Exhibit 12

Mandalay Resort Group
Computation of Ratio of Earnings to Fixed Charges(amounts in thousands)

|                                                |                                                                          | Years Ended January 31,
|----------------------------------------------- | ------------------------------------------------------------------------ | -----------------------
|
|Income before income tax and extraordinary loss |                                                                          | 103,116                
|Minority Interest                               |                                                                          | 292                    
|Fixed charges:                                  |                                                                          |                        
|                                                | Interest expense                                                         |                        
|                                                | Proportionate share joint venture interest                               |                        
|                                                | Rentals representing an interest factor(1/3 of operating rental expense) |                        
|                                                |                                                                          |                        
|Earnings as defined                             |                                                                          | 287,338                
|                                                |                                                                          |                        
|Fixed charges (including capitalized items):    |                                                                          |                        
|                                                | Interest expense                                                         |                        
|                                                | Proportionate share joint venture interest                               |                        
|                                                | Capitalized interest                                                     |                        
|                                                | Rentals representing an interest factor                                  |                        
|                                                |                                                                          |                        
|Fixed charges as defined                        |                                                                          | 194,914                
|                                                |                                                                          |                        
|Ratio of Earnings to Fixed Charges              |                                                                          | 1.47                   
|                                                |                                                                          |                        

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