UNITED STATES

SECURITIES AND
EXCHANGE COMMISSION

WASHINGTON, D.C. 20549





FORM 10-K/A

(Amendment No. 1)





(Mark One)

|x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ------------------------------------------------------------------------------------

For the fiscal year ended December 31, 2007

OR



| ̈ | 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: 333-87202





CIRCUS AND ELDORADO JOINT
VENTURE

SILVER LEGACY CAPITAL CORP.

(Exact name of registrants as specified in their charters)







|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|Nevada                                                         |  | 88-0310787                          
|                                                               | 
|Nevada                                                         |  | 71-0868362                          
|(State or other jurisdiction of incorporation or organization) |  | (I.R.S. Employer Identification No.)
|                                                               | 
|407 North Virginia Street, Reno, Nevada                        |  | 89501                               
|(Address of principal executive offices)                       |  | (Zip Code)                          

Registrants telephone number, including area code:

800-687-7733

Securities registered
pursuant to Section 12(b) of the Act:

None

Securities registered pursuant to Section 12(g) of the Act:

None





Indicate by check mark if the registrants are well-known seasoned issuers, as defined in Rule 405 of the Securities Act.

Yes    ̈    No  x

Indicate by check mark if the registrants are not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes    ̈    No  x

Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90
days.    Yes  x    No   ̈

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrants knowledge, in definitive
proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  x

Indicate by check mark whether the registrants are large accelerated filers, accelerated filers, non-accelerated filers, or smaller reporting companies.
See definitions of large accelerated filer, accelerated filer, and smaller reporting company in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filers    ̈     Accelerated filers    ̈    
Non-accelerated filers   x     Smaller reporting company   ̈

(Do not check if smaller reporting company)

Indicate by check mark whether either of the registrants is a
shell company (as defined in Rule 12b-2 of the Exchange Act).



|                                                     |  |                                               
|---------------------------------------------------- |  | ----------------------------------------------
|Circus and Eldorado Joint Venture    Yes   ̈    No  x |  | Silver Legacy Capital Corp.    Yes  x    No   ̈

State the aggregate market value of the voting and non-voting common equity held by
non-affiliates. None.

The number of shares of Silver Legacy Capital Corp.s common stock outstanding at March 28, 2008 was
2,500. All of these shares are owned by Circus and Eldorado Joint Venture.

DOCUMENTS INCORPORATED BY REFERENCE

None.









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Explanation: This amendment is being filed solely for the purpose of filing corrected Exhibits 31.1 and
31.2.



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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned, thereunto duly authorized.



|                    |  |  |  |                                   |  |                    |  |                                        
|------------------- |  |  |  | --------------------------------- |  | ------------------ |  | ---------------------------------------
|                    |  |  |  | CIRCUS AND ELDORADO JOINT VENTURE
|                    |  |  | 
|Dated: June 2, 2008 |  |  |  | By:                               |  | /S/ Gary L. Carano
|                    |  |  |  |                                   |  |                    |  | Gary L. Carano, Chief Executive Officer



|                    |  |  |  |                             |  |                    |  |                                        
|------------------- |  |  |  | --------------------------- |  | ------------------ |  | ---------------------------------------
|                    |  |  |  | SILVER LEGACY CAPITAL CORP.
|                    |  |  | 
|Dated: June 2, 2008 |  |  |  | By:                         |  | /S/ Gary L. Carano
|                    |  |  |  |                             |  |                    |  | Gary L. Carano, Chief Executive Officer



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