As filed with the Securities and Exchange Commission on February 19, 2004

File No. 333-33200

---

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

---

 

FORM S-3

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

 

---

 

MGM MIRAGE

(Exact name of registrant as specified in its charter)

 

---

 

Delaware		88-0215232
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

 

ADDITIONAL SUBSIDIARY GUARANTOR REGISTRANTS LISTED ON FOLLOWING PAGE

 

3600 Las Vegas Boulevard South

Las Vegas, Nevada 89109

(702) 693-7120

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

 

---

 

Gary N. Jacobs, Esq.

Executive Vice President, General Counsel and Secretary

MGM MIRAGE

3600 Las Vegas Boulevard South

Las Vegas, Nevada 89109

(702) 693-7120

(Name, address, including zip code, and telephone number, including area code, of agent for service)

 

---

 

Copies to:

 

Janet S. McCloud, Esq.

Christensen, Miller, Fink, Jacobs, Glaser, Weil & Shapiro, LLP

10250 Constellation Boulevard, 19th Floor

Los Angeles, California 90067

 

---

 

Approximate date of commencement of proposed sale to the public:     From time to time after the effective date of this Registration Statement.

 

---

 

If the only securities being registered on this Form are being offered pursuant to dividend or interest investment plans, please check the following box.    [_]

 

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box.    [_]

 

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.    [X]  333-33200

 

If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box.    [_]

 

CALCULATION OF REGISTRATION FEE
Title of Each Class of Securities to be Registered		Amount to be Registered(1)		Proposed Maximum Offering Price Per Share(2)		Proposed Maximum Aggregate Offering Price(1)		Amount of Registration Fee
Debt Securities		$(2)		$(2)		$38,000,000		$4,815(3)
Guarantees of Subsidiaries		N/A		N/A		N/A		N/A(4)

---

(1)	In no event will the aggregate maximum offering price of all securities to be registered pursuant to this Post-Effective Amendment to Registration Statement No. 333-33200, and not previously registered, exceed $38 million.

(2)	Omitted pursuant to General Instruction II.D of Form S-3 under the Securities Act.

(3)	Calculated pursuant to Rule 457(o) of the Securities Act.

(4)	No separate fee is payable pursuant to Rule 457(n).

 

---

 

---

Additional Registrants

 

Exact name of registrant as specified in its charter		State or other jurisdiction of incorporation or organization		I.R.S. Employer ID. No.
AC HOLDING CORP.		Nevada		88-0220212
AC HOLDING CORP. II		Nevada		88-0220229
THE APRIL COOK COMPANIES		Nevada		88-0401505
BEAU RIVAGE DISTRIBUTION CORP.		Mississippi		64-0898763
BEAU RIVAGE RESORTS, INC.		Mississippi		88-0340296
BELLAGIO, LLC		Nevada		94-3373852
BELLAGIO II, LLC		Nevada		47-0880256
BOARDWALK CASINO, INC.		Nevada		88-0304201
BUNGALOW, INC.		Mississippi		64-0410882
COUNTRY STAR LAS VEGAS, LLC		Nevada		88-0352410
DESTRON, INC.		Nevada		88-0234293
EGARIM, INC.		Alabama		88-0310857
GRAND LAUNDRY, INC.		Nevada		88-0298834
LV CONCRETE CORP.		Nevada		88-0337406
MAC, CORP.		New Jersey		22-3424950
METROPOLITAN MARKETING, LLC		Nevada		22-3756320
MGM GRAND ATLANTIC CITY, INC.		New Jersey		88-0354792
MGM GRAND CONDOMINIUMS, LLC		Nevada		55-0806676
MGM GRAND DETROIT, INC.		Delaware		91-1829051
MGM GRAND HOTEL, LLC		Nevada		94-3373856
MGM GRAND NEW YORK, LLC		Nevada		03-0524149
MGM GRAND RESORTS, LLC		Nevada		88-0491101
MGM MIRAGE ADVERTISING, INC.		Nevada		88-0162200
MGM MIRAGE AVIATION CORP.		Nevada		88-0173596
MGM MIRAGE CORPORATE SERVICES		Nevada		88-0225681
MGM MIRAGE DESIGN GROUP		Nevada		88-0406202
MGM MIRAGE DEVELOPMENT, INC.		Nevada		88-0368826
MGM MIRAGE ENTERTAINMENT AND SPORTS		Nevada		88-0245169
MGM MIRAGE INTERNATIONAL		Nevada		86-0868640
MGM MIRAGE MANUFACTURING CORP.		Nevada		88-195439
MGM MIRAGE OPERATIONS, INC.		Nevada		88-0471660
MGM MIRAGE RETAIL		Nevada		88-0385232
MH, INC.		Nevada		88-0245162
M.I.R. TRAVEL		Nevada		88-0276369
THE MIRAGE CASINO-HOTEL		Nevada		88-0224157
MIRAGE LAUNDRY SERVICES CORP.		Nevada		88-0287118
MIRAGE LEASING CORP.		Nevada		88-0424843
MIRAGE RESORTS, INCORPORATED		Nevada		88-0058016
MMNY LAND COMPANY, INC.		New York		33-1043606
MRGS CORP.		Nevada		88-0430015
NEW PRMA LAS VEGAS, INC.		Nevada		88-0329896
NEW YORK - NEW YORK HOTEL & CASINO, LLC		Nevada		88-0430016
THE PRIMADONNA COMPANY, LLC		Nevada		88-0325842
PRMA, LLC		Nevada		88-0430017
PRMA LAND DEVELOPMENT COMPANY		Nevada		88-0325842
RESTAURANT VENTURES OF NEVADA, INC.		Nevada		88-0376749
TREASURE ISLAND CORP.		Nevada		88-0279092
VIDIAD		Nevada		88-0428375

 

---

EXPLANATORY NOTE

 

This Registration Statement is being filed pursuant to Rule 462(b) and General Instruction IV to Form S-3, both as promulgated under the Securities Act of 1933, as amended. The contents of the Registration Statement on Form S-3 (File No. 333-33200) filed by MGM MIRAGE, formerly MGM Grand, Inc. (the “Company”) with the Securities and Exchange Commission (the “Commission”) on March 24, 2000, as amended, which was declared effective by the Commission on May 5, 2000, and including the documents filed by the Company with the Commission and incorporated or deemed incorporated therein, are incorporated herein by reference. This Registration Statement is being filed solely for the purpose of registering an additional $38,000,000 of Securities.

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MGM MIRAGE, formerly MGM Grand, Inc., certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
* J. Terrence Lanni		Chief Executive Officer and Chairman of the Board (Principal Executive Officer)		February 3, 2004
* James J. Murren		Chief Financial Officer, Treasurer and Director (Principal Financial and Accounting Officer)		February 3, 2004
* James D. Aljian		Director		February 3, 2004
/s/    ROBERT H. BALDWIN       Robert H. Baldwin		Director		February 3, 2004
* Fred Benninger		Director		February 3, 2004
* Terry Christensen		Director		February 3, 2004
/s/    WILLIE D. DAVIS       Willie D. Davis		Director		February 3, 2004
Alexander M. Haig, Jr.		Director		, 2004
/s/    ALEXIS HERMAN     Alexis Herman		Director		January 20, 2004

---

/s/    ROLAND HERNANDEZ       Roland Hernandez		Director		February 3, 2004
/s/    GARY N. JACOBS       Gary N. Jacobs		Director		February 3, 2004
Kirk Kerkorian		Director		, 2004
/s/    GEORGE J. MASON       George J. Mason		Director		February 3, 2004
Ronald M. Popeil		Director		, 2004
* John Redmond		Director		February 3, 2004
* Daniel M. Wade		Director		February 3, 2004
Melvin B. Wolzinger		Director		, 2004
* Alex Yemenidjian		Director		February 3, 2004
* By:              /s/    JAMES J. MURREN James J. Murren Attorney-in-fact

 

 

---

Pursuant to the requirements of the Securities Act of 1933, as amended, AC HOLDING CORP., formerly MGM ACQUISITION CO. #1, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN       Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN       James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI       J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS       Gary N. Jacobs		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, AC HOLDING CORP. II, formerly MGM ACQUISITION CO. #2, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN       Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI       J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

 

4

---

Pursuant to the requirements of the Securities Act of 1933, as amended, The April Cook Companies, formerly MGM ACQUISITION CO. #3, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN       Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN       James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI       J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS       Gary N. Jacobs		Director		February 3, 2004

 

---

Pursuant to the requirements of the Securities Act of 1933, as amended, Beau Rivage Distribution Corp., formerly MGM ACQUISITION CO. #5, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN       Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN       James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI       J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS       Gary N. Jacobs		Director		February 3, 2004

 

---

Pursuant to the requirements of the Securities Act of 1933, as amended, Beau Rivage Resorts, Inc., formerly MGM ACQUISITION CO. #6, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    JEFF DAHL       Jeff Dahl		President (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN       James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI       J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS       Gary N. Jacobs		Director		February 3, 2004
/s/    ROBERT H. BALDWIN       Robert H. Baldwin		Director		February 3, 2004

 

---

Pursuant to the requirements of the Securities Act of 1933, as amended, Bellagio, LLC, formerly MGM ACQUISITION CO. #7, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN       Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    CHRIS NORDLING       Chris Nordling		Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI       J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS       Gary N. Jacobs		Director		February 3, 2004

 

---

Pursuant to the requirements of the Securities Act of 1933, as amended, Bellagio II, LLC certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN       Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    CHRIS NORDLING       Chris Nordling		Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI       J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS       Gary N. Jacobs		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, Boardwalk Casino, Inc., formerly MGM ACQUISITION CO. #8, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    FORREST J. WOODWARD       Forrest J. Woodward		President (Principal Executive Officer)		January 16, 2004
/s/    JAMES J. MURREN       James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI       J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/  GARY N. JACOBS       Gary N. Jacobs		Director		February 3, 2004
/s/    ROBERT H. BALDWIN       Robert H. Baldwin		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, Bungalow, Inc., formerly MGM ACQUISITION CO. #22, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN       Robert H. Baldwin		President (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN       James J. Murren		Treasurer  (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI       J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS       Gary N. Jacobs		Director		February 3, 2004
/s/    ROBERT H. BALDWIN       Robert H. Baldwin		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, Country Star Las Vegas, LLC, formerly MGM ACQUISITION CO. #23, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN       Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN       James J. Murren		Treasurer  (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI       J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS       Gary N. Jacobs		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, Destron, Inc. certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT V. MOON         Robert V. Moon		President and Director (Principal Executive Officer)		February 3, 2004
*     James J. Murren		Treasurer and Director (Principal Financial and Accounting Officer)		February 3, 2004
/s/    JOHN REDMOND         John Redmond		Director		February 3, 2004

 

* By:		/s/    JAMES J. MURREN
		James J. Murren Attorney-in-fact

---

Pursuant to the requirements of the Securities Act of 1933, as amended, EGARIM, Inc., formerly MGM ACQUISITION CO. #25, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN           James J. Murren		Treasurer  (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, Grand Laundry, Inc. certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    GAMAL ABDELAZIZ         Gamal Abdelaziz		President and Director (Principal Executive Officer)		January 20, 2004
*     James J. Murren		Treasurer  (Principal Financial and Accounting Officer)		February 3, 2004
/s/    JOHN REDMOND         John Redmond		Director		February 3, 2004

 

*By:		/s/    JAMES J. MURREN
		James J. Murren Attorney-in-fact

---

Pursuant to the requirements of the Securities Act of 1933, as amended, LV CONCRETE CORP., formerly MGM ACQUISITION CO. #13, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer  (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MAC, CORP., formerly MGM ACQUISITION CO. #14, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		President, Chief Operating Officer and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer  (Principal Financial and Accounting Officer)		February 3, 2004
/s/    JOHN REDMOND         John Redmond		Chairman of the Board		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Director		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, Metropolitan Marketing, LLC, formerly MGM ACQUISITION CO. #59, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on January 20, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    FELIX RAPPAPORT         Felix Rappaport		President (Principal Executive Officer)		January 20, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer and Director (Principal Financial and Accounting Officer)		February 3, 2004
/s/    JOHN REDMOND         John Redmond		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MGM Grand Atlantic City, Inc. certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
*         James J. Murren		President and Treasurer (Principal Executive Financial and Accounting Officer)		February 3, 2004
/s/    JOHN REDMOND         John Redmond		Director		February 3, 2004
*         James J. Murren		Director		February 3, 2004

 

By:		/s/    JAMES J. MURREN
		James J. Murren Attorney-in-fact

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MGM Grand Condominiums, LLC certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    GAMAL ABDELAZIZ         Gamal Abdelaziz		President (Principal Executive Officer)		January 19, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer and Director (Principal Financial and Accounting Officer)		February 3, 2004
/s/    JOHN REDMOND         John Redmond		Chairman of the Board		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MGM Grand Detroit, Inc. certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    JOHN REDMOND         John Redmond		President and Chairman of the Board (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer and Director (Principal Financial and Accounting Officer)		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MGM Grand Hotel, LLC certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    GAMAL ABDELAZIZ         Gamal Abdelaziz		President (Principal Executive Officer)		January 19, 2004
* Corey Sanders		Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    JOHN REDMOND         John Redmond		Chairman of the Board		February 3, 2004
* James J. Murren		Director		February 3, 2004

 

* By:		/s/    JAMES J. MURREN
		James J. Murren Attorney-in-fact

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MGM Grand New York, LLC certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    JOHN REDMOND         John Redmond		Chief Executive Officer (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    JOHN REDMOND         John Redmond		Chairman of the Board		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Director		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MGM Grand Resorts, LLC certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    JOHN REDMOND         John Redmond		President, Chief Executive Officer and Chairman of the Board (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Director		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MGM MIRAGE Advertising, Inc., formerly MGM ACQUISITION CO. #52, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MGM MIRAGE AVIATION CORP., formerly GOLDEN NUGGET AVIATION CORP., formerly MGM ACQUISITION CO. #11, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MGM MIRAGE CORPORATE SERVICES, formerly GOLDEN NUGGET FINANCE CORP., formerly MGM ACQUISITION CO. #31, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MGM MIRAGE Design Group, formerly MGM ACQUISITION CO. #4, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    WILLIAM SMITH         William Smith		President (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MGM MIRAGE Development, Inc., formerly MGM Grand Development, Inc., certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
* Kenneth A. Rosevear		President, Chief Operating Officer and Chairman of the Board (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer and Director (Principal Financial and Accounting Officer)		February 3, 2004
* Kenneth A. Rosevear		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

 

* By:		/s/    JAMES J. MURREN
		James J. Murren Attorney-in-fact

 

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MGM MIRAGE Entertainment and Sports, formerly MGM ACQUISITION CO. #38, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    RICHARD STURM         Richard Sturm		President (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		Director		February 3, 2004

 

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MGM MIRAGE International, formerly MGM ACQUISITION CO. #42, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    AL FACCINTO, JR.         Al Faccinto, Jr.		President (Principal Executive Officer)		January 19, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/  J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		Director		February 3, 2004
/s/    ROBERT V. MOON         Robert V. Moon		Director		February 3, 2004

 

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MGM MIRAGE MANUFACTURING CORP., formerly GOLDEN NUGGET MANUFACTURING CORP., formerly MGM ACQUISITION CO. #12, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

 

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MGM MIRAGE Operations, Inc., formerly MGM ACQUISITION CO. #32, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    GARY N. JACOBS         Gary N. Jacobs		President (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		Director		February 3, 2004
/s/    JOHN REDMOND         John Redmond		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MGM MIRAGE Retail, formerly MGM ACQUISITION CO. #45, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    FRANK VISCONTI         Frank Visconti		President (Principal Executive Officer)		January 19, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MH, INC., formerly MGM ACQUISITION CO. #15, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, M.I.R. Travel, formerly MGM ACQUISITION CO. #37, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, THE MIRAGE CASINO-HOTEL, formerly MGM ACQUISITION CO. #16, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on January 16, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    WILLIAM P. MCBEATH         William P. McBeath		President (Principal Executive Officer)		January 16, 2004
/s/    JONATHAN CORCHIS         Jonathan Corchis		Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)		January 16, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		Director		February 3, 2004

 

---

Pursuant to the requirements of the Securities Act of 1933, as amended, Mirage Laundry Services Corp., formerly MGM ACQUISITION CO. #43, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

 

---

Pursuant to the requirements of the Securities Act of 1933, as amended, Mirage Leasing Corp., formerly MGM ACQUISITION CO. #17, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

 

---

Pursuant to the requirements of the Securities Act of 1933, as amended, Mirage Resorts, Incorporated, formerly MGMGMR ACQUISITION, INC., certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		President, Chief Executive Officer and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MMNY Land Company, Inc. certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/S/    J. TERRENCE LANNI         J. Terrence Lanni		President and Director (Principal Executive Officer)		February 3, 2004
/s/    James J. Murren         James J. Murren		Treasurer and Director (Principal Financial and Accounting Officer)		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, MRGS Corp., formerly MGM ACQUISITION CO. #18, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, New PRMA Las Vegas, Inc. certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    JOHN REDMOND         John Redmond		President and Chairman of the Board (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer and Director (Principal Financial and Accounting Officer		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, New York–New York Hotel & Casino, LLC certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    FELIX RAPPAPORT         Felix Rappaport		President (Principal Executive Officer)		January 16, 2004
/s/    YVETTE HARRIS         Yvette Harris		Vice President of Finance and Chief Financial Officer (Principal Financial and Accounting Officer)		January 16, 2004
/s/    JOHN REDMOND         John Redmond		Chairman of the Board		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, The Primadonna Company, LLC certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    RENEE WEST         Renee West		President (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer and Director (Principal Financial and Accounting Officer)		February 3, 2004
/s/    JOHN REDMOND         John Redmond		Chairman of the Board		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, PRMA, LLC certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    JOHN REDMOND         John Redmond		President and Chairman of the Board (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer and Director (Principal Financial and Accounting Officer)		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, PRMA Land Development Company, formerly MGM ACQUISITION CO. #57, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    RENEE WEST         Renee West		President and Assistant Secretary (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer and Director (Principal Financial and Accounting Officer)		February 3, 2004
/s/    JOHN REDMOND         John Redmond		Director		February 3, 2004

---

Pursuant to the requirements of the Securities Act of 1933, as amended, Restaurant Ventures of Nevada, Inc., formerly MGM ACQUISITION CO. #19, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

 

---

Pursuant to the requirements of the Securities Act of 1933, as amended, Treasure Island Corp., formerly MGM ACQUISITION CO. #20, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    SCOTT SIBELLA         Scott Sibella		President (Principal Executive Officer)		January 16, 2004
/s/    MICHAEL LONGI         Michael Longi		Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)		January 16, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Chairman of the Board		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004
/s/    ROBERT H. BALDWIN         Robert H. Baldwin		Director		February 3, 2004

 

 

---

Pursuant to the requirements of the Securities Act of 1933, as amended, VidiAd, formerly MGM ACQUISITION CO. #53, certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Las Vegas, State of Nevada on February 3, 2004.

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated.

 

Signature		Title		Date
/s/    ROBERT H. BALDWIN     Robert H. Baldwin		President and Director (Principal Executive Officer)		February 3, 2004
/s/    JAMES J. MURREN         James J. Murren		Treasurer (Principal Financial and Accounting Officer)		February 3, 2004
/s/    J. TERRENCE LANNI         J. Terrence Lanni		Director		February 3, 2004
/s/    GARY N. JACOBS         Gary N. Jacobs		Director		February 3, 2004

 

---

EXHIBIT INDEX

 

Exhibit Number			Description
5	(a)		Legal opinion of Christensen, Miller, Fink, Jacobs, Glaser, Weil & Shapiro, LLP.
5	(b)		Legal opinion of Lionel Sawyer & Collins.
23	(a)		Consent of Christensen, Miller, Fink, Jacobs, Glaser, Weil & Shapiro, LLP (included in Exhibit 5(a)).
23	(b)		Consent of Lionel Sawyer & Collins (included in Exhibit 5(b)).
23	(c)		Consent of Deloitte & Touche LLP.
24			Powers of Attorney (previously filed).