 31, 2001 from $69,881,000 for the year ended December 31, 2000. This was due primarily to increased spending in promotional and complimentary marketing programs, which was incurred to stimulate slot revenues.

Gaming costs decreased approximately $3,910,000 (3.0%) to $124,322,000 for the year ended December 31, 2001 from $128,232,000 for the year ended December 31, 2000. These savings are primarily the result of a decrease in promotional and complimentary expenses achieved by eliminating less profitable programs.

Room costs decreased by approximately $700,000 (16.4%) to $3,572,000 for the year ended December 31, 2001 from $4,272,000 for the year ended December 31, 2000. This decrease is due primarily to associated costs incurred related to a 27.3% decrease in the number of cash rooms sold in 2001 as compared to 2000. This reduction reflects a change in marketing strategy in response to industry trends, which increased the offerings of complimentary rooms to patrons in 2001. In some cases, as a result of this change in marketing strategy, the same person who received a cash room at a discounted price in 2000 may have been offered a complimentary room in 2001.

Food and beverage costs decreased by approximately $773,000 (7.1%) to $10,154,000 for the year ended December 31, 2001 from $10,927,000 for the year ended December 31, 2000. This decrease is due primarily to associated costs incurred related to an 8.1% decrease in food and beverage cash revenues generated in 2001 as compared to 2000.

General and administrative costs and expenses decreased approximately $2,112,000 (3.1%) to $66,445,000 for the year ended December 31, 2001 from $68,557,000 for the year ended December 31, 2000. This variance is due primarily to the additional writeoff of CRDA deposits, which were necessitated due to additional donations the Partnership committed to during the year ended December 31, 2000.

Cash flow from operations was sufficient to provide for cash interest expense in 2001 and in prior years. Capital expenditures, however, were limited due primarily to the high level of interest expense on the Partnership’s public debt issues.

Interest expense increased approximately $3,281,000 (5.8%) to $60,056,000 for the year ended December 31, 2001 from $56,775,000 for the year ended December 31, 2000 primarily due to an increase in the outstanding

21

Table of Contents

principal of the PIK Notes. THCR Holdings owned approximately 91% of the PIK Notes. See “Business; Recent Events.”

Critical Accounting Policies

The preparation of our financial statements in conformity with generally accepted accounting principles in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Management periodically evaluates the Partnership’s policies and the estimates and assumptions related to such policies. The Partnership operates in a highly regulated industry and is subject to regulations that describe and regulate operating and internal control procedures. The Partnership believes its most critical accounting policies and significant estimates are described below.

Revenue Recognition and Allowance for Doubtful Accounts

The majority of the Partnership’s revenue is from gaming activities, and the majority of such revenue is derived from cash, which by nature does not require complex estimations. The Partnership does extend credit to customers on a discretionary basis to certain qualified patrons. Credit play as a percentage of total dollars wagered has been approximately 20% for the past three years. The Partnership establishes credit limits based upon the particular patron’s creditworthiness, as determined by an examination of various factors including a credit check of the patron, checking the patron’s personal checking account balance, and checking the patron’s credit limits and indebtedness at other casinos. The Partnership maintains an allowance for doubtful accounts for those customers whose checks have been unable to be deposited due to non-sufficient funds. This allowance is based on a specific review of customer accounts as well as a review of the history of write-offs of returned markers. Management believes that the reserve recorded is reasonable; however, these estimates could change in the near term based on actual collection experience with each returned marker.

Long-lived Assets

Management has determined that the Partnership’s policy associated with its long-lived assets and the related estimates is critical to the preparation of the consolidated financial statements. The Partnership has a significant investment in long-lived property and equipment. Management estimates that the undiscounted future cash flows expected to result from the use of these assets exceed the current carrying value of these assets. Any adverse change to the estimate of these undiscounted cash flows could necessitate an impairment charge that would adversely affect operating results. Management estimates the useful lives for the Partnership’s assets based on historical experience and the estimates of assets’ commercial lives. Should the actual useful life of a class of assets differ from the estimated useful life, an impairment charge would be recorded. Management reviews useful lives and obsolescence and assesses commercial viability of the Partnership’s assets periodically.

Self-Insurance Reserves

Self-insurance reserves represent the estimated amounts of uninsured claims related to employee health medical costs, workers’ compensation, and personal injury claims that have occurred in the normal course of business. These reserves are established by management based upon specific review of open claims, with consideration of incurred but not reported claims as of the balance sheet date. The costs of the ultimate disposition of these claims may differ from these reserve numbers.

Recent Accounting Pronouncements

In July 2001, the FASB issued Statement No. 141 “Business Combinations” (“SFAS 141”) and Statement No. 142 “Goodwill and Other Intangible Assets” (“SFAS 142”). SFAS 141 is effective as follows: a) use of the pooling-of-interest method is prohibited for business combinations initiated after June 30, 2001; and b) the provisions of SFAS 141 also apply to all business combinations accounted for by the purchase method that are completed after June 30, 2001. SFAS 142 is effective for fiscal years beginning after December 15, 2001 and applies to all goodwill and other intangible assets recognized in an entity’s statement of financial position at that date, regardless of when those assets were initially recognized. The effect of adoption of these pronouncements did not have any impact on the Partnership.

In July 2001, the FASB issued SFAS No. 143, “Accounting for Asset Retirement Obligations.” This standard addresses the financial accounting and reporting for obligations associated with the retirement of tangible long-lived assets and the associated asset retirement costs. The standard is effective for fiscal years beginning after June 15, 2002. The Partnership does not expect the adoption of SFAS No. 143 to have an impact on the Partnership’s financial results.

22

Table of Contents

In August 2001, the FASB issued SFAS No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets.” This standard addresses financial accounting and reporting for the impairment or disposal of long-lived assets. The standard is effective for fiscal years beginning after December 31, 2001. The Partnership adopted SFAS No. 144 on January 1, 2002 and the effect of adoption had no impact to the Partnership.

In April, 2002, the FASB issued No. 145, “Recission of FASB Statements No. 4, 44 and 64, Amendment of FASB Statement No. 13, and Technical Corrections”. SFAS No. 145 requires, among other items, gains or losses of extinguishment of debt to be classified as income (loss) from continuing operations rather than as an extraordinary item as previously required under SFAS No. 4 unless such extinguishment is determined to be extraordinary pursuant to Accounting Principles Board (“APB”) Opinion No. 30, “Reporting the Results of Operations—Reporting the Effects of Disposal of a Segment of a Business, and Extraordinary, Unusual and Infrequently Occurring Transactions”. SFAS No. 145 was effective for financial statements issued on or after May 15, 2002. The Partnership adopted the provisions of SFAS No. 145 during 2002, and the effect of adoption was not material to the Partnership.

In June 2002 the FASB issued SFAS No. 146 “Accounting for Costs Associated with Exit or Disposal Activities”. This pronouncement, which nullifies EITF 94-3, “Liability Recognition for Certain Employee Termination Benefits and Other Costs to Exit on Activity (including Certain Costs Incurred in a Restructuring)”, addresses the accounting and reporting for costs associated with exit or disposal activities and is effective for exit or disposal activities initiated after December 31, 2002. The Partnership does not expect the adoption of SFAS No. 146 to have a material impact on the Partnership’s financial position or results of operations.

In November 2002, the FASB issued Interpretation No. 45, “Guarantor’s Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others, an Interpretation of FASB Statements No. 5, 57, and 107 and Rescission of FASB Interpretation No. 34” (“FIN No. 45”). The interpretation requires that upon issuance of a guarantee, the entity must recognize a liability for the fair value of the obligation it assumes under that obligation. This interpretation is intended to improve the comparability of financial reporting by requiring identical accounting for guarantees issued with separately identified consideration and guarantees issued without separately identified consideration. For the company, the initial recognition, measurement provision and disclosure requirements of FIN No. 45 are applicable to guarantees issued or modified after December 31, 2002. The Partnership is currently evaluating what impact, if any, adoption of FIN No. 45 will have on its financial position, results of operations, or liquidity.

In January 2003, the FASB issued Interpretation No. 46, “Consolidation of Variable Interest Entities” (“FIN No. 46”). This interpretation clarifies the application of Accounting Research Bulletin No. 51, “Consolidated Financial Statements,” to certain entities in which equity investors do not have the characteristics of a controlling financial interest or do not have sufficient subordinated financial support from other parties. FIN No. 46 applies immediately to variable interest entities created after January 31, 2003, and to variable interest entities in which an enterprise obtains an interest after that date. For existing variable interest entities, the consolidated requirement is effective for interim or annual financial statements beginning after June 15, 2003. The Partnership is evaluating whether it has any variable interest entities, which will be subject to consolidation pursuant to FIN No. 46.

Seasonality

Our cash flows from operating activities are seasonal in nature. Spring and summer are traditionally Trump Marina’s peak seasons, with autumn and winter being non-peak seasons. Therefore, our operating results for the two quarters ending in March and December are not historically as profitable as the two quarters ending in June and September. Any excess cash flow achieved from operations during peak seasons is used to subsidize non-peak seasons. Performance in non-peak seasons is usually dependent on favorable weather and a long-weekend holiday calendar. In the event that we are unable to generate excess cash flows in one or more peak seasons, we may not be able to subsidize non-peak seasons, if necessary.

Inflation

There was no significant impact on the Partnership’s operations as a result of inflation in 2000, 2001 or 2002.

ITEM 7A.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Management has reviewed the disclosure requirements for Item 7A and, based upon the Partnership, Castle Funding and Trump Marina, Inc.’s current capital structure, scope of operations and financial statement structure, management believes that such disclosure is not warranted at this time. Since conditions may change, the Partnership, Castle Funding and Trump Marina, Inc. will periodically review its compliance with this disclosure requirement to the extent applicable.

23

Table of Contents

ITEM 8.    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

An index to financial statements and required financial statement schedules is set forth in Item 15.

ITEM 9.    DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

See our Current Report on Form 8-K, dated June 3, 2002, filed with the Securities and Exchange Commission on June 4, 2002.

24

Table of Contents

PART III

ITEM 10.    DIRECTORS AND EXECUTIVE OFFICERS.

All decisions affecting the business and affairs of the Partnership, including the operation of Trump Marina, had been decided by the general partners acting by and through a Board of Partner Representatives, which included a minority of Representatives elected indirectly by the holders of the Mortgage Notes and the PIK Notes. Such persons also served as members of the Board of Directors of Trump Marina, Inc., the general partner of the Partnership. Upon the consummation of the TCH Note Offering, the Board of Partner Representatives was disbanded.

Set forth below are the names, ages, positions and offices held with Trump Marina, Inc., Castle Funding and the Partnership and a brief account of the business experience during the past five years of each member of the Board of Directors of Trump Marina, Inc., and executive officer of Trump Marina, Inc., Castle Funding and the Partnership.

25

Table of Contents

Donald J. Trump (56 years old) served as Chairman of the Board of Partner Representatives of the Partnership from May 1992 until the consummation of the TCH Note Offering and was Chairman of the Executive Committee of the Partnership from June 1985 to May 1992. Trump is the Chairman of the Board of Directors of Funding, served as President and Treasurer of Funding until April 1998, and has served as President and Chief Executive Officer of Funding since June 2000. Trump has served as the Chairman of the Board of Directors of TCHI since its formation in March 1985, and has been the President and Chief Executive Officer of TCHI since June 2000. Mr. Trump has been the Chairman of the Board of THCR and THCR Funding since their formation in 1995, and has been serving as the President and Chief Executive Officer of THCR, THCR Funding and THCR Holdings since June 2000. Trump was a 50.0% stockholder, the Chairman of the Board of Directors, President and Treasurer of Trump Plaza GP, a New Jersey corporation (“Trump Plaza GP”), until June 1993. Trump was Chairman of the Executive Committee and President of Plaza Associates from May 1986 to May 1992, and was the managing general partner of Plaza Associates until June 1993. Trump has been the Chairman of the Board of Directors of Trump AC Holding since February 1993, served as the President of Trump AC Holding from February 1993 until December 1997 and has been serving as President of Trump AC Holding since June 2000. Trump was a partner in Trump AC from February 1993 until June 1995. Trump has been Chairman of the Board of Directors of Trump AC Funding since its formation in January 1996 and the Chairman of the Board of Directors of Funding II and Funding III since their formation in November 1997. Since June 2000, Trump has also been serving as the President and Chief Executive Officer of Trump AC Funding, Funding II and Funding III. Trump has been Chairman of the Board of Directors of THCR Holding Corp. and THCR/LP since October 1991; President and Treasurer of THCR Holding Corp. since March 1991; President and Treasurer of THCR/LP since June 2000; Chairman of the Board of Directors, President and Treasurer of TCI since June 1988; Chairman of the Executive Committee of Taj Associates from June 1988 to October 1991 and Chief Executive Officer since June 2000; and President and sole Director of Realty Corp. since May 1986. Trump has been the sole director of TACC since March 1991. Trump was President and Treasurer of TACC from March 1991 until December 1997, and has been the President of TACC since June 2000. Trump has been the Chairman of the Board of Directors, President and Treasurer of Plaza Funding since its formation in March 1986. Trump has been the sole director of Trump Indiana since its formation. Trump has been the President, Treasurer, sole director and sole stockholder of TCI and TCI-II since their formation in June 1988 and November 1991, respectively. Trump has been a Director of THCR Enterprises, Inc., a Delaware corporation (“THCR Enterprises”), since its formation in January 1997 and has served the President of THCR Enterprises since June 2000. Trump is also the President of The Trump Organization, Inc. which has been in the business, through its affiliates and subsidiaries, of acquiring, developing and managing real estate properties for more than the past five years. Trump was a member of the Board of Directors of Alexander’s Inc. from 1987 to March 1992.

Mark A. Brown (42 years old) was appointed Chief Operating Officer of THCR effective June 13, 2000, at which time he was also appointed President and Chief Executive Officer of each of Taj Associates, Plaza Associates, the Partnership and Trump Indiana. Mr. Brown served as President and Chief Operating Officer of Taj Associates since January 2000. Mr. Brown was President and Chief Operating Officer of the Partnership from November 1997 until his transfer to Taj Associates and Executive Vice President of Operations of the Partnership from July 1995 until November 1997 and was Vice President of TCHI until his transfer to Taj Associates. From 1993 until 1995, Mr. Brown served as Senior Vice President of Eastern Operations for Caesars World Marketing Corporation, National and International Divisions. Prior to that, Mr. Brown served as Vice President of Casino Operations at the Taj Mahal from 1989 until 1993. From 1979 until 1989, Mr. Brown worked for Resorts International Hotel Casino departing as Casino Shift Manager.

Robert M. Pickus (48 years old) has served as a director of TCHI since October 1995 and as Secretary of TCHI and Funding since April 1998. Mr. Pickus has been the Executive Vice President of Corporate and Legal Affairs of the Partnership since February 1995, Secretary of the Partnership since February 1996 and a member of the Board of Partner Representatives of the Partnership from October 1995 until the consummation o the TCH Note Offering. Mr. Pickus has been Executive Vice President, General Counsel and Secretary of THCR since its formation in 1995. He has also been the Executive Vice President of Corporate and Legal Affairs of Plaza Associates since February 1995. Since April 2000, Mr. Pickus has been serving as the Executive Vice President and General Counsel of each of THCR Holdings and Trump AC, and as the President of TCS. From December 1993 to February 1995, Mr. Pickus was the Senior Vice President and General Counsel of Plaza Associates. Mr. Pickus served as the Assistant Secretary of Trump AC Holding from April 1994 until February 1998. Since

26

Table of Contents

February 1998, Mr. Pickus has served as the Secretary of Trump AC Holding. Mr. Pickus has been the Secretary and a director of Trump AC Funding since its formation in January 1996, and the Secretary and a director of Funding II and Funding III since their formation in November 1997. Mr. Pickus has been the Vice President and Secretary of Plaza Funding since its inception in March 1986. Mr. Pickus has been the Executive Vice President and Secretary of Trump Indiana since its inception in December 1992. Mr. Pickus has been the Executive Vice President of Corporate and Legal Affairs of Taj Associates since February 1995, and a Director of THCR Holding Corp. and THCR/LP from November 1995 through May 2000. Mr. Pickus has been the Secretary of THCR Holding Corp. since January 1997 and the Secretary and Vice President of THCR/LP since June 2000. He was the Senior Vice President and Secretary of Funding from June 1988 to December 1993 and General Counsel of the Partnership from June 1985 to December 1993. Mr. Pickus served as the Assistant Secretary of TACC until February 1998. Since February 1998, Mr. Pickus has served as the Secretary of TACC. Mr. Pickus was also Secretary of TCHI from October 1991 until December 1993. Mr. Pickus has been the Vice President, Secretary and Director of THCR Enterprises since January 1997, and has been Executive Vice President of TCS since its inception in June 1996 and was President from November 1998 to June 2000. He has been admitted to practice law in the states of New York and New Jersey since 1980, and in the Commonwealth of Pennsylvania since 1981.

Francis X. McCarthy, Jr. (50 years old) has served as the Chief Financial Officer, Chief Accounting Officer and Assistant Treasurer of Funding since August 2000 and the Chief Financial Officer of the Partnership since August 2000. Mr. McCarthy has served as Executive Vice President of Corporate Finance and Chief Financial Officer of THCR, THCR Holdings and THCR Funding since September 1998. Mr. McCarthy has been the Chief Financial Officer of Trump AC, Trump AC Funding, Funding II and Funding III since September 1998. Mr. McCarthy has been the Executive Vice President of Corporate Finance of TCS since October 1996. Mr. McCarthy was Vice President of Finance and Accounting of Trump Plaza GP from October 1992 until June 1993, Senior Vice President of Finance and Administration of Plaza Associates from August 1990 to June 1994 and Executive Vice President of Finance and Administration of Plaza Associates from June 1994 to October 1996. Mr. McCarthy previously served in a variety of financial positions for Greate Bay Hotel and Casino, Inc. from June 1980 through August 1990.

John P. Burke (55 years old) has been the Corporate Treasurer of the Partnership since October 1991, the Vice President of the Partnership, Funding and TCHI since December 1993, the Treasurer of TCHI since April 1998, and a member of the Board of Partner Representatives of the Partnership from March 1997 until the consummation of the TCH Note Offering. Mr. Burke served as the Senior Vice President of Corporate Finance of THCR from January 1996 to June 1997. Mr. Burke served as the Senior Vice President of THCR, THCR Holdings and THCR Funding from June 1997 to January 1999. Mr. Burke has served as Executive Vice President of THCR, THCR Holdings, THCR Funding and Trump AC since January 1999. Mr. Burke has been the Corporate Treasurer of THCR, THCR Holdings and THCR Funding since their formation in 1995. He has also been Corporate Treasurer of Plaza Associates and Taj Associates since October 1991. Mr. Burke has been the Treasurer of Trump Indiana since its formation. Mr. Burke has been Treasurer of Trump AC Funding since its formation in January 1996 and Treasurer of Funding II and Funding III since their formation in November 1997. Mr. Burke has been Treasurer of TACC since February 1998. Mr. Burke was a Director of THCR/LP and THCR Holding Corp. from October 1991 to April 1996 and was Vice President of THCR/LP until June 1995. Mr. Burke has served as the Assistant Treasurer of THCR Holding Corp. and THCR/LP since February 1998. Mr. Burke has been the Vice President of TCI-II since December 1993, and the Vice President-Finance of The Trump Organization since September 1990. Mr. Burke was an Executive Vice President and Chief Administrative Officer of Imperial Corporation of America from April 1989 through September 1990. Mr. Burke has been the Vice President and Treasurer of THCR Enterprises since January 1997.

Paul R. Ryan (47 years old) has been serving as the Chief Operating Officer of Marina Associates since October 2002. Mr. Ryan served as Vice President of Hotel Operations of Marina Associates from March 1997 to January 2000. From January 2000 to October 2002, Mr. Ryan served in various capacities with Trump Taj Mahal Associates, including as the Senior Vice President of Hotel Operations from January 2000 to July 2000 and Executive Vice President of Hotel/Food & Beverage Operations from July 2000 to October 2002.

Daniel M. McFadden (37 years old) has served as the Vice President of Finance of the Partnership since September 2001. Mr. McFadden previously served as Director of Finance since joining the Partnership in

27

Table of Contents

November 1998. Prior to joining the Partnership, Mr. McFadden served Trump Taj Mahal Associates and Trump Casino Services, LLC in various financial positions since December 1989.

Each person listed above has been licensed or found qualified by the CCC.

Code of Ethics

In January 2003, the Board of Directors of the Registrants’ parent company, THCR, adopted a Code of Ethics that applies to its and our executive officers, including, among others, our chief executive officers and senior financial officers. The Code is intended to qualify as a “code of ethics” as defined by the SEC’s Sarbanes-Oxley Act of 2002, and is designed to deter wrongdoing and to promote:

We have filed the Code as an exhibit to this Form 10-K.

ITEM 11.    EXECUTIVE COMPENSATION.

Executive officers of Trump Marina, Inc. and Castle Funding do not receive any additional compensation for serving in such capacity. In addition, the Partnership, Trump Marina, Inc. and Castle Funding do not offer their executive officers stock option or stock appreciation right plans, long-term incentive plans or defined benefit pension plans.

28

Table of Contents

Summary Compensation Table

The following table sets forth compensation paid or accrued during the years ended December 31, 2002, 2001 and 2000 to the Chairman of the Partnership’s Board of Representatives, the Chief Executive Officer of the Partnership, the current Chief Operating Officer of the Partnership and the former Current Operating Officer of the Partnership who served as such during the fiscal year ended 2002 and each of the four highly compensated executive officers of the Partnership whose salary and bonus exceeded $100,000 for the year ended December 31, 2002 (collectively, the “Named Executive Officers”).

SUMMARY COMPENSATION TABLE

29

Table of Contents

Employment Agreements, Termination of Employment and Change-in-Control Arrangements

Mark A. Brown. Mr. Brown serves as the President and Chief Executive Officer of the Partnership, Trump Taj Mahal Associates, Trump Plaza Associates and Trump Indiana, Inc. (collectively referred to as the Trump Entities) pursuant to an employment agreement, dated August 2, 2000, or the Brown Employment Agreement, by and among Mr. Brown and the Trump Entities. The Brown Employment Agreement, the term of which was effective as of July 1, 2000 and was extended on December 11, 2002 to expire on December 31, 2006, provides for an annual salary of (i) $1.5 million for the 12-month period commencing January 1, 2003; (ii) $1.6 million for the 12-month period commencing January 1, 2004; (iii) $1.7 million for the 12-month period commencing January 1, 2005 and (iv) $1.8 million for the 12-month period commencing January 1, 2006. The Brown Employment Agreement may be terminated by the Trump Entities for “Cause,” defined in the Brown Employment Agreement as (i) the revocation of Mr. Brown’s casino key employee license, (ii) Mr. Brown’s conviction for certain crimes, (iii) Mr. Brown’s disability or death or (iv) Mr. Brown’s breach of loyalty to the Trump Entities. Upon termination for “Cause,” Mr. Brown is entitled to receive compensation earned as of the date of termination; provided, however, that if Mr. Brown’s employment is terminated due to Mr. Brown’s disability or death, Mr. Brown or his estate, as the case may be, will be entitled to a lump sum severance payment equal to six months’ compensation based on his then current salary. Mr. Brown may terminate the Brown Employment Agreement at any time following a “Change of Control,” effective on the 30th day after such effective notice, and Mr. Brown shall be entitled to receive a lump sum payment for the full amount of unpaid compensation for the full term of the Brown Employment Agreement. “Change of Control” is defined in the Brown Employment Agreement as (i) the acquisition of (x) the Trump Entities or (y) more than thirty-five percent (35.0%) of THCR’s common stock, or equivalent limited partnership interests, by an unrelated party or (ii) the sale or long-term lease of all or substantially all of the assets of Trump Entities. Also, in the event Mr. Brown is transferred to a position located outside of Atlantic City, New Jersey, Mr. Brown shall have the right to terminate the Brown Employment Agreement within seven days of the occurrence of such transfer and shall be entitled to receive a severance payment equal to three months’ compensation based on his then current salary. During the term of the Brown Employment Agreement, Mr. Brown has agreed not to obtain employment for or on behalf of any other casino hotel located in Atlantic City, New Jersey.

Paul R. Ryan. Mr. Ryan serves as the Chief Operating Officer of Trump Marina pursuant to an employment agreement, dated October 9, 2002, or the Ryan Employment Agreement. Pursuant to the Ryan Employment Agreement, Mr. Ryan is paid an annual base salary of $290,000 per year plus executive comping privileges available to similarly situated executives. The Ryan Employment Agreement expires on July 31, 2005, unless terminated earlier by Mr. Ryan or the Partnership. Mr. Ryan has agreed that throughout the term of the Ryan Employment Agreement, he shall devote his full time, attention and efforts to the Partnership and shall not, directly or indirectly, work for, consult with or otherwise engage in any other activities of a business nature for any other person or entity, without the Partnership’s prior written consent. In the event the Ryan Employment Agreement is terminated by Mr. Ryan or the Partnership for any reason, Mr. Ryan has agreed that for a period of six months after such termination, he will not accept employment, either as an employee, consultant or independent contractor, with or on behalf of any Atlantic City casino licensee or casino license applicant; provided, however, Mr. Ryan may work at another casino property in Atlantic City owned by THCR. Mr. Ryan has also agreed that for a period of six months following the expiration or termination, as the case may be, of the Ryan Employment Agreement, Mr. Ryan will not solicit or contact, directly or indirectly, any customers met, serviced, developed or continued to develop during his tenure with the Partnership nor will he solicit or otherwise discuss employment, directly or indirectly, with any employees of the Partnership or any of its related or affiliated companies. The Ryan Employment Agreement may be terminated by the Partnership for “Cause,” defined in the Ryan Employment Agreement as (i) Mr. Ryan’s breach of the Ryan Employment Agreement or of any employee conduct rules; (ii) Mr. Ryan’s refusal to perform his duties under the Ryan Employment Agreement; (iii) the failure to reach performance goals established by the Partnership; (iv) any act which in the Partnership’s sole opinion would adversely reflect upon the Partnership or would impair Mr. Ryan’s ability to effectively perform his duties under the Ryan Employment Agreement; (v) alcohol or drug addiction; or (vi) Mr. Ryan’s disability or death. In the event of such earlier termination, the Partnership shall pay Mr. Ryan his salary earned to the date of termination and shall have no further liability or obligation to Mr. Ryan under the Ryan Employment Agreement. Also, the Partnership may terminate the Ryan Employment Agreement for no cause in its sole discretion

30

Table of Contents

immediately upon notice to Mr. Ryan. In such event, Mr. Ryan shall be paid his then current salary for the lesser of six months or the number of months then remaining under the Ryan Employment Agreement. Unless extended past the expiration date of the Ryan Employment Agreement, Mr. Ryan’s employment shall continue on an “at-will” basis.

Lawrence J. Mullin.    Mr. Mullin served as the Partnership’s Chief Operating Officer pursuant to an employment agreement, as amended in January 2000 (the “Mullin Employment Agreement”). The Mullin Employment Agreement was to expire on January 2, 2003 and provided for an annual base salary of (i) $350,000 in 2000, (ii) $400,000 in 2001 and (iii) $450,000 in 2002, plus a discretionary bonus. Mr. Mullin terminated the Mullin Employment Agreement in October 2002.

Daniel M. McFadden.    Mr. McFadden serves as the Vice President of Finance of the Partnership pursuant to an employment agreement, dated October 15, 2002, or the McFadden Employment Agreement. Pursuant to the McFadden Employment Agreement, Mr. McFadden is paid an annual base salary of $115,000 per year plus executive comping privileges available to similarly situated executives. The McFadden Employment Agreement expires on July 31, 2005, unless terminated earlier by Mr. McFadden or the Partnership. Mr. McFadden has agreed that throughout the term of the McFadden Employment Agreement, he shall devote his full time, attention and efforts to the Partnership and shall not, directly or indirectly, work for, consult with or otherwise engage in any other activities of a business nature for any other person or entity, without the Partnership’s prior written consent. In the event the McFadden Employment Agreement is terminated by Mr. McFadden or the Partnership for any reason, Mr. McFadden has agreed that for a period of six months after such termination, he will not accept employment, either as an employee, consultant or independent contractor, with or on behalf of any Atlantic City casino licensee or casino license applicant; provided, however, Mr. McFadden may work at another casino property in Atlantic City owned by THCR. Mr. McFadden has also agreed that for a period of six months following the expiration or termination, as the case may be, of the McFadden Employment Agreement, Mr. McFadden will not solicit or contact, directly or indirectly, any customers met, serviced, developed or continued to develop during his tenure with the Partnership nor will he solicit or otherwise discuss employment, directly or indirectly, with any employees of the Partnership or any of its related or affiliated companies. The McFadden Employment Agreement may be terminated by the Partnership for “Cause,” defined in the McFadden Employment Agreement as (i) Mr. McFadden’s breach of the McFadden Employment Agreement or of any employee conduct rules; (ii) Mr. McFadden’s refusal to perform his duties under the McFadden Employment Agreement; (iii) the failure to reach performance goals established by the Partnership; (iv) any act which in the Partnership’s sole opinion would adversely reflect upon the Partnership or would impair Mr. McFadden’s ability to effectively perform his duties under the McFadden Employment Agreement; (v) alcohol or drug addiction; or (vi) Mr. McFadden’s disability or death. In the event of such earlier termination, the Partnership shall pay Mr. McFadden his salary earned to the date of termination and shall have no further liability or obligation to Mr. McFadden under the McFadden Employment Agreement. Also, the Partnership may terminate the McFadden Employment Agreement for no cause in its sole discretion immediately upon notice to Mr. McFadden. In such event, Mr. McFadden shall be paid his then current salary for the lesser of six months or the number of months then remaining under the McFadden Employment Agreement. Unless extended past the expiration date of the McFadden Employment Agreement, Mr. McFadden’s employment shall continue on an “at-will” basis.

Compensation of the Board of Directors

Each member of the Board of Partner Representative of the Partnership (other than Messrs. Trump, Pickus and Burke) received (i) an annual stipend of $50,000, (ii) $2,500 per meeting attended and (iii) reasonable out-of-pocket expenses incurred in attending any meeting of the Board of Partner Representatives. Upon the consummation of the TCH Note Offering, the Board of Partner Representatives was disbanded and replaced by the Board of Directors of Trump Marina, Inc. (the Partnership’s general partner).

31

Table of Contents

Financial Expert

THCR’s Board of Directors has determined that Mr. Askins, an independent director of THCR, is a “financial expert” (as defined by Section 407 of the Sarbanes-Oxley Act of 2002). Mr. Askins serves on THCR’s Board of Directors as well as its Audit Committee, Stock Incentive Plan Committee, Special Committee and Compensation Committee. Upon the consummation of the TCH Note Offering, the Board of Directors of Trump Marina Inc. replaced the Partnership’s Board of Partner Representatives.

Compensation Committee Interlocks and Insider Participation

In general, the compensation of executive officers of the Partnership had been determined by the Partnership’s Board of Partner Representatives. Executive officers of Castle Funding do not receive any additional compensation for serving in such capacity.

During 2002, we and our subsidiaries were involved in several transactions, or series of similar transactions, in which the amount exceeds $60,000 and in which Mr. Trump had or will have a direct or indirect material interest. Below is a brief description of such transactions. See “Certain Relationships and Related Transactions.”

32

Table of Contents

of the Board of Directors of THCR and of each of its subsidiaries. Mr. Pickus serves on the Boards of Directors of several of THCR’s subsidiaries. We believe that such relationships have not affected the compensation decisions made by the Partnership’s Board of Partner Representatives in the last fiscal year. Messrs. Pickus and Burke are compensated for their services through the Casino Services Agreement. See “Business; Certain Agreements; Casino Services Agreement.” Mr. Trump was compensated pursuant to the Castle Services Agreement which was terminated upon the consummation of the TCH Note Offering.

The table below reflects the ownership of Castle Funding’s and of Trump Marina, Inc.’s outstanding voting securities as of March 31, 2003.

Trump Marina, Inc. owns a 1.0% general partnership interest in the Partnership. TCH owns a 99% limited partnership interest in the Partnership. In connection with the TCH Note Offering, the Partnership and Trump Marina, Inc. became wholly-owned subsidiaries of TCH.

ITEM 13.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

Affiliate party transactions have historically been governed by the indentures pursuant to which the Mortgage Notes and PIK Notes have been issued and the credit agreement pertaining to the Bank Credit Facility. Such indebtedness was redeemed and/or repaid with the net proceeds of the TCH Note Offering.

Trump and certain affiliates have engaged in certain related party transactions with respect to the Partnership. See “Executive Compensation; Compensation Committee Interlocks and Insider Participation.”

In March 2000, the Board of Directors of THCR authorized and directed THCR to cause the Partnership to enter into indemnification agreements with each of the Directors of TCHR in connection with the performance of their duties as Directors.

33

Table of Contents

34

Table of Contents

PART IV

35

Table of Contents

36

Table of Contents

37

Table of Contents

(d) Financial Statement Schedules.    See “Financial Statements and Supplementary Data-Index to Financial Statements and Financial Statement Schedules” for a list of the financial statement schedules included in this Annual Report.

38

Table of Contents

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized, on the 31^st day of March 2003.

TRUMP MARINA, INC.

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Annual Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated.

39

Table of Contents

CERTIFICATION

I, DONALD J. TRUMP, certify that:

1.    I have reviewed this annual report on Form 10-K of Trump Marina, Inc.;

2.    Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this annual report;

3.    Based on my knowledge, the financial statements, and other financial information included in this annual report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this annual report;

4.    The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

5.    The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):

6.    The registrant’s other certifying officers and I have indicated in this annual report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

40

Table of Contents

CERTIFICATION

I, JOHN P. BURKE, certify that:

1.    I have reviewed this annual report on Form 10-K of Trump Marina, Inc.;

2.    Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this annual report;

3.    Based on my knowledge, the financial statements, and other financial information included in this annual report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this annual report;

4.    The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

5.    The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):

6.    The registrant’s other certifying officers and I have indicated in this annual report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

41

Table of Contents

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized, on the 31st day of March 2003.

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Annual Report has been signed below by the following persons on behalf of the Registrants and in the capacities and on the date indicated.

42

Table of Contents

CERTIFICATION

I, DONALD J. TRUMP, certify that: