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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 Form 10-K
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2009
 or
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from ___________ to ___________
 Commission file number 001-32373
 LAS VEGAS SANDS CORP.
 (Exact name of registrant as specified in its charter)
 Nevada(State or other jurisdiction of 
incorporation or organization)3355 Las Vegas Boulevard South 
Las Vegas, Nevada(Address of principal executive offices)
    
    27-0099920(IRS Employer
Identification No.)89109(Zip Code)
 Registrants telephone number, including area code:
(702) 414-1000
Securities registered pursuant to Section 12(b) of the Act:
 Title of Each Class
    
    Name of Each Exchange on Which RegisteredCommon Stock ($0.001 par value)
    
    New York Stock Exchange
 Securities registered pursuant to Section 12(g) of the Act:
None
 Yes þ No o
 Yes o No þ
 þ o
 o o
 þ
  Large accelerated filer þ
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company o(Do not check if a smaller reporting company)
 o þ
   DOCUMENTS INCORPORATED BY REFERENCE
 Description of document
    
    Part of the Form 10-KPortions of the definitive Proxy
Statement to be used in connection with
the registrants 2010 Annual Meeting of
Stockholders
    
    Part III (Item 10 through Item 14)




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##### 



Las Vegas Sands Corp.
 Table of Contents
 PagePART I
    
    
    3ITEM 1    BUSINESS
    
    
    3ITEM 1A    RISK FACTORS
    
    
    23ITEM 1B    UNRESOLVED STAFF COMMENTS
    
    
    37ITEM 2    PROPERTIES
    
    
    37ITEM 3    LEGAL PROCEEDINGS
    
    
    38ITEM 4    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
    
    
    40PART II
    
    
    41ITEM 5    MARKET FOR REGISTRANTS COMMON EQUITY, RELATED
STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY
SECURITIES
    
    
    41ITEM 6    SELECTED FINANCIAL DATA
    
    
    42ITEM 7    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
    
    
    43ITEM 7A    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
    
    
    63ITEM 8    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
    
    
    65ITEM 9    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE
    
    
    116ITEM 9A    CONTROLS AND PROCEDURES
    
    
    117ITEM 9B    OTHER INFORMATION
    
    
    118PART III
    
    
    118ITEM 10    DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
    
    
    118ITEM 11    EXECUTIVE COMPENSATION
    
    
    118ITEM 12    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT AND RELATED STOCKHOLDER MATTERS
    
    
    118ITEM 13    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND
DIRECTOR INDEPENDENCE
    
    
    118ITEM 14    PRINCIPAL ACCOUNTANT FEES AND SERVICES
    
    
    118PART IV
    
    
    119ITEM 15    EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
    
    
    119Exhibit 10.33Exhibit 10.76Exhibit 21.1Exhibit 23.1Exhibit 31.1Exhibit 31.2Exhibit 32.1Exhibit 32.2
   2




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PART I
 
 ITEM 1.  BUSINESS
 Overview
 TM tm
 Our Company
   www.lasvegassands.com.
     3




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Operations
 Las Vegas
  tm
    Pennsylvania
   4




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Macau
     tm
  5




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Development Projects
  United States Development Project
  Macao Development Projects
  
    
    Parcels 5 and 6  Under our revised development plan, we are sequencing the construction
of the integrated resort on parcels 5 and 6 due to difficulties in the capital markets and
overall decline in general economic conditions. Upon completion of phases I and II of the
project, the integrated resort will feature approximately 6,000 luxury and mid-scale hotel
rooms, approximately 300,000 square feet of gaming space, approximately 1.2 million square
feet of retail, entertainment and dining facilities, exhibition and conference facilities
and a multipurpose theater. Phase I of the project is expected to include two hotel towers
with approximately 3,700 hotel rooms to be managed by Shangri-La International Hotel
Management Limited (Shangri-La) under its Shangri-La and Traders brands and Sheraton
International Inc. and Sheraton Overseas Management Co. (collectively Starwood) under its
Sheraton brand, as well as completion of the structural work of an adjacent hotel tower with
approximately 2,300 rooms to be managed by Starwood under its Sheraton brand. Phase I will
also include the gaming space, theater and a partial opening of the retail and exhibition
and conference facilities. The total cost to complete phase I is expected to be
approximately $2.0 billion. Phase II of the project includes completion of the Sheraton
hotel tower as well as the remaining retail facilities. The total cost to complete phase II
is expected to be approximately $235 million. Phase III of the project is expected to
include a fourth hotel and mixed-use tower to be managed by Starwood under its St. Regis
brand. The total cost to complete phase III is expected to be approximately $450 million. In
connection with receiving commitments of $1.75 billion of project financing in November 2009
(which we expect to close in March 2010) to be used together with a portion of the proceeds from
the SCL Offering, we are recommencing construction of phases I and II and expect that it
will take approximately 16 months to complete construction of phase I, an additional six
months thereafter to complete the adjacent Sheraton tower in phase II and an additional
24 months thereafter to complete the remaining retail facilities in phase II. We intend to
commence construction of phase III of the project as demand and market conditions warrant
it. As of December 31, 2009, we have capitalized construction costs of $1.73 billion for the
entire project (including $138.0 million in outstanding construction payables). Our
management agreements with Starwood and Shangri-La impose certain construction deadlines and
opening obligations on us and certain past and/or anticipated delays, as described above,
may represent a default under the respective agreements, which would allow Starwood and
Shangri-La to terminate their respective agreements. We are currently negotiating
amendmends to the management agreements
 with Starwood and Shangri-La
to provide for new opening timelines, which we expect to finalize by the second
quarter of 2010.
 
    
    Parcels 7 and 8  The integrated resort on parcels 7 and 8 is expected to be similar in
size and scope to the integrated resort on parcels 5 and 6. We had commenced
pre-construction and have capitalized construction costs of $116.2 million as of December
31, 2009. We intend to commence construction after the integrated resorts on parcels 5 and 6
and 3 are complete, necessary
government approvals are obtained, regional and global economic conditions improve, future
demand warrants it and additional financing is obtained.
  6




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
    
    Parcel 3  The integrated resort on parcel 3 will be connected to The Venetian Macao and
Four Seasons Macao. The multi-hotel complex is intended to include a gaming area, a shopping
mall and serviced luxury apart-hotel units. We had commenced pre-construction and have
capitalized construction costs of $35.7 million as of December 31, 2009. We intend to
commence construction after the integrated resort on parcels 5 and 6 is complete, necessary
government approvals are obtained, regional and global economic conditions improve, future
demand warrants it and additional financing is obtained.
       7




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Singapore Development Project
  Other Development Projects
  The Las Vegas Market
      8




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The Macau Market
 Macau as a Gaming and Resort Destination
     Proximity to Major Asian Cities
   tm
   9




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Competition in Macau
      Advertising and Marketing
  Regulation and Licensing
 State of Nevada
   10




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
    
    the prevention of unsavory or unsuitable persons from having a direct or indirect
involvement with gaming at any time or in any capacity;
    
    the establishment and maintenance of responsible accounting practices and procedures;
    
    the maintenance of effective controls over the financial practices of licensees,
including establishing minimum procedures for internal fiscal affairs and the safeguarding
of assets and revenues, providing reliable record-keeping and requiring the filing of
periodic reports with the Nevada Gaming Authorities;
    
    the prevention of cheating and fraudulent practices; and
    
    the establishment of a source of state and local revenues through taxation and licensing
fees.
         11




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
    
    voting on all matters voted on by stockholders;
 
    
    making financial and other inquiries of management of the type normally made by
securities analysts for informational purposes and not to cause a change in management,
policies or operations; and
 
    
    such other activities as the Nevada Commission may determine to be consistent with such
investment intent.
   
    
    allow that person to exercise, directly or indirectly, any voting right conferred through
securities held by that person;
 
    
    pay remuneration in any form to that person for services rendered or otherwise; or
 
    
    fail to pursue all lawful efforts to require such unsuitable person to relinquish his or
her voting securities including, if necessary, the purchase for cash at fair market value.
   12




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
    
    pays to the unsuitable person any dividend, interest, or any distribution whatsoever;
    
    recognizes any voting right by such unsuitable person in connection with such
securities; or
    
    pays the unsuitable person remuneration in any form.
     
    
    assure the financial stability of corporate gaming operators and their affiliates;
 
    
    preserve the beneficial aspects of conducting business in the corporate form; and
 
    
    promote a neutral environment for the orderly governance of corporate affairs.
    13




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
    
    a percentage of the gross revenues received;
    
    the number of gaming devices operated; or
    
    the number of table games operated.
    Commonwealth of Pennsylvania
      14




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Macau Concession and Our Subconcession
      15




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
    
    pay that person any dividend or interest upon its shares;
 
    
    allow that person to exercise, directly or indirectly, any voting right conferred through
 shares held by that person;
 
    
    pay remuneration in any form to that person for services rendered or otherwise; or
 
    
    fail to pursue all lawful efforts to require that unsuitable person to relinquish its
 shares.
      
    
    assure the financial stability of corporate gaming operators and their affiliates;
 
    
    preserve the beneficial aspects of conducting business in the corporate form; and
 
    
    promote a neutral environment for the orderly governance of corporate affairs.
  16




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
    
    the operation of gaming without permission or operation of business which does not fall
within the business scope of the subconcession;
 
    
    the suspension of operations of our gaming business in Macau without reasonable grounds
for more than seven consecutive days or more than fourteen non-consecutive days within one
calendar year;
 
    
    the unauthorized transfer of all or part of our gaming operations in Macau;
 
    
    the failure to pay taxes, premiums, levies or other amounts payable to the Macau
government;
 
    
    the failure to resume operations following the temporary assumption of operations by the
Macau government;
 
    
    the repeated failure to comply with decisions of the Macau government;
 
    
    the failure to provide or supplement the guarantee deposit or the guarantees specified in
the subconcession within the prescribed period;
 
    
    the bankruptcy or insolvency of VML;
 
    
    fraudulent activity by VML;
 
    
    serious and repeated violation by VML of the applicable rules for carrying out casino
games of chance or games of other forms or the operation of casino games of chance or games
of other forms;
 
    
    the grant to any other person of any managing power over VML; or
 
    
    the failure by a controlling shareholder in VML to dispose of its interest in VML
following notice from the gaming authorities of another jurisdiction in which such
controlling shareholder is licensed to operate casino games of chance to the effect that
such controlling shareholder can no longer own shares in VML.
  
    
    ensure the proper operation and conduct of casino games;
 
    
    employ people with appropriate qualifications;
 
    
    operate and conduct casino games of chance in a fair and honest manner without the
influence of criminal activities;
 
    
    safeguard and ensure Macaus interests in tax revenue from the operation of casinos and
other gaming areas; and
 
    
    maintain a specified level of insurance.
   17




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Development Agreement with Singapore Tourism Board
   18




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19




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Supplement to the Development Agreement
    Employees
    20




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Intellectual Property
  Agreements Relating to the Malls
 The Grand Canal Shoppes
  
    
    continue to be obligated to fulfill certain lease termination and asset purchase
agreements;
 
    
    lease the portion of the Blue Man Group theater space located within The Grand Canal
Shoppes from GGP for a period of 25 years, subject to an additional 50 years of extension
options, with initial fixed minimum rent of $3.3 million per year;
 
    
    lease the gondola retail store and the canal space located within The Grand Canal Shoppes
from GGP (and by amendment the extension of the canal space extended into The Shoppes at The
Palazzo) for a period of 25 years, subject to an additional 50 years of extension options,
with initial fixed minimum rent of $3.5 million per year; and
 
    
    lease certain office space from GGP for a period of 10 years, subject to an additional
65 years of extension options, with initial annual rent of approximately $0.9 million.
  The Shoppes at The Palazzo
   21




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Cooperation Agreement
  Operating Covenants.
 Maintenance and Repair.
 Insurance.
 Parking.
  22




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Utility Easement.
 Consents, Approvals and Disputes.
 Sale of The Grand Canal Shoppes or The Shoppes at The Palazzo by GGP.
 
 ITEM 1A.  RISK FACTORS
  Risks Related to Our Business
 Disruptions in the financial markets could adversely affect our ability to raise additional
financing.
Should general economic conditions not improve, if we are unable to obtain sufficient funding such
that completion of our suspended projects is not probable, or should management decide to abandon
certain projects, all or a portion of our investment to date in our suspended projects could be
lost.
   Our business is particularly sensitive to reductions in discretionary consumer spending as a
result of downturns in the economy.
   23




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There are significant risks associated with our planned construction projects, which could have an
adverse effect on our financial condition, results of operations or cash flows from these planned
facilities.
     Because we are currently dependent primarily upon our properties in two markets for all of our
cash flow, we are subject to greater risks than a gaming company with more operating properties or
that operates in more markets.
   24




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
    
    local economic and competitive conditions;
 
    
    inaccessibility due to inclement weather, road construction or closure of primary access
routes;
 
    
    decline in air passenger traffic due to higher ticket costs or fears concerning air
travel;
 
    
    changes in local and state governmental laws and regulations, including gaming laws and
regulations;
 
    
    natural and other disasters, including the risk of typhoons in the South China region or
outbreaks of infectious diseases;
 
    
    changes in the availability of water; and
 
    
    a decline in the number of visitors to Las Vegas or Macau or visitation levels in
Singapore are less than expected.
 Our substantial debt could impair our financial condition, results of operations or cash flows. We
will need to incur additional debt to finance our planned construction projects.
  
    
    make it more difficult for us to satisfy our debt obligations;
 
    
    increase our vulnerability to general adverse economic and industry conditions;
 
    
    impair our ability to obtain additional financing in the future for working capital
needs, capital expenditures, development projects, acquisitions or general corporate
purposes;
 
    
    require us to dedicate a significant portion of our cash flow from operations to the
payment of principal and interest on our debt, which would reduce the funds available for
our operations and development projects;
 
    
    limit our flexibility in planning for, or reacting to, changes in the business and the
industry in which we operate;
 
    
    place us at a competitive disadvantage compared to our competitors that have less
debt; and
 
    
    subject us to higher interest expense in the event of increases in interest rates as a
significant portion of our debt is and will continue to be at variable rates of interest.
  The terms of our debt instruments may restrict our current and future operations, particularly our
ability to finance additional growth, respond to changes or take some actions that may otherwise
be in our best interests.
  
    
    incur additional debt, including providing guarantees or credit support;
 
    
    incur liens securing indebtedness or other obligations;
  25




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
    
    dispose of assets;
 
    
    make certain acquisitions;
 
    
    pay dividends or make distributions and make other restricted payments, such as
purchasing equity interests, repurchasing junior indebtedness or making investments in third
parties;
 
    
    enter into sale and leaseback transactions;
 
    
    engage in any new businesses;
 
    
    issue preferred stock; and
 
    
    enter into transactions with our stockholders and our affiliates.
  Our insurance coverage may not be adequate to cover all possible losses that our properties could
suffer. In addition, our insurance costs may increase and we may not be able to obtain the same
insurance coverage in the future.
       26




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We depend on the continued services of key managers and employees. If we do not retain our key
personnel or attract and retain other highly skilled employees, our business will suffer.
  We are controlled by a principal stockholder whose interest in our business may be different than
yours.
  We are a parent company and our primary source of cash is and will be distributions from our
subsidiaries.
  Our business is sensitive to the willingness of our customers to travel. Acts of terrorism,
regional political events and developments in the conflicts in certain countries could cause
severe disruptions in air travel that reduce the number of visitors to our facilities, resulting
in a material adverse effect on our financial condition, results of operations or cash flows.
  We extend credit to a large portion of our customers and we may not be able to collect gaming
receivables from our credit players.
   27




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Any violation of the Foreign Corrupt Practices Act or applicable Anti-Money Laundering Regulation
could have a negative impact on us.
  Risks Associated with Our U.S. Operations
 We face significant competition in Las Vegas, which could materially adversely effect our
financial condition, results of operations or cash flows.
In addition, any significant downturn in the trade show and convention business could
significantly and adversely affect our mid-week occupancy rates and business.
      28




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The loss of our gaming license or our failure to comply with the extensive regulations that govern
our operations in any jurisdiction where we operate could have an adverse effect on our financial
condition, results of operations or cash flows.
     Certain beneficial owners of our voting securities may be required to file an application with,
and be investigated by, the Nevada Gaming Authorities, and the Nevada Commission may restrict the
ability of a beneficial owner to receive any benefit from our voting securities and may require
the disposition of shares of our voting securities, if a beneficial owner is found to be
unsuitable.
   
    
    allow that person to exercise, directly or indirectly, any voting right conferred through
securities held by that person;
 
    
    pay remuneration in any form to that person for services rendered or otherwise; or
 
    
    fail to pursue all lawful efforts to require such unsuitable person to relinquish his or
her voting securities including, if necessary, purchasing them for cash at fair market
value.
  29




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Certain beneficial owners of our voting securities may be required to file a license application
with, and be investigated by, the Pennsylvania Gaming Control Board, the Pennsylvania State Police
and other agencies.
     If the operating results of The Shoppes at The Palazzo continue to be less than we initially
expected, if GGP (or any future owner of The Shoppes at The Palazzo or The Grand Canal Shoppes)
breaches any of its material agreements with us, or if we are unable to maintain an acceptable
working relationship with GGP (or any future owner), there could be a material adverse effect on
our financial condition, results of operations or cash flows.
  
    
    GGP remains obligated to make payments to us in connection with their purchase of The
Shoppes at The Palazzo, which payments are based on projected and, ultimately, actual net
operating income for The Shoppes at The Palazzo; and
 
    
    GGP has agreed to operate The Grand Canal Shoppes and The Shoppes at The Palazzo subject
to, and in accordance with, the cooperation agreement.
    30




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
    
    the Company learned that one tenant filed a voluntary petition for relief under Chapter 7
of the U.S. Bankruptcy Code and another tenant has delayed its construction plans, creating
a question as to whether the rent of the latter tenant will be included in the NOI; and
 
    
    the cooperation agreement that governs the relationships between The Shoppes at The
Palazzo and The Palazzo and The Grand Canal Shoppes and The Venetian Las Vegas requires that
the owners cooperate in various ways and take various joint actions, which will be more
difficult to accomplish, especially in a cost-effective manner, if the parties do not have
an acceptable working relationship.
  Proposed changes in U.S. tax legislation could impact the Companys financial condition and
results of operations.
  Risks Associated with Our International Operations
 Conducting business in Macau and Singapore has certain political and economic risks which may
effect the financial condition, results of operations or cash flows of our Asian operations.
     31




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We are constructing our remaining Cotai Strip projects on land for which we have not yet been
granted concessions. If we do not obtain land concessions, we could forfeit all or a substantial
part of our investment in these sites and would not be able to build or operate the planned
facilities on these sites.
  We are required to build and open our developments on parcel 3 of the Cotai Strip by April 2013.
Unless we meet this deadline or obtain an extension, we may lose our land concession for parcel 3,
which would prohibit us from operating any facilities development under such land concession.
  Our revised development plan may give certain of our hotel managers for our Cotai Strip
developments the right to terminate their agreements with us.
   32




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The Macau government can terminate our subconcession under certain circumstances without
compensation to us, which would have a material adverse effect on our financial condition, results
of operations or cash flows.
  We will stop generating any revenues from our Macau gaming operations if we cannot secure an
extension of our subconcession in 2022 or if the Macau government exercises its redemption right.
  The number of visitors to Macau, particularly visitors from mainland China, may decline or travel
to Macau may be disrupted.
    Our Macau operations face intense competition, which could have a material adverse effect on
our financial condition, results of operations or cash flows.
   33




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The Macau and Singapore governments could grant additional rights to conduct gaming in the future,
which could have a material adverse effect on our financial condition, results of operations or
cash flows.
   We may not be able to attract and retain professional staff necessary for our existing and future
properties in Macau and our operations in Singapore.
  We are dependent upon gaming junket operators for a significant portion of our gaming revenues in
Macau.
   Our business could be adversely affected by the limitations of the pataca exchange markets and
restrictions on the export of the renminbi.
    34




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Certain Nevada gaming laws apply to our planned gaming activities and associations in other
jurisdictions where we operate or plan to operate.
  
    
    knowingly violate any laws of the foreign jurisdiction pertaining to the foreign gaming
operation;
 
    
    fail to conduct the foreign gaming operation in accordance with the standards of honesty
and integrity required of Nevada gaming operations;
 
    
    engage in any activity or enter into any association that is unsuitable for us because it
poses an unreasonable threat to the control of gaming in Nevada, reflects or tends to
reflect discredit or disrepute upon the State of Nevada or gaming in Nevada, or is contrary
to the gaming policies of Nevada;
 
    
    engage in any activity or enter into any association that interferes with the ability of
the State of Nevada to collect gaming taxes and fees; or
 
    
    employ, contract with or associate with any person in the foreign gaming operation who
has been denied a license or a finding of suitability in Nevada on the ground of personal
unsuitability, or who has been found guilty of cheating at gambling.
   We may not be able to monetize some of our real estate assets.
   35




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VML may have financial and other obligations to foreign workers managed by its contractors under
government labor quotas.
  The transportation infrastructure in Macau may need to be expanded to meet increased visitation in
Macau.
  We are currently not required to pay corporate income taxes on our casino gaming operations in
Macau. This tax exemption expires at the end of 2013.
  Macau is susceptible to severe typhoons that may disrupt operations.
  Our Singapore concession can be terminated under certain circumstances without compensation to us,
which would have a material adverse effect on our financial condition, results of operations or
cash flows.
   An outbreak of highly infectious disease could adversely affect the number of visitors to our
facilities and disrupt our operations, resulting in a material adverse effect on our financial
condition, results of operations or cash flows.
   36




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ITEM 1B.  UNRESOLVED STAFF COMMENTS
  
 ITEM 2.  PROPERTIES
       37




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ITEM 3.  LEGAL PROCEEDINGS
  The Palazzo Construction Litigation
  Litigation Relating to Macau Operations
    38




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Stockholder Derivative Litigation
   39




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China Matters
  
 ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
   40




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PART II
 
 ITEM 5.
    
    MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES
OF EQUITY SECURITIES
 Market Information
  High
    
    
    Low2008First Quarter
    
    $
    105.38
    
    
    $
    70.00Second Quarter
    
    $
    83.13
    
    
    $
    45.30Third Quarter
    
    $
    59.17
    
    
    $
    30.56Fourth Quarter
    
    $
    37.00
    
    
    $
    2.892009First Quarter
    
    $
    9.15
    
    
    $
    1.38Second Quarter
    
    $
    11.84
    
    
    $
    3.08Third Quarter
    
    $
    20.73
    
    
    $
    6.32Fourth Quarter
    
    $
    18.84
    
    
    $
    12.952010First Quarter (through February 19, 2010)
    
    $
    19.12
    
    
    $
    14.88
  Dividends
   Preferred StockDividends Paid to
    
    
    Preferred StockBoard of Directors
    
    
    
    Principal
    
    
    Dividends Paid to
    
    
    Total Preferred StockDeclaration Date
    
    Payment Date
    
    Stockholders Family
    
    
    Public Holders
    
    
    Dividends PaidFebruary 5, 2009
    
    February 17, 2009
    
    $
    13,125
    
    
    $
    11,347
    
    
    $
    24,472April 30, 2009
    
    May 15, 2009
    
    
    13,125
    
    
    
    10,400
    
    
    
    23,525July 31, 2009
    
    August 17, 2009
    
    
    13,125
    
    
    
    10,225
    
    
    
    23,350October 30, 2009
    
    November 16, 2009
    
    
    13,125
    
    
    
    10,225
    
    
    
    23,350$
    94,697February 5, 2010
    
    February 16, 2010
    
    $
    13,125
    
    
    $
    10,225
    
    
    $
    23,350
    41




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Recent Sales of Unregistered Securities
  Performance Graph
  
 Cumulative Total Return12/31/04
    
    
    12/31/05
    
    
    12/31/06
    
    
    12/31/07
    
    
    12/31/08
    
    
    12/31/09Las Vegas Sands Corp.
    
    $
    100.00
    
    
    $
    82.23
    
    
    $
    186.42
    
    
    $
    214.69
    
    
    $
    12.35
    
    
    $
    31.13S&P 500
    
    $
    100.00
    
    
    $
    104.91
    
    
    $
    121.48
    
    
    $
    128.16
    
    
    $
    80.74
    
    
    $
    102.11Dow Jones US Gambling Index
    
    $
    100.00
    
    
    $
    101.44
    
    
    $
    147.81
    
    
    $
    169.69
    
    
    $
    45.64
    
    
    $
    71.07
 The performance graph should not be deemed filed or incorporated by reference into any other
Company filing under the Securities Act of 1933 or the Exchange Act of 1934, except to the extent
the Company specifically incorporates the performance graph by reference therein.
 
 ITEM 6.
    
    SELECTED FINANCIAL DATA
   42




---



##### Table of Contents



Year Ended December 31,2009(1)(2)
    
    
    2008(3)
    
    
    2007(4)
    
    
    2006
    
    
    2005(In thousands, except per share data)STATEMENT OF OPERATIONS DATAGross revenues
    
    $
    4,929,444
    
    
    $
    4,735,126
    
    
    $
    3,104,422
    
    
    $
    2,340,178
    
    
    $
    1,824,225Promotional allowances
    
    
    (366,339
    )
    
    
    (345,180
    )
    
    
    (153,855
    )
    
    
    (103,319
    )
    
    
    (83,313
    )Net revenues
    
    
    4,563,105
    
    
    
    4,389,946
    
    
    
    2,950,567
    
    
    
    2,236,859
    
    
    
    1,740,912Operating expenses
    
    
    4,591,845
    
    
    
    4,226,283
    
    
    
    2,620,557
    
    
    
    1,662,762
    
    
    
    1,251,461Operating income (loss)
    
    
    (28,740
    )
    
    
    163,663
    
    
    
    330,010
    
    
    
    574,097
    
    
    
    489,451Interest expense, net
    
    
    (310,748
    )
    
    
    (402,039
    )
    
    
    (172,344
    )
    
    
    (69,662
    )
    
    
    (63,181
    )Other income (expense)
    
    
    (9,891
    )
    
    
    19,492
    
    
    
    (8,682
    )
    
    
    (189
    )
    
    
    (1,334
    )Loss on modification or early retirement of debt
    
    
    (23,248
    )
    
    
    (9,141
    )
    
    
    (10,705
    )
    
    
    
    
    
    
    (137,000
    )Income (loss) before income taxes
    
    
    (372,627
    )
    
    
    (228,025
    )
    
    
    138,279
    
    
    
    504,246
    
    
    
    287,936Income tax benefit (expense)
    
    
    3,884
    
    
    
    59,700
    
    
    
    (21,591
    )
    
    
    (62,243
    )
    
    
    (4,250
    )Net income (loss)
    
    
    (368,743
    )
    
    
    (168,325
    )
    
    
    116,688
    
    
    
    442,003
    
    
    
    283,686Net loss attributable to noncontrolling interests
    
    
    14,264
    
    
    
    4,767
    
    
    
    
    
    
    
    
    
    
    
    Net income (loss) attributable to Las Vegas Sands Corp.
    
    
    (354,479
    )
    
    
    (163,558
    )
    
    
    116,688
    
    
    
    442,003
    
    
    
    283,686Preferred stock dividends
    
    
    (93,026
    )
    
    
    (13,638
    )
    
    
    
    
    
    
    
    
    
    
    Accretion to redemption value of preferred stock
issued to Principal Stockholders family
    
    
    (92,545
    )
    
    
    (11,568
    )
    
    
    
    
    
    
    
    
    
    
    Net income (loss) attributable to common stockholders
    
    $
    (540,050
    )
    
    $
    (188,764
    )
    
    $
    116,688
    
    
    $
    442,003
    
    
    $
    283,686Per share data:Basic earnings (loss) per share
    
    $
    (0.82
    )
    
    $
    (0.48
    )
    
    $
    0.33
    
    
    $
    1.25
    
    
    $
    0.80Diluted earnings (loss) per share
    
    $
    (0.82
    )
    
    $
    (0.48
    )
    
    $
    0.33
    
    
    $
    1.24
    
    
    $
    0.80OTHER DATACapital expenditures
    
    $
    2,092,896
    
    
    $
    3,789,008
    
    
    $
    3,793,703
    
    
    $
    1,925,291
    
    
    $
    860,621
 December 31,2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005(In thousands)BALANCE SHEET DATATotal assets
    
    $
    20,572,106
    
    
    $
    17,144,113
    
    
    $
    11,466,517
    
    
    $
    7,126,458
    
    
    $
    3,879,739Long-term debt
    
    $
    10,852,147
    
    
    $
    10,356,115
    
    
    $
    7,517,997
    
    
    $
    4,136,152
    
    
    $
    1,625,901Total Las Vegas Sands Corp. stockholders equity
    
    $
    6,506,434
    
    
    $
    4,422,108
    
    
    $
    2,260,274
    
    
    $
    2,075,154
    
    
    $
    1,609,538
 
 (1)
    
    Sands Bethlehem opened on May 22, 2009.(2)
    
    During the year ended December
31, 2009, we recorded an impairment loss of $169.5 million, a legal
settlement expense of $42.5 million and a valuation allowance against our U.S. deferred tax
assets of $96.9 million.(3)
    
    Four Seasons Macao opened on August 28, 2008.(4)
    
    The Venetian Macao opened on August 28, 2007, and The Palazzo
partially opened on December 30, 2007. 
 ITEM 7.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
  Operations
   43




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##### Table of Contents



Development Projects
  United States Development Project
  Macau Development Projects
    Singapore Development Project
   44




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##### Table of Contents



Other Development Projects
  Summary Financial Results
  Year Ended December 31,Percent
    
    
    
    
    
    
    Percent2009
    
    
    Change
    
    
    2008
    
    
    Change
    
    
    2007(Dollars in thousands)Net revenues
    
    $
    4,563,105
    
    
    
    3.9
    %
    
    $
    4,389,946
    
    
    
    48.8
    %
    
    $
    2,950,567Operating expenses
    
    
    4,591,845
    
    
    
    8.6
    %
    
    
    4,226,283
    
    
    
    61.3
    %
    
    
    2,620,557Operating income (loss)
    
    
    (28,740
    )
    
    
    (117.6
    )%
    
    
    163,663
    
    
    
    (50.4
    )%
    
    
    330,010Income (loss) before income taxes
    
    
    (372,627
    )
    
    
    63.4
    %
    
    
    (228,025
    )
    
    
    (264.9
    )%
    
    
    138,279Net income (loss)
    
    
    (368,743
    )
    
    
    119.1
    %
    
    
    (168,325
    )
    
    
    (244.3
    )%
    
    
    116,688Net income (loss) attributable to Las Vegas Sands Corp
    
    
    (354,479
    )
    
    
    116.7
    %
    
    
    (163,558
    )
    
    
    (240.2
    )%
    
    
    116,688
 Percent of Net RevenuesYear Ended December 31,2009
    
    
    2008
    
    
    2007Operating expenses
    
    
    100.6
    %
    
    
    96.3
    %
    
    
    88.8
    %Operating income (loss)
    
    
    (0.6
    )%
    
    
    3.7
    %
    
    
    11.2
    %Income (loss) before income taxes
    
    
    (8.2
    )%
    
    
    (5.2
    )%
    
    
    4.7
    %Net income (loss)
    
    
    (8.1
    )%
    
    
    (3.8
    )%
    
    
    4.0
    %Net income (loss) attributable to Las Vegas Sands Corp
    
    
    (7.8
    )%
    
    
    (3.7
    )%
    
    
    4.0
    %
  Key Operating Revenue Measurements
   Casino revenue measurements for the U.S.:
 Casino revenue measurements for Macau:
  45




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##### Table of Contents



Hotel revenue measurements:
 Year Ended December 31, 2009 compared to the Year Ended December 31, 2008
 Operating Revenues
  Year Ended December 31,2009
    
    
    2008
    
    
    Percent Change(Dollars in thousands)Casino
    
    $
    3,524,798
    
    
    $
    3,192,099
    
    
    
    10.4
    %Rooms
    
    
    657,783
    
    
    
    767,129
    
    
    
    (14.3
    )%Food and beverage
    
    
    327,699
    
    
    
    369,062
    
    
    
    (11.2
    )%Convention, retail and other
    
    
    419,164
    
    
    
    406,836
    
    
    
    3.0
    %4,929,444
    
    
    
    4,735,126
    
    
    
    4.1
    %Less  promotional allowances
    
    
    (366,339
    )
    
    
    (345,180
    )
    
    
    6.1
    %Total net revenues
    
    $
    4,563,105
    
    
    $
    4,389,946
    
    
    
    3.9
    %
   46




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##### Table of Contents



Year Ended December 31,2009
    
    
    2008
    
    
    Change(Dollars in thousands)Macau Operations:The Venetian MacaoTotal casino revenues
    
    $
    1,699,599
    
    
    $
    1,610,505
    
    
    
    5.5
    %Non-Rolling Chip drop
    
    $
    3,362,780
    
    
    $
    3,530,065
    
    
    
    (4.7
    )%Non-Rolling Chip win percentage
    
    
    23.6
    %
    
    
    19.9
    %
    
    
    3.7
    ptsRolling Chip volume
    
    $
    37,701,027
    
    
    $
    36,893,831
    
    
    
    2.2
    %Rolling Chip win percentage
    
    
    2.80
    %
    
    
    2.97
    %
    
    
    (0.17
    )ptsSlot handle
    
    $
    2,362,680
    
    
    $
    1,941,895
    
    
    
    21.7
    %Slot hold percentage
    
    
    7.4
    %
    
    
    8.0
    %
    
    
    (0.6
    )ptsSands MacaoTotal casino revenues
    
    $
    1,003,042
    
    
    $
    1,013,063
    
    
    
    (1.0
    )%Non-Rolling Chip drop
    
    $
    2,413,446
    
    
    $
    2,626,877
    
    
    
    (8.1
    )%Non-Rolling Chip win percentage
    
    
    19.5
    %
    
    
    18.9
    %
    
    
    0.6
    ptsRolling Chip volume
    
    $
    21,920,186
    
    
    $
    25,182,225
    
    
    
    (13.0
    )%Rolling Chip win percentage
    
    
    3.01
    %
    
    
    2.64
    %
    
    
    0.37
    ptsSlot handle
    
    $
    1,256,857
    
    
    $
    1,039,430
    
    
    
    20.9
    %Slot hold percentage
    
    
    6.6
    %
    
    
    7.8
    %
    
    
    (1.2
    )ptsFour Seasons MacaoTotal casino revenues
    
    $
    207,191
    
    
    $
    46,094
    
    
    
    349.5
    %Non-Rolling Chip drop
    
    $
    335,655
    
    
    $
    99,849
    
    
    
    236.2
    %Non-Rolling Chip win percentage
    
    
    23.7
    %
    
    
    21.1
    %
    
    
    2.6
    ptsRolling Chip volume
    
    $
    7,059,450
    
    
    $
    630,088
    
    
    
    1,020.4
    %Rolling Chip win percentage
    
    
    2.35
    %
    
    
    4.45
    %
    
    
    (2.1
    )ptsSlot handle
    
    $
    240,358
    
    
    $
    38,238
    
    
    
    528.6
    %Slot hold percentage
    
    
    5.9
    %
    
    
    5.6
    %
    
    
    0.3
    ptsU.S. Operations:Las Vegas Operating PropertiesTotal casino revenues
    
    $
    473,176
    
    
    $
    522,437
    
    
    
    (9.4
    )%Table games drop
    
    $
    1,769,130
    
    
    $
    1,846,394
    
    
    
    (4.2
    )%Table games win percentage
    
    
    17.3
    %
    
    
    19.8
    %
    
    
    (2.5
    )ptsSlot handle
    
    $
    2,705,309
    
    
    $
    3,666,072
    
    
    
    (26.2
    )%Slot hold percentage
    
    
    7.5
    %
    
    
    5.7
    %
    
    
    1.8
    ptsSands BethlehemTotal casino revenues
    
    $
    141,790
    
    
    $
    
    
    
    
    
    %Slot handle
    
    $
    2,030,529
    
    
    $
    
    
    
    
    
    %Slot hold percentage
    
    
    7.0
    %
    
    
    
    %
    
    
    
    pts
   47




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##### Table of Contents



Year Ended December 31,2009
    
    
    2008
    
    
    Change(Room revenues in thousands)Macau Operations:The Venetian MacaoTotal room revenues
    
    $
    173,319
    
    
    $
    200,594
    
    
    
    (13.6
    )%Average daily room rate
    
    $
    205
    
    
    $
    226
    
    
    
    (9.3
    )%Occupancy rate
    
    
    83.6
    %
    
    
    85.3
    %
    
    
    (1.7
    )ptsRevenue per available room
    
    $
    171
    
    
    $
    193
    
    
    
    (11.4
    )%Sands MacaoTotal room revenues
    
    $
    26,558
    
    
    $
    27,074
    
    
    
    (1.9
    )%Average daily room rate
    
    $
    260
    
    
    $
    266
    
    
    
    (2.3
    )%Occupancy rate
    
    
    97.7
    %
    
    
    98.4
    %
    
    
    (0.7
    )ptsRevenue per available room
    
    $
    254
    
    
    $
    261
    
    
    
    (2.7
    )%Four Seasons MacaoTotal room revenues
    
    $
    20,276
    
    
    $
    3,664
    
    
    
    453.4
    %Average daily room rate
    
    $
    295
    
    
    $
    344
    
    
    
    (14.2
    )%Occupancy rate
    
    
    52.3
    %
    
    
    32.0
    %
    
    
    20.3
    ptsRevenue per available room
    
    $
    154
    
    
    $
    110
    
    
    
    40.0
    %U.S. Operations:Las Vegas Operating PropertiesTotal room revenues
    
    $
    437,630
    
    
    $
    535,797
    
    
    
    (18.3
    )%Average daily room rate
    
    $
    195
    
    
    $
    232
    
    
    
    (15.9
    )%Occupancy rate
    
    
    87.4
    %
    
    
    91.3
    %
    
    
    (3.9
    )ptsRevenue per available room
    
    $
    170
    
    
    $
    212
    
    
    
    (19.8
    )%
   Operating Expenses
  Year Ended December 31,2009
    
    
    2008
    
    
    Percent Change(Dollars in thousands)Casino
    
    $
    2,349,422
    
    
    $
    2,214,235
    
    
    
    6.1
    %Rooms
    
    
    121,097
    
    
    
    154,615
    
    
    
    (21.7
    )%Food and beverage
    
    
    165,977
    
    
    
    186,551
    
    
    
    (11.0
    )%Convention, retail and other
    
    
    240,377
    
    
    
    213,351
    
    
    
    12.7
    %Provision for doubtful accounts
    
    
    103,802
    
    
    
    41,865
    
    
    
    147.9
    %General and administrative
    
    
    526,199
    
    
    
    550,529
    
    
    
    (4.4
    )%Corporate expense
    
    
    132,098
    
    
    
    104,355
    
    
    
    26.6
    %Rental expense
    
    
    29,899
    
    
    
    33,540
    
    
    
    (10.9
    )%Pre-opening expense
    
    
    157,731
    
    
    
    162,322
    
    
    
    (2.8
    )%Development expense
    
    
    533
    
    
    
    12,789
    
    
    
    (95.8
    )%Depreciation and amortization
    
    
    586,041
    
    
    
    506,986
    
    
    
    15.6
    %Impairment loss
    
    
    169,468
    
    
    
    37,568
    
    
    
    351.1
    %Loss on disposal of assets
    
    
    9,201
    
    
    
    7,577
    
    
    
    21.4
    %Total operating expenses
    
    $
    4,591,845
    
    
    $
    4,226,283
    
    
    
    8.6
    %
  48




---



##### Table of Contents



49




---



##### Table of Contents



Adjusted Property EBITDAR
  Year Ended December 31,2009
    
    
    2008
    
    
    Percent Change(Dollars in thousands)Macau:The Venetian Macao
    
    $
    556,547
    
    
    $
    499,025
    
    
    
    11.5
    %Sands Macao
    
    
    244,925
    
    
    
    214,573
    
    
    
    14.1
    %Four Seasons Macao
    
    
    40,527
    
    
    
    7,567
    
    
    
    435.6
    %Other Asia
    
    
    (32,610
    )
    
    
    (49,465
    )
    
    
    (34.1
    )%United States:Las Vegas Operating Properties
    
    
    259,206
    
    
    
    392,139
    
    
    
    (33.9
    )%Sands Bethlehem
    
    
    17,566
    
    
    
    
    
    
    
    
    %Total adjusted property EBITDAR
    
    $
    1,086,161
    
    
    $
    1,063,839
    
    
    
    2.1
    %
       Interest Expense
  Year Ended December 31,2009
    
    
    2008(Dollars in thousands)Interest cost (which includes
the amortization of deferred
financing costs and original issue
discounts)
    
    $
    387,319
    
    
    $
    553,040Less  capitalized interest
    
    
    (65,449
    )
    
    
    (131,215
    )Interest expense, net
    
    $
    321,870
    
    
    $
    421,825Cash paid for interest
    
    $
    353,001
    
    
    $
    516,912Weighted average total debt balance
    
    $
    10,994,928
    
    
    $
    9,081,135Weighted average interest rate
    
    
    3.5
    %
    
    
    6.1
    %
  50




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##### Table of Contents



Other Factors Effecting Earnings
    Year Ended December 31, 2008 compared to the Year Ended December 31, 2007
 Operating Revenues
  Year Ended December 31,2008
    
    
    2007
    
    
    Percent Change(Dollars in thousands)Casino
    
    $
    3,192,099
    
    
    $
    2,250,421
    
    
    
    41.8
    %Rooms
    
    
    767,129
    
    
    
    437,357
    
    
    
    75.4
    %Food and beverage
    
    
    369,062
    
    
    
    238,252
    
    
    
    54.9
    %Convention, retail and other
    
    
    406,836
    
    
    
    178,392
    
    
    
    128.1
    %4,735,126
    
    
    
    3,104,422
    
    
    
    52.5
    %Less  promotional allowances
    
    
    (345,180
    )
    
    
    (153,855
    )
    
    
    124.4
    %Total net revenues
    
    $
    4,389,946
    
    
    $
    2,950,567
    
    
    
    48.8
    %
   51




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##### Table of Contents



Year Ended December 31,2008
    
    
    2007
    
    
    Change(Dollars in thousands)Macau Operations:The Venetian MacaoTotal casino revenues
    
    $
    1,610,505
    
    
    $
    549,298
    
    
    
    193.2
    %Non-Rolling Chip drop
    
    $
    3,530,065
    
    
    $
    1,115,812
    
    
    
    216.4
    %Non-Rolling Chip win percentage
    
    
    19.9
    %
    
    
    17.3
    %
    
    
    2.6
    ptsRolling Chip volume
    
    $
    36,893,831
    
    
    $
    17,071,475
    
    
    
    116.1
    %Rolling Chip win percentage
    
    
    2.97
    %
    
    
    2.64
    %
    
    
    0.33
    ptsSlot handle
    
    $
    1,941,895
    
    
    $
    490,068
    
    
    
    296.2
    %Slot hold percentage
    
    
    8.0
    %
    
    
    7.9
    %
    
    
    0.1
    ptsSands MacaoTotal casino revenues
    
    $
    1,013,063
    
    
    $
    1,296,869
    
    
    
    (21.9
    )%Non-Rolling Chip drop
    
    $
    2,626,877
    
    
    $
    3,525,609
    
    
    
    (25.5
    )%Non-Rolling Chip win percentage
    
    
    18.9
    %
    
    
    18.7
    %
    
    
    0.2
    ptsRolling Chip volume
    
    $
    25,182,225
    
    
    $
    26,325,271
    
    
    
    (4.3
    )%Rolling Chip win percentage
    
    
    2.64
    %
    
    
    2.97
    %
    
    
    (0.33
    )ptsSlot handle
    
    $
    1,039,430
    
    
    $
    1,181,050
    
    
    
    (12.0
    )%Slot hold percentage
    
    
    7.8
    %
    
    
    6.9
    %
    
    
    0.9
    ptsFour Seasons MacaoTotal casino revenues
    
    $
    46,094
    
    
    $
    
    
    
    
    
    %Non-Rolling Chip drop
    
    $
    99,849
    
    
    $
    
    
    
    
    
    %Non-Rolling Chip win percentage
    
    
    21.1
    %
    
    
    
    %
    
    
    
    ptsRolling Chip volume
    
    $
    630,088
    
    
    $
    
    
    
    
    
    %Rolling Chip win percentage
    
    
    4.45
    %
    
    
    
    %
    
    
    
    ptsSlot handle
    
    $
    38,238
    
    
    $
    
    
    
    
    
    %Slot hold percentage
    
    
    5.6
    %
    
    
    
    %
    
    
    
    ptsU.S. Operations:Las Vegas Operating PropertiesTotal casino revenues
    
    $
    522,437
    
    
    $
    404,254
    
    
    
    29.2
    %Table games drop
    
    $
    1,846,394
    
    
    $
    1,359,004
    
    
    
    35.9
    %Table games win percentage
    
    
    19.8
    %
    
    
    22.1
    %
    
    
    (2.3
    )ptsSlot handle
    
    $
    3,666,072
    
    
    $
    2,489,329
    
    
    
    47.3
    %Slot hold percentage
    
    
    5.7
    %
    
    
    6.0
    %
    
    
    (0.3
    )pts
    52




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##### Table of Contents



Year Ended December 31,2008
    
    
    2007
    
    
    Change(Room revenues in thousands)Macau Operations:The Venetian MacaoTotal room revenues
    
    $
    200,594
    
    
    $
    63,378
    
    
    
    216.5
    %Average daily room rate
    
    $
    226
    
    
    $
    221
    
    
    
    2.3
    %Occupancy rate
    
    
    85.3
    %
    
    
    85.7
    %
    
    
    (0.4
    )ptsRevenue per available room
    
    $
    193
    
    
    $
    190
    
    
    
    1.6
    %Four Seasons MacaoTotal room revenues
    
    $
    3,664
    
    
    $
    
    
    
    
    
    %Average daily room rate
    
    $
    344
    
    
    $
    
    
    
    
    
    %Occupancy rate
    
    
    32.0
    %
    
    
    
    %
    
    
    
    ptsRevenue per available room
    
    $
    110
    
    
    $
    
    
    
    
    
    %U.S. Operations:Las Vegas Operating PropertiesTotal room revenues
    
    $
    535,797
    
    
    $
    362,404
    
    
    
    47.8
    %Average daily room rate
    
    $
    232
    
    
    $
    258
    
    
    
    (10.1
    )%Occupancy rate
    
    
    91.3
    %
    
    
    98.4
    %
    
    
    (7.1
    )ptsRevenue per available room
    
    $
    212
    
    
    $
    254
    
    
    
    (16.5
    )%
   Operating Expenses
  Year Ended December 31,2008
    
    
    2007
    
    
    Percent Change(Dollars in thousands)Casino
    
    $
    2,214,235
    
    
    $
    1,435,662
    
    
    
    54.2
    %Rooms
    
    
    154,615
    
    
    
    94,219
    
    
    
    64.1
    %Food and beverage
    
    
    186,551
    
    
    
    118,273
    
    
    
    57.7
    %Convention, retail and other
    
    
    213,351
    
    
    
    97,689
    
    
    
    118.4
    %Provision for doubtful accounts
    
    
    41,865
    
    
    
    26,369
    
    
    
    58.8
    %General and administrative
    
    
    550,529
    
    
    
    319,357
    
    
    
    72.4
    %Corporate expense
    
    
    104,355
    
    
    
    94,514
    
    
    
    10.4
    %Rental expense
    
    
    33,540
    
    
    
    31,787
    
    
    
    5.5
    %Pre-opening expense
    
    
    162,322
    
    
    
    189,280
    
    
    
    (14.2
    )%Development expense
    
    
    12,789
    
    
    
    9,728
    
    
    
    31.5
    %Depreciation and amortization
    
    
    506,986
    
    
    
    202,557
    
    
    
    150.3
    %Impairment loss
    
    
    37,568
    
    
    
    
    
    
    
    
    %Loss on disposal of assets
    
    
    7,577
    
    
    
    1,122
    
    
    
    575.3
    %Total operating expenses
    
    $
    4,226,283
    
    
    $
    2,620,557
    
    
    
    61.3
    %
     53




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##### Table of Contents



Adjusted Property EBITDAR
  Year Ended December 31,2008
    
    
    2007
    
    
    Percent Change(Dollars in thousands)Macau:The Venetian Macao
    
    $
    499,025
    
    
    $
    144,417
    
    
    
    245.5
    %Sands Macao
    
    
    214,573
    
    
    
    373,507
    
    
    
    (42.6
    )%Four Seasons Macao
    
    
    7,567
    
    
    
    
    
    
    
    
    %Other Asia
    
    
    (49,465
    )
    
    
    (4,250
    )
    
    
    (1,063.9
    )%Las Vegas Operating Properties
    
    
    392,139
    
    
    
    361,076
    
    
    
    8.6
    %Total Adjusted Property EBITDAR
    
    $
    1,063,839
    
    
    $
    874,750
    
    
    
    21.6
    %
   54




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##### Table of Contents



Interest Expense
  Year Ended December 31,2008
    
    
    2007(Dollars in thousands)Interest cost (which includes
the amortization of deferred
financing costs and original issue
discounts)
    
    $
    553,040
    
    
    $
    468,056Less  capitalized interest
    
    
    (131,215
    )
    
    
    (223,248
    )Interest expense, net
    
    $
    421,825
    
    
    $
    244,808Cash paid for interest
    
    $
    516,912
    
    
    $
    438,301Weighted average total debt balance
    
    $
    9,081,135
    
    
    $
    6,148,835Weighted average interest rate
    
    
    6.1
    %
    
    
    7.6
    %
  Other Factors Effecting Earnings
      55




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##### Table of Contents



Liquidity and Capital Resources
 Cash Flows  Summary
  Year Ended December 31,2009
    
    
    2008
    
    
    2007(In thousands)Net cash generated from operating activities
    
    $
    638,613
    
    
    $
    124,872
    
    
    $
    360,936Cash flows from investing activities:Change in restricted cash
    
    
    78,630
    
    
    
    218,044
    
    
    
    556,276Capital expenditures
    
    
    (2,092,896
    )
    
    
    (3,789,008
    )
    
    
    (3,793,703
    )Proceeds from disposal of property and equipment
    
    
    4,203
    
    
    
    
    
    
    
    Acquisition of gaming license included in other assets
    
    
    
    
    
    
    
    
    
    
    (50,000
    )Net cash used in investing activities
    
    
    (2,010,063
    )
    
    
    (3,570,964
    )
    
    
    (3,287,427
    )Cash flows from financing activities:Proceeds from exercise of stock options
    
    
    51
    
    
    
    6,834
    
    
    
    30,222Proceeds from sale of noncontrolling interest, net of transaction costs
    
    
    2,386,387
    
    
    
    
    
    
    
    Proceeds from common stock issued, net of transaction costs
    
    
    
    
    
    
    1,053,695
    
    
    
    Proceeds from convertible senior notes from Principal Stockholders family
    
    
    
    
    
    
    475,000
    
    
    
    Dividends paid to preferred stockholders
    
    
    (94,697
    )
    
    
    
    
    
    
    Proceeds from preferred stock and warrants issued to Principal
Stockholders family, net of transaction costs
    
    
    
    
    
    
    523,720
    
    
    
    Proceeds from preferred stock and warrants issued, net of transaction costs
    
    
    
    
    
    
    503,625
    
    
    
    Proceeds from long term-debt
    
    
    1,831,528
    
    
    
    4,616,201
    
    
    
    5,135,076Repayments of long-term debt
    
    
    (776,972
    )
    
    
    (1,725,908
    )
    
    
    (1,775,801
    )Proceeds from the sale of The Shoppes at The Palazzo
    
    
    
    
    
    
    243,928
    
    
    
    Other
    
    
    (40,324
    )
    
    
    (88,942
    )
    
    
    (62,111
    )Net cash generated from financing activities
    
    
    3,305,973
    
    
    
    5,608,153
    
    
    
    3,327,386Effect of exchange rate on cash
    
    
    (17,270
    )
    
    
    18,952
    
    
    
    (11,811
    )Increase in cash and cash equivalents
    
    $
    1,917,253
    
    
    $
    2,181,013
    
    
    $
    389,084
 Cash Flows  Operating Activities
  Cash Flows  Investing Activities
   56




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##### Table of Contents



Cash Flows  Financing Activities
  Development Financing Strategy
      57




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##### Table of Contents



Aggregate Indebtedness and Other Known Contractual Obligations
  Payments Due by Period Ending December 31, 2009(11)Less than
    
    
    
    
    
    
    
    
    
    
    More than1 Year
    
    
    2-3 Years
    
    
    4-5 Years
    
    
    5 Years
    
    
    Total(In thousands)Long-Term Debt Obligations(1)Senior Secured Credit Facility  Term B
    
    $
    30,000
    
    
    $
    60,000
    
    
    $
    2,835,000
    
    
    $
    
    
    
    $
    2,925,000Senior Secured Credit Facility  Delayed Draw I
    
    
    6,000
    
    
    
    12,000
    
    
    
    573,000
    
    
    
    
    
    
    
    591,000Senior Secured Credit Facility  Delayed Draw II
    
    
    4,000
    
    
    
    8,000
    
    
    
    384,000
    
    
    
    
    
    
    
    396,000Senior Secured Credit Facility  Revolving
    
    
    
    
    
    
    775,860
    
    
    
    
    
    
    
    
    
    
    
    775,8606.375% Senior Notes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    250,000
    
    
    
    250,000FF&E Financing
    
    
    39,663
    
    
    
    68,887
    
    
    
    
    
    
    
    
    
    
    
    108,550Airplane Financings
    
    
    3,688
    
    
    
    7,375
    
    
    
    7,375
    
    
    
    63,672
    
    
    
    82,110Other U.S.
    
    
    1,777
    
    
    
    3,001
    
    
    
    
    
    
    
    
    
    
    
    4,778Macau Credit Facility  Term B
    
    
    18,000
    
    
    
    755,393
    
    
    
    728,396
    
    
    
    
    
    
    
    1,501,789Macau Credit Facility  Term B Delayed
    
    
    7,000
    
    
    
    577,029
    
    
    
    
    
    
    
    
    
    
    
    584,029Macau Credit Facility  Revolving
    
    
    
    
    
    
    479,640
    
    
    
    
    
    
    
    
    
    
    
    479,640Macau Credit Facility  Local
    
    
    26,349
    
    
    
    41,348
    
    
    
    
    
    
    
    
    
    
    
    67,697Ferry Financing
    
    
    35,127
    
    
    
    70,254
    
    
    
    70,254
    
    
    
    35,127
    
    
    
    210,762Other Macau
    
    
    
    
    
    
    11,016
    
    
    
    
    
    
    
    
    
    
    
    11,016Singapore
Credit Facility
    
    
    
    
    
    
    711,917
    
    
    
    711,917
    
    
    
    1,589,844
    
    
    
    3,013,678Fixed Interest Payments
    
    
    15,938
    
    
    
    31,875
    
    
    
    31,875
    
    
    
    2,656
    
    
    
    82,344Variable Interest Payments(2)
    
    
    314,641
    
    
    
    520,136
    
    
    
    233,677
    
    
    
    14,368
    
    
    
    1,082,822HVAC Equipment Lease(3)HVAC Equipment Lease
    
    
    1,711
    
    
    
    3,292
    
    
    
    3,094
    
    
    
    16,620
    
    
    
    24,717HVAC Equipment Lease Interest Payments
    
    
    1,794
    
    
    
    3,211
    
    
    
    2,731
    
    
    
    4,563
    
    
    
    12,299Contractual ObligationsFormer Tenants(4)
    
    
    650
    
    
    
    1,300
    
    
    
    977
    
    
    
    6,400
    
    
    
    9,327Employment Agreements(5)
    
    
    9,373
    
    
    
    9,163
    
    
    
    
    
    
    
    
    
    
    
    18,536Macau Leasehold Interests in Land(6)
    
    
    55,599
    
    
    
    99,218
    
    
    
    54,787
    
    
    
    96,931
    
    
    
    306,535Mall Leases(7)
    
    
    8,789
    
    
    
    17,647
    
    
    
    17,423
    
    
    
    116,983
    
    
    
    160,842Macau Annual Premium(8)
    
    
    32,364
    
    
    
    64,728
    
    
    
    64,728
    
    
    
    242,728
    
    
    
    404,548Parking Lot Lease(9)
    
    
    1,200
    
    
    
    2,400
    
    
    
    2,400
    
    
    
    107,100
    
    
    
    113,100Other Operating Leases(10)
    
    
    5,796
    
    
    
    10,536
    
    
    
    8,807
    
    
    
    10,830
    
    
    
    35,969Total
    
    $
    619,459
    
    
    $
    4,345,226
    
    
    $
    5,730,441
    
    
    $
    2,557,822
    
    
    $
    13,252,948
 
 (1)
    
    See Item 8  Financial Statements and Supplementary Data  Notes to
Consolidated Financial Statements  Note 8  Long-Term Debt for
further details on these financing transactions.(2)
    
    Based on December 31, 2009, London Inter-Bank Offered Rate (LIBOR)
of 0.3%, Hong Kong Inter-Bank Offered Rate (HIBOR) of 0.1% and
Singapore Swap Offer Rate (SOR) of 0.6% plus the applicable
interest rate spread in accordance with the respective debt
agreements.(3)
    
    In July 2009, the Company entered into a capital lease agreement with
its current heating, ventilation and air conditioning (HVAC)
provider (the HVAC Equipment Lease) to provide the operation and
maintenance services for the HVAC equipment in Las Vegas. The lease
has a 10-year term with a purchase option at the third, fifth,
seventh and tenth anniversary dates. The Company is obligated under
the agreement to make monthly payments of approximately $300,000 for
the first year with automatic decreases of approximately $14,000 per
month on every anniversary date. The HVAC Equipment Lease has been
capitalized at the present value of the future minimum lease payments
at lease inception.(4)
    
    We are party to tenant lease termination and asset purchase
agreements. Under the agreement for The Grand Canal Shoppes sale, we
are obligated to fulfill the lease termination and asset purchase
agreements.  58




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##### Table of Contents



(5)
    
    We are party to employment agreements with eight of our executive
officers, with remaining terms of one to three years.(6)
    
    We are party to long-term land leases of 25 years with automatic
extensions at our option of 10 years thereafter in accordance with
Macau law. The land lease for our Cotai Strip parcels 5 and 6 is not
effective until it is published in Macaus Official Gazette.
Management expects that this will occur in the first quarter of 2010
and has included the related premium and rent payments accordingly.(7)
    
    We are party to certain leaseback agreements for the Blue Man Group
Theater, gondola and certain office and retail space related to the
sales of The Grand Canal Shoppes and The Shoppes at the Palazzo.(8)
    
    In addition to the 39% gross gaming win tax in Macau (which is not
included in this table as the amount we pay is variable in nature),
we are required to pay an annual premium with a fixed portion and a
variable portion, which is based on the number and type of gaming
tables and gaming machines we operate. Based on the gaming tables and
gaming machines in operation as of December 31, 2009, the annual
premium is approximately $32.4 million payable to the Macau
government through the termination of the gaming subconcession in
June 2022.(9)
    
    We are party to a long-term lease agreement of 99 years for a parking
structure located adjacent to The Venetian Las Vegas.(10)
    
    We are party to certain operating leases for real estate, various
equipment and service arrangements.(11)
    
    We adopted the accounting standards for uncertainty in income tax on
January 1, 2007, and as of December 31, 2009, had a $66.1 million
liability related to unrecognized tax benefits and related interest
expense. We are unable to reasonably estimate the timing of the
liability and interest payments related to the adoption these
accounting standards in individual years beyond 12 months due to
uncertainties in the timing of the effective settlement of tax
positions. Off-Balance Sheet Arrangements
  Restrictions on Distributions
  Inflation
  Special Note Regarding Forward-Looking Statements
  
    
    our substantial leverage, debt service and debt covenant compliance (including
sensitivity to fluctuations in interest rates and other capital markets trends);
    
    disruptions in the global financing markets and our ability to obtain sufficient funding
for our current and future developments, including our Cotai Strip, Singapore, Pennsylvania
and Las Vegas developments;
  59




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##### Table of Contents




    
    general economic and business conditions which may impact levels of disposable income,
consumer spending, pricing of hotel rooms and retail and mall sales;
    
    the impact of the suspensions of certain of our development projects and our ability to
meet certain development deadlines, including Macau and Singapore;
    
    the uncertainty of tourist behavior related to spending and vacationing at casino-resorts
in Las Vegas, Macau and Singapore;
    
    regulatory policies in mainland China or other countries in which our customers reside,
including visa restrictions limiting the number of visits or the length of stay for visitors
from mainland China to Macau and restrictions on foreign currency exchange or importation of
currency;
    
    our dependence upon properties primarily in Las Vegas and Macau and, following the opening of Marina Bay Sands, Singapore for all of our cash flow;
    
    the expected annualized savings and enhanced operating leverage to be generated from our
cost-cutting measures may not be fully realized;
    
    our relationship with GGP or any successor owner of The Shoppes at The Palazzo and The
Grand Canal Shoppes, and the ability of GGP to perform under the purchase and sale agreement
for The Shoppes at The Palazzo, as amended;
    
    new developments, construction and ventures, including our Cotai Strip developments,
Marina Bay Sands, Sands Bethlehem and the St. Regis Residences;
    
    the passage of new legislation and receipt of governmental approvals for our proposed
developments in Macau, Singapore and other jurisdictions where we are planning to operate;
    
    our insurance coverage, including the risk that we have not obtained sufficient coverage
or will only be able to obtain additional coverage at
significantly increased rates;
    
    disruptions or reductions in travel due to acts of terrorism;
    
    disruptions or reductions in travel, as well as disruptions in our operations, due to
outbreaks of infectious diseases, such as severe acute respiratory syndrome, avian flu or
swine flu;
    
    government regulation of the casino industry, including gaming license regulation, the
legalization of gaming in other jurisdictions and regulation of gaming on the Internet;
    
    increased competition and additional construction in Las Vegas, including recent and
upcoming increases in hotel rooms, meeting and convention space, and retail space;
    
    fluctuations in the demand for all-suites rooms, occupancy rates and average daily room
rates in Las Vegas and Macau;
    
    the popularity of Las Vegas and Macau  and, following the opening of Marina Bay Sands, Singapore as convention and trade show destinations;
    
    new taxes, changes to existing tax rates or proposed changes in tax legislation;
    
    our ability to maintain our
Macau gaming subconcession and Pennsylvania gaming licence and obtain a Singapore gaming
license;
    
    the completion of infrastructure projects in Macau and Singapore;
    
    increased competition and other planned construction projects in Macau and Singapore; and
    
    the outcome of any ongoing and future litigation.
   60




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##### Table of Contents



Critical Accounting Policies and Estimates
  Allowance for Doubtful Casino Accounts
  Litigation Accrual
  Property and Equipment
     61




---



##### Table of Contents



Capitalized Interest
  Leasehold Interests in Land
  Indefinite Useful Life Assets
   Stock-Based Compensation
  Income Taxes
   62




---



##### Table of Contents



Recent Accounting Pronouncements
  
 ITEM 7A.
    
    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
    63




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##### Table of Contents



Fair2010
    
    
    2011
    
    
    2012
    
    
    2013
    
    
    2014
    
    
    Thereafter
    
    
    Total
    
    
    Value(1)(In millions)LIABILITIESLong term debtFixed rate
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    250.0
    
    
    $
    250.0
    
    
    $
    224.7Average interest rate(2)
    
    
    
    %
    
    
    
    %
    
    
    
    %
    
    
    
    %
    
    
    
    %
    
    
    6.4
    %
    
    
    6.4
    %Variable rate
    
    $
    171.6
    
    
    $
    1,346.9
    
    
    $
    2,234.8
    
    
    $
    1,543.2
    
    
    $
    3,766.8
    
    
    $
    1,688.6
    
    
    $
    10,751.9
    
    
    $
    9,438.9Average interest rate(2)
    
    
    3.0
    %
    
    
    4.0
    %
    
    
    3.3
    %
    
    
    3.5
    %
    
    
    2.1
    %
    
    
    2.8
    %
    
    
    2.9
    %ASSETSCap Agreements(3)
    
    $
    
    
    
    $
    0.1
    
    
    $
    2.4
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    2.5
    
    
    $
    2.5
 
 (1)
    
    The estimated fair values are based on quoted market prices, if
available, or by pricing models based on the value of related cash
flows discounted at current market interest rates.(2)
    
    Based upon contractual interest rates for fixed rate indebtedness or
current LIBOR, HIBOR and SOR for variable rate indebtedness. Based on
variable rate debt levels as of December 31, 2009, an assumed
100 basis point change in LIBOR, HIBOR and SOR would cause our annual
interest cost to change approximately $107.9 million.(3)
    
    As of December 31, 2009, we have twenty four interest rate cap
agreements with an aggregate fair value of $2.5 million based on
quoted market values from the institutions holding the agreements.     64




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##### Table of Contents



ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 INDEX TO FINANCIAL STATEMENTS
 Financial Statements:Report of Independent Registered Public Accounting Firm
    
    
    66Consolidated Balance Sheets at December 31, 2009 and 2008
    
    
    67Consolidated Statements of Operations for each of the three years in the period ended December 31, 2009
    
    
    68Consolidated Statements of Equity and Comprehensive Income (Loss) for each of the three years in the
period ended December 31, 2009
    
    
    69Consolidated Statements of Cash Flows for each of the three years in the period ended December 31, 2009
    
    
    70Notes to Consolidated Financial Statements
    
    
    71Financial Statement Schedule:Schedule II  Valuation and Qualifying Accounts
    
    
    116
   65




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##### Table of Contents



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
  Internal Control  Integrated Framework
     
  66




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##### Table of Contents



LAS VEGAS SANDS CORP.


Consolidated Balance Sheets
 December 31,2009
    
    
    2008(In thousands,except share data)ASSETSCurrent assets:Cash and cash equivalents
    
    $
    4,955,416
    
    
    $
    3,038,163Restricted cash
    
    
    118,641
    
    
    
    194,816Accounts receivable, net
    
    
    460,766
    
    
    
    384,819Inventories
    
    
    27,073
    
    
    
    28,837Deferred income taxes, net
    
    
    26,442
    
    
    
    22,971Prepaid expenses and other
    
    
    35,336
    
    
    
    71,670Total current assets
    
    
    5,623,674
    
    
    
    3,741,276Property and equipment, net
    
    
    13,351,271
    
    
    
    11,868,228Deferred financing costs, net
    
    
    138,454
    
    
    
    158,776Deferred income taxes, net
    
    
    22,219
    
    
    
    44,189Leasehold interests in land, net
    
    
    1,209,820
    
    
    
    1,099,938Other assets, net
    
    
    226,668
    
    
    
    231,706Total assets
    
    $
    20,572,106
    
    
    $
    17,144,113LIABILITIES AND EQUITYCurrent liabilities:Accounts payable
    
    $
    82,695
    
    
    $
    71,035Construction payables
    
    
    778,771
    
    
    
    736,713Accrued interest payable
    
    
    18,332
    
    
    
    14,750Other accrued liabilities
    
    
    786,192
    
    
    
    593,295Current maturities of long-term debt
    
    
    173,315
    
    
    
    114,623Total current liabilities
    
    
    1,839,305
    
    
    
    1,530,416Other long-term liabilities
    
    
    81,959
    
    
    
    61,677Deferred proceeds from sale of The Shoppes at The Palazzo
    
    
    243,928
    
    
    
    243,928Deferred gain on sale of The Grand Canal Shoppes
    
    
    54,272
    
    
    
    57,736Deferred rent from mall transactions
    
    
    149,074
    
    
    
    150,771Long-term debt
    
    
    10,852,147
    
    
    
    10,356,115Total liabilities
    
    
    13,220,685
    
    
    
    12,400,643Preferred stock, $0.001 par value, issued to Principal
Stockholders family, 5,250,000 shares issued and
outstanding, after allocation of fair value of attached
warrants, aggregate redemption/liquidation value of
$577,500 (Note 9)
    
    
    410,834
    
    
    
    318,289Commitments and contingencies (Note 13)Equity:Preferred stock, $0.001 par value, 50,000,000 shares
authorized, 4,089,999 and 5,196,300 shares issued and
outstanding with warrants to purchase up to 68,166,786
and 86,605,173 shares of common stock
    
    
    234,607
    
    
    
    298,066Common stock, $0.001 par value, 1,000,000,000 shares
authorized, 660,322,749 and 641,839,018 shares issued
and outstanding
    
    
    660
    
    
    
    642Capital in excess of par value
    
    
    5,770,586
    
    
    
    3,090,292Accumulated other comprehensive income
    
    
    26,748
    
    
    
    17,554Retained earnings
    
    
    473,833
    
    
    
    1,015,554Total Las Vegas Sands Corp. stockholders equity
    
    
    6,506,434
    
    
    
    4,422,108Noncontrolling interests
    
    
    434,153
    
    
    
    3,073Total equity
    
    
    6,940,587
    
    
    
    4,425,181Total liabilities and equity
    
    $
    20,572,106
    
    
    $
    17,144,113
   67




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LAS VEGAS SANDS CORP.



Consolidated Statements of Operations
 Year Ended December 31,2009
    
    
    2008
    
    
    2007(In thousands, except share and per share data)Revenues:Casino
    
    $
    3,524,798
    
    
    $
    3,192,099
    
    
    $
    2,250,421Rooms
    
    
    657,783
    
    
    
    767,129
    
    
    
    437,357Food and beverage
    
    
    327,699
    
    
    
    369,062
    
    
    
    238,252Convention, retail and other
    
    
    419,164
    
    
    
    406,836
    
    
    
    178,3924,929,444
    
    
    
    4,735,126
    
    
    
    3,104,422Less  promotional allowances
    
    
    (366,339
    )
    
    
    (345,180
    )
    
    
    (153,855
    )Net revenues
    
    
    4,563,105
    
    
    
    4,389,946
    
    
    
    2,950,567Operating expenses:Casino
    
    
    2,349,422
    
    
    
    2,214,235
    
    
    
    1,435,662Rooms
    
    
    121,097
    
    
    
    154,615
    
    
    
    94,219Food and beverage
    
    
    165,977
    
    
    
    186,551
    
    
    
    118,273Convention, retail and other
    
    
    240,377
    
    
    
    213,351
    
    
    
    97,689Provision for doubtful accounts
    
    
    103,802
    
    
    
    41,865
    
    
    
    26,369General and administrative
    
    
    526,199
    
    
    
    550,529
    
    
    
    319,357Corporate expense
    
    
    132,098
    
    
    
    104,355
    
    
    
    94,514Rental expense
    
    
    29,899
    
    
    
    33,540
    
    
    
    31,787Pre-opening expense
    
    
    157,731
    
    
    
    162,322
    
    
    
    189,280Development expense
    
    
    533
    
    
    
    12,789
    
    
    
    9,728Depreciation and amortization
    
    
    586,041
    
    
    
    506,986
    
    
    
    202,557Impairment loss
    
    
    169,468
    
    
    
    37,568
    
    
    
    Loss on disposal of assets
    
    
    9,201
    
    
    
    7,577
    
    
    
    1,1224,591,845
    
    
    
    4,226,283
    
    
    
    2,620,557Operating income (loss)
    
    
    (28,740
    )
    
    
    163,663
    
    
    
    330,010Other income (expense):Interest income
    
    
    11,122
    
    
    
    19,786
    
    
    
    72,464Interest expense, net of amounts capitalized
    
    
    (321,870
    )
    
    
    (421,825
    )
    
    
    (244,808
    )Other income (expense)
    
    
    (9,891
    )
    
    
    19,492
    
    
    
    (8,682
    )Loss on modification or early retirement of debt
    
    
    (23,248
    )
    
    
    (9,141
    )
    
    
    (10,705
    )Income (loss) before income taxes
    
    
    (372,627
    )
    
    
    (228,025
    )
    
    
    138,279Income tax benefit (expense)
    
    
    3,884
    
    
    
    59,700
    
    
    
    (21,591
    )Net income (loss)
    
    
    (368,743
    )
    
    
    (168,325
    )
    
    
    116,688Net loss attributable to noncontrolling interests
    
    
    14,264
    
    
    
    4,767
    
    
    
    Net income (loss) attributable to Las Vegas Sands Corp.
    
    
    (354,479
    )
    
    
    (163,558
    )
    
    
    116,688Preferred stock dividends
    
    
    (93,026
    )
    
    
    (13,638
    )
    
    
    Accretion to redemption value of preferred stock issued
to Principal Stockholders family
    
    
    (92,545
    )
    
    
    (11,568
    )
    
    
    Net income (loss) attributable to common stockholders
    
    $
    (540,050
    )
    
    $
    (188,764
    )
    
    $
    116,688Basic earnings (loss) per share
    
    $
    (0.82
    )
    
    $
    (0.48
    )
    
    $
    0.33Diluted earnings (loss) per share
    
    $
    (0.82
    )
    
    $
    (0.48
    )
    
    $
    0.33Weighted average shares outstanding:Basic
    
    
    656,836,950
    
    
    
    392,131,375
    
    
    
    354,807,700Diluted
    
    
    656,836,950
    
    
    
    392,131,375
    
    
    
    355,789,619
   68




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LAS VEGAS SANDS CORP.


Consolidated Statements of Equity and Comprehensive Income (Loss)
 Las Vegas Sands Corp. Stockholders EquityAccumulatedCapital in
    
    
    Other
    
    
    
    
    
    
    TotalPreferred
    
    
    Common
    
    
    Excess of Par
    
    
    Comprehensive
    
    
    Retained
    
    
    Comprehensive
    
    
    NoncontrollingStock
    
    
    Stock
    
    
    Value
    
    
    Income (Loss)
    
    
    Earnings
    
    
    Income (Loss)
    
    
    Interests
    
    
    Total(in thousands)Balance at January 1, 2007
    
    $
    
    
    
    $
    354
    
    
    $
    990,429
    
    
    $
    (580
    )
    
    $
    1,084,951
    
    
    
    
    
    
    $
    405
    
    
    $
    2,075,559Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    116,688
    
    
    
    116,688
    
    
    
    
    
    
    
    116,688Currency translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,913
    )
    
    
    
    
    
    
    (1,913
    )
    
    
    
    
    
    
    (1,913
    )Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    114,775
    
    
    
    
    
    
    
    114,775Exercise of stock options
    
    
    
    
    
    
    1
    
    
    
    30,221
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    30,222Tax benefit from stock-based compensation
    
    
    
    
    
    
    
    
    
    
    7,526
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    7,526Stock-based compensation
    
    
    
    
    
    
    
    
    
    
    36,702
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    36,702Contributions from noncontrolling interests
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4,521
    
    
    
    4,521Cumulative effect from adoption of accounting
standards regarding uncertainty in income taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (4,105
    )
    
    
    
    
    
    
    
    
    
    
    (4,105
    )Balance at December 31, 2007
    
    
    
    
    
    
    355
    
    
    
    1,064,878
    
    
    
    (2,493
    )
    
    
    1,197,534
    
    
    
    
    
    
    
    4,926
    
    
    
    2,265,200Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (163,558
    )
    
    
    (163,558
    )
    
    
    (4,767
    )
    
    
    (168,325
    )Currency translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    20,047
    
    
    
    
    
    
    
    20,047
    
    
    
    
    
    
    
    20,047Total comprehensive loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (143,511
    )
    
    
    (4,767
    )
    
    
    (148,278
    )Exercise of stock options
    
    
    
    
    
    
    1
    
    
    
    6,833
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6,834Tax benefit from stock-based compensation
    
    
    
    
    
    
    
    
    
    
    1,117
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,117Stock-based compensation
    
    
    
    
    
    
    
    
    
    
    59,643
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    59,643Issuance of preferred and common stock and
warrants, net of transaction costs
    
    
    298,066
    
    
    
    200
    
    
    
    1,482,907
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,781,173Extinguishment of convertible senior notes
    
    
    
    
    
    
    86
    
    
    
    474,914
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    475,000Contributions from noncontrolling interests
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,914
    
    
    
    2,914Accumulated but undeclared dividend
requirement on preferred stock issued to
Principal Stockholders family
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (6,854
    )
    
    
    
    
    
    
    
    
    
    
    (6,854
    )Accretion to redemption value of preferred stock
issued to Principal Stockholders family
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (11,568
    )
    
    
    
    
    
    
    
    
    
    
    (11,568
    )Balance at December 31, 2008
    
    
    298,066
    
    
    
    642
    
    
    
    3,090,292
    
    
    
    17,554
    
    
    
    1,015,554
    
    
    
    
    
    
    
    3,073
    
    
    
    4,425,181Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (354,479
    )
    
    
    (354,479
    )
    
    
    (14,264
    )
    
    
    (368,743
    )Currency translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    10,906
    
    
    
    
    
    
    
    10,906
    
    
    
    (602
    )
    
    
    10,304Total comprehensive loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (343,573
    )
    
    
    (14,866
    )
    
    
    (358,439
    )Exercise of stock options
    
    
    
    
    
    
    
    
    
    
    51
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    51Tax shortfall from stock-based compensation
    
    
    
    
    
    
    
    
    
    
    (4,965
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (4,965
    )Stock-based compensation
    
    
    
    
    
    
    
    
    
    
    49,054
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    49,054Warrants exercised and settled with preferred stock
    
    
    (63,459
    )
    
    
    18
    
    
    
    63,441
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Contributions from noncontrolling interest
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    41
    
    
    
    41Deemed contribution from Principal Stockholder
    
    
    
    
    
    
    
    
    
    
    519
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    519Sale of noncontrolling interest, net of transaction costs
    
    
    
    
    
    
    
    
    
    
    2,572,194
    
    
    
    (1,712
    )
    
    
    
    
    
    
    
    
    
    
    445,905
    
    
    
    3,016,387Dividends declared, net of amounts previously
accrued
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (87,843
    )
    
    
    
    
    
    
    
    
    
    
    (87,843
    )Accumulated but undeclared dividend
requirement on preferred stock issued
to Principal Stockholders family
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (6,854
    )
    
    
    
    
    
    
    
    
    
    
    (6,854
    )Accretion to redemption value of preferred stock
issued to Principal Stockholders family
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (92,545
    )
    
    
    
    
    
    
    
    
    
    
    (92,545
    )Balance at December 31, 2009
    
    $
    234,607
    
    
    $
    660
    
    
    $
    5,770,586
    
    
    $
    26,748
    
    
    $
    473,833
    
    
    
    
    
    
    $
    434,153
    
    
    $
    6,940,587
   69




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##### Table of Contents



LAS VEGAS SANDS CORP.


Consolidated Statements of Cash Flows
 Year Ended December 31,2009
    
    
    2008
    
    
    2007(In thousands)Cash flows from operating activities:Net income (loss)
    
    $
    (368,743
    )
    
    $
    (168,325
    )
    
    $
    116,688Adjustments to reconcile net income (loss) to net cash generated from
operating activities:Depreciation and amortization
    
    
    586,041
    
    
    
    506,986
    
    
    
    202,557Amortization of leasehold interests in land included in rental expense
    
    
    27,011
    
    
    
    26,165
    
    
    
    23,439Amortization of deferred financing costs and original issue discount
    
    
    30,015
    
    
    
    32,844
    
    
    
    26,786Amortization of deferred gain and rent
    
    
    (5,161
    )
    
    
    (5,082
    )
    
    
    (4,692
    )Deferred rent from mall transaction (Note 12)
    
    
    
    
    
    
    48,843
    
    
    
    Loss on modification or early retirement of debt
    
    
    23,248
    
    
    
    9,141
    
    
    
    10,705Impairment and loss on disposal of assets
    
    
    178,669
    
    
    
    45,145
    
    
    
    1,122Stock-based compensation expense
    
    
    45,545
    
    
    
    53,854
    
    
    
    33,224Provision for doubtful accounts
    
    
    103,802
    
    
    
    41,865
    
    
    
    26,369Foreign exchange (gain) loss
    
    
    (499
    )
    
    
    (28,548
    )
    
    
    5,317Excess tax benefits from stock-based compensation
    
    
    
    
    
    
    (1,112
    )
    
    
    (7,112
    )Deferred income taxes
    
    
    (1,339
    )
    
    
    (36,242
    )
    
    
    (15,554
    )Non-cash legal settlement included in corporate expense
    
    
    30,000
    
    
    
    
    
    
    
    Non-cash contribution from Principal Stockholder included in corporate expense
    
    
    519
    
    
    
    
    
    
    
    Changes in operating assets and liabilities:Accounts receivable
    
    
    (178,746
    )
    
    
    (238,425
    )
    
    
    (39,881
    )Inventories
    
    
    1,759
    
    
    
    (8,879
    )
    
    
    (7,611
    )Prepaid expenses and other
    
    
    41,994
    
    
    
    (95,744
    )
    
    
    (115,303
    )Leasehold interests in land
    
    
    (117,314
    )
    
    
    (50,156
    )
    
    
    (235,235
    )Accounts payable
    
    
    11,388
    
    
    
    (28,228
    )
    
    
    47,985Accrued interest payable
    
    
    3,257
    
    
    
    3,260
    
    
    
    2,969Income taxes payable
    
    
    
    
    
    
    
    
    
    
    (12,825
    )Other accrued liabilities
    
    
    227,167
    
    
    
    17,510
    
    
    
    301,988Net cash generated from operating activities
    
    
    638,613
    
    
    
    124,872
    
    
    
    360,936Cash flows from investing activities:Change in restricted cash
    
    
    78,630
    
    
    
    218,044
    
    
    
    556,276Capital expenditures
    
    
    (2,092,896
    )
    
    
    (3,789,008
    )
    
    
    (3,793,703
    )Proceeds from disposal of property and equipment
    
    
    4,203
    
    
    
    
    
    
    
    Acquisition of gaming license included in other assets
    
    
    
    
    
    
    
    
    
    
    (50,000
    )Net cash used in investing activities
    
    
    (2,010,063
    )
    
    
    (3,570,964
    )
    
    
    (3,287,427
    )Cash flows from financing activities:Proceeds from exercise of stock options
    
    
    51
    
    
    
    6,834
    
    
    
    30,222Excess tax benefits from stock-based compensation
    
    
    
    
    
    
    1,112
    
    
    
    7,112Proceeds from sale of noncontrolling interest, net of transaction costs
    
    
    2,386,387
    
    
    
    
    
    
    
    Dividends paid to preferred stockholders
    
    
    (94,697
    )
    
    
    
    
    
    
    Proceeds from common stock issued, net of transaction costs
    
    
    
    
    
    
    1,053,695
    
    
    
    Proceeds from convertible senior notes from Principal Stockholders family
    
    
    
    
    
    
    475,000
    
    
    
    Proceeds from preferred stock and warrants issued to Principal Stockholders family, net
of transaction costs
    
    
    
    
    
    
    523,720
    
    
    
    Proceeds from preferred stock and warrants issued, net of transaction costs
    
    
    
    
    
    
    503,625
    
    
    
    Proceeds from long-term debt (Note 8)
    
    
    1,831,528
    
    
    
    4,616,201
    
    
    
    5,135,076Repayments of long-term debt (Note 8)
    
    
    (776,972
    )
    
    
    (1,725,908
    )
    
    
    (1,775,801
    )Proceeds from sale of The Shoppes at The Palazzo (Note 12)
    
    
    
    
    
    
    243,928
    
    
    
    Contribution from noncontrolling interest
    
    
    41
    
    
    
    2,914
    
    
    
    4,521Payments of deferred financing costs
    
    
    (40,365
    )
    
    
    (92,968
    )
    
    
    (73,744
    )Net cash generated from financing activities
    
    
    3,305,973
    
    
    
    5,608,153
    
    
    
    3,327,386Effect of exchange rate on cash
    
    
    (17,270
    )
    
    
    18,952
    
    
    
    (11,811
    )Increase in cash and cash equivalents
    
    
    1,917,253
    
    
    
    2,181,013
    
    
    
    389,084Cash and cash equivalents at beginning of year
    
    
    3,038,163
    
    
    
    857,150
    
    
    
    468,066Cash and cash equivalents at end of year
    
    $
    4,955,416
    
    
    $
    3,038,163
    
    
    $
    857,150Supplemental disclosure of cash flow information:Cash payments for interest, net of amounts capitalized
    
    $
    287,553
    
    
    $
    385,696
    
    
    $
    215,053Cash payments for taxes, net of refunds
    
    $
    (69,005
    )
    
    $
    (15,542
    )
    
    $
    60,000Changes in construction payables
    
    $
    42,058
    
    
    $
    19,172
    
    
    $
    388,166Non-cash investing and financing activities:Capitalized stock-based compensation costs
    
    $
    3,509
    
    
    $
    5,789
    
    
    $
    3,478Property and equipment acquired under capital lease
    
    $
    25,567
    
    
    $
    
    
    
    $
    Accumulated but undeclared dividend requirement on preferred stock issued to Principal
Stockholders family
    
    $
    6,854
    
    
    $
    6,854
    
    
    $
    Accretion to redemption value of preferred stock issued to
Principal Stockholders family
    
    $
    92,545
    
    
    $
    11,568
    
    
    $
    Warrants exercised and settled through tendering of preferred stock
    
    $
    63,459
    
    
    $
    
    
    
    $
    Exchange of exchangeable bonds for ordinary shares of a subsidiarys common stock
    
    $
    600,000
    
    
    $
    
    
    
    $
    Extinguishment of convertible senior notes from Principal Stockholders family
    
    $
    
    
    
    $
    475,000
    
    
    $
    
   70




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##### Table of Contents



LAS VEGAS SANDS CORP. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 Note 1  Organization and Business of Company
   Operations
 Las Vegas
  Pennsylvania
    71




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##### Table of Contents



Macau
  TM
 TM TM
 Development Projects
  United States Development Project
  Macau Development Projects
   72




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##### Table of Contents



73




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##### Table of Contents



Singapore Development Project
  Other Development Projects
  Development Financing Strategy
    74




---



##### Table of Contents



Note 2  Summary of Significant Accounting Policies
 Principles of Consolidation
     Use of Estimates
   75




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##### Table of Contents



Cash and Cash Equivalents
  Accounts Receivable and Credit Risk
   Inventories
  Property and Equipment
  Land improvements, building and building improvements
    
    
    15 to 40 yearsFurniture, fixtures and equipment
    
    
    3 to 15 yearsLeasehold improvements
    
    
    5 to 10 yearsTransportation
    
    
    20 years
     76




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##### Table of Contents



Capitalized Interest
  Deferred Financing Costs and Original Issue Discounts
  Leasehold Interests in Land
  Indefinite Useful Life Assets
   Revenue Recognition and Promotional Allowances
   77




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##### Table of Contents



Year Ended December 31,2009
    
    
    2008
    
    
    2007Rooms
    
    $
    208,389
    
    
    $
    186,704
    
    
    $
    71,908Food and beverage
    
    
    96,424
    
    
    
    101,084
    
    
    
    63,805Convention, retail and other
    
    
    61,526
    
    
    
    57,392
    
    
    
    18,142$
    366,339
    
    
    $
    345,180
    
    
    $
    153,855
  Year Ended December 31,2009
    
    
    2008
    
    
    2007Rooms
    
    $
    54,512
    
    
    $
    44,158
    
    
    $
    15,864Food and beverage
    
    
    66,344
    
    
    
    70,988
    
    
    
    40,622Convention, retail and other
    
    
    50,264
    
    
    
    42,573
    
    
    
    18,325$
    171,120
    
    
    $
    157,719
    
    
    $
    74,811
 Frequent Players Program
  Pre-Opening and Development Expenses
  Advertising Costs
  Corporate Expenses
  Foreign Currency
   78




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##### Table of Contents



Comprehensive Income (Loss)
  Earnings (Loss) Per Share
  Year Ended December 31,2009
    
    
    2008
    
    
    2007Weighted-average common shares outstanding (used in the calculation
of basic earnings (loss) per share)
    
    
    656,836,950
    
    
    
    392,131,375
    
    
    
    354,807,700Potential dilution from stock options, restricted stock and warrants
    
    
    
    
    
    
    
    
    
    
    981,919Weighted-average common and common equivalent shares (used in the
calculation of diluted earnings (loss) per share)
    
    
    656,836,950
    
    
    
    392,131,375
    
    
    
    355,789,619Antidilutive stock options, restricted stock and warrants excluded
from the calculation of diluted earnings (loss) per share
    
    
    170,731,981
    
    
    
    184,840,819
    
    
    
    1,097,900
 Stock-Based Employee Compensation
  Income Taxes
      79




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##### Table of Contents



Tax Indemnification
  
    
    indemnify those of the Companys stockholders who were stockholders of Las Vegas Sands,
Inc. prior to the 2004 initial public offering against certain tax liabilities incurred by
these stockholders as a result of adjustments (pursuant to a determination by, or a
settlement with, a taxing authority or court, or pursuant to the filing of an amended tax
return) to the taxable income of Las Vegas Sands, Inc. with respect to taxable periods
during which Las Vegas Sands, Inc. was a subchapter S corporation for income tax
purposes; and
 
    
    indemnify the Principal Stockholder against certain tax liabilities incurred by him as a
result of adjustments (pursuant to a determination by, or a settlement with, a taxing
authority or court, or pursuant to the filing of an amended tax return) to the taxable
income of Interface Group Holding Company Inc. with respect to taxable periods during which
it was a subchapter S corporation for income tax purposes.
 Accounting for Derivative Instruments and Hedging Activities
   Recent Accounting Pronouncements
    80




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##### Table of Contents



Note 3  Restricted Cash
    81




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##### Table of Contents



Note 4  Accounts Receivable, Net
  At December 31,2009
    
    
    2008Casino
    
    $
    438,498
    
    
    $
    317,613Rooms
    
    
    50,676
    
    
    
    64,350Other
    
    
    90,292
    
    
    
    64,073579,466
    
    
    
    446,036Less  allowance for doubtful accounts
    
    
    (118,700
    )
    
    
    (61,217
    )$
    460,766
    
    
    $
    384,819
 Note 5  Property and Equipment, Net
  At December 31,2009
    
    
    2008Land and improvements
    
    $
    353,791
    
    
    $
    341,927Building and improvements
    
    
    6,898,071
    
    
    
    6,309,494Furniture, fixtures, equipment and leasehold improvements
    
    
    1,703,792
    
    
    
    1,547,261Transportation
    
    
    403,256
    
    
    
    322,194Construction in progress
    
    
    5,647,986
    
    
    
    4,438,21615,006,896
    
    
    
    12,959,092Less  accumulated depreciation and amortization
    
    
    (1,655,625
    )
    
    
    (1,090,864
    )$
    13,351,271
    
    
    $
    11,868,228
  At December 31,2009
    
    
    2008Marina Bay Sands
    
    $
    3,119,935
    
    
    $
    1,422,795Other Macau Development Projects (principally Cotai Strip parcels 5 and 6)
    
    
    1,915,587
    
    
    
    1,917,547Four Seasons Macao (principally the Four Seasons Apartments)
    
    
    328,300
    
    
    
    255,373Sands Bethlehem
    
    
    85,159
    
    
    
    413,563The Palazzo and The Shoppes at The Palazzo
    
    
    529
    
    
    
    166,450Other
    
    
    198,476
    
    
    
    262,488$
    5,647,986
    
    
    $
    4,438,216
   82




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##### Table of Contents



Note 6  Leasehold Interests in Land, Net
  At December 31,2009
    
    
    2008Marina Bay Sands
    
    $
    880,175
    
    
    $
    859,275Sands Macao
    
    
    27,318
    
    
    
    27,334The Venetian Macao (parcel 1)
    
    
    169,568
    
    
    
    167,917Four Seasons Macao (parcel 2)
    
    
    71,745
    
    
    
    58,273Parcel 3
    
    
    58,308
    
    
    
    43,935Parcels 5 and 6
    
    
    87,639
    
    
    
    1,294,753
    
    
    
    1,156,734Less  accumulated amortization
    
    
    (84,933
    )
    
    
    (56,796
    )$
    1,209,820
    
    
    $
    1,099,938
     83




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##### Table of Contents



2010
    
    $
    55,5992011
    
    
    49,6092012
    
    
    49,6092013
    
    
    49,8912014
    
    
    4,896Thereafter
    
    
    96,931$
    306,535
 Note 7  Other Accrued Liabilities
  At December 31,2009
    
    
    2008Outstanding gaming chips and tokens
    
    $
    237,557
    
    
    $
    143,951Taxes and licenses
    
    
    162,816
    
    
    
    133,921Other accruals
    
    
    156,887
    
    
    
    119,654Customer deposits
    
    
    115,232
    
    
    
    111,191Payroll and related
    
    
    113,700
    
    
    
    84,578$
    786,192
    
    
    $
    593,295
 Note 8  Long-Term Debt
  At December 31,2009
    
    
    2008Corporate and U.S. Related:Senior Secured Credit Facility  Term B
    
    $
    2,925,000
    
    
    $
    2,955,000Senior Secured Credit Facility  Delayed Draw I
    
    
    591,000
    
    
    
    597,000Senior Secured Credit Facility  Delayed Draw II
    
    
    396,000
    
    
    
    400,000Senior Secured Credit Facility  Revolving
    
    
    775,860
    
    
    
    775,8606.375% Senior Notes (net of original issue discount of $1,164 and $1,392, respectively)
    
    
    248,836
    
    
    
    248,608FF&E Facility
    
    
    108,550
    
    
    
    141,950Airplane Financings
    
    
    82,110
    
    
    
    85,797HVAC Equipment Lease
    
    
    24,717
    
    
    
    Other
    
    
    4,778
    
    
    
    5,765Macau Related:Macau Credit Facility  Term B
    
    
    1,501,789
    
    
    
    1,800,000Macau Credit Facility  Term B Delayed
    
    
    584,029
    
    
    
    700,000Macau Credit Facility  Revolving
    
    
    479,640
    
    
    
    695,299Macau Credit Facility  Local Term
    
    
    67,697
    
    
    
    100,589Ferry Financing
    
    
    210,762
    
    
    
    218,564Other
    
    
    11,016
    
    
    
    11,054Singapore Related:Singapore
Credit Facility  A and B
    
    
    3,013,678
    
    
    
    1,735,25211,025,462
    
    
    
    10,470,738Less  current maturities
    
    
    (173,315
    )
    
    
    (114,623
    )Total long-term debt
    
    $
    10,852,147
    
    
    $
    10,356,115
  84




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##### Table of Contents



Corporate and U.S. Related Debt
 Senior Secured Credit Facility
         85




---



##### Table of Contents



Senior Notes
  FF&E Facility
     Airplane Financings
   86




---



##### Table of Contents



HVAC Equipment Lease
  Convertible Senior Notes
   Macau Related Debt
 Macau Credit Facility
   87




---



##### Table of Contents



Ferry Financing
   88




---



##### Table of Contents



Exchangeable Bonds
    Singapore Related Debt
  Singapore
Credit Facility
   89




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##### Table of Contents



Cash Flows from Financing Activities
  Year Ended December 31,2009
    
    
    2008
    
    
    2007Proceeds from Singapore Credit Facility
    
    $
    1,221,644
    
    
    $
    1,730,515
    
    
    $
    339,788Proceeds from Senior Secured Credit Facility
    
    
    
    
    
    
    2,075,860
    
    
    
    3,000,000Proceeds from Macau Credit Facility
    
    
    
    
    
    
    444,299
    
    
    
    1,551,000Proceeds from Exchangeable Bonds
    
    
    600,000
    
    
    
    
    
    
    
    Proceeds from Ferry Financing
    
    
    9,884
    
    
    
    218,564
    
    
    
    Proceeds from FF&E Facility and Other Long-Term Debt
    
    
    
    
    
    
    146,963
    
    
    
    244,288$
    1,831,528
    
    
    $
    4,616,201
    
    
    $
    5,135,076Repayments on Macau Credit Facility
    
    $
    (662,552
    )
    
    $
    
    
    
    $
    Repayments on Senior Secured Credit Facility
    
    
    (40,000
    )
    
    
    (333,000
    )
    
    
    (15,000
    )Repayments on Singapore Credit Facility
    
    
    (17,762
    )
    
    
    
    
    
    
    Repayments on FF&E Facility and Other Long-Term Debt
    
    
    (34,427
    )
    
    
    (62,754
    )
    
    
    (8,539
    )Repayments on Ferry Financing
    
    
    (17,695
    )
    
    
    
    
    
    
    Repayments on Airplane Financings
    
    
    (3,687
    )
    
    
    (3,687
    )
    
    
    (2,766
    )Repayments on HVAC Equipment Lease
    
    
    (849
    )
    
    
    
    
    
    
    Repayments on Singapore Bridge Facility
    
    
    
    
    
    
    (1,326,467
    )
    
    
    Repayments on Prior Senior Secured Credit Facility
    
    
    
    
    
    
    
    
    
    
    (1,492,128
    )Repayments on The Shoppes at The Palazzo Construction Loan
    
    
    
    
    
    
    
    
    
    
    (166,500
    )Repayments on Sands Expo Center Mortgage Loan
    
    
    
    
    
    
    
    
    
    
    (90,868
    )$
    (776,972
    )
    
    $
    (1,725,908
    )
    
    $
    (1,775,801
    )
  90




---



##### Table of Contents



Scheduled Maturities of Long-Term Debt and HVAC Equipment Lease Obligation
  HVAC Equipment
    
    
    Long-termLease Obligation
    
    
    Debt2010
    
    $
    3,505
    
    
    $
    171,6042011
    
    
    3,336
    
    
    
    1,346,9282012
    
    
    3,167
    
    
    
    2,234,7922013
    
    
    2,998
    
    
    
    1,543,1682014
    
    
    2,828
    
    
    
    3,766,773Thereafter
    
    
    21,182
    
    
    
    1,938,64437,016
    
    
    
    11,001,909Less  amount representing interest
    
    
    (12,299
    )
    
    
    Total
    
    $
    24,717
    
    
    $
    11,001,909
 Fair Value of Long-Term Debt
  Note 9  Equity
 Common Stock
  Preferred Stock and Warrants
   
    
    junior to all of the Companys existing and future debt obligations;
    
    junior to any class or series of the Companys capital stock, the terms of which provide
that such class or series will rank senior to the Preferred Stock;
  91




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##### Table of Contents




    
    senior to the Companys common stock and any other class or series of its capital stock,
the terms of which provide that such class or series will ranks junior to the Preferred
Stock either or both as to payment of dividends and/or as to the distribution of assets on
any liquidation, dissolution or winding up of the Company; and
    
    on a parity with any other class or series of the Companys capital stock, the terms of
which provide that such class or series will rank equally with the Preferred Stock both in
the payment of dividends and in the distribution of assets on any liquidation, dissolution
or winding up of the Company.
  Preferred Stock Issued to Public
   Preferred Stock Issued to Principal Stockholders Family
    Numberof Shares
    
    
    AmountBalance as of January 1, 2008
    
    
    
    
    
    $
    Issuance of preferred stock and warrants to purchase common stock, net of transaction costs
    
    
    5,250,000
    
    
    
    299,867Accretion to redemption value
    
    
    
    
    
    
    11,568Accumulated but undeclared dividend requirement
    
    
    
    
    
    
    6,854Balance as of December 31, 2008
    
    
    5,250,000
    
    
    
    318,289Accretion to redemption value
    
    
    
    
    
    
    92,545Dividends declared, net of amounts previously accrued
    
    
    
    
    
    
    45,646Dividends paid
    
    
    
    
    
    
    (52,500
    )Accumulated but undeclared dividend requirement
    
    
    
    
    
    
    6,854Balance as of December 31, 2009
    
    
    5,250,000
    
    
    $
    410,834
  92




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##### Table of Contents



Preferred Stock Dividends
  Preferred StockDividends Paid to
    
    
    Preferred StockBoard of Directors
    
    
    
    
    
    Principal
    
    
    Dividends Paid to
    
    
    Total Preferred StockDeclaration Date
    
    Payment Date
    
    
    Stockholders Family
    
    
    Public Holders
    
    
    Dividends PaidFebruary 5, 2009
    
    February 17, 2009
    
    $
    13,125
    
    
    $
    11,347
    
    
    $
    24,472April 30, 2009
    
    May 15, 2009
    
    
    13,125
    
    
    
    10,400
    
    
    
    23,525July 31, 2009
    
    August 17, 2009
    
    
    13,125
    
    
    
    10,225
    
    
    
    23,350October 30, 2009
    
    November 16, 2009
    
    
    13,125
    
    
    
    10,225
    
    
    
    23,350$
    94,697February 5, 2010
    
    February 16, 2010
    
    $
    13,125
    
    
    $
    10,225
    
    
    $
    23,350
 Rollfoward of Shares of Common Stock and Preferred Stock Issued to Public
  Preferred
    
    
    CommonStock
    
    
    StockBalance as of January 1, 2007
    
    
    
    
    
    
    354,492,452Exercise of stock options
    
    
    
    
    
    
    727,692Issuance of restricted stock
    
    
    
    
    
    
    50,926Balance as of December 31, 2007
    
    
    
    
    
    
    355,271,070Exercise of stock options
    
    
    
    
    
    
    181,862Issuance of restricted stock
    
    
    
    
    
    
    26,657Forfeiture of unvested restricted stock
    
    
    
    
    
    
    (4,207
    )Issuance of preferred and common stock and warrants
    
    
    5,196,300
    
    
    
    200,000,000Extinguishment of convertible senior notes
    
    
    
    
    
    
    86,363,636Balance as of December 31, 2008
    
    
    5,196,300
    
    
    
    641,839,018Exercise of stock options
    
    
    
    
    
    
    10,497Issuance of restricted stock
    
    
    
    
    
    
    65,513Forfeiture of unvested restricted stock
    
    
    
    
    
    
    (30,663
    )Warrants exercised and settled with preferred stock
    
    
    (1,106,301
    )
    
    
    18,438,384Balance as of December 31, 2009
    
    
    4,089,999
    
    
    
    660,322,749
 Noncontrolling Interests
   93




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##### Table of Contents



Note 10  Income Taxes
  Year Ended December 31,2009
    
    
    2008
    
    
    2007Domestic
    
    $
    (427,664
    )
    
    $
    (249,128
    )
    
    $
    15,590Foreign
    
    
    55,037
    
    
    
    21,103
    
    
    
    122,689Total
    
    $
    (372,627
    )
    
    $
    (228,025
    )
    
    $
    138,279
  Year Ended December 31,2009
    
    
    2008
    
    
    2007Federal:Current
    
    $
    (5,742
    )
    
    $
    (23,985
    )
    
    $
    36,850Deferred
    
    
    (476
    )
    
    
    (34,335
    )
    
    
    (15,383
    )Foreign:Current
    
    
    519
    
    
    
    527
    
    
    
    295Deferred
    
    
    (40
    )
    
    
    (52
    )
    
    
    (171
    )State:Deferred
    
    
    1,855
    
    
    
    (1,855
    )
    
    
    Total income tax (benefit) expense.
    
    $
    (3,884
    )
    
    $
    (59,700
    )
    
    $
    21,591
  Year Ended December 31,2009
    
    
    2008
    
    
    2007Statutory federal income tax rate
    
    
    (35.0
    )%
    
    
    (35.0
    )%
    
    
    35.0
    %Increase (decrease) in tax rate resulting from:Foreign and U.S. tax rate differential
    
    
    1.1
    %
    
    
    (2.3
    )%
    
    
    (20.6
    )%Tax exempt income of foreign subsidiary (Macau)
    
    
    (21.8
    )%
    
    
    (23.8
    )%
    
    
    (36.6
    )%Non-deductible pre-opening expenses of foreign subsidiaries
    
    
    5.5
    %
    
    
    9.1
    %
    
    
    11.6
    %Change in valuation allowance
    
    
    44.0
    %
    
    
    22.4
    %
    
    
    21.2
    %Change in tax reserves
    
    
    3.8
    %
    
    
    2.0
    %
    
    
    3.0
    %Other, net
    
    
    1.4
    %
    
    
    1.4
    %
    
    
    2.0
    %Effective tax rate
    
    
    (1.0
    )%
    
    
    (26.2
    )%
    
    
    15.6
    %
   94




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##### Table of Contents



December 31,2009
    
    
    2008Deferred tax assets:Net operating loss carryforwards
    
    $
    270,745
    
    
    $
    79,721Deferred gain on the sale of The Grand Canal Shoppes and The Shoppes at The Palazzo
    
    
    93,433
    
    
    
    93,912Allowance for doubtful accounts
    
    
    25,854
    
    
    
    18,169Stock-based compensation
    
    
    25,199
    
    
    
    18,736Pre-opening expenses
    
    
    17,918
    
    
    
    16,312Accrued expenses
    
    
    13,745
    
    
    
    12,364State deferred items
    
    
    4,812
    
    
    
    1,855Tax credit carryforward
    
    
    2,520
    
    
    
    10,995Other
    
    
    14,091
    
    
    
    10,644468,317
    
    
    
    262,708Less  valuation allowances
    
    
    (280,007
    )
    
    
    (92,819
    )Total deferred tax assets
    
    
    188,310
    
    
    
    169,889Deferred tax liabilities:Property and equipment
    
    
    (133,970
    )
    
    
    (95,459
    )Prepaid expenses
    
    
    (2,487
    )
    
    
    (2,883
    )Other
    
    
    (3,192
    )
    
    
    (4,387
    )Total deferred tax liabilities
    
    
    (139,649
    )
    
    
    (102,729
    )Deferred tax asset, net
    
    $
    48,661
    
    
    $
    67,160
      December 31,2009
    
    
    2008
    
    
    2007Balance at the beginning of the year
    
    $
    32,271
    
    
    $
    14,966
    
    
    $
    8,552Additions to tax positions related to prior years
    
    
    24,184
    
    
    
    9,239
    
    
    
    2,209Additions to tax positions related to current year
    
    
    9,612
    
    
    
    8,066
    
    
    
    4,205Balance at the end of the year
    
    $
    66,067
    
    
    $
    32,271
    
    
    $
    14,966
   95




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##### Table of Contents



Note 11  Fair Value Measurements
   Total Carrying
    
    
    Fair Value Measurements as of December 31, 2009 Using:Value as of
    
    
    Quoted Market
    
    
    Significant Other
    
    
    SignificantDecember 31,
    
    
    Prices in Active
    
    
    Observable Inputs
    
    
    Unobservable Inputs2009
    
    
    Markets (Level 1)
    
    
    (Level 2)
    
    
    (Level 3)Cash equivalents(1)
    
    $
    3,499,874
    
    
    $
    3,499,874
    
    
    $
    
    
    
    $
    Interest rate caps(2)
    
    $
    2,466
    
    
    $
    
    
    
    $
    2,466
    
    
    $
    
 
 (1)
    
    The Company has short-term investments classified as cash equivalents as the original maturities are less than 90 days.(2)
    
    The Company has 24 interest rate cap agreements with an aggregate fair value of approximately $2.5 million, based on
quoted market values from the institutions holding the agreements as of December 31, 2009. Note 12  Mall Sale
 The Grand Canal Shoppes at The Venetian Las Vegas
   96




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##### Table of Contents



2010
    
    $
    8,0432011
    
    
    8,0432012
    
    
    8,0432013
    
    
    8,0432014
    
    
    7,725Thereafter
    
    
    113,799$
    153,696
 The Shoppes at The Palazzo
     97




---



##### Table of Contents



Note 13  Commitments and Contingencies
 Litigation
  The Palazzo Construction Litigation
  Litigation Relating to Macau Operations
     98




---



##### Table of Contents



Stockholder Derivative Litigation
   China Matters
   99




---



##### Table of Contents



Macau Concession and Subconcession
    Singapore Development Project
  Operating Leases
  2010
    
    $
    6,9962011
    
    
    6,6702012
    
    
    6,2662013
    
    
    6,0712014
    
    
    5,136Thereafter
    
    
    117,930Total minimum payments
    
    $
    149,069
  100




---



##### Table of Contents



Other Ventures and Commitments
    Malls at The Venetian Macao and Four Seasons Macao
  2010
    
    $
    96,2012011
    
    
    78,7812012
    
    
    58,8582013
    
    
    43,5202014
    
    
    36,310Thereafter
    
    
    130,971Total minimum future rentals
    
    $
    444,641
  Note 14  Stock-Based Employee Compensation
   101




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##### Table of Contents



LVSLLC 1997 Fixed Stock Option Plan
    Las Vegas Sands Corp. 2004 Equity Award Plan
    2009
    
    2008
    
    2007Weighted average volatility
    
    
    75.8
    %
    
    
    36.7
    %
    
    
    30.6
    %Expected term (in years)
    
    
    5.2
    
    
    
    6.4
    
    
    
    6.0Risk-free rate
    
    
    2.8
    %
    
    
    3.0
    %
    
    
    4.5
    %Expected dividends
    
    
    
    
    
    
    
    
    
    
    
  WeightedWeighted
    
    
    AverageAverage
    
    
    Remaining
    
    
    AggregateExercise
    
    
    Contractual
    
    
    IntrinsicShares
    
    
    Price
    
    
    Life (Years)
    
    
    ValueOutstanding as of January 1, 2009
    
    
    10,658,485
    
    
    $
    64.30Granted
    
    
    8,822,075
    
    
    
    5.24Exercised
    
    
    (12,750
    )
    
    
    5.03Forfeited
    
    
    (4,467,202
    )
    
    
    44.91Outstanding as of December 31, 2009
    
    
    15,000,608
    
    
    $
    35.39
    
    
    
    8.34
    
    
    $
    74,045,682Exercisable as of December 31, 2009
    
    
    3,030,598
    
    
    $
    61.10
    
    
    
    6.78
    
    
    $
    260,138
  102




---



##### Table of Contents



Restricted Stock Awards
  Weighted AverageGrant DateShares
    
    
    Fair ValueUnvested as of January 1, 2009
    
    
    76,986
    
    
    $
    69.41Granted
    
    
    65,513
    
    
    
    7.38Vested
    
    
    (47,425
    )
    
    
    62.27Forfeited
    
    
    (30,663
    )
    
    
    55.44Unvested as of December 31, 2009
    
    
    64,411
    
    
    $
    18.22
   Year Ended December 31,2009
    
    
    2008
    
    
    2007Compensation expense:Stock options
    
    $
    44,544
    
    
    $
    50,858
    
    
    $
    30,845Restricted stock
    
    
    1,001
    
    
    
    2,996
    
    
    
    2,379$
    45,545
    
    
    $
    53,854
    
    
    $
    33,224Income tax benefit recognized in the consolidated statements
of operations
    
    $
    
    
    
    $
    12,860
    
    
    $
    8,155Compensation cost capitalized as part of property and equipment
    
    $
    3,509
    
    
    $
    5,789
    
    
    $
    3,478Stock options granted
    
    
    8,822
    
    
    
    4,973
    
    
    
    3,323Weighted average grant date fair value
    
    $
    3.52
    
    
    $
    26.85
    
    
    $
    32.60Stock options exercised:Intrinsic value
    
    $
    139
    
    
    $
    8,088
    
    
    $
    44,463Cash received
    
    $
    64
    
    
    $
    6,834
    
    
    $
    30,221Tax benefit realized for tax deductions from stock-based
compensation
    
    $
    
    
    
    $
    1,117
    
    
    $
    7,526
 Note 15  Employee Benefit Plans
      103




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##### Table of Contents



Note 16  Related Party Transactions
         104




---



##### Table of Contents



Note 17  Segment Information
  Year Ended December 31,2009
    
    
    2008
    
    
    2007Net RevenuesMacau:The Venetian Macao
    
    $
    1,990,574
    
    
    $
    1,943,196
    
    
    $
    650,496Sands Macao
    
    
    1,024,268
    
    
    
    1,032,100
    
    
    
    1,314,733Four Seasons Macao
    
    
    260,567
    
    
    
    62,536
    
    
    
    Other Asia
    
    
    34,179
    
    
    
    17,082
    
    
    
    1,213United States:Las Vegas Operating Properties
    
    
    1,100,319
    
    
    
    1,335,032
    
    
    
    984,125Sands Bethlehem
    
    
    153,198
    
    
    
    
    
    
    
    Total net revenues
    
    $
    4,563,105
    
    
    $
    4,389,946
    
    
    $
    2,950,567Adjusted Property EBITDAR(1)Macau:The Venetian Macao
    
    $
    556,547
    
    
    $
    499,025
    
    
    $
    144,417Sands Macao
    
    
    244,925
    
    
    
    214,573
    
    
    
    373,507Four Seasons Macao
    
    
    40,527
    
    
    
    7,567
    
    
    
    Other Asia
    
    
    (32,610
    )
    
    
    (49,465
    )
    
    
    (4,250
    )United States:Las Vegas Operating Properties
    
    
    259,206
    
    
    
    392,139
    
    
    
    361,076Sands Bethlehem
    
    
    17,566
    
    
    
    
    
    
    
    Total adjusted property EBITDAR
    
    
    1,086,161
    
    
    
    1,063,839
    
    
    
    874,750Other Operating Costs and ExpensesStock-based compensation expense
    
    
    (29,930
    )
    
    
    (35,039
    )
    
    
    (15,752
    )Corporate expense
    
    
    (132,098
    )
    
    
    (104,355
    )
    
    
    (94,514
    )Rental expense
    
    
    (29,899
    )
    
    
    (33,540
    )
    
    
    (31,787
    )Pre-opening expense
    
    
    (157,731
    )
    
    
    (162,322
    )
    
    
    (189,280
    )Development expense
    
    
    (533
    )
    
    
    (12,789
    )
    
    
    (9,728
    )Depreciation and amortization
    
    
    (586,041
    )
    
    
    (506,986
    )
    
    
    (202,557
    )Impairment loss
    
    
    (169,468
    )
    
    
    (37,568
    )
    
    
    Loss on disposal of assets
    
    
    (9,201
    )
    
    
    (7,577
    )
    
    
    (1,122
    )Operating income (loss)
    
    
    (28,740
    )
    
    
    163,663
    
    
    
    330,010Other Non-Operating Costs and ExpensesInterest income
    
    
    11,122
    
    
    
    19,786
    
    
    
    72,464Interest expense, net of amounts capitalized
    
    
    (321,870
    )
    
    
    (421,825
    )
    
    
    (244,808
    )Other income (expense)
    
    
    (9,891
    )
    
    
    19,492
    
    
    
    (8,682
    )Loss on modification or early retirement of debt
    
    
    (23,248
    )
    
    
    (9,141
    )
    
    
    (10,705
    )Income tax benefit (expense)
    
    
    3,884
    
    
    
    59,700
    
    
    
    (21,591
    )Net loss attributable to noncontrolling interests
    
    
    14,264
    
    
    
    4,767
    
    
    
    Net income (loss) attributable to Las Vegas Sands Corp.
    
    $
    (354,479
    )
    
    $
    (163,558
    )
    
    $
    116,688
 (1)
    
    Adjusted property EBITDAR is net income (loss) attributable to Las
Vegas Sands Corp. before interest, income taxes, depreciation and
amortization, pre-opening expense, development expense, other income
(expense), loss on modification or early retirement of debt, loss on
disposal of assets, impairment loss, rental expense, corporate
expense, stock-based compensation expense and net loss attributable to
noncontrolling interests. Adjusted property EBITDAR is used by
management as the primary measure of operating performance of the
Companys properties and to compare the operating performance of the
Companys properties with that of its competitors.  105




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##### Table of Contents



Year Ended December 31,2009
    
    
    2008
    
    
    2007Capital ExpendituresCorporate and Other
    
    $
    36,846
    
    
    $
    139,650
    
    
    $
    104,907Macau:The Venetian Macao
    
    
    17,627
    
    
    
    173,744
    
    
    
    970,990Sands Macao
    
    
    5,887
    
    
    
    41,455
    
    
    
    120,919Four Seasons Macao
    
    
    262,662
    
    
    
    570,481
    
    
    
    279,157Other Asia
    
    
    28,727
    
    
    
    103,464
    
    
    
    120,319Other Development Projects
    
    
    89,377
    
    
    
    1,111,326
    
    
    
    470,842United States:Las Vegas Operating Properties
    
    
    65,899
    
    
    
    577,862
    
    
    
    1,320,062Sands Bethlehem
    
    
    247,665
    
    
    
    307,451
    
    
    
    41,927Singapore
    
    
    1,338,206
    
    
    
    763,575
    
    
    
    364,580Total capital expenditures
    
    $
    2,092,896
    
    
    $
    3,789,008
    
    
    $
    3,793,703
 December 31,2009
    
    
    2008
    
    
    2007Total AssetsCorporate and Other
    
    $
    1,849,596
    
    
    $
    707,276
    
    
    $
    326,049Macau:The Venetian Macao
    
    
    2,888,446
    
    
    
    3,060,279
    
    
    
    3,059,896Sands Macao
    
    
    527,737
    
    
    
    592,998
    
    
    
    550,479Four Seasons Macao
    
    
    1,151,028
    
    
    
    973,892
    
    
    
    391,506Other Asia
    
    
    328,584
    
    
    
    347,359
    
    
    
    219,951Other Development Projects
    
    
    2,034,181
    
    
    
    2,015,386
    
    
    
    741,801United States:Las Vegas Operating Properties
    
    
    6,893,106
    
    
    
    6,562,124
    
    
    
    4,139,040Sands Bethlehem
    
    
    737,062
    
    
    
    475,256
    
    
    
    121,507Singapore
    
    
    4,162,366
    
    
    
    2,409,543
    
    
    
    1,916,288Total assets
    
    $
    20,572,106
    
    
    $
    17,144,113
    
    
    $
    11,466,517
 December 31,2009
    
    
    2008
    
    
    2007Total Long-Lived AssetsCorporate and Other
    
    $
    324,268
    
    
    $
    321,039
    
    
    $
    222,609Macau:The Venetian Macao
    
    
    2,376,685
    
    
    
    2,565,707
    
    
    
    2,625,273Sands Macao
    
    
    355,170
    
    
    
    402,613
    
    
    
    427,131Four Seasons Macao
    
    
    1,047,201
    
    
    
    909,297
    
    
    
    389,532Other Asia
    
    
    276,559
    
    
    
    284,559
    
    
    
    168,328Other Development Projects
    
    
    1,971,058
    
    
    
    1,809,647
    
    
    
    629,476United States:Las Vegas Operating Properties
    
    
    3,642,405
    
    
    
    4,006,564
    
    
    
    3,725,812Sands Bethlehem
    
    
    610,846
    
    
    
    417,588
    
    
    
    67,172Singapore
    
    
    3,956,899
    
    
    
    2,251,152
    
    
    
    1,388,890Total long-lived assets
    
    $
    14,561,091
    
    
    $
    12,968,166
    
    
    $
    9,644,223
  106




---



##### Table of Contents



Note 18  Condensed Consolidating Financial Information
     107




---



##### Table of Contents



CONDENSED CONSOLIDATING BALANCE SHEETS

December 31, 2009
 Consolidating/Las Vegas
    
    
    Guarantor
    
    
    Non-Guarantor
    
    
    EliminatingSands Corp.
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Entries
    
    
    TotalCash and cash equivalents
    
    $
    254,256
    
    
    $
    3,033,625
    
    
    $
    1,667,535
    
    
    $
    
    
    
    $
    4,955,416Restricted cash
    
    
    
    
    
    
    6,954
    
    
    
    111,687
    
    
    
    
    
    
    
    118,641Intercompany receivables
    
    
    
    
    
    
    101,485
    
    
    
    27,646
    
    
    
    (129,131
    )
    
    
    Accounts receivable, net
    
    
    727
    
    
    
    152,151
    
    
    
    309,547
    
    
    
    (1,659
    )
    
    
    460,766Inventories
    
    
    1,906
    
    
    
    12,332
    
    
    
    12,835
    
    
    
    
    
    
    
    27,073Deferred income taxes, net
    
    
    
    
    
    
    29,117
    
    
    
    1,992
    
    
    
    (4,667
    )
    
    
    26,442Prepaid expenses and other
    
    
    11,410
    
    
    
    5,251
    
    
    
    18,675
    
    
    
    
    
    
    
    35,336Total current assets
    
    
    268,299
    
    
    
    3,340,915
    
    
    
    2,149,917
    
    
    
    (135,457
    )
    
    
    5,623,674Property and equipment, net
    
    
    140,684
    
    
    
    3,786,061
    
    
    
    9,424,526
    
    
    
    
    
    
    
    13,351,271Investment in subsidiaries
    
    
    6,897,949
    
    
    
    4,773,650
    
    
    
    
    
    
    
    (11,671,599
    )
    
    
    Deferred financing costs, net
    
    
    1,095
    
    
    
    37,850
    
    
    
    99,509
    
    
    
    
    
    
    
    138,454Intercompany receivables
    
    
    34,029
    
    
    
    85,725
    
    
    
    
    
    
    
    (119,754
    )
    
    
    Intercompany notes receivable
    
    
    
    
    
    
    500,518
    
    
    
    
    
    
    
    (500,518
    )
    
    
    Deferred income taxes, net
    
    
    48,362
    
    
    
    
    
    
    
    243
    
    
    
    (26,386
    )
    
    
    22,219Leasehold interests in land, net
    
    
    
    
    
    
    
    
    
    
    1,209,820
    
    
    
    
    
    
    
    1,209,820Other assets, net
    
    
    2,338
    
    
    
    27,555
    
    
    
    196,775
    
    
    
    
    
    
    
    226,668Total assets
    
    $
    7,392,756
    
    
    $
    12,552,274
    
    
    $
    13,080,790
    
    
    $
    (12,453,714
    )
    
    $
    20,572,106Accounts payable
    
    $
    4,229
    
    
    $
    21,353
    
    
    $
    58,772
    
    
    $
    (1,659
    )
    
    $
    82,695Construction payables
    
    
    
    
    
    
    9,172
    
    
    
    769,599
    
    
    
    
    
    
    
    778,771Intercompany payables
    
    
    59,029
    
    
    
    
    
    
    
    70,102
    
    
    
    (129,131
    )
    
    
    Accrued interest payable
    
    
    6,074
    
    
    
    351
    
    
    
    11,907
    
    
    
    
    
    
    
    18,332Other accrued liabilities
    
    
    6,470
    
    
    
    170,706
    
    
    
    609,016
    
    
    
    
    
    
    
    786,192Deferred income taxes
    
    
    4,667
    
    
    
    
    
    
    
    
    
    
    
    (4,667
    )
    
    
    Current maturities of long-term debt
    
    
    3,688
    
    
    
    81,374
    
    
    
    88,253
    
    
    
    
    
    
    
    173,315Total current liabilities
    
    
    84,157
    
    
    
    282,956
    
    
    
    1,607,649
    
    
    
    (135,457
    )
    
    
    1,839,305Other long-term liabilities
    
    
    48,907
    
    
    
    10,621
    
    
    
    22,431
    
    
    
    
    
    
    
    81,959Intercompany payables
    
    
    15,166
    
    
    
    
    
    
    
    104,588
    
    
    
    (119,754
    )
    
    
    Intercompany notes payable
    
    
    
    
    
    
    
    
    
    
    500,518
    
    
    
    (500,518
    )
    
    
    Deferred amounts related to mall transactions
    
    
    
    
    
    
    447,274
    
    
    
    
    
    
    
    
    
    
    
    447,274Deferred income taxes
    
    
    
    
    
    
    26,386
    
    
    
    
    
    
    
    (26,386
    )
    
    
    Long-term debt
    
    
    327,258
    
    
    
    4,739,753
    
    
    
    5,785,136
    
    
    
    
    
    
    
    10,852,147Total liabilities
    
    
    475,488
    
    
    
    5,506,990
    
    
    
    8,020,322
    
    
    
    (782,115
    )
    
    
    13,220,685Preferred stock issued to Principal Stockholders family
    
    
    410,834
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    410,834Total Las Vegas Sands Corp. stockholders equity
    
    
    6,506,434
    
    
    
    7,044,879
    
    
    
    4,626,720
    
    
    
    (11,671,599
    )
    
    
    6,506,434Noncontrolling interests
    
    
    
    
    
    
    405
    
    
    
    433,748
    
    
    
    
    
    
    
    434,153Total equity
    
    
    6,506,434
    
    
    
    7,045,284
    
    
    
    5,060,468
    
    
    
    (11,671,599
    )
    
    
    6,940,587Total liabilities and equity
    
    $
    7,392,756
    
    
    $
    12,552,274
    
    
    $
    13,080,790
    
    
    $
    (12,453,714
    )
    
    $
    20,572,106
  108




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##### Table of Contents



CONDENSED CONSOLIDATING BALANCE SHEETS
December 31, 2008
 Consolidating/Las Vegas
    
    
    Guarantor
    
    
    Non-Guarantor
    
    
    EliminatingSands Corp.
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Entries
    
    
    TotalCash and cash equivalents
    
    $
    294,563
    
    
    $
    2,286,825
    
    
    $
    456,775
    
    
    $
    
    
    
    $
    3,038,163Restricted cash
    
    
    
    
    
    
    6,225
    
    
    
    188,591
    
    
    
    
    
    
    
    194,816Intercompany receivables
    
    
    19,586
    
    
    
    16,683
    
    
    
    4,843
    
    
    
    (41,112
    )
    
    
    Accounts receivable, net
    
    
    1,168
    
    
    
    146,085
    
    
    
    242,270
    
    
    
    (4,704
    )
    
    
    384,819Inventories
    
    
    645
    
    
    
    14,776
    
    
    
    13,416
    
    
    
    
    
    
    
    28,837Deferred income taxes
    
    
    1,378
    
    
    
    21,446
    
    
    
    147
    
    
    
    
    
    
    
    22,971Prepaid expenses and other
    
    
    45,768
    
    
    
    4,577
    
    
    
    21,717
    
    
    
    (392
    )
    
    
    71,670Total current assets
    
    
    363,108
    
    
    
    2,496,617
    
    
    
    927,759
    
    
    
    (46,208
    )
    
    
    3,741,276Property and equipment, net
    
    
    148,543
    
    
    
    4,128,835
    
    
    
    7,590,850
    
    
    
    
    
    
    
    11,868,228Investment in subsidiaries
    
    
    4,105,980
    
    
    
    1,642,651
    
    
    
    
    
    
    
    (5,748,631
    )
    
    
    Deferred financing costs, net
    
    
    1,353
    
    
    
    47,441
    
    
    
    109,982
    
    
    
    
    
    
    
    158,776Intercompany receivables
    
    
    398,398
    
    
    
    1,296,988
    
    
    
    
    
    
    
    (1,695,386
    )
    
    
    Intercompany notes receivable
    
    
    94,310
    
    
    
    86,249
    
    
    
    
    
    
    
    (180,559
    )
    
    
    Deferred income taxes
    
    
    25,251
    
    
    
    18,722
    
    
    
    216
    
    
    
    
    
    
    
    44,189Leasehold interests in land, net
    
    
    
    
    
    
    
    
    
    
    1,099,938
    
    
    
    
    
    
    
    1,099,938Other assets, net
    
    
    3,677
    
    
    
    25,701
    
    
    
    202,328
    
    
    
    
    
    
    
    231,706Total assets
    
    $
    5,140,620
    
    
    $
    9,743,204
    
    
    $
    9,931,073
    
    
    $
    (7,670,784
    )
    
    $
    17,144,113Accounts payable
    
    $
    5,004
    
    
    $
    34,069
    
    
    $
    36,666
    
    
    $
    (4,704
    )
    
    $
    71,035Construction payables
    
    
    
    
    
    
    90,490
    
    
    
    646,223
    
    
    
    
    
    
    
    736,713Intercompany payables
    
    
    16,683
    
    
    
    4,843
    
    
    
    19,586
    
    
    
    (41,112
    )
    
    
    Accrued interest payable
    
    
    6,191
    
    
    
    758
    
    
    
    7,801
    
    
    
    
    
    
    
    14,750Other accrued liabilities
    
    
    4,943
    
    
    
    175,617
    
    
    
    412,735
    
    
    
    
    
    
    
    593,295Income taxes payable
    
    
    
    
    
    
    
    
    
    
    392
    
    
    
    (392
    )
    
    
    Current maturities of long-term debt
    
    
    3,688
    
    
    
    65,049
    
    
    
    45,886
    
    
    
    
    
    
    
    114,623Total current liabilities
    
    
    36,509
    
    
    
    370,826
    
    
    
    1,169,289
    
    
    
    (46,208
    )
    
    
    1,530,416Other long-term liabilities
    
    
    32,996
    
    
    
    8,798
    
    
    
    19,883
    
    
    
    
    
    
    
    61,677Intercompany payables
    
    
    
    
    
    
    
    
    
    
    1,695,386
    
    
    
    (1,695,386
    )
    
    
    Intercompany notes payable
    
    
    
    
    
    
    
    
    
    
    180,559
    
    
    
    (180,559
    )
    
    
    Deferred amounts related to mall transactions
    
    
    
    
    
    
    452,435
    
    
    
    
    
    
    
    
    
    
    
    452,435Long-term debt
    
    
    330,718
    
    
    
    4,804,760
    
    
    
    5,220,637
    
    
    
    
    
    
    
    10,356,115Total liabilities
    
    
    400,223
    
    
    
    5,636,819
    
    
    
    8,285,754
    
    
    
    (1,922,153
    )
    
    
    12,400,643Preferred Stock issued to Principal Stockholders family
    
    
    318,289
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    318,289Total Las Vegas Sands Corp. Stockholders equity
    
    
    4,422,108
    
    
    
    4,105,980
    
    
    
    1,642,651
    
    
    
    (5,748,631
    )
    
    
    4,422,108Noncontrolling interests
    
    
    
    
    
    
    405
    
    
    
    2,668
    
    
    
    
    
    
    
    3,073Equity
    
    
    4,422,108
    
    
    
    4,106,385
    
    
    
    1,645,319
    
    
    
    (5,748,631
    )
    
    
    4,425,181Total liabilities and equity
    
    $
    5,140,620
    
    
    $
    9,743,204
    
    
    $
    9,931,073
    
    
    $
    (7,670,784
    )
    
    $
    17,144,113
  109




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##### Table of Contents



CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
For the year ended December 31, 2009
 Consolidating/Las Vegas
    
    
    Guarantor
    
    
    Non-Guarantor
    
    
    EliminatingSands Corp.
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Entries
    
    
    TotalRevenues:Casino
    
    $
    
    
    
    $
    473,176
    
    
    $
    3,051,622
    
    
    $
    
    
    
    $
    3,524,798Rooms
    
    
    
    
    
    
    437,630
    
    
    
    220,153
    
    
    
    
    
    
    
    657,783Food and beverage
    
    
    
    
    
    
    150,588
    
    
    
    177,111
    
    
    
    
    
    
    
    327,699Convention, retail and other
    
    
    
    
    
    
    156,249
    
    
    
    278,738
    
    
    
    (15,823
    )
    
    
    419,164Total revenues
    
    
    
    
    
    
    1,217,643
    
    
    
    3,727,624
    
    
    
    (15,823
    )
    
    
    4,929,444Less  promotional allowances
    
    
    (722
    )
    
    
    (164,495
    )
    
    
    (198,308
    )
    
    
    (2,814
    )
    
    
    (366,339
    )Net revenues
    
    
    (722
    )
    
    
    1,053,148
    
    
    
    3,529,316
    
    
    
    (18,637
    )
    
    
    4,563,105Operating expenses:Casino
    
    
    
    
    
    
    286,884
    
    
    
    2,064,913
    
    
    
    (2,375
    )
    
    
    2,349,422Rooms
    
    
    
    
    
    
    94,562
    
    
    
    26,535
    
    
    
    
    
    
    
    121,097Food and beverage
    
    
    
    
    
    
    65,793
    
    
    
    106,566
    
    
    
    (6,382
    )
    
    
    165,977Convention, retail and other
    
    
    
    
    
    
    73,261
    
    
    
    174,120
    
    
    
    (7,004
    )
    
    
    240,377Provision for doubtful accounts
    
    
    
    
    
    
    52,832
    
    
    
    50,970
    
    
    
    
    
    
    
    103,802General and administrative
    
    
    
    
    
    
    241,011
    
    
    
    286,303
    
    
    
    (1,115
    )
    
    
    526,199Corporate expense
    
    
    118,940
    
    
    
    269
    
    
    
    14,642
    
    
    
    (1,753
    )
    
    
    132,098Rental expense
    
    
    
    
    
    
    2,937
    
    
    
    26,962
    
    
    
    
    
    
    
    29,899Pre-opening expense
    
    
    1,067
    
    
    
    99
    
    
    
    156,573
    
    
    
    (8
    )
    
    
    157,731Development expense
    
    
    432
    
    
    
    
    
    
    
    101
    
    
    
    
    
    
    
    533Depreciation and amortization
    
    
    11,369
    
    
    
    230,864
    
    
    
    343,808
    
    
    
    
    
    
    
    586,041Impairment loss
    
    
    
    
    
    
    151,175
    
    
    
    18,293
    
    
    
    
    
    
    
    169,468Loss on disposal of assets
    
    
    
    
    
    
    3,158
    
    
    
    6,043
    
    
    
    
    
    
    
    9,201131,808
    
    
    
    1,202,845
    
    
    
    3,275,829
    
    
    
    (18,637
    )
    
    
    4,591,845Operating income (loss)
    
    
    (132,530
    )
    
    
    (149,697
    )
    
    
    253,487
    
    
    
    
    
    
    
    (28,740
    )Other income (expense):Interest income
    
    
    10,331
    
    
    
    47,508
    
    
    
    657
    
    
    
    (47,374
    )
    
    
    11,122Interest expense, net of amounts capitalized
    
    
    (18,456
    )
    
    
    (120,682
    )
    
    
    (230,106
    )
    
    
    47,374
    
    
    
    (321,870
    )Other income (expense)
    
    
    (1
    )
    
    
    665
    
    
    
    (10,555
    )
    
    
    
    
    
    
    (9,891
    )Loss on modification or early retirement of debt
    
    
    
    
    
    
    
    
    
    
    (23,248
    )
    
    
    
    
    
    
    (23,248
    )Income (loss) from equity investment in subsidiaries
    
    
    (121,813
    )
    
    
    13,629
    
    
    
    
    
    
    
    108,184
    
    
    
    Loss before income taxes
    
    
    (262,469
    )
    
    
    (208,577
    )
    
    
    (9,765
    )
    
    
    108,184
    
    
    
    (372,627
    )Income tax benefit (expense)
    
    
    (92,010
    )
    
    
    95,304
    
    
    
    590
    
    
    
    
    
    
    
    3,884Net loss
    
    
    (354,479
    )
    
    
    (113,273
    )
    
    
    (9,175
    )
    
    
    108,184
    
    
    
    (368,743
    )Net loss attributable to noncontrolling interests
    
    
    
    
    
    
    
    
    
    
    14,264
    
    
    
    
    
    
    
    14,264Net income (loss) attributable to Las Vegas Sands Corp.
    
    $
    (354,479
    )
    
    $
    (113,273
    )
    
    $
    5,089
    
    
    $
    108,184
    
    
    $
    (354,479
    )
  110




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##### Table of Contents



CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
For the year ended December 31, 2008
 Consolidating/Las Vegas
    
    
    Guarantor
    
    
    Non-Guarantor
    
    
    EliminatingSands Corp.
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Entries
    
    
    TotalRevenues:Casino
    
    $
    
    
    
    $
    522,438
    
    
    $
    2,669,661
    
    
    $
    
    
    
    $
    3,192,099Rooms
    
    
    
    
    
    
    535,797
    
    
    
    231,332
    
    
    
    
    
    
    
    767,129Food and beverage
    
    
    
    
    
    
    195,233
    
    
    
    173,829
    
    
    
    
    
    
    
    369,062Convention, retail and other
    
    
    
    
    
    
    178,866
    
    
    
    239,927
    
    
    
    (11,957
    )
    
    
    406,836Total revenues
    
    
    
    
    
    
    1,432,334
    
    
    
    3,314,749
    
    
    
    (11,957
    )
    
    
    4,735,126Less  promotional allowances
    
    
    (1,929
    )
    
    
    (147,817
    )
    
    
    (192,705
    )
    
    
    (2,729
    )
    
    
    (345,180
    )Net revenues
    
    
    (1,929
    )
    
    
    1,284,517
    
    
    
    3,122,044
    
    
    
    (14,686
    )
    
    
    4,389,946Operating expenses:Casino
    
    
    
    
    
    
    316,846
    
    
    
    1,899,728
    
    
    
    (2,339
    )
    
    
    2,214,235Rooms
    
    
    
    
    
    
    123,112
    
    
    
    31,503
    
    
    
    
    
    
    
    154,615Food and beverage
    
    
    
    
    
    
    88,948
    
    
    
    103,852
    
    
    
    (6,249
    )
    
    
    186,551Convention, retail and other
    
    
    
    
    
    
    87,540
    
    
    
    131,227
    
    
    
    (5,416
    )
    
    
    213,351Provision for doubtful accounts
    
    
    
    
    
    
    28,003
    
    
    
    13,862
    
    
    
    
    
    
    
    41,865General and administrative
    
    
    
    
    
    
    266,087
    
    
    
    285,124
    
    
    
    (682
    )
    
    
    550,529Corporate expense
    
    
    86,369
    
    
    
    834
    
    
    
    17,152
    
    
    
    
    
    
    
    104,355Rental expense
    
    
    
    
    
    
    6,929
    
    
    
    26,611
    
    
    
    
    
    
    
    33,540Pre-opening expense
    
    
    3,722
    
    
    
    9,067
    
    
    
    149,533
    
    
    
    
    
    
    
    162,322Development expense
    
    
    2,693
    
    
    
    
    
    
    
    10,096
    
    
    
    
    
    
    
    12,789Depreciation and amortization
    
    
    9,853
    
    
    
    223,724
    
    
    
    273,409
    
    
    
    
    
    
    
    506,986Impairment loss
    
    
    13,292
    
    
    
    
    
    
    
    24,276
    
    
    
    
    
    
    
    37,568Loss on disposal of assets
    
    
    
    
    
    
    6,093
    
    
    
    1,484
    
    
    
    
    
    
    
    7,577115,929
    
    
    
    1,157,183
    
    
    
    2,967,857
    
    
    
    (14,686
    )
    
    
    4,226,283Operating income (loss)
    
    
    (117,858
    )
    
    
    127,334
    
    
    
    154,187
    
    
    
    
    
    
    
    163,663Other income (expense):Interest income
    
    
    8,694
    
    
    
    12,047
    
    
    
    7,244
    
    
    
    (8,199
    )
    
    
    19,786Interest expense, net of amounts capitalized
    
    
    (24,036
    )
    
    
    (213,464
    )
    
    
    (192,524
    )
    
    
    8,199
    
    
    
    (421,825
    )Other income (expense)
    
    
    (35
    )
    
    
    (11,795
    )
    
    
    31,322
    
    
    
    
    
    
    
    19,492Loss on early retirement of debt
    
    
    (5,114
    )
    
    
    
    
    
    
    (4,027
    )
    
    
    
    
    
    
    (9,141
    )Income (loss) from equity investment in subsidiaries
    
    
    (46,114
    )
    
    
    3,010
    
    
    
    
    
    
    
    43,104
    
    
    
    Loss before income taxes
    
    
    (184,463
    )
    
    
    (82,868
    )
    
    
    (3,798
    )
    
    
    43,104
    
    
    
    (228,025
    )Income tax benefit
    
    
    20,905
    
    
    
    36,754
    
    
    
    2,041
    
    
    
    
    
    
    
    59,700Net loss
    
    
    (163,558
    )
    
    
    (46,114
    )
    
    
    (1,757
    )
    
    
    43,104
    
    
    
    (168,325
    )Net loss attributable to noncontrolling interests
    
    
    
    
    
    
    
    
    
    
    4,767
    
    
    
    
    
    
    
    4,767Net income (loss) attributable to Las Vegas Sands Corp.
    
    $
    (163,558
    )
    
    $
    (46,114
    )
    
    $
    3,010
    
    
    $
    43,104
    
    
    $
    (163,558
    )
  111




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##### Table of Contents



CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
For the year ended December 31, 2007
 Consolidating/Las Vegas
    
    
    Guarantor
    
    
    Non-Guarantor
    
    
    EliminatingSands Corp.
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Entries
    
    
    TotalRevenues:Casino
    
    $
    
    
    
    $
    404,255
    
    
    $
    1,846,166
    
    
    $
    
    
    
    $
    2,250,421Rooms
    
    
    
    
    
    
    362,404
    
    
    
    74,953
    
    
    
    
    
    
    
    437,357Food and beverage
    
    
    
    
    
    
    144,745
    
    
    
    94,043
    
    
    
    (536
    )
    
    
    238,252Convention, retail and other
    
    
    38,909
    
    
    
    126,364
    
    
    
    53,791
    
    
    
    (40,672
    )
    
    
    178,392Total revenues
    
    
    38,909
    
    
    
    1,037,768
    
    
    
    2,068,953
    
    
    
    (41,208
    )
    
    
    3,104,422Less  promotional allowances
    
    
    (1,045
    )
    
    
    (75,187
    )
    
    
    (77,623
    )
    
    
    
    
    
    
    (153,855
    )Net revenues
    
    
    37,864
    
    
    
    962,581
    
    
    
    1,991,330
    
    
    
    (41,208
    )
    
    
    2,950,567Operating expenses:Casino
    
    
    
    
    
    
    195,206
    
    
    
    1,240,858
    
    
    
    (402
    )
    
    
    1,435,662Rooms
    
    
    
    
    
    
    82,275
    
    
    
    11,944
    
    
    
    
    
    
    
    94,219Food and beverage
    
    
    
    
    
    
    71,573
    
    
    
    48,463
    
    
    
    (1,763
    )
    
    
    118,273Convention, retail and other
    
    
    
    
    
    
    64,825
    
    
    
    32,864
    
    
    
    
    
    
    
    97,689Provision for doubtful accounts
    
    
    
    
    
    
    25,126
    
    
    
    1,243
    
    
    
    
    
    
    
    26,369General and administrative
    
    
    
    
    
    
    212,138
    
    
    
    146,262
    
    
    
    (39,043
    )
    
    
    319,357Corporate expense
    
    
    91,548
    
    
    
    366
    
    
    
    2,600
    
    
    
    
    
    
    
    94,514Rental expense
    
    
    
    
    
    
    8,348
    
    
    
    23,439
    
    
    
    
    
    
    
    31,787Pre-opening expense
    
    
    2,282
    
    
    
    23,510
    
    
    
    163,488
    
    
    
    
    
    
    
    189,280Development expense
    
    
    6,030
    
    
    
    
    
    
    
    3,698
    
    
    
    
    
    
    
    9,728Depreciation and amortization
    
    
    6,571
    
    
    
    89,571
    
    
    
    106,415
    
    
    
    
    
    
    
    202,557Loss on disposal of assets
    
    
    505
    
    
    
    53
    
    
    
    564
    
    
    
    
    
    
    
    1,122106,936
    
    
    
    772,991
    
    
    
    1,781,838
    
    
    
    (41,208
    )
    
    
    2,620,557Operating income (loss)
    
    
    (69,072
    )
    
    
    189,590
    
    
    
    209,492
    
    
    
    
    
    
    
    330,010Other income (expense):Interest income
    
    
    9,217
    
    
    
    41,187
    
    
    
    29,150
    
    
    
    (7,090
    )
    
    
    72,464Interest expense, net of amounts capitalized
    
    
    (18,837
    )
    
    
    (114,546
    )
    
    
    (118,515
    )
    
    
    7,090
    
    
    
    (244,808
    )Other expense
    
    
    (6
    )
    
    
    (1,009
    )
    
    
    (7,667
    )
    
    
    
    
    
    
    (8,682
    )Loss on early retirement of debt
    
    
    
    
    
    
    (10,332
    )
    
    
    (373
    )
    
    
    
    
    
    
    (10,705
    )Income from equity investment in subsidiaries
    
    
    188,785
    
    
    
    110,975
    
    
    
    
    
    
    
    (299,760
    )
    
    
    Income before income taxes
    
    
    110,087
    
    
    
    215,865
    
    
    
    112,087
    
    
    
    (299,760
    )
    
    
    138,279Income tax benefit (expense)
    
    
    6,601
    
    
    
    (27,080
    )
    
    
    (1,112
    )
    
    
    
    
    
    
    (21,591
    )Net income
    
    $
    116,688
    
    
    $
    188,785
    
    
    $
    110,975
    
    
    $
    (299,760
    )
    
    $
    116,688
  112




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##### Table of Contents



CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
For the year ended December 31, 2009
 Consolidating/Las Vegas
    
    
    Guarantor
    
    
    Non-Guarantor
    
    
    EliminatingSands Corp.
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Entries
    
    
    TotalNet cash generated from operating activities
    
    $
    22,283
    
    
    $
    445
    
    
    $
    615,885
    
    
    $
    
    
    
    $
    638,613Cash flows from investing activities:Change in restricted cash
    
    
    
    
    
    
    (729
    )
    
    
    79,359
    
    
    
    
    
    
    
    78,630Capital expenditures
    
    
    (3,570
    )
    
    
    (99,232
    )
    
    
    (1,990,094
    )
    
    
    
    
    
    
    (2,092,896
    )Proceeds from disposal of property and equipment
    
    
    60
    
    
    
    2,554
    
    
    
    1,589
    
    
    
    
    
    
    
    4,203Notes receivable to non-guarantor subsidiaries
    
    
    (20,000
    )
    
    
    (171,671
    )
    
    
    
    
    
    
    191,671
    
    
    
    Intercompany receivable to non-guarantor subsidiaries
    
    
    (57,000
    )
    
    
    
    
    
    
    
    
    
    
    57,000
    
    
    
    Repayment of receivable from non-guarantor subsidiaries
    
    
    499,310
    
    
    
    898,574
    
    
    
    
    
    
    
    (1,397,884
    )
    
    
    Dividends from Guarantor Subsidiaries
    
    
    6,580,952
    
    
    
    
    
    
    
    
    
    
    
    (6,580,952
    )
    
    
    Dividends from non-guarantor subsidiaries
    
    
    
    
    
    
    16,406
    
    
    
    
    
    
    
    (16,406
    )
    
    
    Capital contributions to subsidiaries
    
    
    (6,964,009
    )
    
    
    (224
    )
    
    
    
    
    
    
    6,964,233
    
    
    
    Net cash generated from (used in) investing activities
    
    
    35,743
    
    
    
    645,678
    
    
    
    (1,909,146
    )
    
    
    (782,338
    )
    
    
    (2,010,063
    )Cash flows from financing activities:Proceeds from exercise of stock options
    
    
    51
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    51Proceeds from sale of noncontrolling interest, net of transaction costs
    
    
    
    
    
    
    
    
    
    
    2,386,387
    
    
    
    
    
    
    
    2,386,387Dividends paid to preferred stockholders
    
    
    (94,697
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (94,697
    )Dividends paid to Las Vegas Sands Corp.
    
    
    
    
    
    
    (6,580,952
    )
    
    
    
    
    
    
    6,580,952
    
    
    
    Dividends paid to Guarantor Subsidiaries
    
    
    
    
    
    
    
    
    
    
    (16,406
    )
    
    
    16,406
    
    
    
    Capital contributions received
    
    
    
    
    
    
    6,758,758
    
    
    
    205,475
    
    
    
    (6,964,233
    )
    
    
    Borrowings from Las Vegas Sands Corp.
    
    
    
    
    
    
    
    
    
    
    77,000
    
    
    
    (77,000
    )
    
    
    Borrowings from Guarantor Subsidiaries
    
    
    
    
    
    
    
    
    
    
    171,671
    
    
    
    (171,671
    )
    
    
    Repayment on borrowings from Las Vegas Sands Corp.
    
    
    
    
    
    
    
    
    
    
    (499,310
    )
    
    
    499,310
    
    
    
    Repayment on borrowings from Guarantor
Subsidiaries
    
    
    
    
    
    
    
    
    
    
    (898,574
    )
    
    
    898,574
    
    
    
    Proceeds from Singapore credit facility
    
    
    
    
    
    
    
    
    
    
    1,221,644
    
    
    
    
    
    
    
    1,221,644Proceeds from exchangeable bonds
    
    
    
    
    
    
    
    
    
    
    600,000
    
    
    
    
    
    
    
    600,000Proceeds from ferry financing
    
    
    
    
    
    
    
    
    
    
    9,884
    
    
    
    
    
    
    
    9,884Repayments on Macau credit facility
    
    
    
    
    
    
    
    
    
    
    (662,552
    )
    
    
    
    
    
    
    (662,552
    )Repayments on senior secured credit facility
    
    
    
    
    
    
    (40,000
    )
    
    
    
    
    
    
    
    
    
    
    (40,000
    )Repayments on Singapore credit facility
    
    
    
    
    
    
    
    
    
    
    (17,762
    )
    
    
    
    
    
    
    (17,762
    )Repayments on ferry financing
    
    
    
    
    
    
    
    
    
    
    (17,695
    )
    
    
    
    
    
    
    (17,695
    )Repayments on airplane financings
    
    
    (3,687
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,687
    )Repayments on FF&E facility and other long-term debt
    
    
    
    
    
    
    (34,249
    )
    
    
    (1,027
    )
    
    
    
    
    
    
    (35,276
    )Contribution from noncontrolling interest
    
    
    
    
    
    
    
    
    
    
    41
    
    
    
    
    
    
    
    41Payments of deferred financing costs
    
    
    
    
    
    
    (2,880
    )
    
    
    (37,485
    )
    
    
    
    
    
    
    (40,365
    )Net cash generated from (used in) financing activities
    
    
    (98,333
    )
    
    
    100,677
    
    
    
    2,521,291
    
    
    
    782,338
    
    
    
    3,305,973Effect of exchange rate on cash
    
    
    
    
    
    
    
    
    
    
    (17,270
    )
    
    
    
    
    
    
    (17,270
    )Increase (decrease) in cash and cash equivalents
    
    
    (40,307
    )
    
    
    746,800
    
    
    
    1,210,760
    
    
    
    
    
    
    
    1,917,253Cash and cash equivalents at beginning of year
    
    
    294,563
    
    
    
    2,286,825
    
    
    
    456,775
    
    
    
    
    
    
    
    3,038,163Cash and cash equivalents at end of year
    
    $
    254,256
    
    
    $
    3,033,625
    
    
    $
    1,667,535
    
    
    $
    
    
    
    $
    4,955,416
  113




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##### Table of Contents



CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
For the year ended December 31, 2008
 Consolidating/Las Vegas
    
    
    Guarantor
    
    
    Non-Guarantor
    
    
    EliminatingSands Corp.
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Entries
    
    
    TotalNet cash generated from (used in) operating activities
    
    $
    (34,547
    )
    
    $
    116,829
    
    
    $
    42,590
    
    
    $
    
    
    
    $
    124,872Cash flows from investing activities:Change in restricted cash
    
    
    
    
    
    
    (1,137
    )
    
    
    219,181
    
    
    
    
    
    
    
    218,044Capital expenditures
    
    
    (11,163
    )
    
    
    (660,163
    )
    
    
    (3,117,682
    )
    
    
    
    
    
    
    (3,789,008
    )Notes receivable to non-guarantor subsidiaries
    
    
    (20,000
    )
    
    
    (36,185
    )
    
    
    
    
    
    
    56,185
    
    
    
    Intercompany receivable to Guarantor Subsidiaries
    
    
    (35,000
    )
    
    
    
    
    
    
    
    
    
    
    35,000
    
    
    
    Intercompany receivable to non-guarantor subsidiaries
    
    
    (353,000
    )
    
    
    (1,201,285
    )
    
    
    
    
    
    
    1,554,285
    
    
    
    Repayment of receivable from Guarantor Subsidiaries
    
    
    94,003
    
    
    
    
    
    
    
    
    
    
    
    (94,003
    )
    
    
    Repayment of receivable from non-guarantor
subsidiaries
    
    
    
    
    
    
    34,018
    
    
    
    
    
    
    
    (34,018
    )
    
    
    Dividends from Guarantor Subsidiaries
    
    
    50,596
    
    
    
    
    
    
    
    
    
    
    
    (50,596
    )
    
    
    Capital contributions to subsidiaries
    
    
    (2,025,000
    )
    
    
    (77,728
    )
    
    
    
    
    
    
    2,102,728
    
    
    
    Net cash used in investing activities
    
    
    (2,299,564
    )
    
    
    (1,942,480
    )
    
    
    (2,898,501
    )
    
    
    3,569,581
    
    
    
    (3,570,964
    )Cash flows from financing activities:Proceeds from exercise of stock options
    
    
    6,834
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6,834Excess tax benefits from stock-based compensation
    
    
    1,112
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,112Dividends paid to Las Vegas Sands Corp.
    
    
    
    
    
    
    (50,596
    )
    
    
    
    
    
    
    50,596
    
    
    
    Capital contributions received
    
    
    
    
    
    
    2,025,000
    
    
    
    77,728
    
    
    
    (2,102,728
    )
    
    
    Borrowings from Las Vegas Sands Corp.
    
    
    
    
    
    
    35,000
    
    
    
    373,000
    
    
    
    (408,000
    )
    
    
    Borrowings from Guarantor Subsidiaries
    
    
    
    
    
    
    
    
    
    
    1,237,470
    
    
    
    (1,237,470
    )
    
    
    Repayment on borrowings from Las Vegas Sands
Corp.
    
    
    
    
    
    
    (94,003
    )
    
    
    
    
    
    
    94,003
    
    
    
    Repayment on borrowings from Guarantor
Subsidiaries
    
    
    
    
    
    
    
    
    
    
    (34,018
    )
    
    
    34,018
    
    
    
    Proceeds from common stock issued, net of transaction
costs
    
    
    1,053,695
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,053,695Proceeds from preferred stock and warrants issued to
Principal Stockholders family, net of transaction
costs
    
    
    523,720
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    523,720Proceeds from preferred stock and warrants issued, net
of transaction costs
    
    
    503,625
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    503,625Proceeds from issuance of convertible senior notes
    
    
    475,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    475,000Proceeds from senior secured credit facility
    
    
    
    
    
    
    2,075,860
    
    
    
    
    
    
    
    
    
    
    
    2,075,860Proceeds from
 Singapore credit facility
    
    
    
    
    
    
    
    
    
    
    1,730,515
    
    
    
    
    
    
    
    1,730,515Proceeds from Macau credit facility
    
    
    
    
    
    
    
    
    
    
    444,299
    
    
    
    
    
    
    
    444,299Proceeds from ferry financing
    
    
    
    
    
    
    
    
    
    
    218,564
    
    
    
    
    
    
    
    218,564Proceeds from FF&E facility and other long-term debt
    
    
    
    
    
    
    105,584
    
    
    
    41,379
    
    
    
    
    
    
    
    146,963Repayments on Singapore bridge facility
    
    
    
    
    
    
    
    
    
    
    (1,326,467
    )
    
    
    
    
    
    
    (1,326,467
    )Repayments on senior secured credit facility
    
    
    
    
    
    
    (333,000
    )
    
    
    
    
    
    
    
    
    
    
    (333,000
    )Repayments on airplane financings
    
    
    (3,687
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,687
    )Repayments on FF&E facility and other long-term debt
    
    
    
    
    
    
    (25,050
    )
    
    
    (37,704
    )
    
    
    
    
    
    
    (62,754
    )Proceeds from sale of The Shoppes at the Palazzo
    
    
    
    
    
    
    243,928
    
    
    
    
    
    
    
    
    
    
    
    243,928Contribution from noncontrolling interests
    
    
    
    
    
    
    
    
    
    
    2,914
    
    
    
    
    
    
    
    2,914Payments of deferred financing costs
    
    
    (5,114
    )
    
    
    69
    
    
    
    (87,923
    )
    
    
    
    
    
    
    (92,968
    )Net cash generated from financing activities
    
    
    2,555,185
    
    
    
    3,982,792
    
    
    
    2,639,757
    
    
    
    (3,569,581
    )
    
    
    5,608,153Effect of exchange rate on cash
    
    
    
    
    
    
    
    
    
    
    18,952
    
    
    
    
    
    
    
    18,952Increase (decrease) in cash and cash equivalents
    
    
    221,074
    
    
    
    2,157,141
    
    
    
    (197,202
    )
    
    
    
    
    
    
    2,181,013Cash and cash equivalents at beginning of year
    
    
    73,489
    
    
    
    129,684
    
    
    
    653,977
    
    
    
    
    
    
    
    857,150Cash and cash equivalents at end of year
    
    $
    294,563
    
    
    $
    2,286,825
    
    
    $
    456,775
    
    
    $
    
    
    
    $
    3,038,163
  114




---



##### Table of Contents



CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
 For the year ended December 31, 2007
 Consolidating/Las Vegas
    
    
    Guarantor
    
    
    Non-Guarantor
    
    
    EliminatingSands Corp.
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Entries
    
    
    TotalNet cash generated from (used in) operating activities
    
    $
    (135,852
    )
    
    $
    179,629
    
    
    $
    317,159
    
    
    $
    
    
    
    $
    360,936Cash flows from investing activities:Change in restricted cash
    
    
    50,076
    
    
    
    410,520
    
    
    
    95,680
    
    
    
    
    
    
    
    556,276Capital expenditures
    
    
    (88,016
    )
    
    
    (1,081,975
    )
    
    
    (2,623,712
    )
    
    
    
    
    
    
    (3,793,703
    )Acquisition of gaming license included in other assets
    
    
    
    
    
    
    
    
    
    
    (50,000
    )
    
    
    
    
    
    
    (50,000
    )Repayment of receivable from Guarantor Subsidiaries
    
    
    73,715
    
    
    
    
    
    
    
    
    
    
    
    (73,715
    )
    
    
    Repayment of receivable from non-guarantor
subsidiaries
    
    
    125,464
    
    
    
    58,521
    
    
    
    
    
    
    
    (183,985
    )
    
    
    Intercompany receivable to Guarantor Subsidiaries
    
    
    (114,902
    )
    
    
    
    
    
    
    
    
    
    
    114,902
    
    
    
    Intercompany receivable to non-guarantor subsidiaries
    
    
    (32,338
    )
    
    
    (449,886
    )
    
    
    
    
    
    
    482,224
    
    
    
    Capital contributions to subsidiaries
    
    
    
    
    
    
    (548,088
    )
    
    
    
    
    
    
    548,088
    
    
    
    Net cash generated from (used in) investing activities
    
    
    13,999
    
    
    
    (1,610,908
    )
    
    
    (2,578,032
    )
    
    
    887,514
    
    
    
    (3,287,427
    )Cash flows from financing activities:Proceeds from exercise of stock options
    
    
    30,222
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    30,222Excess tax benefits from stock-based compensation
    
    
    7,112
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    7,112Capital contributions received
    
    
    
    
    
    
    
    
    
    
    548,088
    
    
    
    (548,088
    )
    
    
    Borrowings from Las Vegas Sands Corp.
    
    
    
    
    
    
    114,902
    
    
    
    32,338
    
    
    
    (147,240
    )
    
    
    Borrowings from Guarantor Subsidiaries
    
    
    
    
    
    
    
    
    
    
    449,886
    
    
    
    (449,886
    )
    
    
    Repayment on borrowings from Guarantor Subsidiaries
    
    
    
    
    
    
    
    
    
    
    (58,521
    )
    
    
    58,521
    
    
    
    Repayment on borrowings from Las Vegas Sands Corp
    
    
    
    
    
    
    (73,715
    )
    
    
    (125,464
    )
    
    
    199,179
    
    
    
    Proceeds from senior secured credit facility
    
    
    
    
    
    
    3,062,000
    
    
    
    
    
    
    
    
    
    
    
    3,062,000Proceeds from Macau credit facility
    
    
    
    
    
    
    
    
    
    
    1,551,000
    
    
    
    
    
    
    
    1,551,000Proceeds from Singapore bridge facility
    
    
    
    
    
    
    
    
    
    
    339,788
    
    
    
    
    
    
    
    339,788Proceeds from airplane financing
    
    
    92,250
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    92,250Proceeds from construction loan for The Shoppes at The
Palazzo
    
    
    
    
    
    
    
    
    
    
    52,000
    
    
    
    
    
    
    
    52,000Proceeds from FF&E facility and other long-term debt
    
    
    
    
    
    
    23,834
    
    
    
    14,204
    
    
    
    
    
    
    
    38,038Repayment on prior senior secured credit facility
    
    
    
    
    
    
    (1,492,128
    )
    
    
    
    
    
    
    
    
    
    
    (1,492,128
    )Repayments on senior secured credit facility
    
    
    
    
    
    
    (15,000
    )
    
    
    
    
    
    
    
    
    
    
    (15,000
    )Repayments on construction loan for The Shoppes at
The Palazzo
    
    
    
    
    
    
    
    
    
    
    (166,500
    )
    
    
    
    
    
    
    (166,500
    )Repayments on Sands Expo Center mortgage loan
    
    
    
    
    
    
    (90,868
    )
    
    
    
    
    
    
    
    
    
    
    (90,868
    )Repayments on airplane financing
    
    
    (2,766
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,766
    )Repayments on FF&E facility and other long-term debt
    
    
    
    
    
    
    (7,334
    )
    
    
    (1,205
    )
    
    
    
    
    
    
    (8,539
    )Contribution from noncontrolling interests
    
    
    
    
    
    
    
    
    
    
    4,521
    
    
    
    
    
    
    
    4,521Payments of deferred financing costs
    
    
    (576
    )
    
    
    (54,874
    )
    
    
    (18,294
    )
    
    
    
    
    
    
    (73,744
    )Net cash generated from financing activities
    
    
    126,242
    
    
    
    1,466,817
    
    
    
    2,621,841
    
    
    
    (887,514
    )
    
    
    3,327,386Effect of exchange rate on cash
    
    
    
    
    
    
    
    
    
    
    (11,811
    )
    
    
    
    
    
    
    (11,811
    )Increase in cash and cash equivalents
    
    
    4,389
    
    
    
    35,538
    
    
    
    349,157
    
    
    
    
    
    
    
    389,084Cash and cash equivalents at beginning of year
    
    
    69,100
    
    
    
    94,146
    
    
    
    304,820
    
    
    
    
    
    
    
    468,066Cash and cash equivalents at end of year
    
    $
    73,489
    
    
    $
    129,684
    
    
    $
    653,977
    
    
    $
    
    
    
    $
    857,150
  115




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Note 19  Selected Quarterly Financial Results (Unaudited)
 QuarterFirst(1)
    
    
    Second(2)(3)
    
    
    Third(4)(5)
    
    

Fourth(4)(6)
    
    
    Total(In thousands, except per share data)2009Net revenues
    
    $
    1,079,062
    
    
    $
    1,058,700
    
    
    $
    1,141,144
    
    
    $
    1,284,199
    
    
    $
    4,563,105Operating income (loss)
    
    
    36,279
    
    
    
    (171,345
    )
    
    
    62,382
    
    
    
    43,944
    
    
    
    (28,740
    )Net loss
    
    
    (35,846
    )
    
    
    (178,263
    )
    
    
    (80,617
    )
    
    
    (74,017
    )
    
    
    (368,743
    )Net loss attributable to Las Vegas Sands Corp.
    
    
    (34,606
    )
    
    
    (175,940
    )
    
    
    (76,506
    )
    
    
    (67,427
    )
    
    
    (354,479
    )Net loss attributable to common stockholders
    
    
    (80,896
    )
    
    
    (222,248
    )
    
    
    (122,992
    )
    
    
    (113,914
    )
    
    
    (540,050
    )Basic and diluted loss per share
    
    
    (0.12
    )
    
    
    (0.34
    )
    
    
    (0.19
    )
    
    
    (0.17
    )
    
    
    (0.82
    )2008Net revenues
    
    $
    1,079,023
    
    
    $
    1,112,114
    
    
    $
    1,105,434
    
    
    $
    1,093,375
    
    
    $
    4,389,946Operating income (loss)
    
    
    96,565
    
    
    
    73,282
    
    
    
    28,195
    
    
    
    (34,379
    )
    
    
    163,663Net loss
    
    
    (11,234
    )
    
    
    (12,994
    )
    
    
    (32,491
    )
    
    
    (111,606
    )
    
    
    (168,325
    )Net loss attributable to Las Vegas Sands Corp.
    
    
    (11,234
    )
    
    
    (8,796
    )
    
    
    (32,208
    )
    
    
    (111,320
    )
    
    
    (163,558
    )Net loss attributable to common stockholders
    
    
    (11,234
    )
    
    
    (8,796
    )
    
    
    (32,208
    )
    
    
    (136,526
    )
    
    
    (188,764
    )Basic and diluted loss per share
    
    
    (0.03
    )
    
    
    (0.02
    )
    
    
    (0.09
    )
    
    
    (0.27
    )
    
    
    (0.48
    )
 
 (1)
    
    During the first quarter of 2009, the Company incorrectly included $6.8 million of preferred
stock dividends in its computation of net loss attributable to common stockholders, which
overstated the Companys basic and diluted loss per share by $0.02, but had no effect on total
assets, liabilities, stockholders equity, net loss or cash flows. The amount presented reflects
the amended calculation of basic and diluted loss per share.(2)
    
    Sands Bethlehem opened on May 22, 2009.(3)
    
    During the second quarter of 2009, the
Company recorded an impairment loss of $151.2 million and a legal settlement expense of $42.5 million.(4)
    
    During the third and fourth
quarters of 2009, the Company recorded a valuation allowance against its U.S.
deferred tax assets of $96.9 million.(5)
    
    The Four Seasons Macao opened on August 28, 2008.(6)
    
    During the fourth quarter of
2009, the Company recorded an
impairment loss of $18.3 million.  
 SCHEDULE II  VALUATION AND QUALIFYING ACCOUNTS
 LAS VEGAS SANDS CORP. AND SUBSIDIARIES For the Years
Ended December 31, 2009, 2008 and 2007
 ProvisionBalance at
    
    
    for
    
    
    Write-offs,
    
    
    BalanceBeginning
    
    
    Doubtful
    
    
    net of
    
    
    at EndDescription
    
    of Year
    
    
    Accounts
    
    
    Recoveries
    
    
    of Year(In thousands)Allowance for doubtful accounts:2007
    
    $
    35,476
    
    
    
    26,369
    
    
    
    (28,729
    )
    
    $
    33,1162008
    
    $
    33,116
    
    
    
    41,865
    
    
    
    (13,764
    )
    
    $
    61,2172009
    
    $
    61,217
    
    
    
    103,802
    
    
    
    (46,319
    )
    
    $
    118,700
 Balance at
    
    
    
    
    
    
    
    
    
    
    BalanceBeginning
    
    
    
    
    
    
    
    
    
    
    at EndDescription
    
    of Year
    
    
    Additions
    
    
    Deductions
    
    
    of YearDeferred income tax asset valuation allowance:2007
    
    $
    23,582
    
    
    
    22,761
    
    
    
    
    
    
    $
    46,3432008
    
    $
    46,343
    
    
    
    46,476
    
    
    
    
    
    
    $
    92,8192009
    
    $
    92,819
    
    
    
    187,188
    
    
    
    
    
    
    $
    280,007
 
 ITEM 9.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
   116




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##### Table of Contents



ITEM 9A.   CONTROLS AND PROCEDURES
 Evaluation of Disclosure Controls and Procedures
   Changes in Internal Control over Financial Reporting
  Managements Annual Report on Internal Control Over Financial Reporting
          117




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ITEM 9B.  OTHER INFORMATION
  
 PART III
 
 ITEM 10.   DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
  www.lasvegassands.com
 
 ITEM 11.  EXECUTIVE COMPENSATION
  
 ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER
MATTERS
  
 ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
  
 ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES
   118




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PART IV
 
 ITEM 15.  EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
 Documents filed as part of the Annual Report on Form 10-K .
           Exhibit No.
    
    Description of Document3.1
    
    
    Certificate of Amended and Restated Articles of
Incorporation of Las Vegas Sands Corp. (incorporated by
reference from Exhibit 3.1 to the Companys Amendment No.
2 to Registration Statement on Form S-1 (Reg. No.
333-118827) dated November 22, 2004).3.2
    
    
    Amended and Restated By-laws of Las Vegas Sands Corp.
(incorporated by reference from Exhibit 3.2 to the
Companys Quarterly Report on Form 10-Q for the quarter
ended September 30, 2007 and filed on November 9, 2007).3.3
    
    
    Certificate of Designations for Series A 10% Cumulative
Perpetual Preferred Stock (incorporated by reference from
Exhibit 3.1 to the Companys Current Report on Form 8-K
filed on November 14, 2008).3.4
    
    
    Operating Agreement of Las Vegas Sands, LLC dated July 28,
2005 (incorporated by reference from Exhibit 3.1 to the
Companys Current Report on Form S-3 filed on November 17,
2008).3.5
    
    
    First Amendment to the Operating Agreement of Las Vegas
Sands, LLC dated May 23, 2007 (incorporated by reference
from Exhibit 3.2 to the Companys Current Report on Form
S-3 filed on November 17, 2008).4.1
    
    
    Form of Specimen Common Stock Certificate of Las Vegas
Sands Corp. (incorporated by reference from Exhibit 4.1 to
the Companys Amendment No. 2 to Registration Statement on
Form S-1 (Reg. No. 333-118827) dated November 22, 2004).4.2
    
    
    Indenture, dated as of February 10, 2005, by and between
Las Vegas Sands Corp., as issuer, and U.S. Bank National
Association, as trustee (the 6.375% Notes Indenture)
(incorporated by reference from Exhibit 4.2 to the
Companys Current Report on Form 8-K filed on February 15,
2005).4.3
    
    
    Supplemental Indenture to the 6.375% Notes Indenture,
dated as of February 22, 2005, by and among Las Vegas
Sands, Inc. (n/k/a Las Vegas Sands, LLC), Venetian Casino
Resort, LLC, Mall Intermediate Holding Company, LLC, Lido
Intermediate Holding Company, LLC, Lido Casino Resort,
LLC, (which was merged into Venetian Casino Resort, LLC in
March 2007), Venetian Venture Development, LLC, Venetian
Operating Company, LLC (which was merged into Venetian
Casino Resort, LLC in March 2006), Venetian Marketing,
Inc. and Venetian Transport, LLC, as guarantors, Las Vegas
Sands Corp., as issuer and U.S. Bank National Association,
as trustee) (incorporated by reference from Exhibit 4.1 to
the Companys Current Report on Form 8-K filed on February
23, 2005).4.4
    
    
    Second Supplemental Indenture to the 6.375% Notes
Indenture, dated as of May 23, 2007, by and among
Interface Group Nevada, Inc., Lido Casino Resort Holding
Company, LLC, Phase II Mall Holding, LLC, Phase II Mall
Subsidiary, LLC, Sands Pennsylvania, Inc. and Palazzo
Condo Tower, LLC, as guaranteeing subsidiaries, the
guarantors party to the first supplemental indenture, Las
Vegas Sands Corp., as issuer, and U.S. Bank National
Association, as trustee (incorporated by reference from
Exhibit 4.1 to the Companys Quarterly Report on Form 10-Q
for the quarter ended June 30, 2007 and filed on August 9,
2007).
  119




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##### Table of Contents



Exhibit No.
    
    Description of Document4.5
    
    
    Indenture, dated as of September 30, 2008, between Las Vegas Sands
Corp. and U.S. Bank National Association, as trustee Convertible
Notes Indenture (incorporated by reference from Exhibit 4.1 to the
Companys Quarterly Report on Form 10-Q for the quarter ended
September 30, 2008 and filed on November 10, 2008).4.6
    
    
    First Supplemental Indenture, dated as of September 30, 2008, between
Las Vegas Sands Corp. and U.S. Bank National Association, as trustee
to the Convertible Notes Indenture (incorporated by reference from
Exhibit 4.2 to the Companys Quarterly Report on Form 10-Q for the
quarter ended September 30, 2008 and filed on November 10, 2008).4.7
    
    
    Form of Indenture to be entered into by the Company and U.S. Bank
National Association, as trustee (the Senior Debt Security
Indenture) (incorporated by reference from Exhibit 4.4 to the
Companys Registration Statement on Form S-3 ASR (Reg. No. 33-155100)
filed on November 6, 2008).4.8
    
    
    Form of Indenture to be entered into among the Company, Las Vegas
Sands, LLC and U.S. Bank National Association, as trustee (the
Senior Guaranteed Debt Security Indenture) (incorporated by
reference from Exhibit 4.7 to the Companys Registration Statement on
Form S-3 POSASR (Reg. No. 333-155100) filed on November 17, 2008).4.9
    
    
    Form of Indenture to be entered into by the Company and U.S. Bank
National Association, as trustee (the Subordinated Indenture)
(incorporated by reference from Exhibit 4.5 to the Companys
Registration Statement on Form S-3 ASR (Reg. No. 333-155100) filed on
November 6, 2008).10.1
    
    
    Warrant Agreement, dated as of November 14, 2008, between Las Vegas
Sands Corp. and U.S. Bank National Association, as warrant agent
(incorporated by reference from Exhibit 10.1 to the Companys Current
Report on Form 8-K filed on November 14, 2008).10.2
    
    
    Credit and Guarantee Agreement, dated as of May 23, 2007, by and
among Las Vegas Sands, LLC, the affiliates of Las Vegas Sands, LLC
named therein as guarantors, the lenders party hereto from time to
time, The Bank of Nova Scotia, as administrative agent for the
Lenders and as collateral agent, Goldman Sachs Credit Partners L.P.,
Lehman Brothers Inc. and Citigroup Global Markets Inc., as joint lead
arrangers and joint bookrunners and as syndication agents, and JP
Morgan Chase Bank, as documentation agent (incorporated by reference
from Exhibit 10.3 to the Companys Quarterly Report on Form 10-Q for
the quarter ended June 30, 2007 and filed on August 9, 2007).10.3
    
    
    First Amendment to Credit and Guaranty Agreement, dated as of April
15, 2009, among Las Vegas Sands Corp., Las Vegas Sands, LLC, certain
domestic subsidiaries as guarantors, The Bank of Nova Scotia, as
administrative agent for lenders and Goldman Sachs Lending Partners
LLC, as sub-agent and auction manager (incorporated by reference from
Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q for the
quarter ended March 31, 2009 and filed on May 11, 2009).10.4
    
    
    Security Agreement, dated as of May 23, 2007, between each of the
parties named as a grantor therein and The Bank of Nova Scotia, as
collateral agent for the secured parties, as defined therein
(incorporated by reference from Exhibit 10.5 to the Companys
Quarterly Report on Form 10-Q for the quarter ended June 30, 2007 and
filed on August 9, 2007).10.5
    
    
    Deed of Trust, Leasehold Deed of Trust, Assignment of Rents and
Leases, Security Agreement and Fixture Filing made by Phase II Mall
Subsidiary, LLC, as trustor, as of May 23, 2007 in favor of First
American Title Insurance Company, as trustee, for the benefit of The
Bank of Nova Scotia, in its capacity as collateral agent, as
beneficiary (incorporated by reference from Exhibit 10.6 to the
Companys Quarterly Report on Form 10-Q for the quarter ended June
30, 2007 and filed on August 9, 2007).10.6
    
    
    Deed of Trust, Leasehold Deed of Trust, Assignment of Rents and
Leases, Security Agreement and Fixture Filing made by Las Vegas
Sands, LLC, as trustor, as of May 23, 2007 in favor of First American
Title Insurance Company, as trustee, for the benefit of The Bank of
Nova Scotia, in its capacity as collateral agent, as beneficiary
(incorporated by reference from Exhibit 10.7 to the Companys
Quarterly Report on Form 10-Q for the quarter ended June 30, 2007 and
filed on August 9, 2007).10.7
    
    
    Deed of Trust, Leasehold Deed of Trust, Assignment of Rents and
Leases, Security Agreement and Fixture Filing made by Venetian Casino
Resort, LLC, as trustor, as of May 23, 2007 in favor of First
American Title Insurance Company, as trustee, for the benefit of The
Bank of Nova Scotia, in its capacity as collateral agent, as
beneficiary (incorporated by reference from Exhibit 10.8 to the
Companys Quarterly Report on Form 10-Q for the quarter ended June
30, 2007 and filed on August 9, 2007).10.8
    
    
    Deed of Trust, Leasehold Deed of Trust, Assignment of Rents and
Leases, Security Agreement and Fixture Filing made by Venetian Casino
Resort, LLC and Las Vegas Sands, LLC, jointly and severally as
trustors, as of May 23, 2007 in favor of First American Title
Insurance Company, as trustee, for the benefit of The Bank of Nova
Scotia, in its capacity as collateral agent, as beneficiary
(incorporated by reference from Exhibit 10.9 to the Companys
Quarterly Report on Form 10-Q for the quarter ended June 30, 2007 and
filed on August 9, 2007).10.9
    
    
    Deed of Trust, Leasehold Deed of Trust, Assignment of Rents and
Leases, Security Agreement and Fixture Filing made by Interface
Group-Nevada, Inc., as trustor, as of May 23, 2007 in favor of First
American Title Insurance Company, as trustee, for the benefit of The
Bank of Nova Scotia, in its capacity as collateral agent, as
beneficiary (incorporated by reference from Exhibit 10.10 to the
Companys Quarterly Report on Form 10-Q for the quarter ended June
30, 2007 and filed on August 9, 2007).
  120




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Exhibit No.
    
    Description of Document10.10
    
    
    Amended and Restated FF&E Credit and Guarantee Agreement, dated as
of August 21, 2007, by and among Las Vegas Sands, LLC, as the
borrower, certain affiliates of the borrower as guarantors, the
lenders party thereto from time to time, General Electric Capital
Corporation, as administrative agent for the lenders and as
collateral agent and GE Capital Markets, Inc., as lead arranger and
book runner (incorporated by reference from Exhibit 10.1 to the
Companys Quarterly Report on Form 10-Q for the quarter ended
September 30, 2007 and filed on November 9, 2007).10.11
    
    
    Amended and Restated Security Agreement, dated as of August 21,
2007, between each of the grantors party thereto and General
Electric Capital Corporation, as collateral agent for the secured
parties (incorporated by reference from Exhibit 10.2 to the
Companys Quarterly Report on Form 10-Q for the quarter ended
September 30, 2007 and filed on November 9, 2007).10.12
    
    
    Indemnity Agreement, dated as of August 25, 2000, by and among Las
Vegas Sands, Inc., Venetian Casino Resort, LLC, Grand Canal Shops
Mall Subsidiary, LLC, Grand Canal Shops Mall Construction, LLC,
Grand Canal Shops Mall, LLC, Interface Group Holding Company, and
American Insurance Companies (of which American Home Assurance
Company is a member company) (incorporated by reference from Exhibit
10.8 to Las Vegas Sands, Inc.s Quarterly Report on Form 10-Q for
the quarter ended June 30, 2002 and filed on August 14, 2002).10.13
    
    
    Energy Services Agreement, dated as of November 14, 1997, by and
between Atlantic Pacific Las Vegas, LLC and Venetian Casino Resort,
LLC (incorporated by reference from Exhibit 10.3 to Amendment No. 2
to Las Vegas Sands, Inc.s Registration Statement on Form S-4 (File
No. 333-42147) dated March 27, 1998).10.14
    
    
    Energy Services Agreement Amendment No. 1, dated as of July 1, 1999,
by and between Atlantic Pacific Las Vegas, LLC and Venetian Casino
Resort, LLC (incorporated by reference from Exhibit 10.8 to Las
Vegas Sands, Inc.s Annual Report on Form 10-K for the year ended
December 31, 1999 and filed on March 30, 2000).10.15
    
    
    Energy Services Agreement Amendment No. 2, dated as of July 1, 2006,
by and between Atlantic Pacific Las Vegas, LLC and Venetian Casino
Resort, LLC (incorporated by reference from Exhibit 10.77 to the
Companys Annual Report on Form 10-K for the year ended December 31,
2006 and filed on February 28, 2007).10.16
    
    
    Energy Services Agreement, dated as of November 14, 1997, by and
between Atlantic-Pacific Las Vegas, LLC and Interface Group-Nevada,
Inc. (incorporated by reference from Exhibit 10.8 to Amendment No. 1
of the Companys Registration Statement on Form S-1 (Reg. No.
333-118827) dated October 25, 2004).10.17
    
    
    Energy Services Agreement Amendment No. 1, dated as of July 1, 1999,
by and between Atlantic-Pacific Las Vegas, LLC and Interface
Group-Nevada, Inc. (incorporated by reference from Exhibit 10.9 to
the Companys Amendment No. 1 to Registration Statement on Form S-1
(Reg. No. 333-118827) dated October 25, 2004).10.18
    
    
    Amended and Restated Services Agreement, dated as of November 14,
1997, by and among Las Vegas Sands, Inc., Venetian Casino Resort,
LLC, Interface Group Holding Company, Inc., Interface Group-Nevada,
Inc., Lido Casino Resort MM, Inc., Grand Canal Shops Mall MM
Subsidiary, Inc. and certain subsidiaries of Venetian Casino Resort,
LLC named therein (incorporated by reference from Exhibit 10.15 to
Amendment No. 1 to Las Vegas Sands, Inc.s Registration Statement on
Form S-4 (File No. 333-42147) dated February 12, 1998).10.19
    
    
    Assignment and Assumption Agreement, dated as of November 8, 2004,
by and among Las Vegas Sands, Inc., Venetian Casino Resort, LLC,
Interface Group Holding Company, Inc., Interface Group-Nevada, Inc.,
Interface Operations LLC, Lido Casino Resort MM, Inc., Grand Canal
Shops Mall MM Subsidiary, Inc. and certain subsidiaries of Venetian
Casino Resort, LLC named therein (incorporated by reference from
Exhibit 10.52 to the Companys Amendment No. 2 to Registration
Statement on Form S-1 (Reg. No. 333-118827) dated November 22,
2004).10.20
    
    
    Construction Agency Agreement, dated as of November 14, 1997, by and
between Venetian Casino Resort, LLC and Atlantic Pacific Las Vegas,
LLC (incorporated by reference from Exhibit 10.21 to Amendment No. 2
to Las Vegas Sands, Inc.s Registration Statement on Form S-4 (File
No. 333-42147) dated March 27, 1998).10.21
    
    
    Sands Resort Hotel and Casino Agreement, dated as of February 18,
1997, by and between Clark County and Las Vegas Sands, Inc.
(incorporated by reference from Exhibit 10.27 to Amendment No. 1 to
Las Vegas Sands, Inc.s Registration Statement on Form S-4 (File No.
333-42147) dated February 12, 1998).10.22
    
    
    Addendum to Sands Resort Hotel and Casino Agreement, dated as of
September 16, 1997, by and between Clark County and Las Vegas Sands,
Inc. (incorporated by reference from Exhibit 10.20 to the Companys
Amendment No. 1 to Registration Statement on Form S-1 (Reg. No.
333-118827) dated October 25, 2004).10.23
    
    
    Improvement Phasing Agreement by and between Clark County and Lido
Casino Resort, LLC (incorporated by reference from Exhibit 10.21 to
the Companys Amendment No. 1 to Registration Statement on Form S-1
(Reg. No. 333-118827) dated October 22, 2004).10.24
    
    
    Amended and Restated Las Vegas Sands, Inc. 1997 Fixed Stock Option
Plan (the 1997 Stock Option Plan) (incorporated by reference from
Exhibit 10.10 to Las Vegas Sands, Inc.s Quarterly Report on Form
10-Q for the quarter ended June 30, 2002 and filed on August 14, 2002).
  121




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Exhibit No.
    
    Description of Document10.25
    
    
    First Amendment to the 1997 Stock Option Plan, dated June 4, 2002 (incorporated by
reference from Exhibit 10.11 to Las Vegas Sands, Inc.s Quarterly Report on Form 10-Q for
the quarter ended June 30, 2002 and filed on August 14, 2002).10.26
    
    
    Assumption Agreement, dated as of January 2, 2002, by Sheldon G. Adelson with respect to
the 1997 Stock Option Plan (incorporated by reference from Exhibit 10.5 to Las Vegas
Sands, Inc.s Quarterly Report on Form 10-Q for the quarter ended March 31, 2002 and filed
on May 8, 2002).10.27
    
    
    Assumption Agreement, dated as of July 15, 2004, by Las Vegas Sands, Inc. with respect to
the 1997 Stock Option Plan (incorporated by reference from Exhibit 10.25 to the Companys
Registration Statement on Form S-1 (Reg. No. 333- 118827) dated September 3, 2004).10.28
    
    
    Assignment and Assumption Agreement, dated as of December 20, 2004, by and among Las Vegas
Sands, Inc., Las Vegas Sands Corp. and Sheldon G. Adelson (incorporated by reference from
Exhibit 10.27 to the Companys Current Report on Form 8-K filed on April 4, 2005).10.29
    
    
    Employment Agreement, dated as of July 10, 2009, among Las Vegas Sands Corp., Las Vegas
Sands, LLC and Robert G. Goldstein (incorporated by reference from Exhibit 10.1 to the
Companys Quarterly Report on Form 10-Q for the quarter ended June 30, 2009 and filed on
August 7, 2009).10.30
    
    
    Employment Agreement, dated as of November 18, 2004, by and among Las Vegas Sands Corp.,
Las Vegas Sands, Inc. and Sheldon G. Adelson (incorporated by reference from Exhibit 10.36
to the Companys Amendment No. 2 to Registration Statement on Form S-1 (Reg. No.
333-118827) dated November 22, 2004).10.31
    
    
    Amendment No. 1 to Employment Agreement, dated as of December 31, 2008, by and among Las
Vegas Sands Corp., Las Vegas Sands, LLC (f/k/a Las Vegas Sands, Inc.) and Sheldon G.
Adelson (incorporated by reference from Exhibit 10.35 to the Companys
Annual Report on Form 10-K for the year ended December 31,
2008 and filed on March 2, 2009).10.32
    
    
    Employment Agreement, dated as of December 1, 2008 between Las Vegas Sands Corp. and
Kenneth J. Kay (incorporated by reference from Exhibit 10.36 to the Companys
Annual Report on Form 10-K for the year ended December 31,
2008 and filed on March 2, 2009).10.33*
    
    
    Letter Agreement, dated January 18, 2010, between Las Vegas Sands Corp. and Kenneth J. Kay.10.34
    
    
    Employment Agreement, dated as of March 11, 2009, among Las Vegas Sands Corp., Las Vegas
Sands, LLC and Michael A. Leven (incorporated by reference from Exhibit 10.2 to the
Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2009 and filed on
May 11, 2009).10.35
    
    
    Amendment to Employment Agreement, effective as of October 1, 2009, between Las Vegas
Sands Corp. and Michael Quartieri (incorporated by reference from Exhibit 10.1 to the
Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 2009 and filed
on November 9, 2009).10.36
    
    
    Concession Contract for Operating Casino Games of Chance or Games of Other Forms in the
Macao Special Administrative Region, June 26, 2002, by and among the Macao Special
Administrative Region and Galaxy Casino Company Limited (incorporated by reference from
Exhibit 10.40 to Las Vegas Sands, Inc.s Form 10-K for the year ended December 31, 2002
and filed on March 31, 2003).10.37
    
    
    Subconcession Contract for Operating Casino Games of Chance or Games of Other Forms in the
Macao Special Administrative Region, dated December 19, 2002, between Galaxy Casino
Company Limited, as concessionaire, and Venetian Macau S.A., as subconcessionaire
(incorporated by reference from Exhibit 10.65 to the Companys Amendment No. 5 to
Registration Statement on Form S-1 (Reg. No. 333-118827) dated December 10, 2004).10.38
    
    
    Land Concession Agreement, dated as of December 10, 2003, relating to the Sands Macao
between the Macao Special Administrative Region and Venetian Macau Limited (incorporated
by reference from Exhibit 10.39 to the Companys Amendment No. 1 to Registration Statement
on Form S-1 (Reg. No. 333-118827) dated October 25, 2004).10.39
    
    
    Amendment, published on April 22, 2008, to Land Concession Agreement, dated as of December
10, 2003, relating to the Sands Macao between the Macau Special Administrative Region and
Venetian Macau Limited (incorporated by reference from Exhibit 10.3 to the Companys Quarterly Report on Form 10-Q for
the quarter ended March 31, 2008 and filed on May 9, 2008).
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Exhibit No.
    
    Description of Document10.40
    
    
    Land Concession Agreement, dated as of February 23, 2007, relating
to the Venetian Macao, Four Seasons Macao and Site 3 among the Macau
Special Administrative Region, Venetian Cotai Limited and Venetian
Macau Limited (incorporated by reference from Exhibit 10.3 to the
Companys Quarterly Report on Form 10-Q for the quarter ended March
31, 2007 and filed on May 10, 2007).10.41
    
    
    Amendment published on October 28, 2008, to Land Concession
Agreement between Macau Special Administrative Region and Venetian
Cotai Limited (incorporated by reference from Exhibit 10.5 to the
Companys Quarterly Report on Form 10-Q for the quarter ended
September 30, 2008 and filed on November 10, 2008).10.42
    
    
    Purchase and Sale Agreement, dated April 12, 2004, by and among
Grand Canal Shops Mall Subsidiary, LLC, Grand Canal Shops Mall MM
Subsidiary, Inc. and GGP Limited Partnership (incorporated by
reference from Exhibit 10.1 to Las Vegas Sands, Inc.s Current
Report on Form 8-K filed on April 16, 2004).10.43
    
    
    Agreement, made as of April 12, 2004, by and between Lido Casino
Resort, LLC and GGP Limited Partnership (incorporated by reference
from Exhibit 10.2 to Las Vegas Sands, Inc.s Current Report on Form
8-K filed on April 16, 2004).10.44
    
    
    Assignment and Assumption of Agreement and First Amendment to
Agreement, dated September 30, 2004, made by Lido Casino Resort,
LLC, as assignor, to Phase II Mall Holding, LLC, as assignee, and to
GGP Limited Partnership, as buyer (incorporated by reference from
Exhibit 10.60 to the Companys Amendment No. 1 to Registration
Statement on Form S- 1 (Reg. No. 333-118827) dated October 25,
2004).10.45
    
    
    Second Amendment, dated as of January 31, 2008, to Agreement dated
as of April 12, 2004 and amended as of September 30, 2004, by and
among Venetian Casino Resort, LLC, as successor-by-merger to Lido
Casino Resort, LLC, Phase II Mall Holding, LLC, as
successor-in-interest to Lido Casino Resort, LLC, and GGP Limited
Partnership (incorporated by reference from Exhibit 10.2 to the
Companys Quarterly Report on Form 10-Q for the quarter ended March
31, 2008 and filed on May 9, 2008).10.46
    
    
    Second Amended and Restated Registration Rights Agreement, dated as
of November 14, 2008, by and among Las Vegas Sands Corp., Dr. Miriam
Adelson and the other Adelson Holders (as defined therein) that are
party to the agreement from time to time (incorporated by reference
from Exhibit 10.2 to the Companys Current Report on Form 8-K filed
on November 14, 2008).10.47
    
    
    Investor Rights Agreement, dated as of September 30, 2008, by and
between Las Vegas Sands Corp. and the Investor named therein
(incorporated by reference from Exhibit 10.3 to the Companys
Quarterly Report on Form 10-Q for the quarter ended September 30,
2008 and filed on November 10, 2008).10.48
    
    
    Form of Notice of Restricted Stock Award under the Las Vegas Sands
Corp. 2004 Equity Award Plan (incorporated by reference from Exhibit
10.40 to the Companys Annual Report on Form 10-K for the year ended
December 31, 2005 and filed on March 2, 2006).10.49
    
    
    Las Vegas Sands Corp. 2004 Equity Award Plan (incorporated by
reference from Exhibit 10.41 to the Companys Quarterly Report on
Form 10-Q for the quarter ended March 31, 2005 and filed on May 16,
2005).10.50
    
    
    Las Vegas Sands Corp. Executive Cash Incentive Plan (incorporated by
reference from Exhibit 10.42 to the Companys Quarterly Report on
Form 10-Q for the quarter ended March 31, 2005 and filed on May 16,
2005).10.51
    
    
    Agreement, dated as of July 8, 2004, by and between Sheldon G.
Adelson and Las Vegas Sands, Inc. (incorporated by reference from
Exhibit 10.47 to the Companys Registration Statement on Form S-1
(Reg. No. 333-118827) dated September 3, 2004).10.52
    
    
    Venetian Hotel Service Agreement, dated as of June 28, 2001, by and
between Venetian Casino Resort, LLC and Interface Group-Nevada, Inc.
d/b/a Sands Expo and Convention Center (incorporated by reference
from Exhibit 10.49 to the Companys Amendment No. 2 to Registration
Statement on Form S-1 (Reg. No. 333-118827) dated November 22,
2004).10.53
    
    
    First Amendment to Venetian Hotel Service Agreement, dated as of
June 28, 2004, by and between Venetian Casino Resort, LLC and
Interface Group-Nevada, Inc. d/b/a Sands Expo and Convention Center
(incorporated by reference from Exhibit 10.50 to the Companys
Registration Statement on Form S-1 (Reg. No. 333-118827) dated
September 3, 2004).10.54
    
    
    Tax Indemnification Agreement, dated as of December 17, 2004, by and
among Las Vegas Sands Corp., Las Vegas Sands, Inc. and the
stockholders named therein (incorporated by reference from Exhibit
10.56 to the Companys Current Report on Form 8-K filed on April 4,
2005).10.55
    
    
    Las Vegas Sands Corp. Deferred Compensation Plan (incorporated by
reference from Exhibit 10.63 to the Companys Amendment No. 2 to
Registration Statement on Form S-1 (Reg. No. 333-118827) dated
November 22, 2004).10.56
    
    
    Form of Restricted Stock Award Agreements under the 2004 Equity
Award Plan (incorporated by reference from Exhibit 10.70 to the Companys Amendment No. 4 to Registration
Statement on Form S-1 (Reg. No. 333-118827) dated December 8, 2004).
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Exhibit No.
    
    Description of Document10.57
    
    
    Form of Stock Option Agreements under the 2004 Equity Award Plan
(incorporated by reference from Exhibit 10.71 to the Companys
Amendment No. 4 to Registration Statement on Form S-1 (Reg. No.
333-118827) dated December 8, 2004).10.58
    
    
    Aircraft Time Sharing Agreement, dated as of November 6, 2009 and
effective as of January 1, 2009, between Las Vegas Sands Corp. and
Interface Operations, LLC (incorporated by reference from Exhibit
10.2 to the Companys Quarterly Report on Form 10-Q for the quarter
ended September 30, 2009 and filed on November 9, 2009).10.59
    
    
    Aircraft Time Sharing Agreement, dated as of November 6, 2009 and
effective as of January 1, 2009, between Interface Operations, LLC
and Las Vegas Sands Corp. (incorporated by reference from Exhibit
10.3 to the Companys Quarterly Report on Form 10-Q for the quarter
ended September 30, 2009 and filed on November 9, 2009).10.60
    
    
    Aircraft Time Sharing Agreement, dated as of November 6, 2009 and
effective as of January 1, 2009, between Las Vegas Sands Corp. and
Interface Operations, LLC (incorporated by reference from Exhibit
10.4 to the Companys Quarterly Report on Form 10-Q for the quarter
ended September 30, 2009 and filed on November 9, 2009).10.61
    
    
    Aircraft Time Sharing Agreement, dated as of November 6, 2009 and
effective as of January 1, 2009, between Interface Operations, LLC
and Las Vegas Sands Corp. (incorporated by reference from Exhibit
10.5 to the Companys Quarterly Report on Form 10-Q for the quarter
ended September 30, 2009 and filed on November 9, 2009).10.62
    
    
    Aircraft Time Sharing Agreement, dated as of November 6, 2009 and
effective as of January 1, 2009, between Interface Operations
Bermuda, LTD and Las Vegas Sands Corp. (incorporated by reference
from Exhibit 10.6 to the Companys Quarterly Report on Form 10-Q for
the quarter ended September 30, 2009 and filed on November 9, 2009).10.63
    
    
    Amended Aircraft Interchange Agreement, dated as of May 23, 2007, by
and between Interface Operations LLC and Las Vegas Sands Corp.
(incorporated by reference from Exhibit 10.1 to the Companys
Quarterly Report on Form 10-Q for the quarter ended June 30, 2007
and filed on August 9, 2007).10.64
    
    
    Aircraft Time Share Agreement, dated as of May 23, 2007, by and
between Interface Operations LLC and Las Vegas Sands Corp.
(incorporated by reference from Exhibit 10.2 to the Companys
Quarterly Report on Form 10-Q for the quarter ended June 30, 2007
and filed on August 9, 2007).10.65
    
    
    Aircraft Time Sharing Agreement, dated as of January 1, 2005, by and
between Interface Operations LLC and Las Vegas Sands Corp.
(incorporated by reference from Exhibit 10.3 to the Companys
Quarterly Report on Form 10-Q for the quarter ended September 30,
2005 and filed November 14, 2005).10.66
    
    
    Aircraft Time Sharing Agreement, dated as of June 18, 2004, by and
between Interface Operations LLC and Las Vegas Sands, Inc.
(incorporated by reference from Exhibit 10.48 to the Companys
Amendment No. 1 to Registration Statement on Form S-1 (Reg. No.
333-118827) dated October 25, 2004).10.67
    
    
    Form of Notice of Grant of Stock Option under the Las Vegas Sands
Corp. 2004 Equity Award Plan (incorporated by reference from Exhibit
10.65 to the Companys Quarterly Report on Form 10-K for the year
ended December 31, 2005 and filed on March 2, 2006).10.68
    
    
    Credit Agreement, dated as of May 25, 2006, by and among VML US
Finance LLC, Venetian Macau Limited, the financial institutions
listed therein as lenders, The Bank of Nova Scotia, Banco Nacional
Ultramarino, S.A., Sumitomo Mitsui Banking Corporation, Goldman
Sachs Credit Partners L.P., Lehman Brothers Inc. and Citigroup
Global Markets, Inc. (incorporated by reference from Exhibit 10.1 to
the Companys Quarterly Report on Form 10-Q for the quarter ended
June 30, 2006 and filed on August 9, 2006).10.69
    
    
    Disbursement Agreement, dated as of May 25, 2006, by and among VML
US Finance LLC, Venetian Cotai Limited, Venetian Macau Limited and
The Bank of Nova Scotia (incorporated by reference from Exhibit 10.2
to the Companys Quarterly Report on Form 10-Q for the quarter ended
June 30, 2006 and filed on August 9, 2006).10.70
    
    
    First Amendment to Credit Agreement and Disbursement Agreement,
dated as of March 5, 2007, among Venetian Macau Limited, VML US
Finance LC, Venetian Cotai Limited and The Bank of Nova Scotia, as
administrative agent and disbursement agent (incorporated by
reference from Exhibit 10.1 to the Companys Quarterly Report on
Form 10-Q for the quarter ended March 31, 2007 and filed on May 10,
2007).10.71
    
    
    First Amendment to Disbursement Agreement, dated as of March 5,
2007, among VML US Finance LLC, Venetian Cotai Limited, Venetian
Macau Limited and The Bank of Nova Scotia, as disbursement agent and
bank agent. (incorporated by reference from Exhibit 10.2 to the
Companys Quarterly Report on Form 10-Q for the quarter ended March
31, 2007 and filed on May 10, 2007).10.72
    
    
    Second Amendment to Credit Agreement, dated as of August 12, 2009,
by and among VML US Finance LLC, Venetian Macau Limited and The Bank
of Nova Scotia, as administrative agent for the Lenders and the Loan
Parties party thereto (incorporated by reference from Exhibit 10.7
to the Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 2009 and filed on November 9, 2009).
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Exhibit No.
    
    Description of Document10.73
    
    
    Facility Agreement, dated as of December 28, 2007, among Marina Bay
Sands Pte. Ltd., as borrower, Goldman Sachs Foreign Exchange
(Singapore) Pte., DBS Bank Ltd., UOB Asia Limited, Oversea-Chinese
Banking Corporation Limited, as coordinators, and DBS Bank Ltd., as
technical bank, agent and security trustee (incorporated by
reference from Exhibit 10.59 to the Companys Annual Report on Form
10-K for year ended December 31, 2007 and filed on February 29,
2008).10.74
    
    
    Sponsor Support Agreement, dated as of December 28, 2007, among Las
Vegas Sands Corp., as sponsor, Sands Mauritius Holdings and MBS
Holdings Pte. Ltd., as holding company, Marina Bay Sands Pte. Ltd.,
as borrower and DBS Bank Ltd., as security trustee (incorporated by
reference from Exhibit 10.60 to the Companys Annual Report on Form
10-K for year ended December 31, 2007 and filed on February 29,
2008).10.75
    
    
    Development Agreement, dated August 23, 2006, between the Singapore
Tourism Board and Marina Bay Sands Pte. Ltd. (incorporated by
reference from Exhibit 10.3 to the Companys Quarterly Report on
Form 10-Q for the quarter ended September 30, 2006 and filed on
November 9, 2006).10.76*
    
    
    Supplement to Development Agreement, dated December 11, 2009, by
and between Singapore Tourism Board and Marina Bay Sands PTE. LTD.10.77
    
    
    Fourth Amended and Restated Reciprocal Easement, Use and Operating
Agreement, dated as of February 29, 2008, by and among Interface
Group  Nevada, Inc., Grand Canal Shops II, LLC, Phase II Mall
Subsidiary, LLC, Venetian Casino Resort, LLC, and Palazzo Condo
Tower, LLC (incorporated by reference from Exhibit 10.1 to the
Companys Quarterly Report on Form 10-Q for the quarter ended March
31, 2008 and filed on May 9, 2008).10.78
    
    
    Form of Restricted Stock Award Agreement (incorporated by reference
from Exhibit 10.1 to the Companys Current Report on Form 8-K filed
on February 9, 2007).10.79
    
    
    First Amendment, dated as of February 5, 2007, to the Las Vegas
Sands Corp. 2004 Equity Award Plan (incorporated by reference from
Exhibit 10.76 to the Companys Annual Report on Form 10-K for the
year ended December 31, 2006 and filed on February 28, 2007).10.80
    
    
    Form of Nonqualified Stock Option Agreement under the Companys
2004 Equity Award Plan (incorporated by reference from Exhibit 10.2
to the Companys Quarterly Report on Form 10-Q for the quarter
ended June 30, 2009 and filed August 7, 2009).10.81
    
    
    Convertible Note Purchase Agreement, dated as of September 30,
2008, between Las Vegas Sands Corp. and Dr. Miriam Adelson
(incorporated by reference from Exhibit 10.1 to the Companys
Quarterly Report on Form 10-Q for the quarter ended September 30,
2008 and filed on November 10, 2008).10.82
    
    
    Note Conversion and Securities Purchase Agreement, dated as of
November 10, 2008, between Las Vegas Sands Corp. and Dr. Miriam
Adelson (incorporated by reference from Exhibit 1.2 to the
Companys Current Report on Form 8-K filed on November 14, 2008).10.83
    
    
    Amendment to Note Conversion and Securities Purchase Agreement,
dated as of November 10, 2008, between Las Vegas Sands Corp. and
Dr. Miriam Adelson (incorporated by reference from Exhibit 1.3 to
the Companys Current Report on Form 8-K filed on November 14,
2008).21.1*
    
    
    Subsidiaries of Las Vegas Sands Corp.23.1*
    
    
    Consent of PricewaterhouseCoopers LLP.31.1*
    
    
    Certification of the Chief Executive Officer pursuant to Section
302 of the Sarbanes-Oxley Act of 2002.31.2*
    
    
    Certification of the Chief Financial Officer pursuant to Section
302 of the Sarbanes-Oxley Act of 2002.32.1*
    
    
    Certification of Chief Executive Officer of Las Vegas Sands Corp.
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
906 of the Sarbanes-Oxley Act of 2002.32.2*
    
    
    Certification of Chief Financial Officer of Las Vegas Sands Corp.
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
906 of the Sarbanes-Oxley Act of 2002.
 
 *
    
    Filed herewith.
    
    Confidential treatment has been requested and granted with respect to portions of this exhibit,
and such confidential portions have been deleted and replaced with ** and filed separately
with the Securities and Exchange Commission pursuant to Rule 406 under the Securities Act of
1933.  125




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SIGNATURES
  February 26, 2010
    LAS VEGAS SANDS CORP./s/ Sheldon G. AdelsonSheldon G. Adelson,Chairman of the Board and
Chief Executive Officer  Signature
    
    Title
    
    Date/s/ Sheldon G. Adelson
    
    Chairman of the Board, Chief Executive
    
    February 26, 2010Sheldon G. Adelson
    
    Officer and Director/s/ Michael A. Leven
    
    President, Chief Operating Officer and Director
    
    February 26, 2010Michael A. Leven/s/ Jason N. Ader
    
    Director
    
    February 26, 2010Jason N. Ader/s/ Irwin Chafetz
    
    Director
    
    February 26, 2010Irwin Chafetz/s/ Charles D. Forman
    
    Director
    
    February 26, 2010Charles D. Forman/s/ George P. Koo
    
    Director
    
    February 26, 2010George P. Koo/s/ Jeffrey H. Schwartz
    
    Director
    
    February 26, 2010Jeffrey H. Schwartz/s/ Irwin A. Siegel
    
    Director
    
    February 26, 2010Irwin A. Siegel/s/ Kenneth J. Kay
    
    Senior Vice President and Chief Financial
    
    February 26, 2010Kenneth J. Kay
    
    Officer/s/ Michael A. Quartieri
    
    Chief Accounting Officer and Corporate
    
    February 26, 2010Michael A. Quartieri
    
    Controller
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Index to Exhibits
 Exhibit No.
    
    Description of Document3.1
    
    
    Certificate of Amended and Restated Articles of Incorporation of Las Vegas Sands Corp. (incorporated by
reference from Exhibit 3.1 to the Companys Amendment No. 2 to Registration Statement on Form S-1 (Reg.
No. 333-118827) dated November 22, 2004).3.2
    
    
    Amended and Restated By-laws of Las Vegas Sands Corp. (incorporated by reference from Exhibit 3.2 to the
Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 2007 and filed on November 9,
2007).3.3
    
    
    Certificate of Designations for Series A 10% Cumulative Perpetual Preferred Stock (incorporated by
reference from Exhibit 3.1 to the Companys Current Report on Form 8-K filed on November 14, 2008).3.4
    
    
    Operating Agreement of Las Vegas Sands, LLC dated July 28, 2005 (incorporated by reference from Exhibit 3.1
to the Companys Current Report on Form S-3 filed on November 17, 2008).3.5
    
    
    First Amendment to the Operating Agreement of Las Vegas Sands, LLC dated May 23, 2007 (incorporated by
reference from Exhibit 3.2 to the Companys Current Report on Form S-3 filed on November 17, 2008).4.1
    
    
    Form of Specimen Common Stock Certificate of Las Vegas Sands Corp. (incorporated by reference from
Exhibit 4.1 to the Companys Amendment No. 2 to Registration Statement on Form S-1 (Reg. No. 333-118827)
dated November 22, 2004).4.2
    
    
    Indenture, dated as of February 10, 2005, by and between Las Vegas Sands Corp., as issuer, and U.S. Bank
National Association, as trustee (the 6.375% Notes Indenture) (incorporated by reference from Exhibit 4.2
to the Companys Current Report on Form 8-K filed on February 15, 2005).4.3
    
    
    Supplemental Indenture to the 6.375% Notes Indenture, dated as of February 22, 2005, by and among Las Vegas
Sands, Inc. (n/k/a Las Vegas Sands, LLC), Venetian Casino Resort, LLC, Mall Intermediate Holding Company,
LLC, Lido Intermediate Holding Company, LLC, Lido Casino Resort, LLC, (which was merged into Venetian
Casino Resort, LLC in March 2007), Venetian Venture Development, LLC, Venetian Operating Company, LLC
(which was merged into Venetian Casino Resort, LLC in March 2006), Venetian Marketing, Inc. and Venetian
Transport, LLC, as guarantors, Las Vegas Sands Corp., as issuer and U.S. Bank National Association, as
trustee) (incorporated by reference from Exhibit 4.1 to the Companys Current Report on Form 8-K filed on
February 23, 2005).4.4
    
    
    Second Supplemental Indenture to the 6.375% Notes Indenture, dated as of May 23, 2007, by and among
Interface Group Nevada, Inc., Lido Casino Resort Holding Company, LLC, Phase II Mall Holding, LLC, Phase II
Mall Subsidiary, LLC, Sands Pennsylvania, Inc. and Palazzo Condo Tower, LLC, as guaranteeing subsidiaries,
the guarantors party to the first supplemental indenture, Las Vegas Sands Corp., as issuer, and U.S. Bank
National Association, as trustee (incorporated by reference from Exhibit 4.1 to the Companys Quarterly
Report on Form 10-Q for the quarter ended June 30, 2007 and filed on August 9, 2007).4.5
    
    
    Indenture, dated as of September 30, 2008, between Las Vegas Sands Corp. and U.S. Bank National
Association, as trustee Convertible Notes Indenture (incorporated by reference from Exhibit 4.1 to the
Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 2008 and filed on November 10,
2008).4.6
    
    
    First Supplemental Indenture, dated as of September 30, 2008, between Las Vegas Sands Corp. and U.S. Bank
National Association, as trustee to the Convertible Notes Indenture (incorporated by reference from
Exhibit 4.2 to the Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 2008 and
filed on November 10, 2008).4.7
    
    
    Form of Indenture to be entered into by the Company and U.S. Bank National Association, as trustee (the
Senior Debt Security Indenture) (incorporated by reference from Exhibit 4.4 to the Companys Registration
Statement on Form S-3 ASR (Reg. No. 33-155100) filed on November 6, 2008).4.8
    
    
    Form of Indenture to be entered into among the Company, Las Vegas Sands, LLC and U.S. Bank National
Association, as trustee (the Senior Guaranteed Debt Security Indenture) (incorporated by reference from
Exhibit 4.7 to the Companys Registration Statement on Form S-3 POSASR (Reg. No. 333-155100) filed on
November 17, 2008).4.9
    
    
    Form of Indenture to be entered into by the Company and U.S. Bank National Association, as trustee (the
Subordinated Indenture) (incorporated by reference from Exhibit 4.5 to the Companys Registration
Statement on Form S-3 ASR (Reg. No. 333-155100) filed on November 6, 2008).10.1
    
    
    Warrant Agreement, dated as of November 14, 2008, between Las Vegas Sands Corp. and U.S. Bank National
Association, as warrant agent (incorporated by reference from Exhibit 10.1 to the Companys Current Report
on Form 8-K filed on November 14, 2008).10.2
    
    
    Credit and Guarantee Agreement, dated as of May 23, 2007, by and among Las Vegas Sands, LLC, the affiliates
of Las Vegas Sands, LLC named therein as guarantors, the lenders party hereto from time to time, The Bank
of Nova Scotia, as administrative agent for the Lenders and as collateral agent, Goldman Sachs Credit
Partners L.P., Lehman Brothers Inc. and Citigroup Global Markets Inc., as joint lead arrangers and joint
bookrunners and as syndication agents, and JP Morgan Chase Bank, as documentation agent (incorporated by
reference from Exhibit 10.3 to the Companys Quarterly Report on Form 10-Q for the quarter ended June 30,
2007 and filed on August 9, 2007).
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Exhibit No.
    
    Description of Document10.3
    
    
    First Amendment to Credit and Guaranty Agreement, dated as of April 15, 2009, among Las Vegas Sands Corp.,
Las Vegas Sands, LLC, certain domestic subsidiaries as guarantors, The Bank of Nova Scotia, as
administrative agent for lenders and Goldman Sachs Lending Partners LLC, as sub-agent and auction manager
(incorporated by reference from Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q for the quarter
ended March 31, 2009 and filed on May 11, 2009).10.4
    
    
    Security Agreement, dated as of May 23, 2007, between each of the parties named as a grantor therein and
The Bank of Nova Scotia, as collateral agent for the secured parties, as defined therein (incorporated by
reference from Exhibit 10.5 to the Companys Quarterly Report on Form 10-Q for the quarter ended June 30,
2007 and filed on August 9, 2007).10.5
    
    
    Deed of Trust, Leasehold Deed of Trust, Assignment of Rents and Leases, Security Agreement and Fixture
Filing made by Phase II Mall Subsidiary, LLC, as trustor, as of May 23, 2007 in favor of First American
Title Insurance Company, as trustee, for the benefit of The Bank of Nova Scotia, in its capacity as
collateral agent, as beneficiary (incorporated by reference from Exhibit 10.6 to the Companys Quarterly
Report on Form 10-Q for the quarter ended June 30, 2007 and filed on August 9, 2007).10.6
    
    
    Deed of Trust, Leasehold Deed of Trust, Assignment of Rents and Leases, Security Agreement and Fixture
Filing made by Las Vegas Sands, LLC, as trustor, as of May 23, 2007 in favor of First American
Title Insurance Company, as trustee, for the benefit of The Bank of Nova Scotia, in its capacity as
collateral agent, as beneficiary (incorporated by reference from Exhibit 10.7 to the Companys Quarterly
Report on Form 10-Q for the quarter ended June 30, 2007 and filed on August 9, 2007).10.7
    
    
    Deed of Trust, Leasehold Deed of Trust, Assignment of Rents and Leases, Security Agreement and Fixture
Filing made by Venetian Casino Resort, LLC, as trustor, as of May 23, 2007 in favor of First American
Title Insurance Company, as trustee, for the benefit of The Bank of Nova Scotia, in its capacity as
collateral agent, as beneficiary (incorporated by reference from Exhibit 10.8 to the Companys Quarterly
Report on Form 10-Q for the quarter ended June 30, 2007 and filed on August 9, 2007).10.8
    
    
    Deed of Trust, Leasehold Deed of Trust, Assignment of Rents and Leases, Security Agreement and Fixture
Filing made by Venetian Casino Resort, LLC and Las Vegas Sands, LLC, jointly and severally as trustors, as
of May 23, 2007 in favor of First American Title Insurance Company, as trustee, for the benefit of The Bank
of Nova Scotia, in its capacity as collateral agent, as beneficiary (incorporated by reference from
Exhibit 10.9 to the Companys Quarterly Report on Form 10-Q for the quarter ended June 30, 2007 and filed
on August 9, 2007).10.9
    
    
    Deed of Trust, Leasehold Deed of Trust, Assignment of Rents and Leases, Security Agreement and Fixture
Filing made by Interface Group-Nevada, Inc., as trustor, as of May 23, 2007 in favor of First American
Title Insurance Company, as trustee, for the benefit of The Bank of Nova Scotia, in its capacity as
collateral agent, as beneficiary (incorporated by reference from Exhibit 10.10 to the Companys Quarterly
Report on Form 10-Q for the quarter ended June 30, 2007 and filed on August 9, 2007).10.10
    
    
    Amended and Restated FF&E Credit and Guarantee Agreement, dated as of August 21, 2007, by and among Las
Vegas Sands, LLC, as the borrower, certain affiliates of the borrower as guarantors, the lenders party
thereto from time to time, General Electric Capital Corporation, as administrative agent for the lenders
and as collateral agent and GE Capital Markets, Inc., as lead arranger and book runner (incorporated by
reference from Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q for the quarter ended
September 30, 2007 and filed on November 9, 2007).10.11
    
    
    Amended and Restated Security Agreement, dated as of August 21, 2007, between each of the grantors party
thereto and General Electric Capital Corporation, as collateral agent for the secured parties (incorporated
by reference from Exhibit 10.2 to the Companys Quarterly Report on Form 10-Q for the quarter ended
September 30, 2007 and filed on November 9, 2007).10.12
    
    
    Indemnity Agreement, dated as of August 25, 2000, by and among Las Vegas Sands, Inc., Venetian Casino
Resort, LLC, Grand Canal Shops Mall Subsidiary, LLC, Grand Canal Shops Mall Construction, LLC, Grand Canal
Shops Mall, LLC, Interface Group Holding Company, and American Insurance Companies (of which American Home
Assurance Company is a member company) (incorporated by reference from Exhibit 10.8 to Las Vegas Sands,
Inc.s Quarterly Report on Form 10-Q for the quarter ended June 30, 2002 and filed on August 14, 2002).10.13
    
    
    Energy Services Agreement, dated as of November 14, 1997, by and between Atlantic Pacific Las Vegas, LLC
and Venetian Casino Resort, LLC (incorporated by reference from Exhibit 10.3 to Amendment No. 2 to Las
Vegas Sands, Inc.s Registration Statement on Form S-4 (File No. 333-42147) dated March 27, 1998).10.14
    
    
    Energy Services Agreement Amendment No. 1, dated as of July 1, 1999, by and between Atlantic Pacific Las
Vegas, LLC and Venetian Casino Resort, LLC (incorporated by reference from Exhibit 10.8 to Las Vegas Sands,
Inc.s Annual Report on Form 10-K for the year ended December 31, 1999 and filed on March 30, 2000).10.15
    
    
    Energy Services Agreement Amendment No. 2, dated as of July 1, 2006, by and between Atlantic Pacific Las
Vegas, LLC and Venetian Casino Resort, LLC (incorporated by reference from Exhibit 10.77 to the Companys
Annual Report on Form 10-K for the year ended December 31, 2006 and filed on February 28, 2007).
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Exhibit No.
    
    Description of Document10.16
    
    
    Energy Services Agreement, dated as of November 14, 1997, by and between Atlantic-Pacific Las Vegas, LLC
and Interface Group-Nevada, Inc. (incorporated by reference from Exhibit 10.8 to Amendment No. 1 of the
Companys Registration Statement on Form S-1 (Reg. No. 333-118827) dated October 25, 2004).10.17
    
    
    Energy Services Agreement Amendment No. 1, dated as of July 1, 1999, by and between Atlantic-Pacific Las
Vegas, LLC and Interface Group-Nevada, Inc. (incorporated by reference from Exhibit 10.9 to the Companys
Amendment No. 1 to Registration Statement on Form S-1 (Reg. No. 333-118827) dated October 25, 2004).10.18
    
    
    Amended and Restated Services Agreement, dated as of November 14, 1997, by and among Las Vegas Sands, Inc.,
Venetian Casino Resort, LLC, Interface Group Holding Company, Inc., Interface Group-Nevada, Inc., Lido
Casino Resort MM, Inc., Grand Canal Shops Mall MM Subsidiary, Inc. and certain subsidiaries of Venetian
Casino Resort, LLC named therein (incorporated by reference from Exhibit 10.15 to Amendment No. 1 to Las
Vegas Sands, Inc.s Registration Statement on Form S-4 (File No. 333-42147) dated February 12, 1998).10.19
    
    
    Assignment and Assumption Agreement, dated as of November 8, 2004, by and among Las Vegas Sands, Inc.,
Venetian Casino Resort, LLC, Interface Group Holding Company, Inc., Interface Group-Nevada, Inc., Interface
Operations LLC, Lido Casino Resort MM, Inc., Grand Canal Shops Mall MM Subsidiary, Inc. and certain
subsidiaries of Venetian Casino Resort, LLC named therein (incorporated by reference from Exhibit 10.52 to
the Companys Amendment No. 2 to Registration Statement on Form S-1 (Reg. No. 333-118827) dated
November 22, 2004).10.20
    
    
    Construction Agency Agreement, dated as of November 14, 1997, by and between Venetian Casino Resort, LLC
and Atlantic Pacific Las Vegas, LLC (incorporated by reference from Exhibit 10.21 to Amendment No. 2 to Las
Vegas Sands, Inc.s Registration Statement on Form S-4 (File No. 333-42147) dated March 27, 1998).10.21
    
    
    Sands Resort Hotel and Casino Agreement, dated as of February 18, 1997, by and between Clark County and Las
Vegas Sands, Inc. (incorporated by reference from Exhibit 10.27 to Amendment No. 1 to Las Vegas Sands,
Inc.s Registration Statement on Form S-4 (File No. 333-42147) dated February 12, 1998).10.22
    
    
    Addendum to Sands Resort Hotel and Casino Agreement, dated as of September 16, 1997, by and between Clark
County and Las Vegas Sands, Inc. (incorporated by reference from Exhibit 10.20 to the Companys Amendment
No. 1 to Registration Statement on Form S-1 (Reg. No. 333-118827) dated October 25, 2004).10.23
    
    
    Improvement Phasing Agreement by and between Clark County and Lido Casino Resort, LLC (incorporated by
reference from Exhibit 10.21 to the Companys Amendment No. 1 to Registration Statement on Form S-1 (Reg.
No. 333-118827) dated October 22, 2004).10.24
    
    
    Amended and Restated Las Vegas Sands, Inc. 1997 Fixed Stock Option Plan (the 1997 Stock Option Plan)
(incorporated by reference from Exhibit 10.10 to Las Vegas Sands, Inc.s Quarterly Report on Form 10-Q for
the quarter ended June 30, 2002 and filed on August 14, 2002).10.25
    
    
    First Amendment to the 1997 Stock Option Plan, dated June 4, 2002 (incorporated by reference from
Exhibit 10.11 to Las Vegas Sands, Inc.s Quarterly Report on Form 10-Q for the quarter ended June 30, 2002
and filed on August 14, 2002).10.26
    
    
    Assumption Agreement, dated as of January 2, 2002, by Sheldon G. Adelson with respect to the 1997 Stock
Option Plan (incorporated by reference from Exhibit 10.5 to Las Vegas Sands, Inc.s Quarterly Report on
Form 10-Q for the quarter ended March 31, 2002 and filed on May 8, 2002).10.27
    
    
    Assumption Agreement, dated as of July 15, 2004, by Las Vegas Sands, Inc. with respect to the 1997 Stock
Option Plan (incorporated by reference from Exhibit 10.25 to the Companys Registration Statement on
Form S-1 (Reg. No. 333-118827) dated September 3, 2004).10.28
    
    
    Assignment and Assumption Agreement, dated as of December 20, 2004, by and among Las Vegas Sands, Inc., Las
Vegas Sands Corp. and Sheldon G. Adelson (incorporated by reference from Exhibit 10.27 to the Companys
Current Report on Form 8-K filed on April 4, 2005).
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Exhibit No.
    
    Description of Document10.29
    
    
    Employment Agreement, dated as of July 10, 2009, among Las Vegas Sands Corp., Las Vegas Sands, LLC and
Robert G. Goldstein (incorporated by reference from Exhibit 10.1 to the Companys Quarterly Report on Form
10-Q for the quarter ended June 30, 2009 and filed on August 7, 2009).10.30
    
    
    Employment Agreement, dated as of November 18, 2004, by and among Las Vegas Sands Corp., Las Vegas Sands,
Inc. and Sheldon G. Adelson (incorporated by reference from Exhibit 10.36 to the Companys Amendment No. 2
to Registration Statement on Form S-1 (Reg. No. 333-118827) dated November 22, 2004).10.31
    
    
    Amendment No. 1 to Employment Agreement, dated as of December 31, 2008, by and among Las Vegas Sands Corp.,
Las Vegas Sands, LLC (f/k/a Las Vegas Sands, Inc.) and Sheldon G.
Adelson (incorporated by reference from Exhibit 10.35 to the Companys
Annual Report on Form 10-K for the year ended December 31,
2008 and filed on March 2, 2009).10.32
    
    
    Employment Agreement, dated as of December 1, 2008 between Las Vegas Sands Corp. and Kenneth J. Kay (incorporated by reference from Exhibit 10.36 to the Companys
Annual Report on Form 10-K for the year ended December 31, 2008 and filed on March 2, 2009).10.33
    *
    
    Letter Agreement, dated January 18, 2010, between Las Vegas Sands Corp. and Kenneth J. Kay.10.34
    
    
    Employment Agreement, dated as of March 11, 2009, among Las Vegas Sands Corp., Las Vegas Sands, LLC and
Michael A. Leven (incorporated by reference from Exhibit 10.2 to the Companys Quarterly Report on
Form 10-Q for the quarter ended March 31, 2009 and filed on May 11, 2009).10.35
    
    
    Amendment to Employment Agreement, effective as of October 1, 2009, between Las Vegas Sands Corp. and
Michael Quartieri (incorporated by reference from Exhibit 10.1 to the Companys Quarterly Report on Form
10-Q for the quarter ended September 30, 2009 and filed on November 9, 2009).10.36
    
    
    Concession Contract for Operating Casino Games of Chance or Games of Other Forms in the Macao Special
Administrative Region, June 26, 2002, by and among the Macao Special Administrative Region and Galaxy
Casino Company Limited (incorporated by reference from Exhibit 10.40 to Las Vegas Sands, Inc.s Form 10-K
for the year ended December 31, 2002 and filed on March 31, 2003).10.37
    
    
    Subconcession Contract for Operating Casino Games of Chance or Games of Other Forms in the Macao Special
Administrative Region, dated December 19, 2002, between Galaxy Casino Company Limited, as concessionaire,
and Venetian Macau S.A., as subconcessionaire (incorporated by reference from Exhibit 10.65 to the
Companys Amendment No. 5 to Registration Statement on Form S-1 (Reg. No. 333-118827) dated December 10,
2004).10.38
    
    
    Land Concession Agreement, dated as of December 10, 2003, relating to the Sands Macao between the Macao
Special Administrative Region and Venetian Macau Limited (incorporated by reference from Exhibit 10.39 to
the Companys Amendment No. 1 to Registration Statement on Form S-1 (Reg. No. 333-118827) dated October 25,
2004).10.39
    
    
    Amendment, published on April 22, 2008, to Land Concession Agreement, dated as of December 10, 2003,
relating to the Sands Macao between the Macau Special Administrative Region and Venetian Macau Limited
(incorporated by reference from Exhibit 10.3 to the Companys Quarterly Report on Form 10-Q for the quarter
ended March 31, 2008 and filed on May 9, 2008).10.40
    
    
    Land Concession Agreement, dated as of February 23, 2007, relating to the Venetian Macao, Four Seasons
Macao and Site 3 among the Macau Special Administrative Region, Venetian Cotai Limited and Venetian Macau
Limited (incorporated by reference from Exhibit 10.3 to the Companys Quarterly Report on Form 10-Q for the
quarter ended March 31, 2007 and filed on May 10, 2007).10.41
    
    
    Amendment published on October 28, 2008, to Land Concession Agreement between Macau Special Administrative
Region and Venetian Cotai Limited (incorporated by reference from Exhibit 10.5 to the Companys Quarterly
Report on Form 10-Q for the quarter ended September 30, 2008 and filed on November 10, 2008).10.42
    
    
    Purchase and Sale Agreement, dated April 12, 2004, by and among Grand Canal Shops Mall Subsidiary, LLC,
Grand Canal Shops Mall MM Subsidiary, Inc. and GGP Limited Partnership (incorporated by reference from
Exhibit 10.1 to Las Vegas Sands, Inc.s Current Report on Form 8-K filed on April 16, 2004).10.43
    
    
    Agreement, made as of April 12, 2004, by and between Lido Casino Resort, LLC and GGP Limited Partnership
(incorporated by reference from Exhibit 10.2 to Las Vegas Sands, Inc.s Current Report on Form 8-K filed on
April 16, 2004).10.44
    
    
    Assignment and Assumption of Agreement and First Amendment to Agreement, dated September 30, 2004, made by
Lido Casino Resort, LLC, as assignor, to Phase II Mall Holding, LLC, as assignee, and to GGP Limited
Partnership, as buyer (incorporated by reference from Exhibit 10.60 to the Companys Amendment No. 1 to
Registration Statement on Form S-1 (Reg. No. 333-118827) dated October 25, 2004).10.45
    
    
    Second Amendment, dated as of January 31, 2008, to Agreement dated as of April 12, 2004 and amended as of
September 30, 2004, by and among Venetian Casino Resort, LLC, as successor-by-merger to Lido Casino Resort,
LLC, Phase II Mall Holding, LLC, as successor-in-interest to Lido Casino Resort, LLC, and GGP Limited
Partnership (incorporated by reference from Exhibit 10.2 to the Companys Quarterly Report on Form 10-Q for
the quarter ended March 31, 2008 and filed on May 9, 2008).
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Exhibit No.
    
    Description of Document10.46
    
    
    Second Amended and Restated Registration Rights Agreement, dated as of November 14, 2008, by and among Las
Vegas Sands Corp., Dr. Miriam Adelson and the other Adelson Holders (as defined therein) that are party to
the agreement from time to time (incorporated by reference from Exhibit 10.2 to the Companys Current
Report on Form 8-K filed on November 14, 2008).10.47
    
    
    Investor Rights Agreement, dated as of September 30, 2008, by and between Las Vegas Sands Corp. and the
Investor named therein (incorporated by reference from Exhibit 10.3 to the Companys Quarterly Report on
Form 10-Q for the quarter ended September 30, 2008 and filed on November 10, 2008).10.48
    
    
    Form of Notice of Restricted Stock Award under the Las Vegas Sands Corp. 2004 Equity Award Plan
(incorporated by reference from Exhibit 10.40 to the Companys Annual Report on Form 10-K for the year
ended December 31, 2005 and filed on March 2, 2006).10.49
    
    
    Las Vegas Sands Corp. 2004 Equity Award Plan (incorporated by reference from Exhibit 10.41 to the Companys
Quarterly Report on Form 10-Q for the quarter ended March 31, 2005 and filed on May 16, 2005).10.50
    
    
    Las Vegas Sands Corp. Executive Cash Incentive Plan (incorporated by reference from Exhibit 10.42 to the
Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2005 and filed on May 16, 2005).10.51
    
    
    Agreement, dated as of July 8, 2004, by and between Sheldon G. Adelson and Las Vegas Sands, Inc.
(incorporated by reference from Exhibit 10.47 to the Companys Registration Statement on Form S-1 (Reg.
No. 333-118827) dated September 3, 2004).10.52
    
    
    Venetian Hotel Service Agreement, dated as of June 28, 2001, by and between Venetian Casino Resort, LLC and
Interface Group-Nevada, Inc. d/b/a Sands Expo and Convention Center (incorporated by reference from
Exhibit 10.49 to the Companys Amendment No. 2 to Registration Statement on Form S-1 (Reg. No. 333-118827)
dated November 22, 2004).10.53
    
    
    First Amendment to Venetian Hotel Service Agreement, dated as of June 28, 2004, by and between Venetian
Casino Resort, LLC and Interface Group-Nevada, Inc. d/b/a Sands Expo and Convention Center (incorporated by
reference from Exhibit 10.50 to the Companys Registration Statement on Form S-1 (Reg. No. 333-118827)
dated September 3, 2004).10.54
    
    
    Tax Indemnification Agreement, dated as of December 17, 2004, by and among Las Vegas Sands Corp., Las Vegas
Sands, Inc. and the stockholders named therein (incorporated by reference from Exhibit 10.56 to the
Companys Current Report on Form 8-K filed on April 4, 2005).10.55
    
    
    Las Vegas Sands Corp. Deferred Compensation Plan (incorporated by reference from Exhibit 10.63 to the
Companys Amendment No. 2 to Registration Statement on Form S-1 (Reg. No. 333-118827) dated November 22,
2004).10.56
    
    
    Form of Restricted Stock Award Agreements under the 2004 Equity Award Plan (incorporated by reference from
Exhibit 10.70 to the Companys Amendment No. 4 to Registration Statement on Form S-1 (Reg. No. 333-118827)
dated December 8, 2004).10.57
    
    
    Form of Stock Option Agreements under the 2004 Equity Award Plan (incorporated by reference from
Exhibit 10.71 to the Companys Amendment No. 4 to Registration Statement on Form S-1 (Reg. No. 333-118827)
dated December 8, 2004).10.58
    
    
    Aircraft Time Sharing Agreement, dated as of November 6, 2009 and effective as of January 1, 2009, between
Las Vegas Sands Corp. and Interface Operations, LLC (incorporated by reference from Exhibit 10.2 to the
Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 2009 and filed on November 9,
2009).10.59
    
    
    Aircraft Time Sharing Agreement, dated as of November 6, 2009 and effective as of January 1, 2009, between
Interface Operations, LLC and Las Vegas Sands Corp. (incorporated by reference from Exhibit 10.3 to the
Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 2009 and filed on November 9,
2009).10.60
    
    
    Aircraft Time Sharing Agreement, dated as of November 6, 2009 and effective as of January 1, 2009, between
Las Vegas Sands Corp. and Interface Operations, LLC (incorporated by reference from Exhibit 10.4 to the
Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 2009 and filed on November 9,
2009).10.61
    
    
    Aircraft Time Sharing Agreement, dated as of November 6, 2009 and effective as of January 1, 2009, between
Interface Operations, LLC and Las Vegas Sands Corp. (incorporated by reference from Exhibit 10.5 to the
Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 2009 and filed on November 9,
2009).10.62
    
    
    Aircraft Time Sharing Agreement, dated as of November 6, 2009 and effective as of January 1, 2009, between
Interface Operations Bermuda, LTD and Las Vegas Sands Corp. (incorporated by reference from Exhibit 10.6 to
the Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 2009 and filed on November
9, 2009).10.63
    
    
    Amended Aircraft Interchange Agreement, dated as of May 23, 2007, by and between Interface Operations LLC
and Las Vegas Sands Corp. (incorporated by reference from Exhibit 10.1 to the Companys Quarterly Report on
Form 10-Q for the quarter ended June 30, 2007 and filed on August 9, 2007).
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Exhibit No.
    
    Description of Document10.64
    
    
    Aircraft Time Share Agreement, dated as of May 23, 2007, by and between Interface Operations LLC and Las
Vegas Sands Corp. (incorporated by reference from Exhibit 10.2 to the Companys Quarterly Report on
Form 10-Q for the quarter ended June 30, 2007 and filed on August 9, 2007).10.65
    
    
    Aircraft Time Sharing Agreement, dated as of January 1, 2005, by and between Interface Operations LLC and
Las Vegas Sands Corp. (incorporated by reference from Exhibit 10.3 to the Companys Quarterly Report on
Form 10-Q for the quarter ended September 30, 2005 and filed November 14, 2005).10.66
    
    
    Aircraft Time Sharing Agreement, dated as of June 18, 2004, by and between Interface Operations LLC and Las
Vegas Sands, Inc. (incorporated by reference from Exhibit 10.48 to the Companys Amendment No. 1 to
Registration Statement on Form S-1 (Reg. No. 333-118827) dated October 25, 2004).10.67
    
    
    Form of Notice of Grant of Stock Option under the Las Vegas Sands Corp. 2004 Equity Award Plan
(incorporated by reference from Exhibit 10.65 to the Companys Quarterly Report on Form 10-K for the year
ended December 31, 2005 and filed on March 2, 2006).10.68
    
    
    Credit Agreement, dated as of May 25, 2006, by and among VML US Finance LLC, Venetian Macau Limited, the
financial institutions listed therein as lenders, The Bank of Nova Scotia, Banco Nacional Ultramarino,
S.A., Sumitomo Mitsui Banking Corporation, Goldman Sachs Credit Partners L.P., Lehman Brothers Inc. and
Citigroup Global Markets, Inc. (incorporated by reference from Exhibit 10.1 to the Companys Quarterly
Report on Form 10-Q for the quarter ended June 30, 2006 and filed on August 9, 2006).10.69
    
    
    Disbursement Agreement, dated as of May 25, 2006, by and among VML US Finance LLC, Venetian Cotai Limited,
Venetian Macau Limited and The Bank of Nova Scotia (incorporated by reference from Exhibit 10.2 to the
Companys Quarterly Report on Form 10-Q for the quarter ended June 30, 2006 and filed on August 9, 2006).10.70
    
    
    First Amendment to Credit Agreement and Disbursement Agreement, dated as of March 5, 2007, among Venetian
Macau Limited, VML US Finance LC, Venetian Cotai Limited and The Bank of Nova Scotia, as administrative
agent and disbursement agent (incorporated by reference from Exhibit 10.1 to the Companys Quarterly Report
on Form 10-Q for the quarter ended March 31, 2007 and filed on May 10, 2007).10.71
    
    
    First Amendment to Disbursement Agreement, dated as of March 5, 2007, among VML US Finance LLC, Venetian
Cotai Limited, Venetian Macau Limited and The Bank of Nova Scotia, as disbursement agent and bank agent.
(incorporated by reference from Exhibit 10.2 to the Companys Quarterly Report on Form 10-Q for the quarter
ended March 31, 2007 and filed on May 10, 2007).10.72
    
    
    Second Amendment to Credit Agreement, dated as of August 12, 2009, by and among VML US Finance LLC,
Venetian Macau Limited and The Bank of Nova Scotia, as administrative agent for the Lenders and the Loan
Parties party thereto (incorporated by reference from Exhibit 10.7 to the Companys Quarterly Report on
Form 10-Q for the quarter ended September 30, 2009 and filed on November 9, 2009).10.73
    
    
    Facility Agreement, dated as of December 28, 2007, among Marina Bay Sands Pte. Ltd., as borrower, Goldman
Sachs Foreign Exchange (Singapore) Pte., DBS Bank Ltd., UOB Asia Limited, Oversea-Chinese Banking
Corporation Limited, as coordinators, and DBS Bank Ltd., as technical bank, agent and security trustee
(incorporated by reference from Exhibit 10.59 to the Companys Annual Report on Form 10-K for year ended
December 31, 2007 and filed on February 29, 2008).10.74
    
    
    Sponsor Support Agreement, dated as of December 28, 2007, among Las Vegas Sands Corp., as sponsor, Sands
Mauritius Holdings and MBS Holdings Pte. Ltd., as holding company, Marina Bay Sands Pte. Ltd., as borrower
and DBS Bank Ltd., as security trustee (incorporated by reference from Exhibit 10.60 to the Companys
Annual Report on Form 10-K for year ended December 31, 2007 and filed on February 29, 2008).10.75
    
    
    Development Agreement, dated August 23, 2006, between the Singapore Tourism Board and Marina Bay Sands Pte.
Ltd. (incorporated by reference from Exhibit 10.3 to the Companys Quarterly Report on Form 10-Q for the
quarter ended September 30, 2006 and filed on November 9, 2006).10.76
    *
    
    Supplement to Development Agreement, dated December 11, 2009, by and between Singapore Tourism Board and
Marina Bay Sands PTE. LTD.10.77
    
    
    Fourth Amended and Restated Reciprocal Easement, Use and Operating Agreement, dated as of February 29,
2008, by and among Interface Group  Nevada, Inc., Grand Canal Shops II, LLC, Phase II Mall Subsidiary,
LLC, Venetian Casino Resort, LLC, and Palazzo Condo Tower, LLC (incorporated by reference from Exhibit 10.1
to the Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2008 and filed on May 9,
2008).10.78
    
    
    Form of Restricted Stock Award Agreement (incorporated by reference from Exhibit 10.1 to the Companys
Current Report on Form 8-K filed on February 9, 2007).10.79
    
    
    First Amendment, dated as of February 5, 2007, to the Las Vegas Sands Corp. 2004 Equity Award Plan
(incorporated by reference from Exhibit 10.76 to the Companys Annual Report on Form 10-K for the year
ended December 31, 2006 and filed on February 28, 2007).
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Exhibit No.
    
    Description of Document10.80
    
    
    Form of Nonqualified Stock Option Agreement under the Companys 2004 Equity Award Plan (incorporated by
reference from Exhibit 10.2 to the Companys Quarterly Report on Form 10-Q for the quarter ended June 30,
2009 and filed August 7, 2009).10.81
    
    
    Convertible Note Purchase Agreement, dated as of September 30, 2008, between Las Vegas Sands Corp. and
Dr. Miriam Adelson (incorporated by reference from Exhibit 10.1 to the Companys Quarterly Report on
Form 10-Q for the quarter ended September 30, 2008 and filed on November 10, 2008).10.82
    
    
    Note Conversion and Securities Purchase Agreement, dated as of November 10, 2008, between Las Vegas Sands
Corp. and Dr. Miriam Adelson (incorporated by reference from Exhibit 1.2 to the Companys Current Report on
Form 8-K filed on November 14, 2008).10.83
    
    
    Amendment to Note Conversion and Securities Purchase Agreement, dated as of November 10, 2008, between Las
Vegas Sands Corp. and Dr. Miriam Adelson (incorporated by reference from Exhibit 1.3 to the Companys
Current Report on Form 8-K filed on November 14, 2008).21.1
    *
    
    Subsidiaries of Las Vegas Sands Corp.23.1
    *
    
    Consent of PricewaterhouseCoopers LLP.31.1
    *
    
    Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.31.2
    *
    
    Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.32.1
    *
    
    Certification of Chief Executive Officer of Las Vegas Sands Corp. pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.32.2
    *
    
    Certification of Chief Financial Officer of Las Vegas Sands Corp. pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 
 *
    
    Filed herewith.
    
    Confidential treatment has been requested and granted with respect to portions of this
exhibit, and such confidential portions have been deleted and replaced with ** and filed
separately with the Securities and Exchange Commission pursuant to Rule 406 under the
Securities Act of 1933.  133