1005276--12/29/2010--MOHEGAN_TRIBAL_GAMING

related topics

{competitive, industry, competition}

{debt, indebtedness, cash}

{regulation, change, law}

{condition, economic, financial}

{cost, contract, operation}

{loan, real, estate}

{investment, property, distribution}

{cost, regulation, environmental}

{acquisition, growth, future}

Risks Related to Our Business Our substantial indebtedness could adversely affect our financial condition. Our failure to generate sufficient cash flows and current and future economic and credit market conditions could adversely affect our ability to fulfill our debt service obligations or refinance our indebtedness, and we may be forced to take other actions to satisfy our obligations under our indebtedness that may not be successful. Restrictions contained in our bank credit facility and the indentures to which we are a party may impose limits on our ability to pursue our business strategies. Continued weakness or a further downturn in the United States economy could negatively impact our financial performance. Our diversification efforts may not be successful. The loss of a key management member could have a material adverse effect on us, Mohegan Sun and the Pocono Downs entities. An entity s ability to enforce its rights against us is limited by our sovereign immunity and that of the Tribe, MBC, Mohegan Ventures-NW, Mohegan Golf, MVW and, to the extent applicable, the Pocono Downs entities, WTG and MTGA Gaming. The non-impairment provision of the Tribe s Constitution is subject to change. We and the Guarantors are controlled by a tribal government and may not necessarily be operated in the same way as if we and they were privately owned for-profit businesses. Any rights as a creditor are limited to our assets and those of our guarantor subsidiaries. We, the Tribe and our wholly-owned subsidiaries may not be subject to the federal bankruptcy laws, which could impair the ability of creditors to participate in the realization on our or our subsidiaries assets or the restructuring of related liabilities if we are unwilling or unable to meet our debt service obligations. We may be subject to a material environmental liability as a result of possible incomplete remediation of known environmental hazards and the existence of unknown environmental hazards. Risks Related to Mohegan Sun We face intense competition in our primary market from Foxwoods. In addition to Foxwoods, we also face competition from casinos and other gaming operations elsewhere in our market areas. New market entrants in our market areas or the expansion of on-line gaming could adversely affect our operations and our ability to meet our financial obligations. Because the gaming industry in the State of Connecticut has experienced seasonal fluctuations in the past, we also may experience seasonal variations in our revenues and operating results that could adversely affect our cash flows. Negative conditions affecting the lodging industry may have an adverse affect on our revenues and cash flows. Our obligations under the relinquishment agreement could affect adversely our financial condition and prevent us from fulfilling our debt service obligations. Our renovation projects may face significant inherent risks that could adversely affect our financial condition. We may suspend or elect not to proceed with construction, renovation or expansion projects once they have been undertaken, resulting in charges that could adversely affect our financial condition. The risks associated with operating expanded facilities and managing growth could have a material adverse effect on Mohegan Sun s future performance. Risks Related to the Indian Gaming Industry Gaming is a highly regulated industry, and changes in applicable laws could have a material adverse effect on the Tribe s and our ability to conduct gaming, and thus on our ability to meet our debt service obligations. A change in our current tax-exempt status, and that of our subsidiaries, could reduce our cash flows and have a material adverse effect on our ability to meet our debt service obligations. Risks Related to Mohegan Sun at Pocono Downs The adoption of modifications to the Pennsylvania Gaming Act or other applicable laws in the Commonwealth of Pennsylvania and the implementation of the new table gaming legislation could negatively impact our operations and expected profitability. The risks associated with our ability to successfully integrate table gaming, operate the expanded facility and manage its growth could have a material adverse effect on the future performance of Mohegan Sun at Pocono Downs. If Mohegan Sun at Pocono Downs is not able to compete successfully with existing and potential competitors, we may not be able to generate sufficient cash flows to fulfill our debt service obligations relating to its acquisition and development activities. Our operations of the Pennsylvania entities subject us to regulation and enforcement by various state agencies. Changes in or the issuance of additional regulations by the PGCB may adversely affect our operations at Mohegan Sun at Pocono Downs.

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1005276--12/29/2010--MOHEGAN_TRIBAL_GAMING_AUTHORITY