Exhibit 10(jj)

                                 AMENDMENT

          THIS AMENDMENT to the Employment Agreement dated June 1,
1995, by and between Circus Circus Enterprises, Inc., a Nevada
corporation (the "Company") and Kurt D. Sullivan ("SULLIVAN") is
made and entered into this 14th day of July 1997.


                           W I T N E S S E T H:

          WHEREAS, SULLIVAN and the Company deem it to be in their
respective best interests to enter into an amendment to the
agreement between the parties providing for the Company's
employment of SULLIVAN pursuant to the terms herein stated;

          NOW, THEREFORE, in consideration of the premises and the
mutual promises and agreements contained herein, it is hereby
agreed as follows:

     1.   (a)  Effective on the date hereof, SULLIVAN shall resign
as an officer of the Company but shall remain an employee of the
Company, available at the reasonable request of the Chief Operating
Officer of the Company for such advice and counsel as the Chief
Operating Officer shall seek for a period of 14 months, ending
September 14, 1998 (the "Continuation Period").

          (b)  During the Continuation Period and provided that
SULLIVAN is in compliance with Paragraph 6 of the Employment
Agreement, SULLIVAN shall receive such payments and benefits as
provided for in Paragraph 5(a) of the June 1, 1995 Employment
Agreement and shall continue to hold all stock options previously
granted to SULLIVAN by the Company which will become immediately
and fully exercisable on September 14, 1998 or such earlier date of
termination by SULLIVAN.

          (c)  Except as provided in Paragraph 1(b), prior to and
on SULLIVAN's termination of employment, SULLIVAN's rights in
respect to all such options, including the timing and method of
exercise, shall be governed by the terms of the plans and
certificates pursuant to which such options were granted.

     2.   (a)  In consideration of the Company's execution of this
Amendment, SULLIVAN hereby releases and forever discharges the
Company, all companies affiliated with the Company, including their
shareholders, agents, successors and assigns, from any and all
claims of any and every kind, known or unknown, including but not
limited to, any and all claims arising out of alleged violations of
any express or implied contracts, any covenant of good faith and
fair dealing, any tort, or any federal, state, or municipal
statute, regulation, or ordinance, including Title VII of the Civil
Rights Act of 1964, the Age Discrimination in Employment Act, and
the Nevada Fair Employment Practices Act, which SULLIVAN now has or
may have in the future, which arise out of SULLIVAN's employment
(including his engagement pursuant to Paragraph 1 or the June 1,
1995 Employment Agreement or otherwise) by the Company and/or
termination of that employment.

          (b)  SULLIVAN further declares and represents that no
promise, inducement, or agreement not herein expressed has been
made to him, that the June 1, 1995 Employment Agreement, as
amended, contains the entire agreement between the parties hereto;
that the terms of this Amendment are contractual and not a mere
recital; and, that the undersigned is not only of legal age, but
legally competent to execute this Amendment and accepts full
responsibility therefor. 

     3.   SULLIVAN agrees to execute a General Release in favor of
the Company.

     4.   Except as provided herein to the contrary, the terms and
conditions of the Employment Agreement of June 1, 1995, shall
remain in full force and effect and SULLIVAN shall observe and
fully comply with each and every provision thereof, including
paragraph 6 thereof, dealing with Confidential Information, Non-
Solicitation and Non-Competition.  

     5.   In the event of any conflict between the June 1, 1995
Employment Agreement and this Amendment, the terms of this
Amendment shall control.



SO AGREED:                    CIRCUS CIRCUS ENTERPRISES, INC.
                         

Dated:  July 14, 1997         By: Mike Ensign                  
                                     

Dated:  July 14, 1997         By: Kurt D. Sullivan              
                                 KURT D. SULLIVAN, an individual