EMPLOYMENT AGREEMENT

This  Employment Agreement ("Agreement") is entered into  as of  May 20,
1999 (the "Effective Date"), by and among Mirage Resorts,  Incorporated,
a  Nevada  corporation  ("MRI"),  GNLV,  CORP.,  a   Nevada  corporation
("Employer") and Barry A. Shier ("Employee").

  1.  Employer and MRI hereby employ Employee  initially as the Chairman
      and  Chief  Executive  Officer of Employer, with primary responsi-
      bility  to  oversee  the  operations  of Beau Rivage, and as MRI's
      Executive Vice President-Marketing and Hotel Operations.  Employee
      shall report directly to,  and  be  subject  to  the authority of,
      Employer's Board of  Directors and MRI's Chairman.  Employee shall
      perform such  executive,  supervisory  and  managerial  duties for
      Employer, MRI, and MRI's  other  affiliated and subsidiary corpor-
      ations  and   entities  (collectively,  "Affiliates")  as  MRI  or
      Employer  may specify from time to time, which shall be comparable
      with his initial responsibilities and duties hereunder.   Employer
      or MRI may, at  any  time  and  from  time  to time, change any of
      Employee's titles specified herein. Employee shall devote his full
      business time and efforts in  good faith to the performance of his
      duties hereunder.   Employee's permanent residence shall be in Las
      Vegas, Nevada.   Employee acknowledges that he will be required to
      travel extensively  outside  Clark County in performing his duties
      hereunder and shall be entitled to the use of a corporate aircraft
      at Employer's or MRI's expense.

  2.  The  term of  this Agreement  shall commence on the Effective Date
      and terminate on the third anniversary of the Effective  Date (the
      "Employment Period"), except as earlier terminated pursuant to the
      terms of this Agreement.    As  used  in this  Agreement, the term
      "year" shall mean each  successive  12-month period ending on each
      anniversary of the Effective Date.

  3.  (a)  Employee  shall  receive  an  annual  gross  base  salary  of
      $1,000,000 (before deduction of employment taxes and other amounts
      required  by  law  to  be  withheld)  and  such  merit  bonuses as
      Employer's   Board  of   Directors  may   determine  in   its sole
      discretion.    Employee's  annual gross salary may be increased by
      the Board of Directors of Employer in its sole discretion, and any
      higher annual base salary shall  thereafter  be  deemed  to be the
      annual base salary for purposes of this Agreement. Employee's base
      salary shall  be  payable in equal installments in accordance with
      Employer's regular payroll practices during the Employment Period.

                             EXHIBIT 10.1
<PAGE>
      (b) Employee  and his  dependents  shall be provided with coverage
      under  MRI's  executive  medical  and  life insurance plans,  paid
      vacation  and such other plans and benefits as MRI and its subsid-
      iaries  from  time  to  time make available to their executives of
      similar stature.

      (c) Employer  shall  provide  Employee with office accommodations,
      including furniture and furnishings, secretarial  and other assis-
      tance,   commensurate   with  Employee's  stature  and   position.
      Employer  shall  reimburse  Employee  for  all reasonable business
      expenses incurred by Employee  in performing  his duties hereunder
      which are  supported  by  appropriate  documentation in accordance
      with Employer's policies.

      (d) MRI  shall  amend the vesting date of Employee's stock options
      granted on August 16, 1995 to May 16, 2004.

  4.  Employee acknowledges and agrees that the laws of Nevada and other
      jurisdictions  in  which  Employer  or  Affiliates  may  engage or
      propose to engage in business activities  during  the  term hereof
      may  require that Employee be  investigated  for  suitability  and
      licensing.   Employee shall cooperate with the appropriate govern-
      mental authorities  in  order  that Employer and Affiliates and he
      may  obtain  all  certificates,  permits  and  licenses  which are
      required in connection with his employment hereunder or Employer's
      and  Affiliates'  conduct  of  business during  the  term  hereof.
      Employee further acknowledges and agrees  that  in  the  event  he
      fails to so cooperate or he or  Employer  or  Affiliates,  for any
      reason attributable to Employee,  fails to obtain, within the time
      specified by  Nevada  Gaming Commission and all other governmental
      authorities  having  jurisdiction, or, for any reason attributable
      to Employee, fails to thereafter maintain, in good standing and in
      full  force  and effect, during the term hereof, all required cer-
      tificates,  permits and licenses in connection with his employment
      hereunder or Employer's or  Affiliates'  conduct  of  business, or
      Employee is convicted of or pleads nolo contendere to any criminal
      act which could reasonably be expected to result in the suspension
      or  revocation  of  any  such certificate, permit or license, such
      shall  constitute Good Cause for Employer to terminate this Agree-
      ment as provided in Paragraph 6 hereof.

  5.  Employee  covenants  and  agrees that during the stated Employment
      Period, Employee shall not directly or  indirectly be employed by,
      render services for, engage in,  participate  in,  consult  for or
      otherwise  be  connected  in  any  way  (other  than  on behalf of

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<PAGE>
      Employer or Affiliates) with any  individual, firm, corporation or
      other entity  engaged in the gaming or hotel/hospitality industry.
      The  restriction on Employee's activities set forth in the immedi-
      ately  preceding sentence shall not apply following termination of
      this  Agreement  as  provided  in  Paragraph  7 hereof (whether by
      Employer or Employee).   Employee acknowledges and agrees that the
      restrictions on his  activities  set forth in this Paragraph 5 are
      reasonable,  that  Employee  has been adequately compensated under
      this  Agreement  for the future financial hardship that compliance
      with  such  provisions  might  otherwise  have  created  and  that
      Employee  has  available  other  suitable employment opportunities
      which eliminate the need for employment which  would  violate such
      provisions.  In addition to all other rights and remedies provided
      to Employer hereunder,  if Employee materially breaches any of the
      obligations contained in this Paragraph 5, Employer shall have the
      right  to  terminate  this  Agreement in accordance with Paragraph
      6(b) hereof, but any such termination shall in no event be  deemed
      an election of remedies and Employer  expressly reserves all other
      legal and equitable remedies.    Employee  further  covenants  and
      agrees  that  he  shall  not  at  any time during the term of this
      Agreement or thereafter, without Employer's prior written consent,
      disclose to other  individuals  or  entities  any trade secrets or
      other  confidential information concerning Employer or Affiliates,
      including  without  limitation,  their  customers,  casino, hotel,
      marketing  or  entertainment  practices or procedures,  management
      policies or non-public financial information, or utilize  any such
      trade  secrets  or confidential information in any way or communi-
      cate with or contact any such customers,  other than in connection
      with his employment hereunder.    For  purposes of this Agreement,
      "trade secrets  and  confidential  information" shall not  include
      information  which is: (i) generally known in the gaming or hotel/
      hospitality industry; (ii) in the public domain; or (iii) indepen-
      dently obtained by Employee from third parties under no obligation
      of  confidentiality  to  Employer  or  Affiliates  or to any third
      party.   Employee hereby confirms that such trade secrets and con-
      fidential  information  constitute  Employer's exclusive property,
      that all of the  restrictions  on his activities contained in this
      Agreement  are  required  for Employer's reasonable protection and
      that  in  the  event  of  any  breach  of this Paragraph 5 by him,
      Employer  will  be  entitled,  if  it  so elects, to institute and
      prosecute  proceedings  at law or in equity to obtain damages with
      respect  to  such  breach, to seek to enforce the specific perfor-
      mance of this Paragraph  5  or  to  seek  to  enjoin Employee from
      engaging in any activity in violation hereof.

                                 -3-
<PAGE>
  6.  This  Agreement  may  be terminated by Employer at any time during
      the Employment Period for "Good Cause" (as defined below) and upon
      any such termination, Employer shall have no  further liability or
      obligation whatsoever to Employee  hereunder  except that Employee
      (or his estate) shall be  promptly  paid  any  unpaid  portion  of
      Employee's base  salary, any  unpaid perquisites  earned hereunder
      and any  unreimbursed  business expenses, in each case through the
      date of termination. "Good Cause" shall mean and be limited to:

      (a) Employee's  death  or  "Disability"   ("Disability"  is hereby
      defined to mean Employee's physical or mental incapacity certified
      to by a licensed physician designated  by Employer which precludes
      the  performance  of his duties hereunder for a substantially con-
      secutive period of four (4) months or more); and

      (b) Employee's  dishonesty  in  his  relationship  with  Employer,
      willful insubordination,  conviction of or plea of nolo contendere
      to any felony or a misdemeanor involving moral  turpitude, willful
      failure to substantially perform  his  duties  diligently  in good
      faith and to the best of his ability,  the  occurrence of an event
      specified in the last sentence of Paragraph 4  hereof or any other
      material breach  of  this  Agreement  by  Employee,  any or all of
      which, if  curable,  is  not cured by Employee within a reasonable
      time  after his  receipt of  written notice  thereof from Employer
      describing  in  reasonable  detail  the material facts and circum-
      stances supporting such termination.

  7.  (a) Employee  shall  have  the  right  to terminate his employment
      hereunder in the event of a "Material Breach"  (as  defined below)
      of  this  Agreement  by  Employer which,  if curable, is not cured
      within  a  reasonable time after  Employer's  receipt  of  written
      notice thereof from Employee describing  in  reasonable detail the
      material facts and circumstances supporting such termination.   If
      Employer terminates  Employee's  employment  hereunder other  than
      pursuant  to  Paragraph  6(a)  or  6(b)  of  this Agreement, or if
      Employee  resigns  as a result of a Material Breach of this Agree-
      ment  by  Employer  which, if  curable,  is  not cured by Employer
      within a reasonable time after receipt of  written  notice thereof
      from Employee, Employee shall,  subject  to  Employee's continuing
      duty to mitigate damages, (A) continue to be paid his annual  base
      salary  and  other  benefits  through  the   end  of  the   stated

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<PAGE>
      Employment  Period,  as  and  when  such salary and other benefits
      would have been  payable  pursuant  to  Paragraphs  3(a)  and 3(b)
      hereof  and (B)  promptly  be  paid  any unpaid perquisites earned
      hereunder  and  any unreimbursed business expenses though the date
      of  termination.   The  foregoing shall constitute Employee's sole
      and exclusive remedy for or relating to  Employer's breach of this
      Agreement or any other claim  Employee  may have or assert arising
      out of the employment  relationship between Employer and Employee,
      whether such  claim  arises in contract, tort, pursuant to statute
      or otherwise.

      (b) For  purposes of this Agreement, a "Material Breach"  of  this
      Agreement  shall mean and be limited to: (i) Employer's failure to
      pay Employee any sum which Employee establishes is due to Employee
      hereunder within fifteen (15) days after receiving  written notice
      from Employee that such sum is due but  unpaid; or (ii) a material
      breach of a material  provision  of this Agreement by Employer, in
      each case  subject  to  the  notice  and cure provisions set forth
      above.

  8.  Employee  represents,  warrants  and  covenants  to  Employer that
      Employee  is not a party or otherwise subject to any agreement  or
      restriction  which  would be breached or  violated  by  Employee's
      execution of this Agreement or his employment hereunder.

  9.  If any provision of this Agreement is  held to be unenforceable or
      invalid for any reason whatsoever, such  fact shall not affect the
      remaining provisions hereof.    If  any  of the provisions of this
      Agreement which impose  restrictions on Employee are, with respect
      to such restrictions,  determined by a final judgment of any court
      of  competent jurisdiction  to be unenforceable or invalid because
      of the geographic scope or time  duration  of  such  restrictions,
      such provisions shall be deemed retroactively  limited  to provide
      for the maximum geographic scope and  time  duration  which  would
      make  such  provisions  enforceable  and  valid.  However, no such
      retroactive  modification of  such  restrictive  provisions  shall
      affect any of Employer's  rights  hereunder  arising  out  of  the
      breach  of  any  such  restrictive  provisions,  including without
      limitation, Employer's right to terminate this Agreement.

  10. No  failure  or  delay  on  the  part  of  Employer or Employee in
      exercising any right, power or remedy hereunder shall operate as a
      waiver  thereof  nor  shall  any single or partial exercise of any
      such  right,  power  or  remedy  preclude  any  other  or  further

                                 -5-
<PAGE>
      exercise  thereof  or  the  exercise  of any other right, power or
      remedy hereunder.  The remedies herein provided are cumulative and
      not exclusive of any remedies provided by law.

  11. No amendment, modification, termination or waiver of any provision
      of  this  Agreement  nor  consent  to any departure by Employee or
      Employer therefrom shall in any event be effective unless the same
      shall be in writing and signed by  a  duly  authorized  officer of
      Employer and by Employee.    Any  such  waiver or consent shall be
      effective only in the  specific  instance  and  for  the  specific
      purpose for which given.

  12. Except  as  provided  in  Paragraph  5 hereof, in the event of any
      dispute  arising  out of the interpretation, enforcement or appli-
      cation  of any of the provisions of this Agreement, or  any  other
      controversy or claim arising out of, relating  to or in connection
      with  this  Agreement  or  Employee's  employment  with  Employer,
      Employee and Employer agree to  waive  all  rights to a jury trial
      and  to  submit  such  dispute  to exclusive  arbitration before a
      single arbitrator in  accordance  with  the Commercial Arbitration
      Rules of the American Arbitration Association.    Such arbitration
      shall  occur  in  Las  Vegas,  Nevada.    The  arbitrator shall be
      selected  by the  mutual agreement of the parties, or failing such
      agreement within ten (10) days after the receipt of written notice
      from  one  party  proposing  to  the  other  one  or more possible
      arbitrators, such other person as shall be appointed by the appli-
      cation   of  any  of  the  parties  to  the  American  Arbitration
      Association.    The arbitrator shall not be empowered to vary from
      any of the express terms or provisions  of this Agreement, and his
      decision  shall  be  final  and  binding  upon the parties hereto.
      Judgment upon  the award rendered by the arbitrator may be entered
      in any court having jurisdiction thereof.    The  prevailing party
      shall  be  entitled  to recover its reasonable attorneys' fees and
      expenses,  and  the  fees  and expenses of the arbitrator shall be
      paid by the non-prevailing party.    The prevailing party shall be
      determined by the arbitrator.  The provisions of this Paragraph 12
      shall survive any termination of this Agreement.

  13. This Agreement sets forth the entire agreement of the parties with
      respect to the subject matter hereof and  supersedes  any  and all
      prior  negotiations, agreements or understandings, whether oral or
      written.

  14. This  Agreement  shall  be  controlled,  construed and enforced in
      accordance  with  the laws of the State of Nevada,  excluding  its
      conflict or choice of laws principles.    Except  as  provided  in
      Paragraph 12 hereof, any legal action  in  any  way relating to or
      arising  out  of this Agreement or Employee's employment relation-
      ship  with Employer  shall be instituted and maintained in federal
      or  state  court  in  Las  Vegas,  Nevada,  and the parties hereby
      consent to the exclusive jurisdiction of such courts.

                                 -6-
<PAGE>
  15. Any  and  all  notices required or permitted to be given hereunder
      shall be in writing and sent by personal delivery or registered or
      certified  mail  to   Employee's  last  known  Las  Vegas,  Nevada
      residence (as reflected in Employee's personnel file), in the case
      of  Employee, or to Employer's  principal  office  in  Las  Vegas,
      Nevada (with a copy to MRI's  General  Counsel  at MRI's principal
      office), in the case of Employer.

  16. This Agreement shall be binding on, and shall inure to the benefit
      of, the parties hereto and their respective legal representatives,
      successors and permitted  assigns  (including, without limitation,
      Employee's estate  and heirs).  This Agreement (and all rights and
      obligations  hereunder)  shall  not  be  assignable  by  Employee.
      Employer  shall  have the right to assign this Agreement to any of
      Affiliates or Employer's successors.

IN  WITNESS  WHEREOF,  Employer  and  Employee  have  entered into  this
Agreement  in  Las  Vegas,  Nevada, as of the Effective Date first above
written.


                                Mirage Resorts, Incorporated



                                By: STEPHEN A. WYNN
                                    ------------------------------------
                                    STEPHEN A. WYNN
                                    Chairman and Chief Executive Officer


                                GNLV, CORP.



                                By: BRUCE A. LEVIN
                                    ------------------------------------
                                    BRUCE A. LEVIN
                                    Assistant Secretary


                                    BARRY A. SHIER
                                    ------------------------------------
                                    BARRY A. SHIER

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