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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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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) June 18, 1999
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MANDALAY RESORT GROUP
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(Exact Name of Registrant as specified in its charter)
Nevada 1-8570 88-0121916
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
3950 Las Vegas Boulevard South, Las Vegas, Nevada 89119
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(Address of Principal Executive Offices)
Registrant's telephone number, including area code (702) 632-6700
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CIRCUS CIRCUS ENTERPRISES, INC.
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(Former Name or Former Address, if Changed Since Last Report)
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INFORMATION INCLUDED IN THIS REPORT
ITEM 2. OTHER EVENTS.
This report is being filed solely for the purpose of reporting the
change of the registrant's name from Circus Circus Enterprises, Inc. to Mandalay
Resort Group. The change was effective upon the filing with the office of the
Secretary of State of Nevada of a Certificate of Amendment to the registrant's
Restated Articles of Incorporation, a copy of which is included as an exhibit to
this report. The registrant's Common Stock, which is listed on the New York
Stock Exchange and the Pacific Exchange and has been traded under the symbol
"CIR," is expected to begin trading under the new symbol "MBG" on Monday,
June 21, 1999.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
Exhibits
The following exhibit is filed as part of this report:
3(i) Certificate of Amendment of Restated Articles of
Incorporation of Circus Circus Enterprises, Inc., filed
with the office of the Secretary of State of Nevada on
June 18, 1999.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
MANDALAY RESORT GROUP
Dated: June 18, 1999 By: MICHAEL S. ENSIGN
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Michael S. Ensign
Chairman of the Board and
Chief Executive Officer
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INDEX TO EXHIBITS
No. Description
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3(i) Certificate of Amendment of Restated Articles of
Incorporation of Circus Circus Enterprises, Inc., filed with
the Office of the Secretary of State of Nevada on June 18,
1999.
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EXHIBIT A
File No. C571-1974
CERTIFICATE OF AMENDMENT
OF
RESTATED ARTICLES OF INCORPORATION
OF
CIRCUS CIRCUS ENTERPRISES, INC.
Glenn W. Schaeffer and Yvette E. Landau certify that:
A. They are the President and Secretary, respectively, of Circus
Circus Enterprises, Inc., a Nevada corporation (the "Corporation").
B. Resolutions were duly adopted by the Corporation's Board of
Directors proposing and declaring advisable the amendment to and restatement
of ARTICLE I of the Corporation's Restated Articles of Incorporation to read
in its entirety as follows:
"ARTICLE I
The name of the corporation is Mandalay Resort Group."
C. The foregoing amendment to the Corporation's Restated Articles of
Incorporation was presented to the Corporation's stockholders at the
Corporation's annual meeting of stockholders duly held on June 17, 1999. At
the time of the meeting the Corporation had issued and outstanding only one
class of capital stock. The foregoing amendment was duly approved and
adopted by the Corporation's stockholders with 72,808,469 shares
(representing a majority of the voting power) voting in favor of the
amendment, 545,178 shares voting against the amendment and 115,840 shares
abstaining or not voted.
IN WITNESS WHEREOF, we do hereby execute this Certificate of Amendment
of Restated Articles of Incorporation of Circus Circus Enterprises, Inc. on
June 17, 1999.
/s/ Glenn W. Schaeffer
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Glenn W. Schaeffer, President
/s/ Yvette E. Landau
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Yvette E. Landau, Secretary
STATE OF NEVADA
COUNTY OF CLARK
This instrument was acknowledged before me on June 17, 1999, by Glenn W.
Schaeffer as President of Circus Circus Enterprises, Inc.
Vitoria T. Ferraro
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Notary Public