UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): August 29, 2011
CIRCUS AND ELDORADO JOINT VENTURE SILVER LEGACY CAPITAL CORP.
(Exact names of registrants as specified in their charters)
| Nevada | 88-0310787 | |||
| Nevada | 333-87202 | 71-0868362 | ||
| (State or other jurisdiction of incorporation) |
(Commission File No.) |
(IRS Employer Identification No.) |
407 North Virginia Street, Reno, Nevada 89501
(Address of principal executive offices, including ZIP code)
Registrant’s telephone number, including area code (800) 687-7733
Not Applicable
(Former names or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange (17 CFR 240.13e-4(c)) |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers
(b) On August 29, 2011, Gary L. Carano, the Partnership’s General Manager and its Chief Executive Officer, was informed by Eldorado Resorts LLC of the resignation of Gene R. Carano and by Galleon, Inc. (“Galleon”) of the resignation of James J. Murren as members of the Partnership’s five-member Executive Committee.
(d) On August 29, 2011, Gary L. Carano was also informed that, pursuant to the terms of the Amended and Restated Agreement of Joint Venture of Circus and Eldorado Joint Venture dated as of January 1, 2001, Eldorado Resorts LLC has appointed Thomas R. Reeg and Galleon has appointed John M. McManus to the Partnership’s Executive Committee.
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Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.
Date: August 31, 2011
| CIRCUS AND ELDORADO JOINT VENTURE | ||
| By: | /s/ Gary L. Carano | |
| Gary L. Carano | ||
| Chief Executive Officer | ||
| SILVER LEGACY CAPITAL CORP. | ||
| By: | /s/ Gary L. Carano | |
| Gary L. Carano | ||
| Chief Executive Officer | ||
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