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): November 13, 2008
MGM MIRAGE
(Exact name of registrant as specified in its charter)
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| DELAWARE | | 001-10362 | | 88-0215232 |
| (State or other jurisdiction | | (Commission File Number) | | (I.R.S. Employer |
| of incorporation or organization) | | | | Identification No.) |
| | | |
| 3600 Las Vegas Boulevard South, Las Vegas, Nevada | | 89109 |
| (Address of Principal Executive Offices) | | (Zip Code) |
(702) 693-7120
(Registrant’s telephone number, including area code)
N/A
(Former Name 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:
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| o | | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| | |
| o | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| o | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| o | | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
ITEM 5.02(b). DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS
J. Terrence Lanni, the Chairman of the Board and Chief Executive Officer of MGM MIRAGE, a Delaware corporation (the “Company”), notified the Company on November 13, 2008 that he will retire from his position as the Chairman of the Board and the Chief Executive Officer of the Company, with such retirement to be effective as of November 30, 2008. Following such retirement, Mr. Lanni will continue to serve as a director of the Company. In addition, Mr. Lanni has notified the Company that he intends to recommend to the Company’s Board of Directors at its next meeting that James J. Murren, President and Chief Operating Officer and a director of the Company, succeed Mr. Lanni as the Chairman of the Board and Chief Executive Officer.
ITEM 7.01. REGULATION FD DISCLOSURE
On November 13, 2008, the Company issued a press release, a copy of which is attached as Exhibit 99 to this Current Report on Form 8-K. The information set forth in this Item 7.01 of this Current Report on Form 8-K, including the text of the press release attached as Exhibit 99 hereto, is being furnished to, but not filed with, the Securities and Exchange Commission (“SEC”).
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
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| (a) | | Not applicable. |
| (b) | | Not applicable. |
| (c) | | Not applicable. |
| (d) | | Exhibits: |
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| | | 99* | | Text of the press release of the Company dated November 13, 2008. |
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| | | * Exhibit 99 is being furnished to the SEC pursuant to Item 7.01 and shall not be deemed filed with the SEC, nor shall it be deemed incorporated by reference in any filing with the SEC under the Securities Exchange Act of 1934 or the Securities Act of 1933, whether made before or after the date hereof and irrespective of any general incorporation language in any filings. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | MGM MIRAGE
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| Date: November 13, 2008 | By: | /s/ John M. McManus | |
| | | Name: | John M. McManus | |
| | | Title: | Senior Vice President - Assistant General Counsel & Assistant Secretary | |
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INDEX TO EXHIBITS
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| No. | | Description |
| | | |
| 99* | | Text of the press release of the Company dated November 13, 2008. |
| * | | Exhibit 99 is being furnished to the SEC pursuant to Item 7.01 and shall not be deemed filed with the SEC, nor shall it be deemed incorporated by reference in any filing with the SEC under the Securities Exchange Act of 1934 or the Securities Act of 1933, whether made before or after the date hereof and irrespective of any general incorporation language in any filings. |
