AMERISTAR CASINOS INC
8-K, 1997-06-27
MISCELLANEOUS AMUSEMENT & RECREATION
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                          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):  June 19, 1997


                          AMERISTAR CASINOS, INC.
     (Exact name of registrant as specified in its charter)
                                
                                
       Nevada               0-22494              88-0304799
  (State or other       (Commission File        (IRS Employer
  jurisdiction of           Number)            Identification
  incorporation or                                 Number)
   organization)
                                
                                
                    3773 Howard Hughes Parkway
                         Suite 490 South
                     Las Vegas, Nevada  89109
      (Address of principal executive offices and Zip Code)
                                
                                
                          (702) 567-7000
      (Registrant's telephone number, including area code)

<PAGE>ITEM 5.  OTHER EVENTS.

     EFFECTIVENESS   OF  GEM  SETTLEMENT  AGREEMENT.    Ameristar
Casinos, Inc. (the "Company") previously reported that it entered
into  a Settlement Agreement (the "Settlement Agreement"),  dated
as  of  May  3,  1997,  with the former  stockholders  (the  "Gem
Stockholders") of Gem Gaming, Inc. ("Gem"), which was acquired by
the  Company  in  October 1996 through the  merger  of  Gem  into
Ameristar  Casino Las Vegas, Inc., a wholly owned  subsidiary  of
the Company.  Gem was the original developer of The Reserve Hotel
& Casino ("The Reserve") under construction in Henderson, Nevada.
The  Settlement  Agreement provided that  its  effectiveness  was
subject  to  its approval by the Nevada Gaming Commission  acting
upon the recommendation of the Nevada State Gaming Control Board.
The  Settlement Agreement became effective on June 19, 1997  upon
its  approval by the Nevada Gaming Commission.  Pursuant  to  the
Settlement Agreement, the Company has made an initial payment  to
the  Gem  Stockholders of $4,000,000 and has issued  to  the  Gem
Stockholders  unsecured  subordinated  promissory  notes  in  the
aggregate  principal amount of $28,650,000.  The terms  of  these
promissory  notes and the other principal terms of the Settlement
Agreement  are  described in the Company's  Quarterly  Report  on
Form  10-Q  for  the three months ended March 31, 1997,  and  the
Settlement Agreement has been filed as an exhibit thereto.

     CONSTRUCTION   OF   THE  RESERVE.   The  Company   suspended
construction  on  The Reserve in March 1997 as a  result  of  the
dispute with the Gem Stockholders.  With the effectiveness of the
Settlement  Agreement,  the Company is  preparing  to  accelerate
construction  of  The Reserve, and management currently  believes
that  Phase I of The Reserve will open in January 1998.  Phase  I
of  The  Reserve  will have approximately 42,000 square  feet  of
casino space (with approximately 1,350 slot machines and 26 table
games),  224  hotel  rooms,  four  restaurants,  three  bars  and
lounges,  a  race  and sports book, approximately  1,500  surface
parking  spaces  and  a  swimming pool.  The  food  and  beverage
operations  and back-of-house facilities included in Phase  I  of
The  Reserve  will support both Phases I and II of  The  Reserve.
The  total acquisition and construction budget for Phase I of The
Reserve  is  $118.0  million, including capitalized  construction
period  interest, preopening costs, Phase I and II  design  costs
and  acquisition  costs.   As  of  May  31,  1997,  approximately
$71.0 million of this budget remained to be expended.

     Phase  II  of The Reserve, which will complete the Company's
initial  development plans for The Reserve, is planned to include
approximately 28,000 square feet of additional casino area  (with
the  addition  of approximately 600 slot machines  and  20  table
games),  the  permanent  porte  cochere,  a  1,500-space  parking
structure  and enhancements to the swimming pool and garden  area
and   the   race  and  sports  book  facilities.   The  estimated
construction and development cost of Phase II of The  Reserve  is
estimated to be $35.0 million, including capitalized construction
period  interest.   The timing of construction  of  Phase  II  is
expected to be substantially dependent upon the Company's  future
cash flow following the opening of The Reserve.

     CONSTRUCTION  OF  HOTEL AT AMERISTAR CASINO  VICKSBURG.   As
previously  reported, the Company is developing  an  eight-story,
148-room deluxe hotel across the street from the main entrance to
Ameristar  Casino  Vicksburg, in Vicksburg, Mississippi.   It  is
currently anticipated

<PAGE>that  construction will be completed in  March  1998.   The
Company has established a development and construction budget for
this  hotel  of $9.8 million, including capitalized  construction
period interest.

     CAUTIONARY  STATEMENT CONCERNING FORWARD LOOKING STATEMENTS.
The  information included in this Report includes forward-looking
statements, such as statements concerning the respective designs,
construction schedules and budgets for The Reserve and the  hotel
at  Ameristar  Casino  Vicksburg.  Actual  results  might  differ
materially from those projected in or anticipated or contemplated
by  these forward-looking statements due to various factors, many
of  which  are  beyond the control of the Company, including  the
availability  and  costs of financing to fund a  portion  of  the
budgeted  amounts for construction and development.   Information
concerning  certain other factors that may affect actual  results
is  set forth above and in the Company's other publicly available
reports on Forms 10-K, 10-Q and 8-K filed with the Securities and
Exchange  Commission.  In particular, attention is drawn  to  the
cautionary  statements  included under the caption  "Management's
Discussion  and  Analysis of Financial Condition and  Results  of
Operations--Factors Affecting Forward-Looking Statements" in  the
Company's Annual Report on Form 10-K, as amended, for the  fiscal
year ended December 31, 1996.

                                
                                
                            SIGNATURE

Pursuant  to the requirements of the Securities Exchange  Act  of
1934,  the undersigned registrant has duly caused this report  to
be  signed  on  its  behalf  by  the  undersigned  hereunto  duly
authorized.

                     AMERISTAR CASINOS, INC.
                          (Registrant)
Date:  June 27, 1997
                                
                                
                               By:  /S/ Thomas M. Steinbauer
                                    Thomas M. Steinbauer,
                                    Senior Vice President and
                                    Chief Financial Officer



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