Aladdin Gaming Enterprises, Inc.
831 Pilot Road
Las Vegas, Nevada 89119

Dear Ladies and Gentlemen:

     You have requested our opinion regarding the discussion of the material 
United States federal income tax considerations under the heading "Certain 
United States Federal Income Tax Considerations" in the Prospectus (the 
"Prospectus") which will be included in the Registration Statement on Form 
S-1 (the "Registration Statement") filed by Aladdin Gaming Enterprises, Inc. 
(the "Issuer") on the date hereof with the Securities and Exchange Commission 
(the "Commission") under the Securities Act of 1933, as amended (the 
"Securities Act"). The Prospectus relates to the 2,215,000 warrants to 
purchase Class B non-voting common stock, no par value, of the Issuer. This 
opinion is delivered in accordance with the requirements of Item 601(b)(8) of 
Regulation S-K under the Securities Act.

    We have reviewed the Prospectus and such other materials as we have 
deemed necessary or appropriate as a basis for our opinion described herein, 
and have considered the applicable provisions of the Internal Revenue Code of 
1986, as amended (the "Code"), Treasury regulations promulgated thereunder, 
pertinent judicial authorities, interpretive rulings of the Internal Revenue 
Service and such other authorities as we have considered relevant all as in 
effect on the date hereof. It should be noted that statutes, regulations, 
judicial decisions and administrative interpretations are subject to change 
at any time and, in some circumstances, with retroactive effect. A change in 
the authorities upon which our opinion is based could affect our conclusions.

    Based upon the foregoing, it is our opinion that the statements made 
under the heading "Certain United States Federal Income Tax Considerations" 
in the Prospectus, to the extent that they constitute matters of law or legal 
conclusions, are correct in all material respects.

    In accordance with the requirements of Item 601(b)(23) of Regulation S-K 
under the Securities Act, we hereby consent to the use of our name under the 
heading "LEGAL OPINIONS" in the Prospectus and to the filing of this opinion 
as an





Exhibit to the Registration Statement. In giving this consent, we do not 
thereby admit that we are within the category of persons whose consent is 
required under Section 7 of the Securities Act of 1933 or the rules and 
regulations of the Commission promulgated thereunder.

                                            Very truly yours,







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