MGM MIRAGE announced today
that its Board of Directors approved a plan to create a multi-billion
dollar urban metropolis that will significantly accelerate the evolution
of Las Vegas into a sophisticated multi-dimensional city.The 66-acre site, designated as Project CityCenter, will be developed over
time into a master-planned urban complex defined by a variety of avenues,
places and experiences. As envisioned, Project CityCenter represents the
most significant privately funded project in the United States at this
time.

Located at the heart of the Las Vegas Strip, Project CityCenter is
dramatic in scale. The site is approximately the same size as three major
New York City landmarks combined: Rockefeller Center, SoHo and Times
Square. As such, Project CityCenter will propel the urbanization of the
Las Vegas valley and complement previously announced plans for continuing
redevelopment in Downtown Las Vegas.

MGM MIRAGE will partner with world-renowned architects, residential
developers, hotel operators and retailers in designing, financing and
operating the project, which will be constructed in phases.

The first phase of Project CityCenter will include the development of 18
million square feet of space consisting of a 4,000-room hotel/casino,
three 400-room boutique hotels to be operated by world-famous hoteliers
not currently represented in Las Vegas, approximately 550,000 square feet
of retail shops, dining and entertainment venues, and 1,650 units of
luxury condominium, hotel/condominium and private residence clubs.

The first phase of the project is anticipated to create more than 7,000
construction jobs and, on completion, more than 12,000 new permanent
positions. This represents the largest single new employment opportunity
in the history of Las Vegas.

Further phases are envisioned over time on contiguous company-owned land.

Bobby Baldwin will oversee Project CityCenter in addition to his current
responsibilities as President and Chief Executive Officer of Mirage
Resorts.

“Throughout its nearly 100-year history, Las Vegas has been transformed
repeatedly by a series of significant developments reflecting the creative
energies of its builders and entrepreneurs,” said Terry Lanni, Chairman
and Chief Executive Officer of MGM MIRAGE.

“What began in 1905 as an auction of small parcels has become one of the
most sought-after real estate markets in the world. Las Vegas as we know
it today was developed in phases. From the building of Hoover Dam in the
30s and Nellis Air Base in the 40s to Caesars Palace in the 60s and The
Mirage in the 80s, Las Vegas rose to another level in each era as it
marched its way across history to become the most successful tourist
destination in the world,” Mr. Lanni said.

“Our master plan represents a significant new direction for our city and
our company. Las Vegas has taken initial steps to becoming a major urban
center in the western United States. Recent announcements of redevelopment
plans for Downtown and the University’s vision of ‘Midtown UNLV,’ a
cultural district surrounding the campus, perfectly complement our
company’s plans for our ‘uptown’ site.

“We have long been aware that our acreage between Bellagio and Monte Carlo
represents the most compelling development opportunity in Las Vegas, and
possibly the country. We believe we have a responsibility to our
stakeholders and the community to create the preeminent urban destination
on that land,” Mr. Lanni said.

Jim Murren, MGM MIRAGE’s President and Chief Financial Officer said: “As
real estate prices continue to soar on the Strip, we intend to maximize
the economic value of this land by making this development the newest icon
for Las Vegas, one that reflects a new attitude and contemporary
perspective for this sophisticated city.

“In developing Project CityCenter, we engaged three renowned urban
planning firms to create an overall master plan. After an eight-month
process involving all three firms, our Board has selected the Master Plan
design of Ehrenkrantz, Eckstut and Kuhn Architects (EEK), an
internationally known, New York-based firm known for master planning both
Battery Park City in New York City and the Baltimore Inner Harbor East in
Maryland.

“We also retained the leading experts in market and economic analysis to
collaborate with our urban planners to create a program that will be very
successful for both our company and our community.

“A project of this scope should be prudently implemented over time in
phases. We look forward to working with our financial partners and our
future development partners to plan, design and construct Project
CityCenter. Through the proceeds generated from residential sales as well
as the equity contributions of our partners, we expect to rapidly
de-leverage while providing significant new high-margin income streams,”
Mr. Murren said.

MGM MIRAGE management will immediately initiate the design of Project
CityCenter, which is anticipated to take 18 months. During this time, the
company will work closely with Clark County officials to integrate Project
CityCenter into the community. The construction of the first phase of the
complex will take approximately 42 months with an opening anticipated in
2010.
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