Mandalay Resort (MBG) 8-K Other events

Exhibit 99

MANDALAY RESORT GROUP
REPORTS RECORD THIRD QUARTER RESULTS AND
RAISES QUARTERLY DIVIDEND

LAS VEGAS, NV–December 3, 2003–Mandalay Resort Group (NYSE: MBG) today announced record results for its third quarter ended October 31, 2003.  For the quarter, the company reported net income of $40.6 million, or $.63 per diluted share, compared with $33.2 million, or $.47 per diluted share, in the prior year.

Results in the current year quarter include preopening expenses of $4.0 million ($.04 per diluted share) related primarily to THEhotel, the new 1,122-suite tower slated to open at Mandalay Bay on December 17.  Results for the quarter also include a gain of $1.0 million ($.01 per diluted share) representing the quarterly adjustment of the carrying value of investments associated with the company’s executive retirement plan.  Excluding the above items, the company’s diluted earnings per share represent an all-time record for the third quarter.

Results for the prior-year third quarter include preopening expenses of $1.2 million ($.01 per diluted share) related to the new convention center at Mandalay Bay that opened in January 2003, and a loss of $2.5 million ($.02 per diluted share) representing the quarterly adjustment to the carrying value of the retirement plan investments.

Average diluted shares outstanding in the quarter were 64.9 million versus 71.1 million in the prior year, reflecting the effect of share repurchases over the last three months of the prior fiscal year (when the company repurchased 4.4 million shares), as well as the settlement earlier this year of the company’s equity forward agreement (pursuant to which the company acquired another 3.3 million shares).  These share acquisitions were partially offset by the issuance of 5.6

million shares of stock pursuant to the exercise of employee stock options during the current fiscal year (of which 3.4 million shares were issued during the third quarter).  These option exercises generated almost $90 million in proceeds to the company.  In addition, the company will reap approximately $40 million in related income tax benefits (the gain recognized by the option holder is deductible by the company for tax purposes as compensation expense).  In fact, due in large part to the impact of stock option exercises, the company anticipates that it will not pay any income taxes for fiscal 2004.  Total shares outstanding (excluding any dilutive effect from outstanding stock options) were 64.9 million at October 31, 2003, compared with 66.6 million at October 31, 2002.

Mandalay’s operating cash flow (which is not a defined term under Generally Accepted Accounting Principles–see Note 1 below) was $167.0 million for the third quarter, which compares with $152.0 million in the prior year quarter.  The financial schedules accompanying this release provide a reconciliation of operating cash flow to net income as required by the Securities and Exchange Commission’s Regulation G.

LAS VEGAS STRIP

Operating cash flow at the company’s Las Vegas Strip properties (including the 50%-owned Monte Carlo) increased 24% in the third quarter compared to the prior year, as revenue per available room (“REVPAR”) jumped 19%.  Each of these properties reported double-digit increases in REVPAR and operating cash flow.

Mandalay Bay generated operating cash flow of $44.8 million in the third quarter, compared with $38.0 million last year.  REVPAR rose 22% based on an average room rate of $186 and 90% occupancy, as compared to an average room rate of $172 and 80% occupancy in the prior year.  Luxor, meanwhile, generated operating cash flow of $31.5 million, up from $25.2 million in last year’s third quarter.  REVPAR at this property increased 17%, as the average room

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rate topped $106.  Excalibur, for its part, produced the largest increase in operating cash flow in the quarter, up 36% to $26.0 million.  Not only did this property deliver a 17% increase in REVPAR, but casino revenues were up 9% as well.  “With rapidly escalating results at Mandalay Bay, and Luxor and Excalibur returning to their pre-9/11 levels, there is ample evidence of the growing stature and drawing power of our Mandalay Mile,” noted Glenn Schaeffer, the company’s President and Chief Financial Officer.

At Circus-Circus, operating cash flow was $16.1 million in the third quarter, up 18% from the prior year.  REVPAR at this property increased 10% compared to a year ago.  Meanwhile, Monte Carlo (50%-owned by Mandalay) reported a 28% increase in operating cash flow, to $24.1 million from $18.9 million, with REVPAR rising 21%.

OTHER NEVADA MARKETS

On a combined basis, operating cash flow declined in the third quarter at the company’s other Nevada properties (in Reno, Laughlin, Jean and Henderson).  Results at these properties reflect the effects of expanded Native American gaming in California.Operating cash flow from these properties represents approximately 8% of the company’s total operating cash flow.  Please refer to the financial schedules accompanying this release.

OTHER MARKETS

In Elgin, Illinois, operating cash flow at the 50%-owned Grand Victoria was $13.5 million in the third quarter, down from $21.6 million in the prior year.  The decrease was attributable to higher gaming taxes which took effect July 1, 2003 and raised the top-end rate to 70% on gaming revenues exceeding $250 million.  This tax increase impacted Mandalay’s earnings by approximately $.04 per diluted share in the third quarter.

In Detroit, Michigan, MotorCity produced operating cash flow of $32.5 million, up slightly from $31.8 million in the previous year.  Meanwhile, in Tunica County, Mississippi,

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operating cash flow at the company’s Gold Strike Resort increased 10% to $7.8 million from $7.1 million last year.

RECENT TRANSACTIONS

On November 1, 2003, the company paid a quarterly dividend of $.25 per share to shareholders of record October 15.  On December 2, 2003, the company’s Board of Directors declared a dividend of $.27 per share payable February 2, 2004 to shareholders of record January 15, 2004.

On November 17, 2003, the company redeemed $145.6 million of its $150 million 6.70% Debentures due 2096.  These debentures were redeemable at the option of their holders at 100% of their principal amount plus accrued interest.  This redemption was funded utilizing borrowings under the company’s revolving credit facility.

On November 25, 2003, the company issued $250 million 6-3/8% Senior Notes due 2011.  The net proceeds, along with borrowings under the company’s revolving credit facility, were used to permanently repay in its entirety the company’s $250 million term loan facility.  The company has also entered into new fixed-to-floating interest rate swap agreements tied to this issuance, which reduced the effective interest rate on the new notes to LIBOR plus 1.73%, slightly below the rate the company was paying on its term loan facility.

In October, the company opened Mandalay Place, a retail center located between Mandalay Bay and Luxor.  The center will eventually include 90,000 square feet of retail space and approximately 40 stores and restaurants, including several upscale, internationally branded retailers such as Oilily, Davidoff, GF Ferre and Nike Golf.  Approximately 25 of these outlets are currently open, with the balance opening over the next several weeks.

Construction is substantially completed on THEhotel, the new all-suites tower at Mandalay Bay, which is slated to open December 17.  THEhotel will also feature meeting suites,

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a spa and fitness center and two restaurants, including a rooftop venue “Mix in Las Vegas” created by famed chef Alain Ducasse.  The first “Mix” recently opened in New York.

This press release contains “forward-looking statements” within the meaning of the federal securities law, including statements concerning the company’s anticipated income tax payments, the new all-suites hotel tower and retail center, and recent financing transactions and their expected impact.  The forward-looking statements in this press release involve risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by the statements herein.  Additional information concerning potential factors that could affect the company’s future financial results is included under the caption “Factors that May Affect Our Future Results” in Item 1 of the company’s annual report on Form 10-K for the year ended January 31, 2003.

Mandalay Resort Group owns and operates 11 properties in Nevada:  Mandalay Bay, Luxor, Excalibur, Circus Circus, and Slots-A-Fun in Las Vegas; Circus Circus-Reno; Colorado Belle and Edgewater in Laughlin; Gold Strike and Nevada Landing in Jean and Railroad Pass in Henderson.  The company also owns and operates Gold Strike, a hotel/casino in Tunica County, Mississippi.  The company owns a 50% interest in Silver Legacy in Reno, and owns a 50% interest in and operates Monte Carlo in Las Vegas.  In addition, the company owns a 50% interest in and operates Grand Victoria, a riverboat in Elgin, Illinois, and owns a 53.5% interest in and operates MotorCity in Detroit, Michigan.

NOTE 1:  As used in this release, operating cash flow represents net income adjusted to exclude income taxes, net interest expense, minority interest, noncash expenses (principally depreciation and amortization) and certain other expenses that are not considered directly related to ongoing operations, such as operating lease rent and preopening expenses.  Operating cash flow is presented as  supplemental disclosure because it is widely viewed by investors as a key measure of operating performance in the gaming industry and it is also used as a principal basis for valuing gaming companies.  Management utilizes operating cash flow in a similar manner to monitor and evaluate the relative performance of its various operating resorts, including the evaluation of management personnel at both the property and corporate levels.  Operating cash flow is not an accepted measure under

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Generally Accepted Accounting Principles (“GAAP”) and should not be considered an alternative to GAAP measures of performance, such as net income or income from operations, or as an alternative to GAAP measures of liquidity, such as net cash provided by operating activities.  A reconciliation of net income to operating cash flow is provided, on a consolidated basis as well as by property, in the financial schedules accompanying this release.  Operating cash flow is sometimes referred to as earnings before interest, taxes, depreciation and amortization (“EBITDA”).  Other gaming companies that report operating cash flow or EBITDA may calculate their results in a different manner than the company.

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MANDALAY RESORT GROUP

Condensed Consolidated Statements of Income

(Dollars in thousands, except share data)

(UNAUDITED)

	Three Months Ended October 31,						Nine Months Ended October 31,
	2003			2002			2003			2002
Revenues	$	625,620		$	595,635		$	1,886,965		$	1,809,891
Costs and expenses	(517,442		)	(499,469		)	(1,551,326		)	(1,499,444		)
	108,178			96,166			335,639			310,447
Preopening expense	(4,015		)	(1,248		)	(4,372		)	(3,265		)
Write-off of intangible asset	—			—			—			(13,000		)
Earnings of unconsolidated affiliates	19,846			21,465			65,593			77,333
Income from operations	124,009			116,383			396,860			371,515
Interest expense	(48,784		)	(48,304		)	(154,488		)	(161,124		)
Loss on early extinguishment of debt, net of related gain on swap termination	—			—			(6,327		)	—
Other income (expense)	686			(2,103		)	3,390			(1,883		)
Minority interest	(13,552		)	(13,401		)	(42,766		)	(29,274		)
Income before income tax	62,359			52,575			196,669			179,234
Income tax expense	(21,717		)	(19,355		)	(69,645		)	(65,960		)
Income before cumulative effect of a change in accounting principle	40,642			33,220			127,024			113,274
Cumulative effect of a change in accounting principle for goodwill	—			—			—			(1,862		)
Net income	$	40,642		$	33,220		$	127,024		$	111,412
Basic earnings per share	$	0.65		$	0.49		$	2.07		$	1.63
Diluted earnings per share	$	0.63		$	0.47		$	1.98		$	1.56
Average shares outstanding (basic)	62,659,704			68,259,382			61,405,530			68,419,837
Average shares outstanding (diluted)	64,894,681			71,117,470			64,241,628			71,441,024

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Mandalay Resort Group

Reconciliation of Net Income to Operating Cash Flow and Other Information

	Three Months Ended October 31						Nine Months Ended October 31
MANDALAY BAY	2003			2002			2003			2002
Net Income	$	12,105		$	13,418		$	47,016		$	42,616
Income Tax Expense	6,727			7,587			26,950			23,732
Interest Expense	6			5			17			16
Other Expense (Income)	(3		)	—			55			(34		)
Income From Operations	18,835			21,010			74,038			66,330
Preopening	4,015			771			4,372			2,069
Operating Lease Rent	—			7,578			11,517			22,172
Depreciation/Amortization	21,983			8,668			49,153			26,291
Operating Cash Flow	$	44,833		$	38,027		$	139,080		$	116,862
Net Revenues	$	162,798		$	148,183		$	490,983		$	430,295
Casino Revenues	$	48,473		$	47,673		$	142,574		$	139,101
ADR	$	185.83		$	172.37		$	184.52		$	168.59
Occupancy	90.1		%	79.5		%	90.1		%	85.6		%
REVPAR	$	167.47		$	136.98		$	166.21		$	144.26

	Three Months Ended October 31						Nine Months Ended October 31
LUXOR	2003			2002			2003			2002
Net Income	$	15,577		$	11,967		$	46,264		$	40,569
Income Tax Expense	8,647			6,731			25,197			22,386
Interest Expense	3			5			11			44
Other Expense (Income)	52			(47		)	181			26
Income From Operations	24,279			18,656			71,653			63,025
Preopening	—			—			—			—
Operating Lease Rent	—			1,892			3,754			5,754
Depreciation/Amortization	7,194			4,615			18,221			14,017
Operating Cash Flow	$	31,473		$	25,163		$	93,628		$	82,796
Net Revenues	$	100,188		$	94,085		$	298,657		$	292,689
Casino Revenues	$	26,530		$	25,639		$	76,405		$	79,024
ADR	$	106.50		$	94.75		$	103.10		$	92.82
Occupancy	86.3		%	82.7		%	87.6		%	87.0		%
REVPAR	$	91.88		$	78.38		$	90.31		$	80.75

	Three Months Ended October 31						Nine Months Ended October 31
EXCALIBUR	2003			2002			2003			2002
Net Income	$	13,969		$	9,122		$	40,030		$	34,447
Income Tax Expense	7,752			5,131			22,615			19,043
Interest Expense	—			—			3			14
Other Expense (Income)	51			—			38			(18		)
Income From Operations	21,772			14,253			62,686			53,486
Preopening	—			—			—			—
Operating Lease Rent	—			1,660			3,279			5,060
Depreciation/Amortization	4,218			3,155			9,875			8,969
Operating Cash Flow	$	25,990		$	19,068		$	75,840		$	67,515
Net Revenues	$	79,375		$	71,527		$	235,605		$	219,612
Casino Revenues	$	29,318		$	26,867		$	86,422		$	79,758
ADR	$	77.22		$	67.32		$	74.63		$	68.46
Occupancy	91.7		%	89.6		%	92.9		%	92.5		%
REVPAR	$	70.78		$	60.32		$	69.35		$	63.35

	Three Months Ended October 31						Nine Months Ended October 31
CIRCUS CIRCUS - LAS VEGAS	2003			2002			2003			2002
Net Income	$	7,122		$	5,395		$	22,022		$	22,502
Income Tax Expense	3,952			3,035			12,435			12,445
Interest Expense	1			—			3			5
Other Expense (Income)	—			(11		)	(10		)	(16		)
Income From Operations	11,075			8,419			34,450			34,936
Preopening	—			—			—			—
Operating Lease Rent	—			818			1,622			2,502
Depreciation/Amortization	5,008			4,344			13,987			13,158
Operating Cash Flow	$	16,083		$	13,581		$	50,059		$	50,596
Net Revenues	$	66,179		$	62,865		$	200,133		$	196,703
Casino Revenues	$	26,631		$	25,932		$	80,073		$	79,518
ADR	$	54.85		$	50.17		$	54.80		$	52.73
Occupancy	91.2		%	90.4		%	91.2		%	92.5		%
REVPAR	$	50.02		$	45.33		$	49.99		$	48.77

	Three Months Ended October 31						Nine Months Ended October 31
GOLD STRIKE-TUNICA	2003			2002			2003			2002
Net Income	$	3,549		$	2,437		$	10,239		$	7,373
Income Tax Expense	2,060			1,453			6,052			4,333
Interest Expense	—			—			—			—
Other Expense (Income)	(2		)	(7		)	(10		)	(33		)
Income From Operations	5,607			3,883			16,281			11,673
Preopening	—			—			—			—
Operating Lease Rent	—			—			—			—
Depreciation/Amortization	2,193			3,220			6,492			9,752
Operating Cash Flow	$	7,800		$	7,103		$	22,773		$	21,425
Net Revenues	$	34,166		$	31,633		$	101,058		$	94,026
Casino Revenues	$	29,230		$	26,894		$	86,886		$	79,829
ADR	$	48.19		$	50.36		$	48.50		$	53.70
Occupancy	87.1		%	78.9		%	84.4		%	75.1		%
REVPAR	$	41.99		$	39.74		$	40.96		$	40.32

	Three Months Ended October 31						Nine Months Ended October 31
LAUGHLIN PROPERTIES	2003			2002			2003			2002
Net Income	$	302		$	554		$	3,356		$	7,325
Income Tax Expense	164			312			1,901			4,012
Interest Expense	—			—			—			—
Other Expense (Income)	—			—			(27		)	(29		)
Income From Operations	466			866			5,230			11,308
Preopening	—			—			—			—
Operating Lease Rent	—			—			—			—
Depreciation/Amortization	2,478			2,488			7,275			7,840
Operating Cash Flow	$	2,944		$	3,354		$	12,505		$	19,148
Net Revenues	$	35,888		$	35,263		$	111,800		$	114,837
Casino Revenues	$	23,740		$	23,453		$	73,684		$	75,864
ADR	$	28.83		$	31.21		$	29.50		$	33.94
Occupancy	77.3		%	71.8		%	80.0		%	76.0		%
REVPAR	$	22.29		$	22.40		$	23.60		$	25.80

	Three Months Ended October 31						Nine Months Ended October 31
CIRCUS CIRCUS - RENO	2003			2002			2003			2002
Net Income	$	1,647		$	4,065		$	4,267		$	8,553
Income Tax Expense	914			2,287			2,404			4,786
Interest Expense	27			—			27			—
Other Expense (Income)	1			—			5			9
Income From Operations	2,589			6,352			6,703			13,348
Preopening	—			—			—			—
Operating Lease Rent	—			—			—			—
Depreciation/Amortization	1,441			1,818			4,371			5,417
Operating Cash Flow	$	4,030		$	8,170		$	11,074		$	18,765
Net Revenues	$	28,546		$	31,061		$	84,259		$	88,613
Casino Revenues	$	13,801		$	15,369		$	41,113		$	44,788
ADR	$	57.94		$	58.39		$	54.21		$	52.90
Occupancy	84.2		%	86.5		%	81.9		%	83.4		%
REVPAR	$	48.79		$	50.49		$	44.42		$	44.09

	Three Months Ended October 31						Nine Months Ended October 31
GOLD STRIKE PROPERTIES	2003			2002			2003			2002
Net Income	$	255		$	1,127		$	999		$	2,393
Income Tax Expense	135			633			559			1,323
Interest Expense	—			—			—			—
Other Expense (Income)	84			(67		)	96			(110		)
Income From Operations	474			1,693			1,654			3,606
Preopening	—			—			—			—
Operating Lease Rent	—			—			—			—
Depreciation/Amortization	851			259			2,594			3,049
Operating Cash Flow	$	1,325		$	1,952		$	4,248		$	6,655
Net Revenues	$	18,938		$	20,024		$	57,168		$	62,367
Casino Revenues	$	14,718		$	15,878		$	44,567		$	49,376
ADR	$	31.71		$	30.59		$	31.38		$	31.75
Occupancy	60.9		%	61.7		%	62.0		%	63.3		%
REVPAR	$	19.31		$	18.88		$	19.45		$	20.08

	Three Months Ended October 31						Nine Months Ended October 31
MOTORCITY CASINO **	2003			2002			2003			2002
Net Income	$	29,163		$	28,838		$	92,029		$	62,991
Income Tax Expense	—			—			—			—
Interest Expense	713			963			1,998			3,672
Other Expense (Income)	(35		)	(152		)	(90		)	(504		)
Income From Operations	29,841			29,649			93,937			66,159
Write-off of Intangible Asset	—			—			—			13,000
Preopening	—			—			—			—
Operating Lease Rent	—			—			—			—
Depreciation/Amortization	2,621			2,165			7,371			22,670
Operating Cash Flow	$	32,462		$	31,814		$	101,308		$	101,829
Net Revenues	$	96,826		$	98,017		$	299,173		$	301,995
Casino Revenues	$	92,367		$	93,307		$	285,246		$	287,605

	Three Months Ended October 31						Nine Months Ended October 31
CONSOLIDATED	2003			2002			2003			2002
Net Income	$	40,642		$	33,220		$	127,024		$	111,412
Cumulative Effect of a Change in Accounting Principle	—			—			—			1,862
Income Tax Expense	21,717			19,355			69,645			65,960
Minority Interest	13,552			13,401			42,766			29,274
Interest Expense	48,784			48,304			154,488			161,124
Loss on Early Extinguishment of Debt, Net of Related Gain on Swap Termination	—			—			6,327			—
Other Expense (Income)	(686		)	2,103			(3,390		)	1,883
Income from Operations	124,009			116,383			396,860			371,515
Write-off of Intangible Asset	—			—			—			13,000
Preopening	4,015			1,248			4,372			3,265
Operating Lease Rent	—			12,975			20,172			38,161
Depreciation/Amortization	49,821			31,939			124,593			114,586
Minority Interest in MotorCity Operating Cash Flow	(15,095		)	(14,793		)	(47,108		)	(47,350		)
Mandalay’s Share of Depreciation From Unconsolidated Affiliates	4,211			4,207			12,520			12,594
Operating Cash Flow	$	166,961		$	151,959		$	511,409		$	505,771

	Three Months Ended October 31						Nine Months Ended October 31
SILVER LEGACY (50% - owned) **	2003			2002			2003			2002
Net Income	$	4,004		$	6,829		$	10,740		$	17,347
Income Tax Expense	—			—			—			—
Interest Expense	4,259			2,038			11,885			9,970
Other Expense (Income)	273			80			499			56
Income From Operations	8,536			8,947			23,124			27,373
Preopening	—			—			—			—
Operating Lease Rent	—			—			—			—
Depreciation/Amortization	2,715			3,029			8,048			9,071
Operating Cash Flow	$	11,251		$	11,976		$	31,172		$	36,444
Net Revenues	$	43,148		$	44,060		$	121,900		$	128,450
Casino Revenues	$	24,562		$	25,161		$	70,531		$	74,803
ADR	$	69.02		$	69.98		$	64.54		$	65.52
Occupancy	88.2		%	86.3		%	86.5		%	85.6		%
REVPAR	$	60.88		$	60.43		$	55.85		$	56.07

	Three Months Ended October 31						Nine Months Ended October 31
GRAND VICTORIA (50% - owned) **	2003			2002			2003			2002
Net Income	$	11,000		$	19,569		$	50,772		$	76,625
Income Tax Expense	—			—			—			—
Interest Expense	—			—			—			—
Other Expense (Income)	(31		)	(118		)	(181		)	(480		)
Income From Operations	10,969			19,451			50,591			76,145
Preopening	—			—			—			—
Operating Lease Rent	—			—			—			—
Depreciation/Amortization	2,513			2,139			7,272			6,252
Operating Cash Flow	$	13,482		$	21,590		$	57,863		$	82,397
Net Revenues	$	95,711		$	96,609		$	283,656		$	303,279
Casino Revenues	$	93,482		$	94,216		$	277,023		$	295,895

	Three Months Ended October 31						Nine Months Ended October 31
MONTE CARLO (50% - owned) **	2003			2002			2003			2002
Net Income	$	20,907		$	15,648		$	59,204		$	52,835
Income Tax Expense	—			—			—			—
Interest Expense	—			—			1			989
Other Expense (Income)	(8		)	—			(95		)	(111		)
Income From Operations	20,899			15,648			59,110			53,713
Preopening	—			—			—			—
Operating Lease Rent	—			—			—			—
Depreciation/Amortization	3,198			3,246			9,721			9,729
Operating Cash Flow	$	24,097		$	18,894		$	68,831		$	63,442
Net Revenues	$	67,555		$	62,757		$	200,555		$	194,221
Casino Revenues	$	25,003		$	25,096		$	72,539		$	74,288
ADR	$	111.25		$	93.32		$	103.85		$	96.21
Occupancy	88.8		%	87.5		%	92.8		%	91.5		%
REVPAR	$	98.77		$	81.67		$	96.32		$	87.99

** Amounts represent 100% of totals for the property.