1 1 STATE OF NEW JERSEY 2 CASINO CONTROL COMMISSION 3 - - - - - - - - - - - - - - - - - - - 4 5 PUBLIC MEETING NO. 09-04-15 6 7 - - - - - - - - - - - - - - - - - - - 8 9 Wednesday, April 15, 2009 10 Atlantic City Commission Offices 11 Joseph P. Lordi Public Meeting Room - First Floor 12 Tennessee Avenue and Boardwalk 13 Atlantic City, New Jersey 08401 14 10:37 a.m. to 12:18 p.m. 15 16 17 Certified Court Reporter: Darlene Sillitoe 18 - - - - - - - - - - - - - - - - - - - - - - - - - - - 19 20 ATLANTIC CITY COURT REPORTING, LLC 21 CERTIFIED COURT REPORTERS AND VIDEOGRAPHERS 22 1125 ATLANTIC AVENUE, SUITE 416 23 ATLANTIC CITY, NEW JERSEY 08401 24 (609) 345-8448 www.accourtreporting.com 25 2 1 2 CASINO CONTROL COMMISSION: LINDA M. KASSEKERT, CHAIR 3 MICHAEL C. EPPS, VICE CHAIR MICHAEL A. FEDORKO, COMMISSIONER 4 WILLIAM T. SOMMELING, COMMISSIONER 5 PRESENT FOR THE CASINO CONTROL COMMISSION: 6 DARYL W. NANCE, ADMINISTRATIVE ANALYST DANIEL J. HENEGHAN, PUBLIC INFORMATION OFFICER 7 OFFICE OF THE GENERAL COUNSEL: 8 DIANNA W. FAUNTLEROY, GENERAL COUNSEL/EXECUTIVE SECRETARY 9 LEONARD J. DiGIACOMO, ASSISTANT GENERAL COUNSEL E. DENNIS KELL, ASSISTANT GENERAL COUNSEL 10 LON E. MAMOLEN, SENIOR COUNSEL TRACY E. RICHARDSON, COUNSEL 11 BERNADETTE T. FRIGEN, PROGRAM SUPERVISOR 12 DIVISION OF GAMING ENFORCEMENT: DEPUTY ATTORNEYS GENERAL 13 JOHN E. ADAMS, JR., DEPUTY ATTORNEY GENERAL 14 BRIAN C. BISCIEGLIA, DEPUTY ATTORNEY GENERAL MARY JO FLAHERTY, DEPUTY ATTORNEY GENERAL 15 JAMES C. FOGARTY, DEPUTY ATTORNEY GENERAL R. LANE STEBBINS, DEPUTY ATTORNEY GENERAL 16 17 18 19 20 21 22 23 24 25 3 1 A P P E A R A N C E S : 2 ITEM NO. 3 DARYL W. NANCE, ADMINISTRATIVE ANALYST MARY JO FLAHERTY, DEPUTY ATTORNEY GENERAL 3 JODI MURACZEWSKI, ESQ. FOR: SHOWBOAT ATLANTIC CITY 4 OPERATING COMPANY, LLC 5 ITEM NO. 6 BERNADETTE T. FRIGEN, PROGRAM SUPERVISOR BRIAN C. BISCIEGLIA, DEPUTY ATTORNEY 6 GENERAL JAMES LEE, ESQ. 7 FOR: GEREMIA E. ARTILES 8 ITEM NO. 9 TRACY E. RICHARDSON, COUNSEL JAMES C. FOGARTY, DEPUTY ATTORNEY 9 FOX ROTHSCHILD NICHOLAS CASIELLO, JR., ESQ. 10 PAUL HASTINGS ROB CARLSON, ESQ. 11 FOR: INFINITY WORLD INVESTMENTS, LLC AND INFINITY WORLD (CAYMAN) LP 12 ITEM NO. 10 DIANNA W. FAUNTLEROY, GENERAL COUNSEL 13 MARY JO FLAHERTY, DEPUTY ATTORNEY GENERAL PASHMAN STEIN 14 SEAN MACK, ESQ. FOR: TRUSTEE/CONSERVATOR JUSTICE STEIN 15 ITEM NO. 11 LEONARD J. DiGIACOMO, ASSISTANT GENERAL 16 COUNSEL JOHN E. ADAMS, JR., DEPUTY ATTORNEY 17 GENERAL PASHMAN STEIN 18 SEAN MACK, ESQ. FOR: TRUSTEE/CONSERVATOR JUSTICE STEIN 19 DUANE MORRIS GILBERT L. BROOKS, ESQ. 20 FOR: STEERING COMMITTEE OF SECURED LENDERS 21 STERNS & WEINROTH, PC PAUL M. O'GARA, ESQ. 22 FOR: TROPICANA ENTERTAINMENT 23 24 25 4 1 AGENDA PUBLIC MEETING NO. 09-04-15 2 APRIL 15, 2009, 10:37 a.m. ITEM PAGE VOTE 3 1 Ratification of the minutes of the 8 8 April 1, 2009, meeting 4 2 Applications for employee and casino service industry licenses 5 18 initial and/or renewal of casino key 8 9 and casino employee licenses 6 18 initial and/or renewal of casino key 9 10 and casino employee licenses 7 Applications for initial and renewal of 10 11 casino key employee licenses and for 8 qualification: Ronald M. Baumann, Assistant General 9 Manager for Bally's Park Place, Inc. Agostino Cipollini, Senior Vice President 10 and Chief Administrative Officer for Marina District Development Company, LLC 11 Michael J. Frawley, Chief Operating Officer for RIH Acquisitions NJ, LLC, 12 Steven M. Gietka, Vice President of Entertainment for Trump Taj Mahal 13 Associates, LLC Joseph A. Grande, Vice President of Player 14 Player Development for Trump Taj Mahal Associates, LLC 15 Normand J. Mullan, Direct of Internal Audit for Marina Associates 16 Daniel L. Nita, Senior Vice President and Senior Manager for Boardwalk Regency Corp. 17 Dennis M. O'Brien, Direct or Surveillance for RIH Acquisition NJ, LLC 18 Daniel S. Revallo, Director of Internal Audit for Resorts International Hotel, Inc. 19 Michael J. Schultz, Director of Security for Marina District Development Company, LLC 20 Barbara K. Sima, Vice President of Player Development for Trump Taj Mahal 21 Associates, LLC 3 Petition of Showboat Atlantic City 11 13 22 Operating Company, LLC, for the issuance of a temporary casino key employee license 23 to Jane M. Hart pursuant to NJSA 5:12-89(e) and to permit her pursuant to NJAC 19:43-2.6 24 to assume the duties and exercise the powers of Vice President of Casino Marketing without 25 first having been found qualified (PRN 0860901) 5 1 CONTINUED AGENDA PUBLIC MEETING NO. 09-04-15 2 APRIL 15, 2009, 10:37 a.m. ITEM PAGE VOTE 3 4 Stipulations of settlement and consent Agreements: 4 a) Sheila L. Milbourne (a/k/a Sheila L. 13 17 Milbourne) (08-0492-ER) sworn 15 5 b) Bernadette S. Hughes (08-0490-ER, 13 17 08-0996-RC) 6 c) Ebony R. Chapman (08-0864-RC) 13 17 d) Vincent Lombardo (07-0345-ER) 13 17 7 e) Raiketa N. Smith (09-0010-EA) 13 17 f) Chanique C. Wright (09-0008-EA) 13 17 8 g) Rita A. Smith (08-0978-ER) 13 17 h) Veronica G. Wright (08-0460-RC) 13 17 9 5 Petition of Julio (a/k/a Julio 17 19 Carillo-Rincon) for early reapplication 10 (08-1002-RA) 6 Application for suspension in State v. 19 24 11 Geremia E. Artiles ( 09-0189-RC) 7 Consideration of forfeiture orders in 24 27 12 State v.: a) Marina District Development Company, 13 LLC, et al. b) Boardwalk Regency Corp., et al. 14 8 Proposed publication of amendments for 28 29 insurance wager in Pai Gow poker 15 9 Third amended petition of Infinity World 30 82 Investments, LLC, and Infinity World (Cayman) 16 LP, for interim casino authorization (PRN 3510702) George D. Dalton, sworn 36 17 10 Consideration in the applications of the 82 86 Trustee and Conservator for the former casino 18 licensee, Adamar of New Jersey, Inc., for approval of fees for the Conservator/Trustee, 19 his personal counsel, legal, and other consultants 11 Petition of the Trustee and Conservator 87 101 20 for Adamar of New Jersey, Inc., to extend the sale period, approve an asset purchase 21 agreement and authorize a bankruptcy filing (PRN 0750903) 22 12 Proposed temporary adoption of amendments 29 30 to NJAC 19:40-1.2, 19:45-1.54, and 1.55, 23 19:47-15.4 and 15.6 and new rule NJAC 19:45-3.1 (expiration of certain gaming debts and the 24 payment of a portion of the money to the Casino Revenue Fund) 25 6 1 E X H I B I T S : 2 ITEM NO. DESCRIPTION EVD 3 2 4 P-1 Remand for hearings 18 licenses X 5 P-2 Grant 18 licenses X 6 ITEM NO. 7 9 8 D-1 Redacted DGE Letter Report, 3-9-09 X 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 (Exhibits retained by Commission.) 25 7 1 (Public Meeting 09-04-15 was commenced 2 at 10:37 a.m.) 3 MR. NANCE: Good morning. I'd like to 4 read an opening statement: 5 This is to advise the general public 6 that in compliance with Chapter 231 of the 7 public laws of 1975 entitled the "Open Public 8 Meetings Act," the New Jersey Casino Control 9 Commission on October 7, 2008, filed with the 10 Secretary of State at the State House in 11 Trenton, New Jersey, a notice of this hearing. 12 On October 7, copies were mailed to 13 subscribers. 14 Members of the press will be permitted 15 to take photographs, and we ask that this be 16 done in a manner which is not disruptive or 17 distracting to the Commission. 18 The use of cell phones in the public 19 meeting room while the Commission is in session 20 is prohibited. 21 Any member of the public who wish to 22 address the Commission will be given the 23 opportunity to do so before the Commission 24 adjourns for the day. 25 Would everyone please stand for the 8 ITEM NO. 1-2 1 Pledge of Allegiance. 2 (The flag salute was recited.) 3 CHAIR KASSEKERT: Good morning. 4 MR. NANCE: Good morning. 5 The matters discussed in closed session 6 were: Employee and enterprise license matters. 7 The Commission approved the April 1st, 8 2009, closed session minutes. 9 Item No. 1, the ratification of the 10 minutes of April 1, 2009, public meeting. 11 COMMISSIONER SOMMELING: Move to 12 approve. 13 COMMISSIONER FEDORKO: Second. 14 CHAIR KASSEKERT: The motion has been 15 made and seconded. All in favor? 16 (Ayes.) 17 CHAIR KASSEKERT: Opposed? 18 (No response.) 19 CHAIR KASSEKERT: Motion carries. 20 MR. NANCE: Item No. 2, applications for 21 employee and casino service industry licenses. 22 This agenda item will be entered as 23 Exhibit 1 and -- excuse me. This agenda item 24 will be entered as Exhibit Lists 1 and 2. 25 Exhibit List 1 consists of 18 9 ITEM NO. 2 1 applications for initial and/or renewal of 2 casino key or casino employee licenses. 3 The Division has objected to licensure. 4 COMMISSIONER FEDORKO: Motion to grant 5 applications. 6 CHAIR KASSEKERT: This is a motion to 7 remand for hearings. 8 COMMISSIONER FEDORKO: Oh, I'm sorry. 9 Motion to remand for hearings. 10 COMMISSIONER SOMMELING: Second. 11 CHAIR KASSEKERT: The motion has been 12 made and seconded. All in favor? 13 (Ayes.) 14 CHAIR KASSEKERT: Opposed? 15 (No response.) 16 CHAIR KASSEKERT: Motion carries. 17 MR. NANCE: Exhibit List 2 consists of 18 18 applications nor initial and/or renewal of 19 casino key and casino employee licenses. 20 Staff and the Division have recommended 21 that these licenses be granted. 22 VICE CHAIR EPPS: Motion to grant 23 applications. 24 COMMISSIONER SOMMELING: Second. 25 CHAIR KASSEKERT: The motion has been 10 ITEM NO. 2 1 made and seconded. All in favor? 2 (Ayes.) 3 CHAIR KASSEKERT: Opposed? 4 (No response.) 5 CHAIR KASSEKERT: Motion carries. 6 MR. NANCE: For consideration are the 7 following applications for initial and/or 8 renewal of casino key licenses and for 9 qualification for: Ronald M. Baumann, 10 Assistant General Manager for Bally Park Place, 11 Inc.; Agostino Cipollini, Senior Vice President 12 and Chief Administrative Officer for Marina 13 District Development Company, LLC; Michael J. 14 Frawley, Chief Operating Officer for RIH 15 Acquisitions, New Jersey, LLC; Steven Gietka, 16 Vice President of Entertainment for Trump Taj 17 Mahal Associates, LLC; Joseph Grande, Vice 18 President of Player Development for Trump Taj 19 Mahal Associates, LLC; Normand Mullan, Director 20 of Internal Audit for Marina Associates; Daniel 21 Nita, Senior Vice President and Senior Manager 22 for Boardwalk Regency Corporation; Dennis 23 O'Brien, Director of Surveillance for RIH 24 Acquisition New Jersey, LLC; Daniel Revallo, 25 Director of Internal Audit for Resorts 11 ITEM NO. 3 1 International Hotel, Inc.; Michael J. Schultz, 2 Director of Security for Marina District 3 Development Company, LLC; and Barbara Sima, 4 Vice President of Player Development for Trump 5 Taj Mahal Associates, LLC. 6 Staff and the Division have recommended 7 that these applications be granted. 8 COMMISSIONER FEDORKO: Motion to grant 9 initial and renewal of key licenses and for 10 qualification. 11 COMMISSIONER SOMMELING: Second. 12 CHAIR KASSEKERT: Motion is made and 13 seconded. This is a roll call vote. 14 MR. NANCE: Commissioner Fedorko? 15 COMMISSIONER FEDORKO: Yes. 16 MR. NANCE: Commissioner Sommeling? 17 COMMISSIONER SOMMELING: Yes. 18 MR. NANCE: Vice Chair Epps? 19 VICE CHAIR EPPS: Yes. 20 MR. NANCE: Chair Kassekert? 21 CHAIR KASSEKERT: Yes. 22 MR. NANCE: The record will reflect that 23 the motion is unanimous. 24 Item No. 3, Petition No. 0860901 for 25 Showboat Atlantic City Operating Company, LLC, 12 ITEM NO. 3 1 is requesting the issuance of a temporary 2 casino key employee license to Jane Hart 3 pursuant to NJSA 5:12-89(3) and to permit him 4 [sic] pursuant to NJAC 19:43-2.6 to assume the 5 duties and exercise the powers of Vice 6 President of Casino Marketing without first 7 having been found qualified. 8 CHAIR KASSEKERT: Good morning. 9 MR. MURACZEWSKI: Good morning, Chair. 10 Mike Muraczewski for Petitioner. With me I 11 have Jane Hart. 12 MS. HART: Good morning. 13 CHAIR KASSEKERT: Good morning. 14 Miss Flaherty? 15 MS. FLAHERTY: Yes, Chair, 16 Commissioners. 17 The Division has no objection to the 18 issuance of the temporary casino license or 19 qualification. 20 Thank you. 21 CHAIR KASSEKERT: Thank you. 22 Any questions? 23 COMMISSIONER SOMMELING: No questions, 24 Madame Chair. 25 Move to approve the petition and issue a 13 ITEM NO. 4 1 temporary casino key employee license to Jane 2 M. Hart and permit her to assume the duties and 3 exercise the powers of Vice President of Casino 4 Marketing without first having been qualified. 5 VICE CHAIR EPPS: Second. 6 CHAIR KASSEKERT: Motion is made and 7 seconded. This is a roll call vote. 8 MR. NANCE: Commissioner Fedorko? 9 COMMISSIONER FEDORKO: Yes. 10 MR. NANCE: Commissioner Sommeling? 11 COMMISSIONER SOMMELING: Yes. 12 MR. NANCE: Vice Chair Epps? 13 VICE CHAIR EPPS: Yes. 14 MR. NANCE: Chair Kassekert? 15 CHAIR KASSEKERT: Yes. 16 MR. NANCE: The record will reflect that 17 the record is unanimous. 18 MS. HART: Thank you. 19 CHAIR KASSEKERT: Thank you. 20 MR. NANCE: Item No. 4, stipulation of 21 settlement and consent agreements. 22 When I call your name, please come 23 forward, standing behind this center table, 24 spreading across the room so that you may be 25 seen: Sheila Milbourne, Bernadette Hughes, 14 ITEM NO. 4 1 Ebony Chapman, Vincent Lombardo, Raiketa Smith, 2 Chanique Wright, Rita Smith, and Veronica 3 Wright. 4 CHAIR KASSEKERT: Has everyone whose 5 name been called come forward at this point? 6 Okay. I'm going to ask that you each 7 state your name for the record, starting with 8 you, ma'am. 9 MS. MILBOURNE: Sheila Milbourne. 10 MS. SMITH: Rita Smith. 11 CHAIR KASSEKERT: Okay. In a moment we 12 are going to vote on the stipulations which 13 you've agreed to with the Division of Gaming 14 Enforcement. I'm going to ask at this point if 15 either of you wish to be heard on your matter. 16 You don't have to say anything if you don't 17 want to. 18 Do you wish to be heard? 19 MS. MILBOURNE: Yes. As far as my -- 20 CHAIR KASSEKERT: You wish to be heard? 21 MS. MILBOURNE: Yes. 22 CHAIR KASSEKERT: Okay. I need to you 23 raise your right hand, and Mr. Nance will swear 24 you in. 25 15 ITEM NO. 4 1 SHEILA L. MILBOURNE, was duly sworn to 2 testify in this matter. 3 4 MR. NANCE: Please state your name for 5 the record. 6 MS. MILBOURNE: Sheila Milbourne. 7 MR. NANCE: Thank you. 8 CHAIR KASSEKERT: Okay. Miss Milbourne, 9 what would you like to say? 10 MS. MILBOURNE: I wanted to say as far 11 as what was a tax issue -- 12 CHAIR KASSEKERT: Could you just speak 13 up a little bit? I can't quite hear you. And 14 this lady is taking down everything you say so. 15 MS. MILBOURNE: Okay. I want to say the 16 tax issue that I was taking care of is already 17 done. As far as I don't have to make payments 18 or -- it's already taken care of. 19 CHAIR KASSEKERT: Was this an execution 20 statement, you're talking about? Or -- 21 MS. MILBOURNE: It was -- yes. 22 CHAIR KASSEKERT: Okay. And that -- 23 you're telling us that that's already been -- 24 you've already paid back that? 25 MS. MILBOURNE: Yes. Yes. 16 ITEM NO. 4 1 CHAIR KASSEKERT: Okay. All right. 2 Thank you. 3 Mr. Biscieglia? 4 MR. BISCIEGLIA: Just supply it to the 5 Division. Do you have a copy with you today? 6 MS. MILBOURNE: Uh-hum. 7 MR. BISCIEGLIA: We will discuss with 8 Miss Milbourne after the meeting and accept the 9 proofs. 10 CHAIR KASSEKERT: Okay. Very good. 11 MR. BISCIEGLIA: Thank you. 12 CHAIR KASSEKERT: Any questions? 13 Mr. Epps, any questions? 14 VICE CHAIR EPPS: I mean, the license is 15 being granted and the stipulation so -- 16 MR. BISCIEGLIA: Exactly. There's no 17 issue. 18 VICE CHAIR EPPS: Right. 19 CHAIR KASSEKERT: Yeah. Right. 20 MR. BISCIEGLIA: Okay. Good morning, 21 Chair, Commissioners. 22 The Division has nothing further and ask 23 that the Commission approve the stipulations as 24 submitted. 25 Thank you. 17 ITEM NO. 5 1 CHAIR KASSEKERT: Thank you. 2 Any questions? 3 VICE CHAIR EPPS: Move to approve the 4 stipulations. 5 COMMISSIONER SOMMELING: Second. 6 COMMISSIONER FEDORKO: Second. 7 CHAIR KASSEKERT: The motion has been 8 made and seconded. All in favor? 9 (Ayes.) 10 CHAIR KASSEKERT: Opposed? 11 (No response.) 12 CHAIR KASSEKERT: Motion carries. 13 Thank you for coming. Good luck. 14 MS. SMITH: Thank you. 15 MR. NANCE: Item No. 5, petition of 16 Julio Carillo for early reapplication. 17 Miss Frigen? 18 MS. FRIGEN: Good morning. Let me ask 19 whether Mr. Carillo is present or represented 20 this morning? 21 (No response.) 22 MS. FRIGEN: I did not see him. 23 For your consideration is his petition 24 seeking permission to reapply early for a 25 registration and/or a noncredential hotel 18 ITEM NO. 5 1 employment. 2 The Division has interposed an objection 3 to this request. 4 CHAIR KASSEKERT: Thank you. 5 Mr. Biscieglia? 6 MR. BISCIEGLIA: The Division has 7 interposed an objection based on the evidence 8 submitted in support of the current petition. 9 The Petitioner was found -- was revoked 10 by Commission order on October 4th of 2007. 11 And in support of his current petition, he 12 supports only by presenting two letters which 13 are very insubstantial. They speak nothing of 14 the arrest that occurred that led to the 15 Division's original complaint, nothing of his 16 disqualification or work history. And 17 basically two two-sentence letters saying that 18 they think he's a good guy. And the Division 19 does not feel that that meets the standard of 20 proof necessary to carry his petition for early 21 reconsideration. 22 Thank you. 23 CHAIR KASSEKERT: Thank you. 24 Any questions? 25 COMMISSIONER SOMMELING: No questions, 19 ITEM NO. 6 1 Madame Chair. 2 Madame Chair, move to deny Mr. Carillo's 3 petition to reapply early for a casino service 4 employee registration or to obtain employment 5 early as a noncredential hotel employee. 6 COMMISSIONER FEDORKO: Second. 7 CHAIR KASSEKERT: The motion has been 8 made and seconded. All in favor? 9 (Ayes.) 10 CHAIR KASSEKERT: Opposed? 11 (No response.) 12 CHAIR KASSEKERT: Motion carries. 13 MR. NANCE: Item No. 6, application for 14 suspension in State versus Geremia Artiles. 15 Miss Frigen? 16 MS. FRIGEN: Good Madame Chair, 17 Commissioners. 18 Respondent is present with his counsel 19 this morning, James Lee. I'd ask him to have a 20 seat. 21 I would ask the Division to go first to 22 provide the basis for which it's seeking 23 suspension. 24 CHAIR KASSEKERT: Thank you. 25 Mr. Biscieglia? 20 ITEM NO. 6 1 MR. BISCIEGLIA: Thank you. 2 On or about December 23rd of 2008 the 3 Respondent was arrested and charged with 4 computer theft contrary -- third degree, 5 contrary to the statute. While employed at the 6 Tropicana Casino and Resort, the Respondent 7 accessed the computer network to inflate his 8 girlfriend's complimentary hours of play. 9 Respondent's girlfriend had not played during 10 the hours that the Respondent credited her for, 11 and she was not entitled to the hours of play. 12 During police questioning, the 13 Respondent admitted to this conduct. As of the 14 Division's last check of the status of this 15 case, it showed that it was currently pending a 16 grand jury with no date set. 17 Thank you. 18 CHAIR KASSEKERT: Thank you. 19 Mr. Lee? 20 MR. LEE: Yes. I would ask the 21 Commission to at least defer the final hearing 22 in this matter until my client has an 23 opportunity to address the charges pending 24 before the Superior Court. I am confident that 25 in light of the charges pending, although of a 21 ITEM NO. 6 1 concern to my client's status with and his 2 employment with the casino -- casino industry, 3 I'm confident that it will be resolved by an 4 entry of a -- my client's entry into a pretrial 5 intervention program. I think only then that 6 my client will have an opportunity to address 7 the final charges and for this Commission to 8 make a final determination. 9 CHAIR KASSEKERT: Okay. 10 Mr. Biscieglia? 11 MR. BISCIEGLIA: Just the Division, of 12 course, would not object to a deferral of the 13 final hearing in this matter. But the deferral 14 would only strengthen the Division's argument 15 for suspension application being granted today. 16 The suspension application should not be 17 deferred. It's the Division's position that it 18 should be granted. 19 Thank you. 20 CHAIR KASSEKERT: Thank you. 21 Let me ask if there are any questions? 22 COMMISSIONER SOMMELING: I have no 23 questions, Madame Chair. 24 VICE CHAIR EPPS: Did Mr. Lee have 25 anything to say with the position the Division 22 ITEM NO. 6 1 is taking with respect to the suspension? 2 MR. LEE: With respect to the 3 suspension, I understand the Commission has its 4 procedures here. But the charges here, I 5 submit, based on what's read to the Commission, 6 it's not a case of an egregious case where my 7 client's accused of stealing thousands of 8 dollars, anything of that effect. If you 9 consider the harm that's committed here, he's 10 accused of giving credit to his -- to his 11 girlfriend. And the petition further reads 12 that to allow her to play at a Christmas 13 tournament. And I think -- I'm not trying to 14 downplay the charges here, but it's not one of 15 those cases where he's in egregious violation 16 of the criminal statute. 17 I would ask the Commission even to 18 consider deferring the determination of the 19 suspension that's being sought here until, 20 again, he has an opportunity to address the 21 criminal matter with the criminal courts. I 22 expect, in light of the charges, it's a 23 third-degree crime, my client has obviously no 24 prior contact to the criminal justice system. 25 I'm confident that he'll be eligible for the 23 ITEM NO. 6 1 PTI program. And, if successfully completed, 2 the matter will be dismissed. 3 VICE CHAIR EPPS: I thought that that 4 was going to be your answer. And the problem 5 with that is, it's not the criminal matter so 6 much as it is the conduct that happened and the 7 relationship to the casino industry and being 8 able to manipulate the computer programs and 9 rewards programs and comps and things of that 10 nature. That goes to the heart of the problem. 11 Whether it's a big criminal matter or little 12 criminal matter, the conduct is what gives us 13 pause. And for that, I would have a difficulty 14 not granting -- not suspending today. Because 15 whether or not he gets PTI and it ultimately 16 goes away, the underlying conduct is what we 17 look at here with respect to the privilege of 18 being able to work in the industry. He may be 19 able to conduct himself in society and do well 20 and get jobs other places, but with respect to 21 a highly regulated industry where integrity is 22 key, that sort of turns on the issue, and that 23 makes it more difficult. 24 So for those reasons, I'm going to move 25 to grant the Division's application to suspend 24 ITEM NO. 7 1 Mr. Artiles' casino license. 2 COMMISSIONER SOMMELING: Second. 3 CHAIR KASSEKERT: The motion has been 4 made and seconded. All in favor? 5 (Ayes.) 6 CHAIR KASSEKERT: Opposed? 7 (No response.) 8 CHAIR KASSEKERT: Motion carries. 9 Thank you. 10 MR. LEE: Thank you. 11 MR. NANCE: Item No. 7, consideration of 12 forfeiture orders in State versus Marina 13 District Development Company, LLC, et al., and 14 Boardwalk Regency Corp., et al. 15 Miss Frigen? 16 MS. FRIGEN: Madame Chair, 17 Commissioners, I would note that with respect 18 to the first case involving the Borgata, the 19 Commission were requested to take action solely 20 with respect to Count I of the complaint today. 21 We have already addressed Count II. 22 With respect to the second complaint 23 involving Caesars and 45 patrons, the staff, 24 due to incomplete address information, was 25 unavailable to effectuate service upon two of 25 ITEM NO. 7 1 the patrons involved, GC and XJPP. 2 Accordingly, the staff would recommend that the 3 Commission dismiss such forfeiture actions with 4 respect to them without prejudice. In the 5 event the Division uncovers additional 6 information in the future, we can readdress 7 those matters. 8 The remaining 43 Respondents have either 9 not responded to the complaint at all or have 10 contacted the staff advising that they're not 11 contesting the forfeiture actions. 12 We've also received letters from 13 respective casino counsel, Joe Corbo and Lynne 14 Hughes, advising that they do not oppose it. 15 Before we hear from the Division, let me 16 just briefly inquire whether there's anyone 17 here in connection with this matter? 18 (No response.) 19 MS. FRIGEN: Apparently not. 20 CHAIR KASSEKERT: Thank you. 21 Mr. Stebbins? 22 MR. STEBBINS: Thank you, Madame Chair, 23 members of the Commission. 24 Miss Frigen presented this matter very 25 accurately. I would just note with regard to 26 ITEM NO. 7 1 the Boardwalk Regency matter, the two people 2 that we had incomplete information concerning, 3 we can only live with what the casino captures 4 at the time they find the individuals. We're 5 looking to address that problem with some 6 pending regulation changes to have it more 7 complete, and, hopefully, we won't encounter 8 this problem going forward. But for now, she's 9 right. We have to move forward with what we 10 have. 11 So I would ask you to enter the 12 appropriate order. 13 Thank you. 14 CHAIR KASSEKERT: Thank you. 15 Any questions? 16 COMMISSIONER SOMMELING: No questions, 17 Madame Chair. 18 VICE CHAIR EPPS: Madame Chair, with 19 respect to Item 7a, I move that Marina District 20 Development Company, LLC -- that on the 21 complaint, final action be considered on Count 22 I only; and, accordingly, due to ES being a 23 self-excluded person on the date of the 24 gambling activity, the money theoretically won 25 by ES is forfeited, and Marina District 27 ITEM NO. 7 1 Development Company, LLC, is directed to remit 2 the forfeited money to the Commission in 3 accordance with NJSA 5:12-71.3(c). 4 And with respect to Item 7b, Boardwalk 5 Regency complaints involving 45 underaged 6 patrons, I move that we dismiss without 7 prejudice the forfeiture actions alleged in the 8 complaint with respect to Respondents GZ and 9 XJPP due to the Commission's inability to 10 effectuate proper notice as required by Section 11 71.3(c) of the Act but otherwise order that the 12 money seized from the remaining 45 Respondents, 13 due to their having gambled while underage, is 14 forfeited, and Boardwalk Regency Corp. is 15 directed to remit the forfeited money to the 16 Commission in accordance with NJSA 17 5:12-71.3(c). 18 COMMISSIONER SOMMELING: Second. 19 CHAIR KASSEKERT: The motion has been 20 made and seconded. All in favor? 21 (Ayes.) 22 CHAIR KASSEKERT: Opposed? 23 (No response.) 24 CHAIR KASSEKERT: Motion carries. 25 Thank you. 28 ITEM NO. 8 1 MR. STEBBINS: Thank you. 2 MS. FRIGEN: Thank you. 3 MR. NANCE: Item No. 8, proposed 4 publication of amendments for insurance wager 5 in pai gow poker. 6 Mr. Mamolen? 7 MR. MAMOLEN: Good morning, Madame Chair 8 and Commissioners. 9 This matter is before you for 10 publication. It's a side wager in pai gow 11 poker where, in essence, the players wagering 12 that he or she will not be dealt a pair of 13 under seven cards dealt to each player in pai 14 gow poker. 15 It's before you for publication. 16 The test has been ongoing on at Resorts 17 for the last 10 or 11 weeks without problem. 18 CHAIR KASSEKERT: Thank you. 19 Any questions for Mr. Mamolen? 20 COMMISSIONER SOMMELING: No questions, 21 Madame Chair. 22 COMMISSIONER FEDORKO: Motion to approve 23 for publication. 24 COMMISSIONER SOMMELING: Second. 25 CHAIR KASSEKERT: The motion has been 29 ITEM NO. 12 1 made and seconded. All in favor? 2 (Ayes.) 3 CHAIR KASSEKERT: Opposed? 4 (No response.) 5 CHAIR KASSEKERT: Motion carries. 6 Thank you. 7 MR. NANCE: For your consideration, Item 8 No. 12, proposed temporary adoption of 9 amendments concerning expiration of certain 10 gaming debts and the payment of a portion of 11 the money to the Casino Revenue Fund. 12 Mr. Kell? 13 MR. KELL: Good morning, Madame Chair, 14 Commissioners. 15 For your consideration are the proposed 16 amendments and a new rule that would implement 17 a recently enacted amendment to the Casino 18 Control Act which provides for the expiration 19 of gaming debts and the payment of a portion of 20 the proceeds to the Casino Revenue Fund. 21 Staff recommends that you temporarily 22 adopt the amendment and new rule at this time. 23 CHAIR KASSEKERT: Thank you. 24 Any questions for Mr. Kell? 25 COMMISSIONER SOMMELING: No questions, 30 ITEM NO. 9 1 Madame Chair. 2 Move to approve. 3 CHAIR KASSEKERT: Temporary adoption. 4 COMMISSIONER FEDORKO: Temporary 5 adoption. 6 COMMISSIONER SOMMELING: Temporary 7 adoption. 8 COMMISSIONER FEDORKO: Second. 9 CHAIR KASSEKERT: The motion has been 10 made and seconded. All in favor? 11 (Ayes.) 12 CHAIR KASSEKERT: Opposed? 13 (No response.) 14 CHAIR KASSEKERT: Motion carries. 15 Thank you. 16 MR. NANCE: Item No. 9, third amended 17 petition of Infinity World Investments, LLC, 18 and Infinity World, LP, for interim casino 19 authorization. 20 MS. RICHARDSON: Good morning, Chair and 21 Commissioners. 22 MR. NANCE: Miss Richardson? 23 MS. RICHARDSON: Would counsel please 24 enter their appearances for the record? 25 MR. CASIELLO: Nick Casiello, Fox 31 ITEM NO. 9 1 Rothschild, appearing on behalf of Petitioners. 2 And with me today is Rob Carlson, a partner in 3 the international law firm of Paul Hastings 4 which has served as outside general counsel for 5 the Infinity World entities in this matter. 6 CHAIR KASSEKERT: Thank you. 7 MR. FOGARTY: Good morning. James C. 8 Fogarty, Deputy Attorney General, for the 9 Division of Gaming. 10 CHAIR KASSEKERT: Thank you. 11 Good morning, everyone. The Commission 12 today is considering a request by Petitioners 13 Infinity World Investments, LLC, and Infinity 14 World (Cayman) LP, for interim casino 15 authorizations as a holder of a material 16 percentage of the common stock of MGM MIRAGE, a 17 qualified holding company of the Borgata. 18 ICA is essentially a form of temporary 19 qualification that allows the acquisition of 20 casino-related assets prior to a ruling on 21 plenary qualification. In order to assist in 22 evaluating the statutory ICA criteria, the 23 Commission will hear testimony today. 24 And there's also a premarked exhibit 25 which Mr. Nance will now identify for the 32 ITEM NO. 9 1 record. 2 MR. NANCE: We have a letter report 3 dated March 9th, 2009, in regards to the third 4 amended petition of Infinity World Investments, 5 LLC, and Infinity World, LP, for interim casino 6 authorization. 7 CHAIR KASSEKERT: Thank you. 8 Are there any objections to the 9 admission of this exhibit? 10 And is there a sealing request, Mr. 11 Casiello? 12 MR. CASIELLO: No objection, Madame 13 Chair, and there is a sealing request. 14 CHAIR KASSEKERT: Thank you. 15 Mr. Fogarty? 16 MR. FOGARTY: Well, that is the 17 Division's report. We would request that it be 18 moved into evidence. 19 I'm aware of the sealing request. As 20 usual, we leave to the good, sound discretion 21 of the Commission as to what is sealable and 22 what is not. 23 CHAIR KASSEKERT: Thank you. 24 All right. I will, therefore, seeing no 25 objection, move into evidence Exhibit D-1 and 33 ITEM NO. 9 1 grant Petitioner's sealing request. 2 Are there any other procedural matters 3 that should be brought to our attention at this 4 time? 5 MR. CASIELLO: No, Madame Chair. 6 MR. FOGARTY: Not from the Division. 7 CHAIR KASSEKERT: Okay. Seeing none, I 8 will ask counsel if they would like to make an 9 opening statement? 10 MR. CASIELLO: Actually, Madame Chair, 11 you said just about everything I was going to 12 say, so I'll pass on an opening statement. 13 CHAIR KASSEKERT: Okay. Mr. Fogarty, 14 any opening statement? 15 MR. FOGARTY: I'll never give up an 16 opportunity to say something. 17 (Laughter.) 18 MR. CASIELLO: Well, then I want to say 19 something. 20 CHAIR KASSEKERT: You know, I knew that 21 would be your response. 22 MR. CASIELLO: I'll do a closing. How 23 is that? 24 MR. FOGARTY: That was your opportunity. 25 (Laughter.) 34 ITEM NO. 9 1 MR. FOGARTY: This matter, the Dubai 2 saga, if you will, started pretty much a year 3 and a half ago, August -- the end of last -- of 4 the summer of '07 into the fall. They made a 5 deal with MGM MIRAGE to buy a lot of common 6 stock and to also become a joint venture with 7 MGM MIRAGE in its CityCenter project in Las 8 Vegas. 9 Aspects of this transaction, or of this 10 matter, have been before you all at least twice 11 before, three petitions, twice before. The 12 first time is way back in December of '07 when 13 the transactions were first noticed. And you 14 made rulings then. That pretty much set the 15 stage for what's going to transpire today. 16 Those additional matters that you heard, 17 I believe it was in August of '08, set the 18 matter even further in -- further clarified 19 things and let everybody know where the thing 20 had to go. When you approved the ICA trust 21 agreement and also approved Mr. Hurley, James 22 Hurley, as the ICA Trustee to essentially hold 23 the corpus, the MGM shares, which is roughly 24 26-plus million shares that Dubai and the 25 Infinity entities hold. You also made rulings 35 ITEM NO. 9 1 as to the proper spot under the Act that 2 various entities, Dubai World and I think it's 3 five Infinity entities, belong. And also you 4 made rulings with regard to what individuals 5 needed to qualify. 6 Pursuant thereto then, that brings us to 7 this point. We filed this report that's now in 8 evidence as D-1, trying to give you all a 9 snapshot, a portrait, of Dubai World, the 10 Infinity entities, some of the individuals. 11 All of the individuals that are required to be 12 qualified, which as I recall are seven in 13 number. And to give you some sense as to where 14 we are, the Division, in terms of investigating 15 those entities and those individuals. 16 I understand Mr. George Dalton is going 17 to testify here today. It might be a surprise 18 to some that someone with an easily 19 pronounceable name such as George Dalton 20 represents a company from a country distant 21 from here geographically, perhaps culturally, 22 from what we have here in New Jersey. That in 23 and of itself, I would suggest, says something 24 about Dubai World. 25 I have met Mr. Dalton in Dubai, and I 36 Dalton - direct - Casiello 1 think you will find him to be personable, 2 professional, and eager to cooperate. 3 Thank you. 4 CHAIR KASSEKERT: Thank you. 5 Mr. Casiello? Would you like to call 6 Mr. Dalton as a witness? 7 MR. CASIELLO: I'd like to call Mr. 8 George Dalton as a witness, please. 9 CHAIR KASSEKERT: Thank you. 10 I'm going to ask that you remain 11 standing so Mr. Nance can swear you in. 12 13 GEORGE D. DALTON, having been first duly 14 sworn to tell the truth, testified as follows: 15 16 MR. NANCE: Please state your name for 17 the record. 18 THE WITNESS: George Dalton. 19 MR. NANCE: Thank you. 20 CHAIR KASSEKERT: You may proceed, Mr. 21 Casiello. 22 MR. CASIELLO: Thank you, Madame Chair. 23 24 DIRECT EXAMINATION BY MR. CASIELLO: 25 Q. George, what are your current position 37 Dalton - direct - Casiello 1 with the Infinity World entities and Dubai World? 2 A. I am general counsel of Dubai World, 3 which is a holding company for the Infinity companies, 4 and I am secretary of the Infinity World Development 5 Corporation. 6 Q. And Infinity World Development 7 Corporation is the entity involved in the CityCenter 8 project? 9 A. Correct. 10 Q. Thank you. 11 Please describe your educational and 12 employment background. 13 A. Briefly, I'm from New Jersey. I went to 14 school in Metuchen and grew up in Perth Amboy and Sea 15 Girt. I went to Fordham University undergrad and 16 Fordham Law School in New York. I've been practicing 17 in New York for a little bit of time and -- long time. 18 And then moved down to North Carolina with Sea-Land 19 Service, which at one point was headquartered here in 20 New Jersey. From there I moved to Dubai in 2005 when 21 Dubai Ports bought the entity of CSX, which was the 22 parent company of Sea-Land that had I worked for. 23 Q. And when did you become general counsel 24 of Dubai World? 25 A. November of last year. 38 Dalton - direct - Casiello 1 Q. Thank you. 2 And what are your responsibilities as 3 general counsel of Dubai World? 4 A. Well, it's a pretty large company, so I 5 basically have responsibility for all legal matters 6 that are in -- within the Dubai World Holding Group. 7 There are a number of silos, including gaming, in this 8 instance, and transportation, real estate development, 9 and other things. So it's a very, very large multi- 10 national company. 11 Q. Okay. And could you tell us a little 12 bit about the country of Dubai itself? 13 A. Yeah. It's hot in the summer. 14 (Laughter.) 15 A. Doesn't rain much, like here. Dubai is 16 one of seven emirates. Effectively, there's a federal 17 government. It's not quite as comparative as the 18 United States, but there are seven states or emirates, 19 each with a ruler. It's a bit of a tribal society, 20 but a pretty well regulated one. It's a very, very 21 moderate Arab nation, quite modern. You know, I go to 22 work dressed like this. I don't wear robes and so 23 forth. We drive on the same side of the road, and 24 it's a very moderate country. 25 How do you want -- 39 Dalton - direct - Casiello 1 Q. What is the relationship between Dubai 2 UAE and the United States? 3 A. It's actually superb. One example, 4 because I spend a lot of time in Dubai Ports, which 5 was a, you know, fairly large controversy some years 6 ago. But some of the things that went on notice is 7 that in Dubai, it hosts the largest number of US Naval 8 vessels outside the United States. It's somewhere -- 9 a little around 200 vessel calls per year. We also 10 host in -- off of Africa in a country called Djoubti, 11 another large US Naval facility there. So it's -- our 12 relationship with the United States is excellent, even 13 with the Dubai Ports matter from some years ago. 14 Q. Okay. Tell us a little bit about Dubai 15 World. 16 A. It's a very, very large multi-national 17 company. It's -- it was formed by a decree, which 18 effectively is a legislative act by the government of 19 Dubai in March of 2006, but it operates as a 20 stand-alone entity. Like I said, it has about five or 21 six different silos of types of businesses that it is 22 involved with. It has about 60,000 employees 23 globally. 24 Q. What are some of its business units? 25 A. Referred to by "ports," which is it's 40 Dalton - direct - Casiello 1 one of its primary ones. It has a facility that does 2 warehousing in logistics called Jafza. Under another 3 parent company called Economic Zones World. Jafza 4 about a year and a half ago purchased, I think it was 5 about 1300 acres in South Carolina to do a development 6 there that will, hopefully, at its -- when its fully 7 built out, will house about 6,000 employees. It will 8 be about $600 million investment in South Carolina. 9 Some of the other units, hopefully, some 10 of you have seen the web sites where we build islands 11 like the Palm. Very large buildings. A lot of 12 tourism. Housing, both residential, both houses -- 13 stand-alone houses as well as apartments, condos, et 14 cetera. A lot of resort-based things in Africa, which 15 are ecotourism. But we're pretty much all over the 16 world. 17 Q. Does it have any investments in the 18 United States in addition to South Carolina and the 19 MGM MIRAGE venture? 20 A. It does. One of our units, called 21 Istithmar, which is an Arab word for "investments," 22 has a number of investments in the United States. 23 Prominently are things like the Mandarin Hotel in New 24 York. The W Hotel in Union Square in New York. The 25 Hotel Washington, which we had actually hoped to 41 Dalton - direct - Casiello 1 finish by the inauguration because it was right on the 2 corner, across the street from the Treasury and the 3 White House and, unfortunately, we didn't get the 4 renovation done on time. It holds a large investment 5 in Barneys, an investment in Loehmann's, Snowmass in 6 Colorado, I guess that is. 7 So, yes. It's quite a large company. 8 Q. And -- 9 A. Investments in Houghton Mifflin, which 10 is an educational book publisher. A number of those. 11 Q. Okay. Tell us about Dubai World 12 investments in MGM MIRAGE? 13 A. It's large. We own about -- about nine 14 and a half percent of the stock in MGM MIRAGE. We 15 purchased that in 2007, latter part of 2007, for about 16 $2.1 million. The stock is not doing too well at the 17 moment. We hope it's going to turn. 18 Q. Okay. And what about the investment in 19 CityCenter? 20 A. Again, large. About 4.3 billion. And 21 it's a 50/50 partnership. We're going through some 22 rocky moments right now, but we're actually quite 23 confident that in the next couple weeks we're going to 24 get that straightened out. 25 Q. And what's the total amount of dollars 42 Dalton - direct - Casiello 1 that Dubai World has invested in MGM MIRAGE, both in 2 stock and -- 3 A. Six-point -- what did I just say, 4.7 4 plus 2.1? 6.8? 5 Q. Close enough. 6 Okay. Are you in a position to comment 7 about the economic climate in Dubai and the economic 8 situation of Dubai World? 9 A. Yeah, generally. Dubai, in general, is 10 going through precisely what the rest of the world is 11 going through. And I think that Dubai -- you know, it 12 was one of those countries that was very aggressive in 13 their growth. It's been a fun place to work and live. 14 On the other hand, the real estate sector is getting 15 hit quite hard, not unlike many other places in the 16 world. So, you know, we're pretty confident that it 17 will rectify itself. The government is very much 18 behind it and fixing itself. 19 Excuse me. I'm a little jet lagged, so. 20 Yes. From a Dubai World perspective, we 21 have a number of units that are going quite strong and 22 actually have some modest growth projected for 2009 23 and 2010. On the other hand, our real estate sectors 24 are getting hit pretty hard. 25 MR. CASIELLO: I don't have any further 43 Dalton - cross - Fogarty 1 questions. Madame Chair. 2 CHAIR KASSEKERT: Thank you. 3 Mr. Fogarty? 4 MR. FOGARTY: Thank you, Madame Chair. 5 6 CROSS-EXAMINATION BY MR. FOGARTY: 7 Q. Hi, Mr. Dalton again. How are you, sir? 8 A. Mr. Fogarty, how are you? 9 Q. Good afternoon. 10 You mentioned a little bit on the direct 11 about the port business in the United States from a 12 couple of years ago. 13 A. Right. 14 Q. And I don't intend to go forever on 15 this, but that was somewhere about this time in 2006, 16 there was rather a big fanfare about your company's 17 actual acquisition from an outfit that I only know as 18 P & O -- you're going to help me out there -- to run a 19 number of East Coast ports, one of which being Port 20 Newark? 21 A. Right. 22 Q. Baltimore? 23 A. Balt -- yeah. There were six. And 24 there were a number of other smaller units. 25 Q. P & O was a British firm? 44 Dalton - cross - Fogarty 1 A. Correct. 2 Q. Full name? 3 A. Peninsular and Orient Steamship 4 Navigation Company. 5 Q. I knew you could help me out. 6 (Laughter.) 7 Q. So the idea was you were buying from 8 them the port terminal operations. 9 A. That's right. 10 Q. Twenty-five words or less, what's a port 11 terminal operator do? Or ten words or less if you 12 can. 13 A. It picks up containers off of ships and 14 sticks them on trucks. 15 Q. See? That's what I would have said. 16 (Laughter.) 17 A. Jersey Turnpike. You see a lot of them 18 on that. 19 Q. And there was a -- among other things, 20 like I said, a lot of press and whatever, there 21 actually was a congressional hearing, was there not? 22 A. There were several. Yes. 23 Q. At least one before a House -- House of 24 Representative Armed Services Committee? 25 A. Correct. 45 Dalton - cross - Fogarty 1 Q. There are other -- other hearings by 2 Congress? 3 A. There were. 4 Q. One of -- 5 A. In various committees and subcommittees. 6 Correct. 7 Q. Give me the end result of all of that. 8 That is to say, you all sold the business, did you 9 not? 10 A. We did. 11 Q. You never did, in fact, operate? 12 A. We did not. 13 Q. How come? What was that all about? 14 A. You know, I think effectively -- and 15 perhaps a couple of years have changed my views a 16 little bit about it and possibly softened them. I 17 think the last time you and I spoke, I probably was a 18 lot more assertive about what I thought was a mistake 19 made by the United States. And I am an American 20 citizen and lost friends in 9-11 and so forth. I 21 think I was probably hasher on the United States than 22 I am today. I think now our -- the two countries have 23 learned a lot from each other. I still think it was a 24 mistake by Congress. Both sides of the aisle. 25 However, saying that, it got so much 46 Dalton - cross - Fogarty 1 press and so much publicity that I think that we are 2 starting to live in a much safer world in terms of 3 maritime security and safety than we were a couple of 4 years ago. We as Dubai Ports Company are probably the 5 foremost company in the world regardless of location 6 with our activity with the United States Government in 7 terms of security initiatives, including Department of 8 Homeland Security, Customs and Border Protection. A 9 number of others. And if you'd like, I can give you a 10 piece of paper that outlines that. I'm not a security 11 expert, but I do know enough about that. 12 So I think in retrospect what happened 13 was, we bought in a contested takeover action on a 14 publicly traded London company that actually was one 15 of the oldest British companies remaining. It was 16 founded in the late 1700s. We won a contested 17 takeover on the London Stock Exchange. We paid a lot 18 of money for it. I think that our -- our management 19 saw the United States Congressional reaction to an 20 Arab nation coming into the United States, and because 21 of what we felt was a very strong relationship with 22 the United States Government, we offered to sell the 23 six ports that we opt -- would have been operated by 24 us in the United States. 25 Q. For a profit, I understand? 47 Dalton - cross - Fogarty 1 A. Absolutely. 2 (Laughter.) 3 Q. As a matter of fact, the administration 4 as distinguished from Congress had vetted that 5 acquisition proposal, had it not? 6 A. Yeah. Well, we went through the CFIUS 7 process, which is the Committee on Foreign Investment 8 in the United States, which is a committee comprised 9 of, I think it's about 12 agencies of the United 10 States Government, including Department of Defense, 11 CIA, et cetera. And we went through that process, and 12 we cleared that process. And, in fact, that has never 13 been rejected, which very few people know. We offered 14 to sell as a compromise, I guess is the right way to 15 put it. So, yes, we were clear. 16 Q. Who now runs the port? Do you know? 17 A. I do absolutely know. 18 Q. Can you say? 19 A. Sure. AIG. 20 Q. Say again? 21 A. AIG. 22 (Laughter.) 23 Q. That AIG? 24 A. Yeah. 25 Q. You may be looking to buy it again. 48 Dalton - cross - Fogarty 1 A. Only if we're welcome to come back. 2 Q. Now, to really get off the topic, but 3 you mentioned Djoubti, and I know, though, that your 4 port stuff -- you're not a shipper. Your company is 5 not a shipper. 6 A. We are not. 7 Q. Like Maersk is a shipper? 8 A. Maersk is both a shipper and a terminal 9 operator. We are just a terminal operator. 10 Q. But that piracy business that's gone on 11 there by Djoubti, which -- does that affect -- well, 12 that's not all that far from Dubai. 13 A. Sure. 14 Q. From the Emirate of Dubai. And I guess 15 it has -- and that's my question -- some impact on 16 port operations? 17 A. Well, you know, certainly the answer is 18 yes. It does have an impact. It has much more of an 19 impact on the companies that actually run the ships. 20 To use your example, Maersk. The Maersk Alabama, the 21 one that's been predominantly in the news recently, in 22 the last couple of weeks. So, you know, yes, it does 23 impact us. But what we're hoping is that we are very 24 cooperative. And Djoubti is one area that's -- it's 25 right -- it's right there. As is Dubai. Because of 49 Dalton - cross - Fogarty 1 our presence -- or I should say the United States 2 Naval presence in our facilities, we are absolutely 3 cooperating and trying to help with that situation. 4 You know, it's one of the situations that's not good 5 for anybody. Whether you're an operator, a terminal 6 operator, or a container ship operator, or an oil 7 tanker operator. You know, pirates are not good. 8 So, yes. It -- I wouldn't say it 9 directly impacts us. It could -- it impacts us more 10 from that we want to cooperate with our customers, 11 like Maersk, to help them try to avoid it. 12 Q. I'm going to switch a gear, sir. Kar 13 Tung Quek, Q-u-e-k. Is no longer with Infinity. 14 A. Correct. 15 Q. He was also at the time with Nakheel? 16 A. Correct. 17 Q. Nakheel, by the way, is one of those 18 major -- you called them silos, which I thought was 19 interesting. One of those major companies? 20 A. Just a way of thinking about it. 21 Q. Nakheel is one of the those major 22 companies of Dubai World? 23 A. It is. 24 Q. Infinity being another? 25 A. Yes. 50 Dalton - cross - Fogarty 1 Q. The MGM investment being another? 2 A. Yes. 3 Q. The Limitless being another? 4 A. Yes. 5 Q. What is Limitless? 6 A. It's kind of a tourism real estate 7 operator, golf courses, marinas, things like that. 8 Q. International? 9 A. Yes. 10 Q. Another one is -- well you've already 11 spoken about what the Port & Free Zone World is? 12 A. Right. 13 Q. Of which the Dubai Ports is part of? 14 A. It's -- that is one of the silos. Yes. 15 Q. Right. Istithmar, which I think you 16 indicated, it means trading? 17 A. It means "investment." 18 Q. Investment. 19 A. That's more of an investment silo or 20 vehicle. So that holds the Barneys and the Loehmann's 21 and the hotels in the states, things like that. 22 Q. The reason I focus on Mr. Quek is 23 because he was initially denominated as a qualifier 24 here because of his position with Infinity, but he has 25 since separated from the company? 51 Dalton - cross - Fogarty 1 A. Correct. 2 Q. Has there been a replacement for him? 3 A. There really has not been. 4 Q. Replacement for him in the Infinity 5 spots? 6 A. No. No. We've not -- we've not 7 replaced him. 8 Q. Is there any intention to replace him? 9 A. You know, frankly, I don't know. I 10 don't see a need for it. But, you know, I suppose it 11 could happen. 12 Q. Do you acknowledge that if you do 13 replace him with an individual, an individual has to 14 be vetted here? 15 A. Of course. 16 Q. In New Jersey? 17 A. Yes. 18 Q. Let me get the name right here. Abdul 19 Wahid A. Rahim Al Ulama? 20 A. Close. 21 Q. Which I'll refer to with his -- 22 MR. CASIELLO: This is why we brought 23 George Dalton to testify. 24 Q. -- as just simply as Abdul, if that's 25 okay with everybody. 52 Dalton - cross - Fogarty 1 A. Yeah. 2 Q. Abdul used to be the general counsel for 3 Dubai World, the position you took over? 4 A. That's correct. 5 Q. And he remains, as far as we understand 6 and ask you to acknowledge, an officer, board member 7 of the various Infinity entities? 8 A. That's correct. 9 Q. And so he would remain a qualifier as 10 far as we are concerned here in New Jersey? 11 A. Yes. 12 Q. What happened to him? Where did he go? 13 A. He moved into a commercial position with 14 another relatively new company for us that focuses on 15 natural resources, wind, oil, et cetera. 16 Q. Okay. And upon his departure, then you 17 were appointed to the position of general counsel? 18 A. That's right. 19 Q. And that was generally last fall, sir? 20 A. Yeah. I think the official date was 21 November 1. 22 Q. Okay. And that appointment of you, 23 was -- was essentially approved by Mr. Bin Sulayem? 24 A. That's correct. 25 Q. Who is the chairman of Dubai World? 53 Dalton - cross - Fogarty 1 A. That's correct. 2 Q. When you hired on with these businesses 3 back in 2005, as I recall from the direct, things 4 weren't as formalized then; right? I mean, there was 5 no Dubai World as we now know it. 6 A. That's right. 7 Q. That didn't come into being until 8 roughly 2006. About a year later? 9 A. Correct. 10 Q. Your initial position with this 11 enterprise was what? Was with Dubai Ports? 12 A. It was with Dubai Ports. Again, I was 13 formerly general counsel of the unit of CSX. When 14 Dubai Ports bought that unit in 2005, they asked me to 15 start the legal department because they had none. You 16 know, this is a growing company. We were -- so, I 17 went over there a few times and visited. I brought my 18 wife over. Good time with my kids, et cetera. So 19 kind of an adventure. 20 Q. CSX was a successor company to Sea-Land? 21 A. CSX actually owned Sea-Land. 22 Q. Okay. 23 A. Sea-Land was a big piece of it which was 24 sold to Maersk back in 1999. There were a couple of 25 remaining pieces, one which is called CSX World 54 Dalton - cross - Fogarty 1 Terminals, which is a terminal operating company 2 headquartered in Charlotte, North Carolina. It 3 operated no US terminals but about 17 or so foreign 4 terminals. And a second unit that was held under the 5 CSX umbrella was a company called CSX Lines, which is 6 a domestic US carrier. And since, both of those 7 entities had been sold by CSX. 8 Q. What does CSX own? 9 A. Railroads, mostly. 10 Q. That's what I thought. 11 A. Yeah. 12 Q. That's where I see their names. Okay. 13 Sir, I refer your attention specifically 14 to the CityCenter project. You said on direct, I 15 think, that -- you seem to put a good, upbeat face on 16 the difficulties, as perhaps you described them, and 17 what's going on. Is that a fair assessment? 18 A. Yeah. I think that's a fair assessment. 19 Q. You did, though -- your company did file 20 suit in Delaware Chancery Court the end of March 21 against -- well, first, as MGM MIRAGE relevant to that 22 CityCenter project? 23 A. That's correct. 24 Q. How come? What was that all about? 25 A. I -- what happened and, frankly, it was 55 Dalton - cross - Fogarty 1 very much my decision. 2 Q. Then we have the right guy. 3 A. I guess. 4 (Laughter.) 5 A. We saw a 10K filing on March 17th that 6 disturbed us a great deal. It called into question 7 the viability of MGM MIRAGE. We were -- became very 8 concerned about that. We felt that we needed to bring 9 things to a head, and so we filed suit. 10 Q. Now, specifically, your lawsuit asked 11 for a declaration from the Delaware Chancery Court 12 that Dubai World is relieved of any responsibilities 13 under that joint venture agreement? 14 A. Correct. 15 Q. Is that fair to say? 16 A. Yes. 17 Q. As well as some other relief -- 18 A. Uh-huh. 19 Q. -- for damages, et cetera. Alleging 20 breaches by MGM MIRAGE of its promises as a joint 21 venture. 22 A. Correct. 23 Q. Have they answered the complaint yet? 24 A. They have not. 25 Q. When is that due? Or approximately 56 Dalton - cross - Fogarty 1 when. 2 A. Well, it's previously due. They asked 3 for an extension of time to answer it, which we 4 readily granted because we're engaged in what we think 5 is a very productive discussions. And I think you 6 described as "upbeat." We're confident that we will 7 find a solution to this whole issue. So, hopefully, 8 that lawsuit will not go forward. 9 Q. Have you asked for any expedited hearing 10 in that lawsuit? 11 A. We have not. 12 Q. Is it fair for me to assume that if the 13 lawsuit is not dismissed that a normal interrogatory, 14 deposition, motion thing will go on as part of that 15 litigation? 16 A. Yes. 17 Q. And if it did go to a trial or judicial 18 resolution, we'd be looking at what? When? Not what; 19 when? 20 A. Look, I am not a litigator, so I'm 21 guessing. The Chancery Court apparently moves 22 reasonably fast. It's a nonjury court. 23 Q. Right. 24 A. A year? It doesn't -- that's an 25 estimate. 57 Dalton - cross - Fogarty 1 Q. So unless it comes to some other 2 resolution? 3 A. Absolutely. 4 Q. Has the filing of that suit kind of made 5 things cumbersome in the upbeat negotiations? 6 A. I think initially -- 7 Q. To the extent that you can answer these 8 questions. I understand -- 9 A. Yeah. I think initially it did. But I 10 think we kind of moved beyond that. It's just sitting 11 there. 12 Q. I think I am done with that. But I 13 can't -- a question may pop in as I go along. 14 A. Sure. 15 Q. Your agreement with MGM MIRAGE relative 16 to the stock, sort of once you got the nine -- once 17 you got to five percent, you could put a Dubai 18 individual if you will, Dubai/Infinity individual, on 19 MGM MIRAGE'S board of directors. 20 A. True. 21 Q. Okay. But at least until this moment, 22 you haven't been able to do that because you haven't 23 gotten an ICA from this body. 24 A. Yeah. Nor have we pressed to try to do 25 it. So, you know, we felt that the appropriate way to 58 Dalton - cross - Fogarty 1 do this -- we are new to the gaming industry. We felt 2 the appropriate way to do this is to take this through 3 its course through not just New Jersey but with 4 the other states where MGM operates. We don't have 5 any intention at the moment at least to put anybody 6 in. 7 Q. Well, should this Commission grant you 8 all ICA today, at least in as far as they were 9 concerned, I would think, unless they say in the 10 resolution, but I would think you would go ahead and 11 add -- at a point add an individual to MGM MIRAGE 12 Resorts, and my question is, do you have intention to 13 do that? 14 A. At the moment, no. 15 Q. And is that because of the lawsuit? 16 A. No. No. That was the intention that 17 was formed well before the lawsuit started. The 18 lawsuit is a couple weeks -- maybe a month old. 19 Q. MGM has what they call an executive 20 committee? 21 A. Yeah. 22 Q. Which essentially consists of their 23 senior people that effectively make the decisions as 24 if they were the board of directors. To the best that 25 I understand it. With the board of directors' 59 Dalton - cross - Fogarty 1 approval but -- 2 A. Yes. 3 Q. I mean, they can. And it's my 4 understanding that once ICA is granted that a 5 Dubai/Infinity representative can be on that body, 6 also, the executive committee? 7 A. That's correct. 8 Q. Is that your understanding? 9 A. Yes. 10 Q. Do you acknowledge, sir, that that 11 individual or individuals, if it's a different person 12 going on each of those bodies, will have to be vetted 13 by the regulatory system here in New Jersey? 14 A. Yes. 15 Q. Qualified, is what we call it. 16 A. Right. 17 Q. As you are undergoing right now. You 18 met with Mr. Sivetz here in Atlantic City? 19 A. Actually, up in New York and out in 20 Dubai as well. 21 Q. Sir, it's our information that Dubai 22 World and its various Infinity entities own 26 plus -- 23 I won't go into the plus -- 26 million shares of MGM 24 common, which is roughly 9.4 percent of the 25 outstanding common. 60 Dalton - cross - Fogarty 1 A. Correct. 2 Q. Do you acknowledge that? 3 A. Yes. 4 Q. Do they own any more? Because that was 5 a while ago they bought it. I'm just -- 6 A. No. It's still 9.4 percent. 7 Q. Does any other Dubai World entity other 8 than Infinity, for example, Limitless or any of them, 9 own any MGM stock? 10 A. Not to my knowledge. No. 11 Q. And to the extent that you know, does 12 any other entity of the government of Dubai own MGM 13 stock? 14 A. Again, not to my knowledge. But I don't 15 know what the government owns. 16 Q. You don't pay attention to what the 17 ruler does? 18 That was a joke. 19 (Laughter.) 20 Q. There are other entities besides Dubai 21 World that are decreed entities, are there not? 22 A. There are. Yes. 23 Q. If you can, do you -- is Emaar one? 24 A. Uh-hum. 25 Q. E-m-a-a-r? 61 Dalton - cross - Fogarty 1 A. Correct. 2 Q. What does it do? 3 A. Mostly real estate development. 4 Q. Who is putting up the -- 5 A. Our holding is over them. In other 6 words -- 7 Q. Who is pitting up that Burj Dubai, the 8 world's tallest building? Is that Nakheel? 9 A. That could be us. Yes. 10 Q. Now, that's stopped; isn't it? 11 A. It has stopped. 12 Q. What other major decreed entities 13 besides Emaar are there? 14 A. As you said, Dubai Holdings is another 15 one. Emirates Airlines -- 16 Q. Okay. 17 A. -- is another. 18 Q. One more. Can you give me one more? 19 Just one more. 20 A. One more. 21 Q. I don't know it. I'm just pushing you 22 here. No? Okay. None that you recall. 23 And this will be, I think, the last 24 thing I'm going to ask you, sir. And I'm back now to 25 CityCenter. I knew I'd come back to it. 62 Dalton - cross - Fogarty 1 As I understand it, there's a $1.8 2 billion credit facility kind of waiting for you all 3 out there that you can access in June to help with 4 that project. 5 A. Correct. 6 Q. But there's a couple of things that got 7 to happen before you get to the credit facility, one 8 of which is, there has to be some significant capital 9 contributions by both parties to the joint venture. 10 A. Right. 11 Q. You and Mirage. That have to be taken 12 care of before June to get to that credit facility. 13 A. Correct. 14 Q. Is that -- is that correct? 15 A. Yes. 16 Q. And I understand that the size of 17 those -- of that total contribution is just under a 18 billion dollars? 19 A. Correct. Jointly. 20 Q. Say again? 21 A. Jointly. By both sides. 22 Q. Jointly. Total billion to be 23 essentially funded half and half. 24 A. Correct. 25 Q. To date, there's been funded roughly 200 63 Dalton - cross - Fogarty 1 million toward that, under just a billion? Total. 2 A. No. It's considerably more than that. 3 Maybe I'm missing your question. 4 Q. Well, there's this billion-dollar 5 capital contribution that's got to get in place before 6 that credit facility -- 7 A. Fair enough. Yes. Okay. 8 Q. And, to present, of that capital 9 contribution -- 10 A. Correct. 11 Q. -- roughly a billion. 12 A. Yes. 13 Q. So then there's been 200 million made? 14 A. Yes. 15 Q. Which was in March this year sometime. 16 A. Uh-huh. 17 Q. MGM MIRAGE just got approval from its 18 lenders to do another 70, seven-oh, million? 19 A. Correct. 20 Q. Which presumably they're going to do in 21 short order. 22 A. Correct. 23 Q. But they've -- Dubai World hasn't paid 24 any of that 270 million? 25 A. Correct. 64 Dalton - cross - Fogarty 1 Q. Which, I suspect, is by design. 2 A. Correct. 3 Q. So that leaves another 730 million that 4 somebody has to pony up before June to get to that 5 credit facility? 6 A. Perhaps. 7 Q. And therein lie the rub? 8 (Laughter.) 9 A. There's the rub. 10 Q. Okay. And just, I think, one final 11 question about -- oh, no. There's two. But both 12 relating to CityCenter. 13 It's our understanding that even if you 14 get to that $1.8 billion credit facility to help you 15 finish off or try to finish off CityCenter project 16 that there is a commitment from both you and MIRAGE 17 to, what I'll call, a completion guaranty of a lot of 18 money even after that fact. Is that fair to say? 19 A. Yeah. 20 Q. There's something needed to be finished? 21 A. Something needed. Correct. 22 Q. And that guaranty is up to roughly $600 23 million? 24 A. Roughly that. Yeah. 25 Q. Is that total? Separate? 65 Dalton - cross - Fogarty 1 A. I think total it's higher than that 2 because there's a couple of different guaranties that 3 come into play. So it's probably closer to a billion. 4 Q. I read somewhere along the line -- 5 nothing attributed to Dubai World, or for that matter 6 nothing attributed to MIRAGE. It was probably was one 7 of these analysts, who said that the payments that 8 Mirage just paid, 200 million and the 70 we expect 9 them to make, essentially includes your half. 10 A. Correct. 11 Q. And that it's really a loan from them to 12 you. 13 A. Okay. 14 Q. What's your reaction to that analyst who 15 I haven't a clue who he is or what he said, but what's 16 your reaction? 17 A. I think I read the same press report. 18 Q. Is that all how you all consider it? A 19 loan? 20 A. My reaction is it has not been 21 characterized, and that's part of our discussions 22 that's going on right now. 23 Q. Thank you, sir. 24 A. Thank you. 25 CHAIR KASSEKERT: Mr. Dalton, you're 66 Dalton 1 here today because you're part of Infinity 2 World, which is an investor in MGM, which is in 3 a joint venture with the Borgata. Can you tell 4 me what role Infinity World plans to have with 5 respect to the Atlantic City property and what 6 you see as Atlantic City, you know, moving 7 forward with the Borgata? 8 THE WITNESS: Madame Chair, frankly, I 9 think our involvement is going to be quite 10 silent, unlike CityCenter. Really what 11 we're -- our involvement is going to be as a 12 9.4 percent shareholder. It's -- it was my 13 first time at the Borgata when I got here 14 yesterday so -- 15 CHAIR KASSEKERT: So you're not going to 16 go and suggest major changes or -- 17 THE WITNESS: No. 18 (Laughter.) 19 THE WITNESS: Not -- it's a pretty nice 20 place. And quite full, which I was very happy 21 about. But really more from an investor 22 standpoint. 23 CHAIR KASSEKERT: You think Infinity 24 World would give any thought to other 25 investments in Atlantic City? 67 Dalton 1 THE WITNESS: You know, I don't know. 2 It's -- you know, with the economic climate 3 around the world right now, we're on a 4 slow-down like everybody else. 5 CHAIR KASSEKERT: Uh-hum. 6 THE WITNESS: You know, if things 7 change, sure. 8 CHAIR KASSEKERT: I'm going to remind 9 you of that at some point in the future. 10 (Laughter.) 11 CHAIR KASSEKERT: Let me ask if any of 12 the Commissioners have any other questions? 13 Commissioner Epps? 14 VICE CHAIR EPPS: With -- I just had a 15 question, I guess for my own education more 16 than anything. With respect to the real estate 17 silo, as we refer to them, and you said that 18 there was a slow-down just like it is anywhere 19 else. I've seen the pictures of like the World 20 and Palm and those things. Generally, who do 21 you market that to? Are there, you know, 22 investors from the emirates, the other 23 emirates? Or, I mean, where are the people who 24 would buy in to the Island or where does it 25 come from? 68 Dalton 1 THE WITNESS: Yeah. Sure. Really fair 2 question. If you look a map, real simply, the 3 emirates are pretty much in the center of the 4 globe. So our marketing really is to Europe -- 5 a great deal. To the Indian subcontinent, 6 Pakistan, et cetera. Some from the Far East, 7 and I would say those are the main ones. 8 Probably less so from the United States because 9 it's -- it's a 16-hour flight, which I was on 10 yesterday. So it's a long way. But it's quite 11 quick to London. It's six and a half hours. 12 To the mainland Europe, it's quite close, and 13 to the Indian subcontinent. So I would say 14 it's more that focus if you, again, take the 15 map and kind of go up and down. It's -- the 16 marketing is done that direction. 17 VICE CHAIR EPPS: Okay. And I know you 18 guys don't have a crystal ball just like any of 19 us without it, but do you anticipate that 20 market turning sooner than the world economy 21 and other areas that may not be as directly 22 impacted by some of the economic downturn? Or 23 do you have any idea? 24 THE WITNESS: It's a personal opinion. 25 My feeling is that it's a pretty small country. 69 Dalton 1 It has not Dubai but Abu Dhabi, which is a 2 sister state, if you will -- has a lot of oil 3 money. They sort of take care of each other. 4 But they're not unlike states here, New York, 5 New Jersey, Connecticut, what have you. So 6 there's an economy built around them. Probably 7 not unlike Atlantic City where, you know, I 8 know you attract a lot of people from Brooklyn 9 and Queens. You know, so, frankly, I think the 10 emirates will turn a little bit faster. Simply 11 because it's smaller. 12 VICE CHAIR EPPS: Now, back to the 13 CityCenter situation. I'm a little bit 14 perplexed because you have a construction 15 project which is moving along, and everybody's 16 desire seems to be to get to completion and up 17 and running and make it the hub and center of 18 something new in Nevada. But you also have a 19 lawsuit in Delaware saying what, exactly? 20 THE WITNESS: Well, that because of the 21 filing that was done by MGM as part of their 22 SEC 10K that it could have put them into 23 breach -- or effectively did -- of a lot of 24 their loan covenants and agreements. And they 25 acknowledge that in that filing. That 70 Dalton 1 concerned us. And we wanted attention brought 2 to that. And I think we've done that. And I 3 think it's opened up a dialog that has been 4 productive. We haven't found the solution just 5 yet, but I'm pretty confident, personally, that 6 we will find the solution. 7 VICE CHAIR EPPS: So, I guess, 8 essentially trying to put it in more layman's 9 terms, your lawsuit said, hey, you guys have 10 done some sloppy stuff over here. Tighten this 11 up or else we're going to shed light on this 12 and make it an issue and this project -- on 13 this project. So we really want you to be on 14 notice that you need to tighten up this 15 operation because conduct in the past has 16 caused difficulty here which may hurt this 17 going forward. 18 THE WITNESS: I think that's a fair way 19 to put it. Sure. 20 VICE CHAIR EPPS: Okay. But ideally 21 your objective is to get CityCenter completed, 22 up and running, and move it as a profitable 23 business, and that's what everybody's goal is. 24 THE WITNESS: Absolutely. Yes. 25 VICE CHAIR EPPS: Okay. And you're 71 Dalton 1 fairly confident -- you sound fairly confident 2 that you guys are going to work through those 3 other issues and get this project to where it 4 needs to be. Lately we've seen slow, like the 5 President says, "glimmers of hope" in the 6 economic environment. Do you think that the 7 lending community is likely to get you to the 8 point where you need to be to finish that 9 project? 10 THE WITNESS: I do because I think the 11 lending community has enough invested in it 12 that they're compelled to help us. 13 VICE CHAIR EPPS: Now, is this the type 14 of project that the lending community can be 15 confident in in light of the economy? You 16 know, I mean, because it's going to rely on 17 a -- you need a bunch of people to have a bunch 18 of money to make it viable once it's completed. 19 And so that kind of confidence is what the 20 lending community needs to have to see it 21 through. So how do you get all those 22 confidences in line? 23 THE WITNESS: Well, you know, I -- you 24 know, again, I don't have any crystal ball like 25 anybody else, but I think that what -- I think 72 Dalton 1 we all have to be confident about the -- that 2 the economy is going to change globally. And I 3 think one of the things that I've found living 4 overseas for a few years now is that we are 5 very much in the global economy and that we're 6 very dependent on each other. One of the 7 things that I think -- I'm not sure where the 8 question came from earlier, I think Mr. 9 Fogarty, about the relationship between the 10 Arab Emirates and the United States. The 11 United Arab Emirates has a trade positive from 12 trade from the United States of about $15 13 billion. You're looking at a population in 14 total maybe four million, five million people. 15 So $15 billion puts us in a top 20 globally 16 from a positive trade surplus in the United 17 States. One of the few places that has that. 18 And, you know, I think that that's the 19 kind of stuff that is going to get Las Vegas 20 moving again, Atlantic City moving, and Dubai 21 moving. You know, it's -- these are tourisms. 22 You know, Dubai is dependent on it as Atlantic 23 City or Las Vegas or anyplace else so. 24 VICE CHAIR EPPS: And, lastly, you 25 probably can't answer this, either. The Chair 73 Dalton 1 alluded to it. They used to do a thing called 2 "CityCenter East." Any hope of those plans 3 being dusted off and revised, coming back. 4 THE WITNESS: Honestly, I never heard of 5 that. 6 VICE CHAIR EPPS: Never heard of it? 7 Look into it. 8 THE WITNESS: Okay. 9 (Laughter.) 10 VICE CHAIR EPPS: I don't have any other 11 questions. 12 CHAIR KASSEKERT: Anything on redirect? 13 COMMISSIONER SOMMELING: Madame Chair, 14 I'm -- 15 CHAIR KASSEKERT: Oh. I'm sorry, 16 Commissioner Sommeling. 17 COMMISSIONER SOMMELING: I just want to 18 reiterate. Dubai, so far as the CenterCity 19 [sic] project is concerned and the Harrah's 20 Company is concerned, you're in it for the long 21 haul. 22 THE WITNESS: Yeah. 23 COMMISSIONER SOMMELING: And you guys 24 are content to stay with the company and to see 25 it through because you believe that the 74 Dalton 1 economic situation, globally and otherwise, is 2 going to come back. 3 THE WITNESS: Uh-hum. 4 COMMISSIONER SOMMELING: And that will 5 take some patience and negotiations. And I 6 guess, as you said before, your investors, 7 institutional investors, and you're not here to 8 run the company, but you certainly want to see 9 it profit. 10 THE WITNESS: Yes. 11 COMMISSIONER SOMMELING: So that -- 12 THE WITNESS: We've invested over $6 13 billion. And, you know, we're taking a hit 14 right now. And so we'd like to see it get 15 better. 16 COMMISSIONER SOMMELING: That's not 17 scaring you off, though. 18 THE WITNESS: It's cause for concern. 19 COMMISSIONER SOMMELING: Sure. 20 THE WITNESS: But we're not -- we're not 21 selling. So, you know, we've lost two billion 22 or so. And I don't know the share price today. 23 I didn't look at it. But we lost about two 24 billion so far since November of '07, so that's 25 a big chunk of change no matter how you cut it. 75 Dalton - redirect - Fogarty 1 And, you know, we haven't sold any stock. 2 COMMISSIONER SOMMELING: And it would be 3 fair to say that until CenterCity is completed, 4 you're not going to be able to see the profits 5 come in. 6 THE WITNESS: Yeah. That's right. 7 COMMISSIONER SOMMELING: That's the 8 first objective, to see that project goes 9 forward. 10 THE WITNESS: Uh-hum. 11 COMMISSIONER SOMMELING: Okay. 12 CHAIR KASSEKERT: Sorry. Mr. Casiello? 13 MR. CASIELLO: No redirect, Madame 14 Chair. Just want to clarify the record with 15 respect to Commissioner Sommeling's 16 questioning. He was referring to MGM MIRAGE, 17 not Harrah's. 18 CHAIR KASSEKERT: Right. Right. 19 COMMISSIONER SOMMELING: I'm sorry. 20 That's correct. I knew that. I knew that. 21 That's okay. 22 CHAIR KASSEKERT: Mr. Fogarty? 23 MR. FOGARTY: Just one. 24 25 RECROSS-EXAMINATION BY MR. FOGARTY: 76 Dalton - redirect - Fogarty 1 Q. You said you haven't sold any stock, but 2 you haven't bought any, either? And yet it's way 3 down. 4 A. That's true. 5 Q. Your agreement allows you to buy, you 6 know, up to 20 percent? 7 A. Right. 8 Q. Something you may have just not noted 9 earlier, but it was an opportunity to do so it now. 10 A. Sure. 11 Q. Thank you, sir. 12 CHAIR KASSEKERT: Anything further? 13 MR. CASIELLO: No, Madame Chair. 14 CHAIR KASSEKERT: All right. Let me ask 15 if the parties would like to make a closing 16 statement. 17 Mr. Fogarty? 18 MR. FOGARTY: Yes. And I'll be quicker 19 here. 20 MR. HENEGHAN: Chair, he can step down. 21 CHAIR KASSEKERT: Oh, I'm sorry, Mr. 22 Dalton. You can step down. 23 MR. FOGARTY: You're done. 24 I'll be very brief. And something I 25 should have mentioned on my opening, and I 77 ITEM NO. 9 1 alluded to it with Mr. -- in the questioning of 2 Mr. Dalton, is that probably the singular 3 important result of a decision today, should 4 you choose to issue an ICA, is the fact that 5 now at least Dubai is free to put that 6 representative on the regulated MGM MIRAGE's 7 board subject to that individual being 8 qualified here and also on that executive 9 committee. That's probably the moment of this 10 event today should you choose to give him an 11 ICA. 12 I have seen the draft resolution that's 13 been circulated to us all, and I have no 14 objection to its entry. 15 Thank you very much. 16 CHAIR KASSEKERT: Thank you. 17 Mr. Casiello? 18 MR. CASIELLO: Just briefly, Madame 19 Chair. 20 There are a number of requirements that 21 has to be satisfied under the Act in order for 22 ICA to issue. This Commission in August of 23 2008 approved the ICA Trustee, former chairman 24 Hurley. It approved the trust agreement and on 25 December the 23rd, 2008, the application was 78 ITEM NO. 9 1 deemed complete. 2 One of the other requirements for the 3 issuance of ICA is that doing so is consistent 4 with the policies of the Act, and we submit 5 that doing so here would be consistent with the 6 policies of the Act. One of those policies 7 being an orderly change in ownership. 8 With that, Madame Chair, I also have no 9 comments with respect to the draft resolution. 10 And I would like to especially thank your 11 staff, especially Ms. Richardson, who has been 12 a pleasure to work with as well as the staff of 13 the Division of Gaming Enforcement. 14 CHAIR KASSEKERT: Thank you. 15 Let me ask if there are any other 16 matters that need to be brought to our 17 attention at this time? 18 MR. FOGARTY: Not for me, ma'am. 19 CHAIR KASSEKERT: Mr. Casiello? 20 MR. CASIELLO: No, ma'am. 21 CHAIR KASSEKERT: Just check, 22 Commissioners, you are ready to proceed. No 23 one needs a break? Okay. 24 As we noted earlier, Petitioners seek 25 ICA as a major stockholder in MGM MIRAGE. 79 ITEM NO. 9 1 To start the ICA process, the candidate 2 must submit a completed application. The 3 Commission then examines who has to qualify and 4 then we check for whether the necessary 5 application forms have been filed. 6 The Commission has previously determined 7 which individuals and entities that needed to 8 qualify in order for Petitioner's ICA 9 application to be complete. Those individuals 10 and entities have all filed the required 11 personal history disclosure forms and business 12 entity disclosures forms. And, of course, the 13 Commission's prior determination as to who the 14 qualifying entities and individuals would be 15 would not foreclose any determination that 16 other entities and individuals must qualify 17 should the Division's plenary investigation 18 reveal such a need. 19 Section 95.13 of the Act sets forth the 20 necessary finding we must make by clear and 21 convincing evidence in order to grant ICA. 22 Some of those rulings are technical in nature 23 and relate to the casino hotel facilities 24 rather than to the Petitioners. 25 The Commission has addressed many of 80 ITEM NO. 9 1 those matters at other times and need not dwell 2 on them here today. Likewise, we have already 3 found former Commissioner James R. Hurley 4 qualified to serve as ICA Trustee, who is, of 5 course, beyond reproach, and we thank him for 6 his continuing service here. 7 What essentially is left to consider 8 today is whether it is in the public interest 9 to allow interim authorization to Petitioners 10 while the Division conducts its plenary 11 investigation. Necessarily, the Commission 12 assesses all relevant information, especially 13 any preliminary evaluation from the Division as 14 to the company's good character and financial 15 stability without requiring the Division to 16 disclose anything that may prejudice or 17 otherwise compromise its investigation. 18 Notably, recent news accounts have 19 focused on the relationship between 20 Petitioner's affiliates and MGM regarding the 21 Las Vegas CityCenter project. Although not 22 directly relevant here, those events bear 23 monitoring as they unfold for whatever guidance 24 they might provide concerning whether there is 25 cause to revisit Petitioner's present 81 ITEM NO. 9 1 qualification status. So far, the Division has 2 not called for such a reassessment, nor does 3 one appear necessary. 4 Based on the entire record of this 5 proceeding, including the testimony today and 6 the documents filed, I am satisfied that the 7 Petitioners have met the standards for interim 8 casino authorization. In particular, I believe 9 that the record demonstrates that interim 10 authorization advances and serves the public 11 interest by allowing Petitioners a greater 12 measure of control over their investment, 13 albeit through the mechanism of the ICA trust. 14 But only now that the Division, having 15 completed its preliminary evaluation of 16 Petitioner's overall suitability, has concurred 17 in the granting of the ICA without reporting 18 anything untoward. 19 Accordingly, I move that the Commission 20 adopt the proposed resolution and grant ICA to 21 Petitioners as set forth in the findings and 22 rulings and subject -- and subject to the 23 conditions in the resolution, and I so move. 24 Is there a second? 25 COMMISSIONER SOMMELING: Second. 82 ITEM NO. 10 1 VICE CHAIR EPPS: Second. 2 CHAIR KASSEKERT: Motion has been made 3 and seconded. This a roll call vote. 4 MR. NANCE: Commissioner Fedorko? 5 COMMISSIONER FEDORKO: Yes. 6 MR. NANCE: Commissioner Sommeling? 7 COMMISSIONER SOMMELING: Yes. 8 MR. NANCE: Vice Chair Epps? 9 VICE CHAIR EPPS: Yes. 10 MR. NANCE: Chair Kassekert? 11 CHAIR KASSEKERT: Yes. 12 MR. NANCE: The record will reflect that 13 the motion is unanimous. 14 CHAIR KASSEKERT: Thank you. 15 Congratulations. 16 MR. CASIELLO: Thank you, Madame Chair, 17 Commissioners. 18 MR. FOGARTY: Thank you. 19 MR. NANCE: Item No. 10, consideration 20 of the application of the Trustee and 21 Conservator for the former casino licensee, 22 Adamar of New Jersey, Inc., for approval of 23 fees for the Conservator/Trustee, his personal 24 counsel, legal, and other consultants. 25 Miss Fauntleroy? 83 ITEM NO. 10 1 MS. FAUNTLEROY: Almost good afternoon. 2 This is Item No. 10. 3 We have several invoices that have been 4 presented for your consideration. They were 5 circulated in advance. 6 You have for the Trustee/Conservator, 7 Sean Mack is here. And for the Division, Mary 8 Jo Flaherty. 9 The bills cover the period for Justice 10 Stein in his Conservator/Trustee capacity, 11 March 1 through March 31. For Pashman Stein, 12 personal counsel to the Conservator/Trustee, 13 that same period. Cole Schotz for that same 14 period. Debevoise & Plimpton, merger and 15 acquisition counsel, for February 11 through 16 28, as well as March 1 through March 31. And 17 JH Cohn, financial advisor, March 1 through 18 March 31. 19 CHAIR KASSEKERT: Thank you. 20 Mr. Mack? 21 MR. MACK: Good morning, Chair, 22 Commissioners. 23 We've submitted our invoices. I'm happy 24 to answer any questions you may have about 25 them. 84 ITEM NO. 10 1 CHAIR KASSEKERT: Thank you. 2 Let me ask, are there questions first? 3 Or would you like to hear from the Division? 4 VICE CHAIR EPPS: No. 5 CHAIR KASSEKERT: Miss Flaherty? 6 MS. FLAHERTY: Just one question for the 7 record. We're handling the March 1 through 31 8 today but not the April billings? 9 MS. FAUNTLEROY: No. 10 MS. FLAHERTY: Yes. Chair, 11 Commissioners. I had just wanted to note that 12 with regard to the Debevoise & Plimpton bills, 13 we, again, had some items that were set forth 14 as attention to with regard to what was worked 15 on. Additionally, there were some minor 16 billings with regard to their attention in 17 connection with the bankruptcy. 18 I would also otherwise note that there 19 are approximately 30 people at Debevoise, 20 including 27 attorneys, who are working with 21 regard to this matter and, in some cases, are 22 dealing with the same areas and conferring with 23 each other as well as with other counsel. 24 The asset purchase agreement is becoming 25 very expensive, obviously. At this point I 85 ITEM NO. 10 1 believe we're nearing close to $7 million in 2 billings with regard to the conservatorship. I 3 mean, it is the Division's view that this needs 4 to be done expeditiously, and the matter should 5 be concluded as soon as possible. 6 So with those comments and subject to 7 the financial conditions upon Adamar with 8 regard to payment of the bills, we would leave 9 it to your discretion with regard to the 10 payment of the bills. 11 Thank you. 12 CHAIR KASSEKERT: Thank you. 13 Questions from the Commissioners? 14 Is there a motion? 15 COMMISSIONER FEDORKO: Motion to approve 16 the following invoices: A, Conservator/Trustee 17 Stein for the period of March 1st through March 18 31st, 2009, in the amount of $32,827.61; 19 B, Pashman Stein for the period March 20 1st through March 31st, 2009, in the amount of 21 $81,884.63; 22 C, Cole Schotz for the period of March 23 1st through March 31st, 2009, in the amount of 24 $122,360.11; 25 D, Debevoise & Plimpton for the period 86 ITEM NO. 10 1 of February 11th through February 28, 2009, in 2 the amount of $111,313.39 and for the period of 3 March 1st through March 31st, 2009, in the 4 amount of $397,713.43; 5 And, E, for JH Cohn for the period of 6 March 1st through March 31st, in the amount of 7 $158,324.62. 8 All subject to the conditions imposed in 9 the Commission Resolution No. 08-06-04-15 and 10 08-06-18-21, including the provision of daily 11 cash schedules and updated forecasts. 12 CHAIR KASSEKERT: Is there a second? 13 COMMISSIONER SOMMELING: Second. 14 CHAIR KASSEKERT: The motion has been 15 made and seconded. All in favor? 16 (Ayes.) 17 CHAIR KASSEKERT: Opposed? 18 (No response.) 19 CHAIR KASSEKERT: Motion carries. 20 Thank you. 21 Okay. Commissioner Fedorko would like 22 to take a quick recess before we move on to the 23 last item. 24 (A recess was taken from 11:55 to 12:04 25 p.m.) 87 ITEM NO. 11 1 CHAIR KASSEKERT: We'll go back on the 2 record. 3 MR. NANCE: Item No. 11, petition of the 4 Trustee and Conservator for Adamar of New 5 Jersey, Inc., to extend the sale period, 6 approve an asset purchase agreement and 7 authorize a bankruptcy filing. 8 Mr. Digiacomo? 9 MR. DiGIACOMO: Chair, Commissioners, 10 good afternoon. 11 If counsel could enter their appearance 12 for the record, please? 13 MR. MACK: Sean Mack of Pashman Stein on 14 behalf of the Trustee/Conservator. 15 MR. BROOKS: Good morning, Madame Chair, 16 members of the Commission. Actually, good 17 afternoon. Gil Brooks of Duane Morris 18 appearing on the behalf of the Steering 19 Committee of Secured Lenders. 20 MR. O'GARA: Paul O'Gara for the former 21 licensee Tropciana Entertainment. 22 MR. ADAMS: Jack Adams for the Division 23 of Gaming Enforcement. 24 CHAIR KASSEKERT: Thank you. Good 25 morning. 88 ITEM NO. 11 1 I think what we will have today is a 2 status update with respect to where we are in 3 this process since there won't be any formal 4 action. 5 I do want to start by reiterating 6 something that Miss Flaherty said a few moments 7 ago. This has been a very long and arduous 8 process, and we are interested in having it 9 move forward to a closure. I think this 10 Commission has been very -- very accommodating 11 in terms of allowing this process to move 12 forward. We, obviously, had a number of things 13 that were challenges, you know, with respect to 14 the appeals, the ultimately hearing by the 15 Supreme Court of the appeal, which I know has 16 pushed the time frame back. Really almost by 17 an entire year. But I am hopeful that we are 18 at the end of this process. 19 And we did grant -- you know, we did 20 extend the sale period until April 30th, and I 21 am hopeful that with the coming meeting on the 22 29th, we can see this resolved because one way 23 or the other, we will resolve it. We will move 24 forward on the 29th. That's my intention at 25 this point. 89 ITEM NO. 11 1 But I would like to hear an update from 2 counsel. 3 MR. MACK: Madame Chair, Commissioners, 4 at the get-go we share the desire of both by 5 the Division and yourself to bring this to a 6 conclusion. 7 In terms of an update, we filed -- since 8 the last hearing, we've filed on March 30th a 9 revised asset purchase agreement. And with 10 that filing we indicated to you that there were 11 two substantive issues that the business people 12 still needed to resolve, and there were 13 exhibits to the agreement that still needed to 14 be worked through, and some diligence issues. 15 I can report to you today that the two 16 substantive issues that we had flagged for you 17 on March 30th, the business people have made a 18 decision, and those have been resolved. 19 There's -- one of the issues relates to 20 COBRA coverage, and right now the attorneys -- 21 benefit attorneys are working through to 22 finalize the language to implement the 23 agreement that was reached. So that issue, 24 aside from the language, has been resolved. 25 Some of the billings, through the 90 ITEM NO. 11 1 conduct of diligence that the lender -- the 2 Steering Committee was doing and the attorneys 3 were doing, an issue came up since our filing 4 on March 30th regarding taxes. And everybody's 5 on agreement that we don't want to 6 unnecessarily trigger unnecessary taxes, and so 7 some issues have come up which I think 8 conceptually all the parties, Justice Stein's 9 attorneys, Steering Committee's and Tropicana 10 Entertainment's counsel, are all in agreement 11 on how we move forward. It's just a matter of 12 making sure that legally and procedurally that 13 can get done. And we're trying -- we were 14 trying schedule a call yesterday to try to 15 resolve that. We're, hopefully, going to have 16 that call today, if not today, tomorrow, to try 17 to resolve those tax issues, those two tax 18 issues, really. 19 And I think that brings us to the 20 exhibits. There are 12 exhibits to the asset 21 purchase agreement. Since the filing on the 22 30th, we have completed and finalized nine of 23 those -- of those exhibits. 24 The remaining three exhibits -- the 25 first, Exhibit A, is just a recitation of what 91 ITEM NO. 11 1 the debt service formula was that Justice Stein 2 and the banks had agreed to last -- I guess 3 December or January in terms of the amount of 4 debt that Adamar would be willing to pay, and 5 we just need to finalize the -- putting that 6 agreement that already exists as of last year 7 into writing, and that should be done today. 8 The next exhibit is Exhibit B, which 9 contains the gaming approvals that will be set 10 up as closing conditions. We've had a bunch of 11 calls over the last 24, 48 hours. A draft was 12 exchanged from the Steering Committee last 13 night. We sent back comments this morning. I 14 think we're literally down to a couple of words 15 in this exhibit. And we're trying to schedule 16 a call again for today, if not today, tomorrow 17 amongst the principals, Justice Stein and 18 actual members of the Steering Committee, to 19 put that exhibit to rest. 20 And the last exhibit that is still open 21 is the intellectual property license agreement. 22 That's primarily a negotiation between the 23 Steering Committee and Tropicana Entertainment 24 who holds the intellectual property. I 25 understand there's a couple of business issues 92 ITEM NO. 11 1 that they're going to try to get, again, the 2 principals of Tropicana Entertainment and the 3 Steering Committee on a telephone call, if not 4 today, then tomorrow to resolve. 5 And so that's what we've accomplished. 6 Those are the open issues. As I said, I think 7 at this point the, you know -- you've seen from 8 the billings the work that has gone on. And 9 the work you saw in our billings has matched -- 10 you don't see their bills, but it's matched by 11 their billings. We're pretty close. I think 12 we know the path to get to the finish line. 13 And I think we're all -- the parties are in 14 agreement that if we can have until 5:00 on 15 Friday, we'll have these phone conversations 16 between the principals today or tomorrow. And 17 then the M & A attorneys will just put those 18 agreements, the resolution of those open issues 19 into the document. And we can -- our proposal 20 would be to ask your indulgence to file by 5:00 21 on Friday finalized agreements between Justice 22 Stein and the Steering Committee. Our hope 23 would be that that would give the Division 24 enough time to complete their report and enough 25 time for the Commission then to consider the 93 ITEM NO. 11 1 filings, the Division's report, and bring us 2 back here on the 29th for the Commission to 3 make its ruling. 4 I'm happy to answer any questions. 5 CHAIR KASSEKERT: Thank you. 6 Mr. Brooks? 7 MR. BROOKS: Madame Chair, I think that 8 Sean's given us an accurate description of 9 where things are right now. I think I don't 10 really have much to add to that. I think 11 that's where the negotiations are at this 12 point. 13 We think the attorneys -- lawyers now 14 for the principals need to talk to resolve a 15 few of these issues. Literally it's mostly 16 drafting. I don't think there's any business 17 issues. The IP issue might involve some 18 business issues, but I think it's mostly a 19 decision being made by the principals as to 20 what words they can live with -- not live 21 with -- in terms of the agreement, and there's 22 not much for the asset purchase agreement 23 itself, but some of the exhibits to the asset 24 purchase agreement. 25 But I think we're right there. I think 94 ITEM NO. 11 1 that timing works. And, I mean, I think we 2 should be able to finish everything up by 3 Friday. 4 And in terms of turning around a draft, 5 there's a moratorium on trading right now in 6 terms of the bank debt. Credit Suisse has put 7 a moratorium in place until April 20th. But 8 the intent was to circulate those to the 9 lenders and ask them to approve the lender 10 letter to Credit Suisse, the asset purchase 11 agreement. The Steering Committee itself is 12 actually more than 51 percent of the lenders at 13 this point, so the Steering Committee could 14 approve this. But there is a process in place 15 for lender approval. 16 And so everything's been put in place. 17 It's just a function of finishing up the 18 document, and I think that timing would be -- 19 the timing Sean outlined works. 20 CHAIR KASSEKERT: Thank you. 21 Mr. O'Gara? Anything? 22 MR. O'GARA: One issue. From what I 23 understand, there will be a call with respect 24 to the IP issue. I don't believe it's one that 25 got to the end, but there have been 95 ITEM NO. 11 1 discussions, and I don't think there's a major 2 obstacle. We would simply urge when you do get 3 into what the agreement says in here, so we 4 kind of need to know how to move forward, and 5 everybody knows where the time line is and when 6 you got to do it. 7 Thank you. 8 CHAIR KASSEKERT: Okay. Mr. Fogarty? 9 (Laughter.) 10 CHAIR KASSEKERT: Mr. Adams? 11 MR. ADAMS: Where is he? He's not even 12 here to hear that. Don't tell him you said 13 that. 14 CHAIR KASSEKERT: You're much better 15 looking, Mr. Adams. 16 (Laughter and applause.) 17 MR. ADAMS: I'm glad that's noted on the 18 record. 19 COMMISSIONER FEDORKO: Even though 20 you're older. 21 MR. ADAMS: No. He's older than me. 22 He's older than me. 23 (Laughter.) 24 MR. ADAMS: You know, deadlines. As 25 regulators, I guess sometimes we have to impose 96 ITEM NO. 11 1 deadlines. I just urge the Commission based on 2 what's been presented today to set forth some 3 deadlines. I mean, obviously, I need a 4 deadline, and they're talking about Friday. So 5 I'm going to proceed at this point with my next 6 comments under the assumption that I'm going to 7 get what I need to get on Friday. 8 CHAIR KASSEKERT: Uh-huh. 9 MR. ADAMS: Which is the complete 10 agreement with the exhibits. The proposed 11 final agreement. As I've said previously on at 12 least a couple of occasions, you need that. 13 And we need that. 14 Having said that, I'm confident that if 15 I do get that on Friday, the Division's 16 response can be filed with you on Tuesday, and 17 I guess we go forward from there. And we're at 18 your disposal. Whatever you think is 19 appropriate after that is fine by me. 20 But I want the message to go out, if it 21 can go out at all, that Friday is the day, the 22 time, to have this at least resolved so that we 23 can go forward. Otherwise, I don't know where 24 we are at that point. 25 CHAIR KASSEKERT: Absolutely concur with 97 ITEM NO. 11 1 that. And I'm going to ask one question before 2 I turn to my colleagues because I know there's 3 other gaming counsel here in this room, and I 4 hope with the discussions that we've had with 5 respect to the gaming exhibits everyone 6 understands how this process works and what the 7 role of this Commission is with respect to the 8 Casino Control Act and licensing, and that 9 nothing is done to preempt the power of the 10 Casino Control Commission in terms of our role 11 here. I've heard a lot of back and forth about 12 some of these exhibits, and I want to make very 13 clear that we take the predicates of the Act 14 very seriously, and that is the process we will 15 follow. And I don't want to see our powers as 16 the Commission here usurped in any way through 17 this process. 18 Let me ask if any of the other 19 Commissioners have any questions? 20 VICE CHAIR EPPS: I have a -- 21 COMMISSIONER SOMMELING: I have no 22 questions. 23 CHAIR KASSEKERT: Commissioner Epps? 24 VICE CHAIR EPPS: I don't have a 25 question, and it's just a remark, and to a 98 ITEM NO. 11 1 certain degree it's not fair to counsel as you 2 sit here because you're just that. You're 3 counsel. You're advising your clients or 4 whatever. But as -- and it's frustrating 5 because we don't have anybody that we can hold 6 to the fire because they're not here. 7 But the point is, it's beyond 8 frustrating at this point because I don't even 9 know that I have any confidence in Friday as a 10 deadline at this point. If we had set this 11 April 30th date further out, I'm convinced, I'm 12 absolutely convinced, that this proposal would 13 have been one little item, three little items, 14 six little items that we still have to work out 15 in June. I mean, it's ridiculous. If we give 16 you six months, you take six months. Nothing 17 has never been done in this process sooner than 18 the furthest end of the deadline that we've 19 given. I'm still wishing that we had set April 20 15th so you'd have come here and said, you know 21 what? We're not done. We need more time, 22 which it would have been just as frustrating, 23 but it just proves the point. So I hear you 24 saying Friday, but I don't even know if I 25 believe it. But if it's not here Friday, I 99 ITEM NO. 11 1 think that we're going to have to consider 2 forcing the hand and doing something else. 3 Because this thing has gone far too -- it's 4 gone on far too long. 5 And, again, I'm not yelling at counsel, 6 because all you do is represent your client. 7 But if you can communicate the message, it has 8 to get out. I mean, Friday is a real deadline. 9 There's no tomorrow. It's got to get done. 10 And there's just no two ways about this. This 11 thing has gone on too long, and the 12 consequences will have to be what they are, but 13 it's got to happen. 14 CHAIR KASSEKERT: Thank you. 15 I don't think we need to take any 16 official action today because we're still 17 within the April 30th -- 18 MR. DiGIACOMO: That's correct, Chair. 19 CHAIR KASSEKERT: Okay. 20 MR. DiGIACOMO: I think counsels' 21 commitment to the dates that they have set is 22 adequate for today's proceedings here. 23 CHAIR KASSEKERT: Okay. Thank you. 24 Mr. Adams? 25 MR. ADAMS: I know I spoke to Mr. 100 ITEM NO. 11 1 DiGiacomo about possibly anticipation of 2 meeting these dates and the filing of our 3 report on Tuesday, that we may have some 4 prehearing or something along those lines next 5 Wednesday just to make sure. 6 CHAIR KASSEKERT: Right. 7 MR. ADAMS: And I would certainly be 8 amenable to that. 9 CHAIR KASSEKERT: I'd be very supportive 10 of that, and I think Commissioner Epps spoke 11 very clearly. And I think -- I hope all the 12 parties -- and not the just the parties sitting 13 here at counsel table, but the parties in the 14 back -- heard us. Because I think we have 15 reached our limit. And we will be prepared to 16 move forward on the 29th. 17 Any other questions? Okay. 18 If not, we'll move to the public 19 portion. 20 Mr. Nance? 21 MR. BROOKS: Thank you. 22 MR. DiGIACOMO: Thank you. 23 MR. NANCE: In accordance with 24 Resolution No. 08-12-10-22, the next closed 25 session of the Commission shall be held on 101 1 Wednesday, April 29th, 2009, at 9:15 a.m. in 2 the Commission offices. 3 It is now time for the public 4 participation portion of the meeting. 5 CHAIR KASSEKERT: Is there anyone from 6 the public to wishes to be heard? 7 (No response.) 8 CHAIR KASSEKERT: Seeing no one, I'll 9 declare this portion of the meeting closed and 10 entertain a motion to adjourn. 11 COMMISSIONER SOMMELING: Motion to 12 adjourn. 13 COMMISSIONER FEDORKO: Second. 14 CHAIR KASSEKERT: Okay. The motion has 15 been made and seconded. All in favor? 16 (Ayes.) 17 CHAIR KASSEKERT: Opposed? 18 (No response.) 19 CHAIR KASSEKERT: Motion carries. 20 (Public Meeting 09-04-15 was adjourned 21 at 12:18 p.m.) 22 23 24 25 102 1 2 C E R T I F I C A T E 3 4 5 I, DARLENE SILLITOE, a Certified Court 6 Reporter and Notary Public of the State of New 7 Jersey, certify that the foregoing is a true 8 and accurate transcript of the proceedings. 9 10 11 I further certify that I am neither 12 attorney, of counsel for, nor related to or 13 employed by any of the parties to the action; 14 further that I am not a relative or employee of 15 any attorney or counsel employed in this case; 16 nor am I financially interested in the action. 17 18 19 DARLENE SILLITOE CCR 20 License No XI01023 21 22 Dated: April 18, 2009 23 My Commission Expires on July 10, 2009 24 ID No 2062871 25