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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
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PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May 31, 2006
WYNN RESORTS, LIMITED
(Exact name of registrant as specified in its charter)
Nevada 000-50028 46-0484987
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation) Identification No.)
WYNN LAS VEGAS, LLC
(Exact name of registrant as specified in its charter)
Nevada 333-98369 88-0494878
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation) Identification No.)
3131 Las Vegas Boulevard South
Las Vegas, Nevada 89109
(Address of principal executive offices of each registrant) (Zip Code)
(702) 770-7555
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[_] Written communication pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencements communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement.
On May 31, 2006, Wynn Las Vegas, LLC ("WLV"), a wholly owned subsidiary of Wynn
Resorts, Limited, entered into an agreement (the "Agreement") with Lupa
International Inc. ("Lupa"), Productions du Dragon, S.A. ("Dragon") and Franco
Dragone which intervened Calitri Services and Licensing Limited Company
("Calitri"), to acquire substantially all rights owned by such parties in "Le
Reve," the water-based live theatrical attraction currently presented at Wynn
Las Vegas (the "Show"). Under the Agreement, WLV shall make a cash payment in
the amount of $15,871,952 to Lupa (which acquired rights in the Show from
Calitri), in exchange for substantially all rights in and to the Show and to
repay certain unreimbursed excess production costs.
Item 1.02. Termination of a Material Definitive Agreement.
Under the Agreement, the parties agreed to terminate (i) the License Agreement,
dated as of October 31, 2002, by and between WLV and Calitri, and (ii) the
Production Services Agreement, dated as of October 31, 2002, by and between WLV
and Dragon.
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 hereunto duly authorized.
Date: June 5, 2006
Wynn Resorts, Limited
By: /s/ John Strzemp
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John Strzemp
Chief Financial Officer
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 hereunto duly authorized.
Date: June 5, 2006
WYNN LAS VEGAS, LLC
By: Wynn Resorts Holdings, LLC, its
sole member
By: Wynn Resorts, Limited, its sole member
By: /s/ John Strzemp
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John Strzemp
Chief Financial Officer