BALLY MANUFACTURING CORP
8-K, 1994-05-20
MISCELLANEOUS AMUSEMENT & RECREATION
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              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):  May 20, 1994



                Commission file number  1-7244



                BALLY ENTERTAINMENT CORPORATION
    (Exact name of registrant as specified in its charter)



                Delaware                             36-2512405
     (State or other jurisdiction of              (I.R.S. Employer
     incorporation or organization)              Identification No.)



8700 West Bryn Mawr Avenue, Chicago, Illinois          60631
(Address of principal executive offices)            (Zip Code)



Registrant's telephone number, including area code:  (312) 399-1300
















                          Page 1 of 2
                    Exhibit Index on Page 2

<PAGE>
                BALLY ENTERTAINMENT CORPORATION
                           FORM 8-K
                        Current Report

Item 5.   Other Events.

          On May 17, 1994, the Registrant issued the press release attached
hereto as Exhibit 99, which press release is incorporated herein by reference.


Item 7.   Financial Statements and Exhibits

     c.   Exhibits.

          99   News Release of Registrant dated May 17, 1994


                           SIGNATURE

          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, hereunto duly authorized.


                              BALLY ENTERTAINMENT CORPORATION
                              -------------------------------
                                        Registrant


                                     /s/ John W. Dwyer
Date: May 20, 1994        ---------------------------------------
                          Vice President and Corporate Controller
                                (Chief Accounting Officer)


                          Page 2 of 2

                                                      EXHIBIT 99




FROM:    BALLY MANUFACTURING CORPORATION
         8700 West Bryn Mawr
         Chicago, IL  60631

         MWW/Strategic Communications, Inc.
         Public Relations - Tel. (201) 342-9500
         Contact:  Laurie Terry / Michael W. Kempner
____________________________________________________________________

                                          FOR IMMEDIATE RELEASE


BALLY MANUFACTURING CORPORATION CHAIRMAN CITES YEAR OF SIGNIFICANT
ACCOMPLISHMENTS AT ANNUAL MEETING

MAXIMIZING SHAREHOLDER VALUE IS MAJOR GOAL OF COMING YEAR -- FIRST
ACTION WILL BE TO SEPARATE CASINO AND FITNESS BUSINESSES BY SPINNING
OFF HEALTH & TENNIS CORPORATION

         Chicago, IL, May 17, 1994 -- At its annual meeting, Bally
Manufacturing Corporation (NYSE:BLY) Chairman, Chief Executive
Officer and President Arthur M. Goldberg told shareholders, "The
company has completed the aggressive goals that were set out at last
year's meeting.  As promised, Bally was one of the first major
casino companies to enter the newly emerging casino markets with the
December opening of Bally's Saloon & Gambling Hall in Tunica,
Mississippi.  The company was also granted a gaming license for its
New Orleans riverboat, the Belle of Orleans, scheduled to open in
early 1995.
         "With many of the problems my management team inherited
behind us, we can now focus on further building shareholder value. 
As our first initiative, our Board has authorized management to take
steps to separate the company's two business segments -- casinos and
fitness centers -- through a spin-off of Bally's Health & Tennis
Corporation," Mr. Goldberg said.
         After a review of alternatives to enhance shareholder
value, the Board determined that shareholders would be best served
by separating the two businesses, with the Bally parent remaining a
pure casino company.
         Mr. Goldberg explained that, "The shares of Bally
Manufacturing have been significantly undervalued as a result of
confusion in the marketplace regarding our Health & Tennis division.
         "This move should allow for a better understanding of Bally
as one of the nation's premier casino companies.  Additionally,
shareholders will benefit from the upside potential of Health &
Tennis as a stand-alone entity."
         Mr. Goldberg also announced, "To better reflect the current
and future direction of the company, we have changed the company's
name, with shareholder approval, to Bally Entertainment
Corporation."
         In 1993 Bally saw other exciting news.  During that period,
the company regained control of Bally's Las Vegas and moved forward
with exciting renovation plans that include the construction of a
system of moving walkways in the front of the property and a
monorail connecting Bally's Las Vegas to the new MGM Grand Hotel.
         Mr. Goldberg also stressed that Bally has significantly
reduced the company's interest rates on its public debt by
completing a series of refinancings, and with the formation of a new
subsidiary, Bally's Casino Holdings, Inc. raised $128 million to
finance the expansion of the company's casino gaming business.
         For the remainder of this year and beyond, Bally's chairman
said, "The company will continue to aggressively explore the major
new emerging casino markets.  Although the severe winter weather in
the East and the California earthquake significantly affected our
operating results in early 1994, we are optimistic that the steps we
are implementing will increase operating profitability for the rest
of the year.  We also plan to continue actively exploring new casino
ventures in a strategic and targeted fashion.
         "In 1993, we have clearly demonstrated a dedication to
rebuilding the company's financial strength and operational
efficiency.  With our exciting plans and vision for the company, we
look forward to an even more successful year for Bally and its
shareholders," concluded Mr. Goldberg.
         Bally Manufacturing Corporation is one of the world's
foremost operators of casinos and casino hotel resorts.  The company
owns and operates three world-class casino hotel resorts in Atlantic
City and Las Vegas, a dockside casino in Tunica, Mississippi and is
in the process of building a riverboat casino for New Orleans,
Louisiana to be opened in early 1995.
         Bally through its subsidiary, Bally's Health & Tennis, is
also the world's largest commercial operator of fitness centers with
approximately 350 facilities in the U.S. and Canada.
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