ESCROW FUND AGREEMENT

                   made as of October 10, 1997
                          by and among

                    CORESTATES BANK, N.A., as

                          Escrow Agent

                               and

              SOUTH JERSEY TRANSPORTATION AUTHORITY

                               and

               THE STATE OF NEW JERSEY, acting by

            and through the NEW JERSEY DEPARTMENT OF

                         TRANSPORTATION

                               and

              ATLANDIA DESIGN AND FURNISHINGS, INC.
























                         EXHIBIT 10.14
<PAGE>
                      
                      ESCROW FUND AGREEMENT
                                
                                
                                
      ESCROW  FUND AGREEMENT ("Agreement" or "Escrow Agreement"),
made  as of October 10, 1997, by and among CORESTATES BANK, N.A.,
a national banking association ("Escrow Agent"), the SOUTH JERSEY
TRANSPORTATION  AUTHORITY, a body corporate and  politic  and  an
instrumentality of the State of New Jersey ("SJTA"), the STATE OF
NEW JERSEY ("State"), acting through the NEW JERSEY DEPARTMENT OF
TRANSPORTATION  ("NJDOT"), and ATLANDIA DESIGN  AND  FURNISHINGS,
INC., a New Jersey business corporation ("Developer").

                      W I T N E S S E T H:
                      -------------------
      WHEREAS,  as  of  January 10, 1997,  the  State,  SJTA  and
Mirage  Resorts,  Incorporated ("MRI"), as "Developer",  executed
and  delivered  a Road Development Agreement (said agreement,  as
from  time  to  time  amended, the "Road Development  Agreement")
pursuant  to  which they agreed to proceed with the Road  Project
(as  defined in the Road Development Agreement), subject  to  the
provisions of the Road Development Agreement; and
      
      
      WHEREAS,  concurrently with the execution and  delivery  of
the Road Development Agreement, MRI, pursuant to Section 13.1  of
the  Road Development Agreement, assigned all of its right, title
and  interest  in  and  to  the  Road  Development  Agreement  to
Developer,   which  assumed  the  obligations  of  the   assignor
thereunder; and

      WHEREAS,  the  Road  Development Agreement  was  thereafter
amended,  and is concurrently herewith being further  amended  to
provide,  among other matters, for the deposit by  SJTA  of  $125
million  with  the Escrow Agent and by Developer of $110  million
with the Escrow Agent, all pursuant to this Agreement.
      
      
            NOW, THEREFORE, IT IS AGREED AS FOLLOWS:
            
            SECTION 1.   DEFINITIONS.

            1.1    All  terms, the initial letters of  which  are
capitalized  and  not otherwise defined in this Agreement,  shall
have  the  respective  meanings ascribed  to  them  in  the  Road
Development Agreement.

            1.2   The  following  terms  shall have the following
meanings:

                   DEVELOPER'S ACCOUNT shall mean the account  so
designated and established in Section 3.1 hereof.

                   DISBURSEMENT  PROCEDURES  shall   mean   those
procedures  for disbursement from the Escrow Fund  set  forth  on
Schedule A annexed hereto and made a part hereof.
<PAGE>
                   
                   ESCROW  FUND shall mean the fund so designated
and established pursuant to Section 3.1 hereof, consisting of the
Developer's Account and the SJTA Account..

                   PERMITTED  DEVELOPER  INVESTMENTS  shall  mean
the  investment  securities and other investments  set  forth  on
Schedule B annexed hereto and made a part hereof.

                   PERMITTED  SJTA  INVESTMENTS  shall  mean  the
investment securities and other investments set forth on Schedule
C annexed hereto and made a part hereof.

                   ROAD  ACCOUNT shall have the meaning set forth
in  Exhibit  F  to  the Second Amendment to the Road  Development
Agreement.

                   SJTA  ACCOUNT  shall  mean   the   account  so
designated and established in Section 3.1 hereof

                   SJTA  SPECIAL REVENUE  BOND  RESOLUTION  shall
have  the  meaning  set forth in the Second Amendment to the Road
Development Agreement.

                   SJTA  SPECIAL  REVENUE  BONDS shall  have  the
meaning   set  forth   in  the  Second  Amendment  to  the   Road
Development Agreement.

                   SJTA   SPECIAL  REVENUE  BONDS  TRUSTEE  shall
mean  the  Trustee  appointed  and acting under the SJTA  Special
Revenue Bond Resolution.

                   SJTA   EARNINGS   ACCOUNT   shall   mean   the
account   so   designated and established with the  Escrow  Agent
pursuant to Section 4.3 hereof.

            SECTION 2. ACCEPTANCE BY ESCROW AGENT.

            2.1   The  Escrow  Agent  agrees  to  act  as  escrow
agent   hereunder.  The Escrow Agent acknowledges that except  as
expressly set forth in  Section  3.3 and Section 4.3 hereof,  the
Escrow  Agent has no legal or  equitable  interest in the  Escrow
Fund  and  has  no right of offset with  respect  to  the  Escrow
Fund.  Except  with  respect  to the  earnings   and   investment
income on  the  funds in the  SJTA  Account, the   Escrow   Agent
irrevocably  waives  any lien or  right  of  offset  or   similar
right against the Escrow Fund.
               
            SECTION 3.  ESTABLISHMENT OF ESCROW FUND; DEPOSIT AND 
                        RECEIPT OF  MONIES BY ESCROW AGENT; STATE 
                        DEPOSITORY ACCOUNT

                               -2-
<PAGE>
            
            3.1   The  Escrow  Fund  is hereby  established  with
the  Escrow  Agent  and  shall  be held,  invested  and disbursed 
strictly in accordance  with  this Escrow Agreement.   The Escrow
Agent  shall establish   the  Road  Account as  a separate  State 
depository account,  separate  and  apart from  the Escrow  Fund, 
which shall be held by the Escrow Agent.    All funds in the Road
Account, including interest  or  other earnings  thereon,  shall,
during  the  term  of  this  Agreement,  be used solely  for  the
Road Project  and  shall  constitute  a  portion   of   the  Road
Project Funding  Sources.  The Escrow Agent  shall  establish the
Developer's Account and the SJTA  Account   as  separate accounts
within the Escrow Fund  having   the  respective account  numbers
set forth   on   Schedule  D  annexed  hereto  and  made  a  part 
hereof.    The  Escrow  Fund  shall be held  by  the Escrow Agent
separate  and  apart  from  all  other funds and accounts of  the
State, the  Developer  and SJTA held at any  time  by  the Escrow
Agent.

            3.2    Developer  hereby deposits with  Escrow  Agent
and  Escrow  Agent hereby acknowledges receipt from Developer  of
$110  million  in  immediately available funds  and  the  deposit
thereof  in  the   Developer's Account.  Developer, the State and 
SJTA  acknowledge  and  agree that all  such  funds are earmarked
for and are  to  be  used solely for the  Road  Project, and none
of  such funds  is  subject  to  any lien  or  other encumbrance.
Developer represents and  warrants  that  all  such funds are the
sole property of  Developer and  that  none  of such funds shall, 
by virtue of  any  affirmative   act  or  action of Developer, be 
subjected at any  time to any lien or other encumbrance.

            3.3.   SJTA  hereby  deposits with Escrow  Agent  and
Escrow  Agent  hereby  acknowledges receipt  from  SJTA  of  $125
million  in  immediately  available funds and the deposit thereof
in the  SJTA Account.   SJTA, the State and Developer acknowledge
and  agree  that all  such funds are earmarked for and are to  be
used  solely   for the Road Project. SJTA represents and warrants
that  all such  funds are the sole property of SJTA and that none
of  such  funds are subject to any  lien  or  other  encumbrance;
provided,  however,  that   any  and  all  investment  income and
earnings  on  such   funds   have  been  pledged  by  SJTA to pay 
interest  on  SJTA's   obligations  under that  certain Loan  and
Security Agreement,  dated  as  of October 10, 1997 ("Loan Agree-
ment"),  by and between SJTA,  as  Borrower, and CoreStates Bank,
N.A.,  as  Lender ("Lender").      The  Escrow  Agent  is  hereby 
irrevocably directed to transfer   any  and all investment income
and earnings  on  the funds  in  the   SJTA  Account to the  SJTA 
Earnings  Account  on  the   first  business day of each calendar
month until  all obligations  of   SJTA  to Lender under the Loan
Agreement are  paid in  full.      The  State, SJTA and Developer
acknowledge  and agree  to  Lender's   claim  on  such investment
income and  earnings  and  to  such transfer.    SJTA  represents
and warrants that,  except  for  the   pledge  of the  income and
earnings  on the  funds  in  the  SJTA Account granted by SJTA to
Lender,  none of  such funds shall, by  virtue of any affirmative
act or  action of  SJTA, be  subjected at any time to any lien or
other encumbrance.
                
                               -3-
<PAGE>
             
             3.4     The   Escrow   Agent  shall   maintain   the
Developer's Account and the SJTA Account as separate accounts  of
the  Escrow Fund and the Road Account as a separate account apart
from  the Escrow Fund, and shall, each month, send to the  State,
Developer and SJTA a statement of all transactions affecting  the
Developer's Account, the SJTA Account, and the Road Account.

            SECTION 4.   INVESTMENT OF ESCROW FUND.

            4.1    Escrow  Agent  shall  invest  the  Developer's
Account  for  the  sole  benefit of  Developer  in  such  of  the
Permitted  Developer Investments as are listed on Schedule  B  as
Developer  may,  from  time to time, direct  in  writing.  If  no
investment  instructions are received by the  Escrow  Agent  from
Developer, the Escrow Agent shall invest the Developer's  Account
in  the  money market fund maintained by the Escrow  Agent  until
such investment instructions are received. Income and earnings on
the  Developer's Account may be withdrawn by the Developer at any
time  upon written notice to the Escrow Agent, which notice shall
include Developer's wire transfer instructions.

            4.2    Escrow  Agent  shall invest the  SJTA  Account
for  the  sole  benefit  of SJTA in such of  the  Permitted  SJTA
Investments as are listed on Schedule C as SJTA may, from time to
time,  direct  in  writing. If no directions to invest  the  SJTA
Account are received by the Escrow  Agent  from  SJTA, the Escrow
Agent shall invest amounts  in  the  SJTA  Account  in  the money
market fund maintained by Escrow  Agent until  such  instructions
are received.

            4.3    All  income  and earnings on the SJTA  Account
shall  be  transferred  to the SJTA Earnings  Account,  which  is
hereby  established by SJTA with the Escrow Agent, on  the  first
business day of each calendar month. The SJTA Earnings Account is
a  separate  account having the number specified  on  Schedule  D
hereto  and  is not a part of the Escrow Fund. The SJTA  Earnings
Account shall be held by the Escrow Agent separate and apart from
the  Escrow  Fund. The Escrow Agent shall send to the  State  and
SJTA a statement of the income and earnings so transferred on the
date of each transfer.

            SECTION 5.   APPLICATION OF ESCROW FUND.

            5.1     All  disbursements  from   the  Escrow  Fund,
except  for  the transfers to the SJTA Earnings Account  and  the
payment  of  investment income and earnings  on  the  Developer's
Account  to  the  Developer, shall be made by  the  Escrow  Agent
strictly  in accordance with the Disbursement Procedures  annexed
hereto as Schedule A.

                               -4-
<PAGE>
            
            SECTION 6.   TERMINATION OF ESCROW FUND.

            6.1    After all  transfers by the Escrow Agent  from
the  Developer's  Account have been made in accordance  with  the
Disbursement   Procedures,   all   remaining   moneys   and   any
investments, together with any income or earnings thereon, in the
Developer's Account not required for such payment, if any,  shall
be transferred to the Developer.

             6.2    After all transfers by the Escrow Agent  from
the  SJTA  Account have been made in accordance with Section  3.3
hereof and the Disbursement Procedures, all remaining moneys  and
any  investments  in  the  SJTA Account  not  required  for  such
payment, if any, shall be transferred to SJTA.

            SECTION 7.   FEES AND EXPENSES.

            7.1    The  Escrow Agent's fees and expenses for  its
services  hereunder, to the extent not paid on the date  of  this
Agreement,  will  be  paid  by  the Developer  and  SJTA  against
invoices  presented  by  the Escrow Agent  pursuant  to  separate
agreements between the Escrow Agent and the Developer  and  SJTA,
respectively, and no fees or expenses of the Escrow Agent will be
deducted from the amounts on deposit in the Escrow Fund.

            7.2    The  Escrow Agent shall have no lien or  right
of  set-off whatsoever upon any of the moneys, or the  income  or
interest  thereon, on deposit in or credited to, the Escrow  Fund
for the payment of fees and expenses for services rendered by the
Escrow Agent under this Agreement or otherwise.

            SECTION 8.   LIABILITY OF ESCROW AGENT.

            8.1    The  Escrow Agent shall not be liable for  any
loss   resulting  from  any  investment  made  pursuant  to  this
Agreement in compliance with the provisions hereof.

            8.2    The   Escrow  Agent  may  execute  any  powers
hereunder   and  perform  any  duties  required  of  it   through
attorneys,  agents, officers or employees, and shall be  entitled
to  advice of counsel concerning all questions hereunder; and the
Escrow  Agent  shall  not  be  answerable  for  the  default   or
misconduct of any attorney, agent or employee selected by it with
reasonable care. The Escrow Agent shall not be answerable for the
exercise of any discretion or power under this Agreement nor  for
anything whatever in connection with this Agreement, except  only
its own gross negligence or willful misconduct or the failure  to
account  for or apply, for any reason whatsoever, the  moneys  or
investments in the Escrow Fund as herein provided.

            8.3    SJTA  shall indemnify the Escrow Agent against
any   liabilities  which  it  may  incur  in  the  exercise   and
performance  of its powers and duties hereunder with  respect  to
the SJTA Account except  with  respect to the Escrow  Agent's own
gross  negligence or willful misconduct or failure to account for
or  to  apply  the  moneys or investments in the SJTA Account  as
herein provided.

                               -5-
<PAGE>
            
            8.4    The  Developer  shall   indemnify  the  Escrow
Agent  against any liabilities which it may incur in the exercise
and  performance of its powers and duties hereunder with  respect
to  the  Developer's Account except with respect  to  the  Escrow
Agent's own gross negligence or willful misconduct or failure  to
account for or apply the moneys or investments in the Developer's
Account as herein provided.

            8.5    The  Escrow  Agent may act on any requisition,
resolution,   notice,   telegram   request,   consent,    waiver,
certificate, statement, affidavit, voucher, bond, or other  paper
or  document which it in good faith believes to be genuine and to
have  been passed or signed by the proper persons or to have been
prepared and furnished pursuant to any of the provisions  hereof;
and  the  Escrow  Agent  shall be  under  no  duty  to  make  any
investigations  as  to  any  statement  contained  in  any   such
instrument, but may accept the same as conclusive evidence of the
accuracy of such statement.

            SECTION  9.   AMENDMENTS.  This  Agreement  shall not
be altered or amended except in writing  signed  by  all  parties
hereto.

            SECTION 10. RESIGNATION OR  REMOVAL OF ESCROW  AGENT.

            10.1  The  Escrow  Agent at the time acting hereunder
may resign upon thirty (30) days' prior written notice to each of
the  parties  hereto  of its intention to do  so  and,  upon  the
written  request of the State, SJTA and Developer, shall  resign;
provided,  however, that no such resignation shall  be  effective
unless  and  until  a  successor Escrow  Agent  shall  have  been
appointed  by the State, SJTA and the Developer, and  shall  have
accepted such appointment pursuant to a valid and binding written
agreement  or instrument. In the event the Escrow Agent hereunder
shall  be removed, or be dissolved, or shall be in the course  of
dissolution or liquidation,  or  otherwise  become  incapable  of 
acting  hereunder,  or in case the Escrow Agent  shall  be  taken
under  the  control of any public officer or officers,  or  of  a
receiver appointed by a court, a successor, shall be appointed by
the  State,  SJTA  and  Developer pursuant to  an  instrument  in
writing.

            10.2  Each  of  the  Developer, the  State  and  SJTA
agree  not  to unreasonably refuse, upon the request  of  any  of
them, to (a) request the resignation of the Escrow Agent pursuant
to  Section 10.1, and (b) approve the appointment of a  successor
Escrow Agent pursuant to Section 10.1.

            10.3   In  the   event  that  no  appointment  of   a
successor  Escrow  Agent shall have been  made  pursuant  to  the
foregoing  provisions  of this Section within  thirty  (30)  days
after written notice of resignation of the Escrow Agent has  been
given to the parties, any retiring Escrow Agent may apply to  any
court  of  competent  jurisdiction  for  the  appointment  of   a
successor Escrow Agent, and such court may thereupon, after  such
notice,  if  any,  as it shall deem proper, appoint  a  successor
Escrow Agent.

                               -6-
<PAGE>
            
            10.4    Every   successor  Escrow   Agent   appointed
hereunder   shall  execute,  acknowledge  and  deliver   to   its
predecessor and to the parties hereto, an instrument  in  writing
accepting such appointment hereunder and thereupon such successor
Escrow Agent, without any further act, deed or conveyance,  shall
become  fully  vested  with all the rights,  immunities,  powers,
trusts,  duties  and  obligations of its  predecessor;  but  such
predecessor shall, nevertheless, on the written request  of  such
successor Escrow Agent or the parties hereto execute and  deliver
an  instrument  transferring to such successor Escrow  Agent  all
securities  and  moneys held by it to its successor.  Should  any
transfer, assignment or instrument in writing from the parties be
required  by  any  successor Escrow  Agent  for  more  fully  and
certainly  vesting  in such successor Escrow Agent  the  estates,
rights, powers and duties hereby vested or intended to be  vested
in  the predecessor Escrow  Agent,  any such transfer, assignment
or   instrument  in writing   shall,  on  request,  be  executed,
acknowledged and delivered by the parties.

            10.5   Any corporation or association into which  the
Escrow  Agent,  or any successor to it in the trusts  created  by
this  Agreement, may be merged or converted or with which  it  or
any  successor  to  it may be consolidated,  or  any  corporation
resulting from any merger, conversion, consolidation or  tax-free
reorganization to which the Escrow Agent or any successor  to  it
shall  be a party shall be the successor Escrow Agent under  this
Agreement  without the execution or filing of any  paper  or  any
other  act  on  the  part of any of the parties hereto,  anything
herein to the contrary notwithstanding.

            SECTION 11. TERM. This Agreement shall terminate when
all  transfers from  the Escrow  Fund required  to be made by the
Escrow Agent under the provisions hereof shall have been made.

            SECTION 12.  SEVERABILITY. If  any one or more of the 
covenants or agreements provided in this Agreement on the part of
the  parties  hereto to be performed should be  determined  by  a
court  of  competent  jurisdiction to be contrary  to  law,  such
covenant  or  agreement  shall be  deemed  and  construed  to  be
severable  from  the  remaining covenants and  agreements  herein
contained and shall in no way affect the remaining provisions  of
this Agreement. 

            SECTION 13.   PARTIES  BENEFITTED.    Nothing in this 
Agreement  is intended to or shall be construed to confer upon or
to give  to  any  person  or  party  other  than  the  State, the 
Developer,  SJTA  and the  Escrow  Agent, any rights, remedies or 
claims  under  or  by reason of this Agreement and this Agreement
shall be  for  the  sole and  exclusive benefit of the State, the
Developer,  SJTA   and  the  Escrow  Agent.    All the covenants, 
promises and agreements  in  this  Agreement  contained  by or on
behalf of  the  State,  SJTA,  the  Developer or the Escrow Agent
shall  bind  and  inure  to  the  benefit   of  their  respective 
successors and assigns, whether so expressed or not.

                               -7-
<PAGE>
            
            SECTION 14.  HEADINGS.   The  headings of the several
sections  of  this  Agreement  are included for ease of reference 
only and shall not form a part of this Agreement. 

            SECTION 15.  NOTICES.

            15.1   Notices  to any  party to this Agreement shall
be in writing and shall be deemed to have been given or made when
personally  delivered,  sent  by  recognized  overnight  courier,
deposited in  the  mails, postage  pre-paid, or sent by facsimile
transmission  and addressed  as set  forth below or to such other
address as a party may by notice advise the other parties:
             
  If to the State:        New Jersey Department of Transportation
                          1035 Parkway Avenue, P.O. Box 600
                          Trenton, New Jersey 08625-0600
                          Attention: Commissioner
                          Telecopier No.: 609-530-3894

  With a copy to:         Attorney General
                          State of New Jersey
                          Richard J. Hughes Justice Complex
                          P.O. 112
                          Trenton, New Jersey 08625
                          Attention: Susan R. Roop
                                     Deputy Attorney General
                          Telecopier No.: 609-292-0690

  If to the Escrow Agent: CoreStates Bank, N.A.
                          3 Beaver Valley Road
                          Wilmington, Delaware
                          Attention: Deborah Bowers FC5-4-82-12
                          Telecopier No.: 302-

  With a copy to:         Blank Rome Comisky & McCauley
                          One Logan Square
                          Philadelphia, Pennsylvania 19103
                          Attention: Joan N. Stern, Esquire
                          Telecopier No.: 215-569-5698
                               
  If to the Developer:    Atlandia Design and Furnishings, Inc.
                          3260 South Industrial Road
                          Las Vegas, Nevada 89109
                          Attention: Kenneth R. Wynn, President
                          Telecopier No.: 702-792-4790

  With a copy to:         Warshaw Burstein Cohen Schlesinger & Kuh LLP
                          555 Fifth Avenue
                          New York, New York 10017
                          Attention: Stanley Schlesinger, Esquire
                          Telecopier No.: 212-972-9150

  If to SJTA:             South Jersey Transportation Authority
                          Farley Service Plaza
                          Hammonton, New Jersey 08037
                          Attention: Executive Director
                          Telecopier No.: 609-965-7597

                               -8-
<PAGE>
  
  With a copy to:         Gilmore & Monahan
                          10 Allen Street
                          P.O. Box 1540
                          Toms River, New Jersey 07853
                          Attention: George Gilmore, Esquire
                          Telecopier No.: 908-244-1840

            15.2    Any  notice containing a change of address or
telecopier number shall be deemed given when actually received or
upon  refusal to accept delivery thereof; all other notices shall
be deemed to  have been  given and received upon the earliest of:
(a) when  actually  first  received or  upon  refusal  to  accept
delivery thereof, (b) on the date when  delivered  personally  or
sent  by  telecopier, (c)  one (1) business  day after sending by
recognized overnight courier, or (d) four (4) business days after
mailing, as aforesaid.

            SECTION 16. GOVERNING LAW.  This  Agreement  shall be
governed  by  and  construed in  accordance with  the laws of the 
State.

            SECTION 17.  COUNTERPARTS.   This  Agreement  may  be 
executed  in  several counterparts, by manual or facsimile signa-
ture, all or  any of which counterparts shall be regarded for all
purposes  as one original and shall constitute and be but one and
the same instrument.
      
                        [SIGNATURE PAGE FOLLOWS]


                               -9-

<PAGE>
      
      IN WITNESS WHEREOF, the  parties  hereto  have  each caused 
this Agreement to be executed  by their  duly authorized officers
as of the date first above written.
      
                       STATE OF NEW JERSEY, acting by and through 
                       the Department of Transportation
                           
                           
                       By:  /s/JOHN J. HALEY, JR.
                            ______________________________________
                            JOHN J. HALEY, JR.
                           
                       SOUTH JERSEY TRANSPORTATION AUTHORITY    
                       

                       By:  /s/JAMES A. CRAWFORD
                            --------------------------------------
                            JAMES A. CRAWFORD


                       ATLANDIA DESIGN AND FURNISHINGS, INC.


                       By:  /s/BRUCE A. LEVIN
                            --------------------------------------
                            Bruce A. LEVIN, Secretary


                       CORESTATES BANK, N.A., as Escrow Agent


                       By:  /s/THOMAS J. CROSSETT
                            --------------------------------------
                            Authorized Officer



    Approved as  to form this 
    10th day of October, 1997

    /s/SUSAN R. ROOP
    ----------------------------
    Deputy Attorney General 


    Approved this 10th day of 
    October, 1997
     
    /s/JAMES A. DIELEUTERIO, JR.
    ----------------------------
    State Treasurer

                               -10-