PAGE 15 OF 16 PAGES
EXHIBIT 1
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) of the Securities Exchange Act of
1934, as amended, the undersigned agree to the joint filing on behalf of each of
them of a Statement on Schedule 13D (including any and all amendments thereto)
with respect to the common stock of Gaming & Entertainment Group, Inc. and
further agree that this Joint Filing Agreement shall be included as an Exhibit
to such joint filing.
The undersigned further agrees that each party hereto is responsible
for timely filing of such statement on Schedule 13D and any amendments thereto,
and for the completeness and accuracy of the information concerning such party
contained therein, provided that no party is responsible for the completeness
and accuracy of the information concerning the other party, unless such party
knows or has reason to believe that such information is inaccurate.
This Joint Filing Agreement may be executed in one or more
counterparts, each of which shall be deemed to be an original instrument, but
all of such counterparts together shall constitute but one agreement.
In evidence thereof the undersigned, being duly authorized, hereby
execute this Agreement this 20 day of December, 2004.
CANTOR G&W (NEVADA), L.P.
By: CANTOR G&W (NEVADA), LLC, as its general partner
By: CANTOR G&W, L.P., as its member
By: CANTOR G&W HOLDINGS, LLC, as its general partner
By: XXXXXX X. XXXXXXX
Member
/s/ Xxxxxx X. Xxxxxxx
-----------------------------------------------------
CANTOR G&W (NEVADA) LLC
By: CANTOR G&W, L.P., as its member
By: CANTOR G&W HOLDINGS, LLC, as its general partner
By: XXXXXX X. XXXXXXX
Member
/s/ Xxxxxx X. Xxxxxxx
-----------------------------------------------------
[Signature page to the Joint Filing Agreement dated December 20, 2004, among
Cantor G&W (Nevada), L.P., Cantor G&W (Nevada), LLC, Cantor G&W, L.P., Cantor
G&W Holdings, LLC and Xxxxxx X. Xxxxxxx]
PAGE 16 OF 16 PAGES
CANTOR G&W, L.P.
By: CANTOR G&W HOLDINGS, LLC, as its general partner
By: XXXXXX X. XXXXXXX
Member
/s/ Xxxxxx X. Xxxxxxx
-------------------------------------------
CANTOR G&W HOLDINGS, LLC
By: XXXXXX X. XXXXXXX, member
/s/ Xxxxxx X. Xxxxxxx
-------------------------------------------
/s/ Xxxxxx X. Xxxxxxx
---------------------------------------------------------
XXXXXX X. XXXXXXX
[Signature page to the Joint Filing Agreement dated December 20, 2004, among
Cantor G&W (Nevada), L.P., Cantor G&W (Nevada), LLC, Cantor G&W, L.P., Cantor
G&W Holdings, LLC and Xxxxxx X. Xxxxxxx]