UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
(Mark One) | |
x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2007
OR
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File Number 333-123179
BLACK GAMING, LLC
(Exact Name of Registrant as Specified in its Charter)
Nevada | | 20-8160036 |
(State or Other Jurisdiction of Incorporation or Organization) | | (I.R.S. Employer Identification Number) |
| | |
10777 West Twain Avenue, Las Vegas, NV | | 89135 |
(Address of Principal Executive Offices) | | (Zip Code) |
(702) 318-6860
(Registrant’s Telephone Number, Including Area Code)
Indicate by check mark whether the Registrant (1) has filed all reports required 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) has been subject to such filing requirements for the past 90 days. Yes x No o
Indicate by check mark whether the Registrant is a large accelerated, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check One)
Large Accelerated Filer o | | Accelerated Filer o | | Non-accelerated filer x |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) Yes o No x
Number of shares of common stock outstanding of Virgin River Casino Corporation as of August 1, 2007: 100 shares of common stock.
Number of shares of common stock outstanding of B & B B, Inc. as of August 1, 2007: 16.75 shares of common stock.
EXPLANATORY NOTE
This Amendment No. 1 on Form 10-Q/A (this “Form 10-Q/A”) to our Quarterly Report on Form 10-Q for the period ended June 30, 2007, which was filed with the Securities and Exchange Commission on August 14, 2007 (the “Original 10-Q”), is being filed solely to include conformed signatures on the Section 302 and 906 certifications filed as Exhibits 31.1, 31.2, 32.1 and 32.2 to the Original Form 10-Q, which conformed signatures were inadvertently omitted from the filing.
Except as identified in the immediately preceding paragraph, no other items included in the Original Form 10-Q have been amended. Additionally, this Form 10-Q/A does not purport to provide an update for or a discussion of any developments subsequent to the filing of the Original Form 10-Q.
PART II — OTHER INFORMATION
Item 6. Exhibits.
10.1 | | Executive Employment Agreement dated May 14, 2007 made by Black Gaming, LLC with Jason Goudie, incorporated by reference to registrant’s Current Report on Form 8-K, as filed with the Securities and Exchange Commission on May 17, 2007 |
| | |
31.1 | | Certification pursuant to §302 of the Sarbanes-Oxley Act of 2002, Robert R. Black, Sr. |
| | |
31.2 | | Certification pursuant to §302 of the Sarbanes-Oxley Act of 2002, Jason A. Goudie |
| | |
32.1 | | Certification pursuant to §906 of the Sarbanes-Oxley Act of 2002, Robert R. Black, Sr. |
| | |
32.1 | | Certification pursuant to §906 of the Sarbanes-Oxley Act of 2002, Jason A. Goudie |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
BLACK GAMING, LLC
By: | Jason A. Goudie | | August 14, 2007 |
| Jason A. Goudie | |
| Chief Financial Officer (Principle Financial Officer) | |
EXHIBIT INDEX
Exhibit | | | | Page |
Number | | Description | | Number |
10.1 | | Executive Employment Agreement dated May 14, 2007 made by Black Gaming, LLC with Jason Goudie, incorporated by reference to registrant’s Current Report on Form 8-K, as filed with the Securities and Exchange Commission on May 17, 2007 | | |
| | | | |
31.1 | | Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | | |
| | | | |
31.2 | | Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | | |
| | | | |
32.1 | | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | | |
| | | | |
32.2 | | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | | |