PART IIIItem 10. Directors, Executive Officers and Corporate GovernanceThe information required by this Item will be set forth under the captions “Proposal No. 1 - Election ofDirectors” and “Section 16(a) Beneficial Ownership <strong>Report</strong>ing Compliance” in the definitive Proxy Statement forour 2008 <strong>Annual</strong> Meeting of Stockholders (our “Proxy Statement”) to be filed with the Securities and ExchangeCommission in April 2008 and is incorporated herein by this reference.Item 11. Executive CompensationThe information required by this Item will be set forth under the caption “Executive Compensation” in our ProxyStatement and is incorporated herein by this reference.Item 12. Security Ownership of Certain Beneficial Owners and Management and Related StockholderMattersThe information required by this Item will be set forth under the captions “Proposal No. 1 - Election of Directors- Security Ownership of Certain Beneficial Owners and Management” and “Executive Compensation - EquityCompensation Plan Information” in our Proxy Statement and is incorporated herein by this reference.Item 13. Certain Relationships and Related Transactions, and Director IndependenceThe information required by this Item will be set forth under the captions “Proposal No. 1 - Election ofDirectors” and “Transactions with Related Persons” in our Proxy Statement and is incorporated herein by thisreference.Item 14. Principal Accounting Fees and ServicesThe information required by this Item will be set forth under the caption “Independent Registered PublicAccounting Firm” in our Proxy Statement and is incorporated herein by this reference.Item 15. Exhibits, Financial Statement SchedulesThe following are filed as part of this <strong>Report</strong>:(a) 1. Financial StatementsPART IVManagement’s <strong>Annual</strong> <strong>Report</strong> on Internal Control over Financial <strong>Report</strong>ing<strong>Report</strong>s of Independent Registered Public Accounting FirmConsolidated Balance Sheets as of December 31, <strong>2007</strong> and 2006Consolidated Statements of <strong>Inc</strong>ome for the years ended December 31, <strong>2007</strong>, 2006 and 2005Consolidated Statements of Stockholders’ Equity for the years ended December 31, <strong>2007</strong>, 2006 and 2005Consolidated Statements of Cash Flows for the years ended December 31, <strong>2007</strong>, 2006 and 2005Notes to Consolidated Financial Statements54
(a) 2. Financial Statement SchedulesAll schedules for which provision is made in the applicable accounting regulations of the Securities andExchange Commission are not required under related instructions or are inapplicable and therefore have beenomitted.(a) 3. ExhibitsThe following exhibits are filed or incorporated by reference as part of this <strong>Report</strong>. Certain of the listed exhibitsare incorporated by reference to previously filed reports of ACI under the Exchange Act, including Forms 10-K, 10-Q and 8-K. These reports have been filed with the Securities and Exchange Commission under File No. 0-22494.ExhibitNumber Description of Exhibit Method of Filing2.1 Purchase Agreement, dated as of April 3, <strong>2007</strong>, byand between Resorts International Holdings, LLC(“RIH”) and ACI (exhibits and schedules omitted)2.2 Amendment No. 1 to Purchase Agreement, dated asof September 17, <strong>2007</strong>, by and among RIH, ACI and<strong>Ameristar</strong> East Chicago Holdings, LLC<strong>Inc</strong>orporated by reference to Exhibit 2.1 toACI’s Current <strong>Report</strong> on Form 8-K filed onApril 9, <strong>2007</strong>.Filed electronically herewith.3(i)(a) Articles of <strong>Inc</strong>orporation of ACI <strong>Inc</strong>orporated by reference to Exhibit 3.1 toRegistration Statement on Form S-1 filed byACI under the Securities Act of 1933, asamended (File No. 33-68936) (the “Form S-1”).3(i)(b)Certificate of Amendment to Articles of<strong>Inc</strong>orporation of ACI<strong>Inc</strong>orporated by reference to Exhibit 3.1 toACI’s Quarterly <strong>Report</strong> on Form 10-Q for thequarter ended June 30, 2002.3(i)(c) Certificate of Change Pursuant to NRS 78.209 <strong>Inc</strong>orporated by reference to Exhibit 3(i).1 toACI’s Current <strong>Report</strong> on Form 8-K filed onJune 8, 2005.3(ii) Bylaws of ACI, as amended to date <strong>Inc</strong>orporated by reference to Exhibit 3(ii) toACI’s Quarterly <strong>Report</strong> on Form 10-Q for thequarter ended September 30, <strong>2007</strong> (the“September <strong>2007</strong> 10-Q”).4.1 Specimen Common Stock Certificate <strong>Inc</strong>orporated by reference to Exhibit 4 toAmendment No. 2 to the Form S-1.4.2 Credit Agreement dated as of November 10, 2005among ACI, the various Lenders party thereto fromtime to time, Wells Fargo Bank, N.A., as Joint LeadArranger and Syndication Agent, Deutsche BankSecurities <strong>Inc</strong>., as Joint Lead Arranger, theDocumentation Agents and Managing Agents partythereto, and Deutsche Bank Trust Company Americas(“DBTCA”), as Administrative Agent (exhibits andschedules omitted) (the “Credit Agreement”)4.3 First Amendment to Credit Agreement, dated as ofAugust 21, 2006, among ACI, the various Lendersparty to the Credit Agreement and DBTCA, asAdministrative Agent<strong>Inc</strong>orporated by reference to Exhibit 4.2 toACI’s <strong>Annual</strong> <strong>Report</strong> on Form 10-K for the yearended December 31, 2005 (the “2005 10-K”).<strong>Inc</strong>orporated by reference to Exhibit 4.1 toACI’s Current <strong>Report</strong> on Form 8-K filed onAugust 24, 2006.55
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Dear Fellow Shareholders,I am pleas
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Ameristar Black Hawk, which reporte
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UNITED STATES SECURITIES AND EXCHAN
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- Page 18 and 19: Should additional gaming developmen
- Page 20 and 21: The Missouri Act provides for a buy
- Page 22 and 23: Iowa has a graduated wagering tax e
- Page 24 and 25: The Indiana Act provides that the s
- Page 26 and 27: after receiving notice that a perso
- Page 29 and 30: Pursuant to an amendment to the Col
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- Page 33 and 34: The Nevada Commission may, at its d
- Page 35 and 36: Item 1A. Risk FactorsThe gaming ind
- Page 37 and 38: two years, our gaming licenses in I
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- Page 41 and 42: The Ameristar Vicksburg site has ex
- Page 43 and 44: PART IIItem 5. Market for Registran
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- Page 47 and 48: the rebranding, improving from an 1
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- Page 53 and 54: At Ameristar St. Charles, we are ne
- Page 55 and 56: Historically, we have funded our da
- Page 57 and 58: Customer Rewards ProgramsOur custom
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- Page 77 and 78: Income taxesIncome taxes are record
- Page 79 and 80: The Company recorded $5.6 million,
- Page 81 and 82: Senior credit facilitiesIn November
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- Page 85 and 86: Years ended December 31,2007 2006 2
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- Page 89 and 90: STOCK PRICE PERFORMANCEThe followin