Exhibit 4(a)
AMENDMENT NO. 1
Reference is made to the Amended and Restated Loan
Agreement dated as of May 23, 1997 among Circus Circus
Enterprises, Inc., a Nevada corporation, the Banks, Managing
Agents, as Co-Agents, and Lead Managers named therein, and Bank
of America National Trust and Savings Association, as Issuing
Bank and Administrative Agent (as amended, the Loan
Agreement ). Terms defined in the Loan Agreement are used
herein with the same meanings.
The parties hereto agree to amend the Loan Agreement
as follows:
1. Definition of Restricted Expenditures in
Section 1.1. The definition of Restricted Expenditures as
set forth in Section 1.1 of the Loan Agreement is amended to
read in full as follows:
Restricted Expenditures means (a) Distributions (other
than Distributions on the Common Stock consisting of
Common Stock) to Persons other than to Borrower or the
Restricted Subsidiaries, (b) Capital Expenditures (other
than (i) Capital Expenditures for the completion of
Project Paradise, the related Four Seasons Hotel, Bay St.
Louis, Tunica, and Capital Expenditures in an aggregate
amount not to exceed $75,000,000 for the completion of
proposed improvements to the Luxor Hotel and Casino and
the two related hotel tower facilities (located between
the main Luxor pyramid and the Excalibur Resort), in each
case, in substantial accordance with the construction
plans in existence on the Closing Date and (ii)
Maintenance Capital Expenditures), (c) the purchase price
paid in Cash for Acquisitions net of any Indebtedness
incurred to finance such Acquisitions that is non-recourse
to the credit or assets of Borrower or any Significant
Subsidiary or their respective Properties, and (d) direct
or indirect Investments in Cash or Cash Equivalents in New
Venture Entities, in each case made by Borrower or any of
the Restricted Subsidiaries.
2. Condition Precedent. As a condition precedent
to the effectiveness of this Amendment, the Administrative
Agent shall have received executed counterparts of this
Amendment from Borrower and consents hereto from Banks
comprising at least the Majority Banks.
3. Counterparts. This Amendment may be executed in
counterparts in accordance with Section 11.7 of the Loan
Agreement.
4. Confirmation. In all other respects, the Loan
Agreement is confirmed.
This Amendment is dated as of September 30, 1997.
CIRCUS CIRCUS ENTERPRISES, INC.
By: Xxxxx Xxxxxxxxx
Title: President
BANK OF AMERICA NATIONAL TRUST
AND SAVINGS ASSOCIATION,
as Administrative Agent
By: Xxxxxx Xxxxxxx
Title: Vice President
CONSENT OF BANK
This Consent of Bank is delivered with reference to
the Amended and Restated Loan Agreement dated as of May 23,
1997 among Circus Circus Enterprises, Inc., a Nevada
corporation, the Banks, Co-Agents, Managing Agents and Lead
Managers referred to therein, and Bank of America National
Trust and Savings Association, as Issuing Bank and
Administrative Agent (as amended, the Loan Agreement ).
Capitalized terms used but not defined herein are used with the
meanings set forth for those terms in the Loan Agreement.
The undersigned Bank hereby consents to the
execution, delivery and performance of the proposed Amendment
No. 1 to Loan Agreement by the Administrative Agent on behalf
of the Banks, substantially in the form presented to the
undersigned as a draft.
Bank of America
[Typed/Printed Name of Bank]
By: Xxx Xxxxxxx
Xxx Xxxxxxx, MD
[Typed/Printed Name and Title]
Dated: September ___, 1997
