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UNITED STATES SECURITIES AND
    EXCHANGE COMMISSION
 Washington, D.C.
    20549
   Form 10-Q
   (Mark One)þ

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
    OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended
    March 31, 2007oro

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
    OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period
    from          to   Commission file number:
    333-118149
   American Casino &
    Entertainment Properties LLC
 (Exact name of registrant as
    specified in its charter)
  Delaware(State or other
    jurisdiction of
    incorporation or organization)

20-0573058(I.R.S. Employer
    Identification No.)2000 Las Vegas Boulevard
    South
    Las Vegas, NV(Address of principal
    executive offices)

89104(Zip
    Code)   (702) 380-7777
 (Registrants telephone number, including area code)
   (Former name, former address and
    former fiscal year, if changed since last report)
   þ o
  Rule 12b-2
 o o þ
  Rule 12b-2 o þ




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TABLE OF
    CONTENTS
  PagePART I

FINANCIAL
    INFORMATIONItem 1.  Unaudited
    Condensed Consolidated Financial Statements


2Condensed
    Consolidated Balance Sheets as of March 31, 2007
    (unaudited) and December 31, 2006


2Condensed
    Consolidated Statements of Income for the three months ended
    March 31, 2007 and March 31, 2006
    (unaudited)


3Condensed
    Consolidated Statements of Cash Flows for the three months ended
    March 31, 2007 and March 31, 2006
    (unaudited)


4Notes to Condensed
    Consolidated Financial Statements (unaudited)


5Item 2.  Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations


9Item 3.  Quantitative
    and Qualitative Disclosures About Market Risk


14Item 4.  Controls
    and Procedures


14PART II

OTHER
    INFORMATIONItem 1A.  Risk
    Factors


16Item 6.  Exhibits


16EX-31.1: CERTIFICATIONEX-31.2: CERTIFICATIONEX-32.1: CERTIFICATIONEX-32.2: CERTIFICATION   1




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PART I.  FINANCIAL
    INFORMATION  ITEM 1.
    Unaudited
    Condensed Consolidated Financial Statements AMERICAN
    CASINO & ENTERTAINMENT PROPERTIES LLC
    CONDENSED CONSOLIDATED BALANCE SHEETS As of


As ofMarch 31, 2007


December 31, 2006(Unaudited)(In thousands)ASSETSCurrent Assets:Cash and cash equivalents

$
70,528


$
54,912Cash and cash
    equivalents  restricted


271



269Investments  restricted


3,159



3,457Accounts receivable, net


6,348



6,752Related party receivables


97



472Deferred income taxes


2,948



2,948Other current assets


15,316



16,773Total Current Assets


98,667



85,583Property and equipment, net


440,801



445,788Debt issuance and deferred
    financing costs, net


5,435



5,729Deferred income taxes


36,164



36,212Other assets


2,402



2,514Total Other Assets


44,001



44,455Total Assets

$
583,469


$
575,826LIABILITIES AND MEMBERS
    EQUITYCurrent Liabilities:Accounts payable

$
6,749



6,708Accrued expenses


32,214



33,168Accrued payroll and related
    expenses


11,149



14,391Current portion of capital lease
    obligations


502



496Total Current Liabilities


50,614



54,763Long-Term Liabilities:Long-term debt


255,000



255,000Capital lease obligations, less
    current portion


2,202



2,329Other


6,144



5,993Total Long-Term Liabilities


263,346



263,322Total Liabilities


313,960



318,085Commitments and ContingenciesMembers Equity:Members equity


269,509



257,741Total Members Equity


269,509



257,741Total Liabilities and
    Members Equity

$
583,469


$
575,826    2




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AMERICAN
    CASINO & ENTERTAINMENT PROPERTIES LLC
  CONDENSED CONSOLIDATED STATEMENTS OF INCOME
  Three Months EndedMarch 31,


March 31,2007


2006(Unaudited)(In thousands)Revenues:Casino

$
67,370


$
48,022Hotel


22,616



17,433Food and beverage


23,109



18,070Tower, retail and other


9,311



8,219Gross Revenues


122,406



91,744Less promotional allowances


9,518



5,799Net Revenues


112,888



85,945Costs and Expenses:Casino


22,566



16,488Hotel


9,063



6,843Food and beverage


15,975



13,201Other operating expenses


4,236



3,730Selling, general and administrative


29,472



20,786Depreciation and amortization


8,591



6,010Loss (gain) on sale of assets


8



(2
)Total Costs and Expenses


89,911



67,056Income From
    Operations


22,977



18,889Other Income
    (Expense):Interest income


419



850Interest expense


(5,436
)


(4,682
)Total Other Expense, net


(5,017
)


(3,832
)Income Before Income
    Taxes


17,960



15,057Provision for income taxes


6,192



5,210Net Income

$
11,768


$
9,847    3




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AMERICAN
    CASINO & ENTERTAINMENT PROPERTIES LLC
  CONDENSED CONSOLIDATED STATEMENTS OF CASH
    FLOWS
  Three Months EndedMarch 31,


March 31,2007


2006(Unaudited)(In thousands)Cash Flows From Operating
    Activities:Net income

$
11,768


$
9,847Adjustments to reconcile net
    income to net cash provided by operating activities:Depreciation and amortization


8,591



6,010Loss (gain) on sale of assets


8



(2
)Provision for deferred income taxes


48



(172
)Changes in operating assets and
    liabilities:Restricted cash


(2
)


239Accounts receivable, net


404



21Other assets


1,719



1,184Accounts payable and accrued
    expenses


(4,155
)


(1,825
)Other


151



132Net Cash Provided By Operating
    Activities


18,532



15,434Cash Flows From Investing
    Activities:(Increase) decrease in
    investments  restricted


298



(24
)Acquisition of property and
    equipment


(3,821
)


(2,152
)(Increase) decrease in related
    party receivables


375



(2,911
)Proceeds from sale of property and
    equipment


353



5Net Cash Used In Investing
    Activities


(2,795
)


(5,082
)Cash Flows From Financing
    Activities:Payments on capital lease
    obligation


(121
)


(116
)Net Cash Used In Financing
    Activities


(121
)


(116
)Net increase in cash and cash
    equivalents


15,616



10,236Cash and cash
    equivalents  beginning of period


54,912



108,316Cash and Cash
    Equivalents  end of period

$
70,528


$
118,552Supplemental Disclosure of Cash
    Flow Information:Cash paid during the period for
    interest

$
9,229


$
8,513Cash paid during the period for
    income taxes

$



$
650    4




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AMERICAN
    CASINO & ENTERTAINMENT PROPERTIES LLC



NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited) Note 1.
    The
    Company      W2007/ACEP
          Note 2.
    Basis of
    Presentation  Form 10-K
 5




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NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
    (Unaudited)  (Continued)
  No. 333-118149).
    Principles
    of Consolidation
    Recently
    Issued Accounting Pronouncements
  06-3, 06-3. 06-3
         6




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NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
    (Unaudited)  (Continued)
  available-for-sales
  Note 3.
    Related
    Party Transactions  out-of-pocket
      Note 4.
    Long-term
    Debt    Note 5.
    Non-guarantor
    Subsidiaries    Note 6.
    Legal
    Proceedings    Note 7.
    Income
    Taxes   7




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NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
    (Unaudited)  (Continued)
       8




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Item 2.
    Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations  Form 10-K
  Overview
      W2007/ACEP
       9




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Casino


Number of


Number


NumberSquare


Hotel


of


ofFootage


Rooms


Slots


Table GamesStratosphere


80,000



2,444



1,303



49Arizona Charlies Decatur


52,000



258



1,363



15Arizona Charlies Boulder


47,000



303



1,056



16Aquarius


57,000



1,907



1,139



42     Results
    of Operations
  Three
    Months Ended March 31, 2007 Compared to Three Months Ended
    March 31, 2006
  Three Months EndedMarch 31,IncludingAquarius



Excluding Aquarius2007



2007


2006


% Change(In millions)Income Statement
    Data:Revenues:Casino

$
67.4



$
46.1


$
48.0



(4.0
)%Hotel


22.6




18.1



17.4



4.0
%Food and beverage


23.1




18.3



18.1



1.1
%Tower, retail and other


9.3




8.0



8.2



(2.4
)%Gross revenues


122.4




90.5



91.7



(1.3
)%Less promotional allowances


9.5




6.4



5.8



10.3
%Net revenues


112.9




84.1



85.9



(2.1
)%Costs and expenses:Casino


22.6




16.2



16.5



(1.8
)%Hotel


9.1




6.7



6.8



(1.5
)%Food and beverage


16.0




13.3



13.2



0.8
%Other operating expenses


4.2




3.6



3.7



(2.7
)%Selling, general and administrative


29.5




20.2



20.8



(2.9
)%Depreciation and amortization


8.6




6.5



6.0



8.3
%Total costs and expenses


90.0




66.5



67.0



(0.7
)%Income from operations

$
22.9



$
17.6


$
18.9



(6.9
)%    10




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Gross
    Revenues
    Casino
    Revenues
    Non-Casino
    Revenues
        Promotional
    Allowances
    Operating
    Expenses
     11




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Interest
    Expense
    Financial
    Condition
  Liquidity
    and Capital Resources
         12




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Recently
    Issued Accounting Pronouncements
  06-3, 06-3. 06-3
       13




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available-for-sales
  Forward-Looking
    Statements
  Form 10-K
  We warn you that forward-looking statements are only
    predictions. Actual events or results may differ as a result of
    risks that we face. Forward-looking statements speak only as of
    the date they were made and we undertake no obligation to update
    them.
  Item 3.
    Quantitative
    and Qualitative Disclosures About Market Risk        Item 4.
    Controls
    and Procedures  Rule 13a-15(e) 15d-15(e).
 14




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15




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PART II.
    OTHER INFORMATION  Item 1A.
    Risk
    Factors  Form 10-K
  Item 6.
    Exhibits  Regulation S-K
 16




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SIGNATURES
    American
    Casino & Entertainment Properties LLC
  By:
    /s/  Denise
    Barton   Senior Vice President, Chief Financial Officer,
 Treasurer and Secretary
 (Principal Financial and Accounting Officer)
   17




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Exhibits Index
  ExhibitNo.

Description31
.1

Certification of Principal
    Executive Officer pursuant to Section 302(a) of the
    Sarbanes-Oxley Act of 2002.31
.2

Certification of Principal
    Financial Officer pursuant to Section 302(a) of the
    Sarbanes-Oxley Act of 2002.32
.1

Certification of Chief Executive
    Officer pursuant to Section 906 of the Sarbanes-Oxley Act
    of 2002.32
.2

Certification of Chief Financial
    Officer pursuant to Section 906 of the Sarbanes-Oxley Act
    of 2002.