                  T.C. Memo. 1997-445



                UNITED STATES TAX COURT



    BOYD GAMING CORPORATION, F.K.A. THE BOYD GROUP
            AND SUBSIDIARIES, Petitioners v.
      COMMISSIONER OF INTERNAL REVENUE, Respondent


CALIFORNIA HOTEL & CASINO AND SUBSIDIARIES, Petitioners
    v. COMMISSIONER OF INTERNAL REVENUE, Respondent


Docket Nos. 3433-95, 3434-95.      Filed September 30, 1997.



     Ps provide free meals to their employees in
private cafeterias located on Ps' business premises.
R determined that sec. 274(n)(1), I.R.C., limits Ps’
deduction for the cost of these meals. Ps argue that
they may deduct 100 percent of their costs under the de
minimis fringe benefit exception of sec. 274(n)(2)(B),
I.R.C., which requires in this case that Ps provide the
meals to each of substantially all of their employees
for a substantial noncompensatory business reason.
Held: Ps' deduction is limited by sec. 274(n)(1),
I.R.C.; the de minimis fringe benefit exception of sec.
274(n)(2)(B), I.R.C., is inapplicable under the facts
herein because Ps do not provide the meals to each of
substantially all of their employees for a substantial
noncompensatory business reason.
                                - 2 -

     Thomas P. Marinis, Jr., J. Barclay Collins III,

Sarah A. Duckers, and Charles L. Almond, for petitioners.

     Paul L. Dixon and Barbara S. Trethewy, for respondent.



             MEMORANDUM FINDINGS OF FACT AND OPINION


     LARO, Judge:   The docketed cases are before the Court

consolidated for purposes of trial, briefing, and opinion.

California Hotel & Casino (CHC) petitioned the Court to

redetermine respondent's determination of deficiencies of

$81,761, $14,428, and $42,124 in its consolidated group's 1982,

1984, and 1987 Federal income tax, respectively.   Boyd Gaming

Corp. (Boyd) petitioned the Court to redetermine respondent's

determination of a $152,346 deficiency in its consolidated

group's 1988 Federal income tax.

     Following concessions by the parties, we must decide whether

petitioners' deductions for food and beverages provided to their

employees without charge on petitioners' business premises are

limited by section 274(n)(1).   In Boyd Gaming Corp. v.

Commissioner, 106 T.C. 343, 344, 349 (1996), we held in summary

adjudication that section 274(n)(1) does not limit petitioners'

deductions if the food and beverages are a de minimis fringe

benefit under section 274(n)(2), which, in turn, requires that

petitioners provide the food and beverages to each of

substantially all of their employees for the "convenience of the
                                 - 3 -

employer" under section 119.1    We hold herein that petitioners do

not provide the food and beverages to each of substantially all

of their employees for the convenience of the employer, and,

hence, that petitioners' deductions are limited by section

274(n)(1) because the food and beverages are not a de minimis

fringe benefit under section 274(n)(2)(B).     Unless otherwise

stated, section references are to the Internal Revenue Code in

effect for the years in issue.    Rule references are to the Tax

Court Rules of Practice and Procedure.

                        FINDINGS OF FACT

     Some of the facts have been stipulated and are so found.

The stipulated facts and the exhibits submitted therewith are

incorporated herein by this reference.     The record consists

mainly of these stipulated facts and exhibits and the testimony

of numerous witnesses, all of whom were called by petitioners.

Petitioners' primary witnesses were:     (1) Robert Boughner,

petitioners' executive vice president during the subject years,

(2) John Repetti, CHC's casino manager during the subject years,

(3) Steve Thompson, the general manager of Fremont Hotel & Casino

(Fremont) during the subject years, (4) Bruce Fraser, the

assistant general manager of Sam’s Town Hotel & Gambling Hall


     1
       The President recently signed into law the Taxpayer Relief
Act of 1997 (the 1997 Act), Pub. L. 105-23, 111 Stat. 788.
Sec. 970 of the 1997 Act, 111 Stat. 897, effective for taxable
years beginning after Dec. 31, 1997, amended sec. 132(e)(2) so
that the cost of a meal provided to an employee for the
convenience of the employer may be deducted in full. This
amendment parallels the Court's holding in Boyd Gaming Corp. v.
Commissioner, 106 T.C. 343, 344, 349 (1996).
                               - 4 -

(Sam’s Town) during the subject years, (5) John Miner, who joined

the Stardust Hotel & Casino (Stardust) in July 1988 and served as

its general manager throughout the remainder of the subject

period, and (6) Mary Ann Burns, who joined the Stardust in

October 1988 and served as its director of hotel operations

throughout the remainder of the subject period.

     CHC and Boyd are Nevada corporations whose principal offices

were in Las Vegas, Nevada, when they petitioned the Court.    For

its taxable year ended June 30, 1988 (the 1987 taxable year),

CHC was the parent of an affiliated group of corporations that

filed a consolidated Federal income tax return.   CHC's affiliated

group included:   (1) Sam-Will, Inc., doing business as Fremont,

and (2) Mare-Bear, Inc., doing business as Stardust.   CHC also

did business as Sam’s Town.   By virtue of a reorganization of the

group, Boyd became the parent of the affiliated group beginning

with the 1988 taxable year.   Boyd's affiliated group included:

(1) CHC, which sometimes did business as Sam’s Town,

(2) Sam-Will, Inc., doing business as Fremont, and (3) Mare-Bear,

Inc., doing business as Stardust.

     Petitioners operate CHC, Fremont, Sam's Town, and Stardust

(collectively, the Properties).   Each of the Properties is a

large resort or hotel complex located in Las Vegas, Nevada.     CHC

and Fremont are located downtown.   Stardust is located a "stone's

throw" away from CHC and Fremont, in an area commonly known as

"the Strip".   Sam's Town is located approximately 6 miles from

the Strip and approximately 6 miles from downtown.
                                - 5 -

     Each of the Properties has casino, restaurant, and hotel

facilities; the hotel rooms tend to run at close to full

occupancy, and the hotel guests tend to "turn over" weekly.

Some of the Properties also have convention and/or entertainment

facilities.   As of June 30, 1989, CHC had 635 hotel rooms,

222 R.V. parking spaces, four restaurants, two lounges, 35 gaming

tables, 81 keno seats, 18 race and sports book seats, and

970 slot machines.    Fremont had 450 hotel rooms, five

restaurants, one lounge, 48 gaming tables, 58 keno seats, 142

race and sports book seats, and 952 slot machines.    Stardust had

1,367 hotel rooms, 370 R.V. parking spaces, six restaurants, one

showroom, one lounge, 84 gaming tables, 105 keno seats, 300 race

and sports book seats, and 1,324 slot machines.    Sam's Town had

204 hotel rooms, 508 R.V. parking spaces, eight restaurants, one

lounge, 57 gaming tables, 166 keno seats, 193 race and sports

book seats, and 1,892 slot machines.    Sam's Town also had a 56-

lane bowling alley and a 25,000-square-foot retail area called

the Western Emporium.

     Each of the Properties is located in a heavily populated

area of Las Vegas near numerous eating facilities, including fast

food restaurants, competitor casino restaurants, ethnic

restaurants, sandwich shops, pizza houses, food courts, and

convenience stores.    Many of these eating facilities serve meals

24 hours a day.   The aggregate seating capacity of the eating

facilities, exclusive of the casino restaurants, near Stardust

and Sam's Town is in both cases more than 1,100 diners.    The
                                - 6 -

aggregate seating capacity of the eating facilities, exclusive of

the casino restaurants, near CHC and Fremont is in both cases

more than 650 diners.   The record does not disclose the seating

capacity of the casino restaurants near CHC, Fremont, Stardust,

or Sam's Town.   CHC and Fremont have 11 competitor casinos

situated nearby, and these competitors house numerous restaurants

offering an assortment of meals including fast food, ethnic food,

buffet food, sandwiches, and pizza.     The same assortment of

restaurants is present in the 11 competitor casinos located near

Stardust.   Sam's Town has two competitor casinos nearby, one of

which has a pasta buffet, a cafeteria, and a delicatessen.

     Most of the major casinos in Las Vegas provide meals to

their employees at no charge in private eating facilities located

on the casinos' premises.    In order to attract and keep

employees, petitioners offer compensation and benefits packages

to their employees that are highly competitive with those of

other similar employers.    Included in these packages is the

benefit of a meal or meals during, and/or in some cases before or

after, an employee's shift.    Petitioners opted before the subject

years to provide meals to all of their employees after it was

decided, by the management of the affiliated group's parent, that

petitioners would generally require their employees to stay on

the premises throughout their shifts and that it was unreasonable

to require full-time employees to stay on the premises for an

8-hour shift without offering them meals.     Management believed

that it was essential to petitioners' operations that 75 to 80
                               - 7 -

percent of their employees (by name and not by number) stay on

the premises throughout their shifts, and that these employees

deserved meals for having to stay on the premises.     Management

also believed that it was not essential to petitioners' operation

to keep the remaining 20 to 25 percent of the employees on the

premises throughout their shifts, but petitioners would generally

require these employees to stay on the premises, and offer them

meals, as a matter of consistency.     The meals that petitioners

provide to their employees include hot meals, cold foods, and

snacks (collectively referred to as the meals).     Petitioners

provide the meals to their employees as a form of compensation,

and petitioners’ provision of the meals is not discriminatory in

favor of highly compensated employees.

     Petitioners provide the meals to the employees at each

Property in a private employee cafeteria (the Cafeteria) that is

located on the Property's premises.     Each of the Properties owns

and operates its Cafeteria, and each Cafeteria is separate from

the public restaurants located on the Properties, which, in turn,

are separate from the alcohol bars on the premises.     Employees

receive the meals without charge, and it is petitioners' policy

to provide the meals in the Cafeterias only to employees.

Petitioners occasionally serve in the Cafeterias the surplus food

from their banquets or buffets.   Petitioners do not quantify the

amount of surplus food consumed in the Cafeterias, and they do

not accurately account for any of the food served in the

Cafeterias.   Petitioners keep no records that identify how many
                                  - 8 -

meals are served in the Cafeterias, who eats in the Cafeterias,

how many times an employee eats in the Cafeterias, or on what day

an employee eats in the Cafeterias.       Petitioners keep no records

that show that an employee eats in the Cafeteria only on the days

that he or she works.      Petitioners' employees do not have to eat

the meals served in the Cafeterias.       Petitioners' employees may

eat, in or outside of the Cafeterias, food brought onto the

Properties.

     The Cafeterias seat approximately the following number of

people:

          Cafeteria   at   CHC                 65-90
          Cafeteria   at   Fremont                92
          Cafeteria   at   Sam's Town        200-250
          Cafeteria   at   Stardust          160-180

Each of the Cafeterias is open 7 days a week, 24 hours per day,

except when closed for cleaning.        Cleaning occurs once a week on

the graveyard shift (as defined below), during which time

employees are allowed to eat in the public restaurants.       In

addition to the right to eat in the Cafeterias, approximately 10

percent of petitioners' employees (generally management and

supervisory employees) also may eat in the Properties' public

restaurants.   Petitioners do not allow other employees to eat in

these public restaurants while on duty, except when a Cafeteria

is closed for cleaning.      Petitioners keep no records that

identify how many meals are served to employees in the public

restaurants, the employees who actually eat in the public

restaurants, how many times an employee eats in the public
                                  - 9 -

restaurants, or on what day an employee eats in the public

restaurants.   Petitioners keep no records that show that an

employee who is allowed to eat in the public restaurants eats

there only on the days that he or she works.

     It is petitioners' policy that employees may enter the

Cafeterias freely whenever they are open, and that employees need

not sign in at a Cafeteria upon entrance or sign for food when

received.   It is petitioners' policy that employees may not eat

in the Cafeterias on a nonworking day or bring guests to eat in

the Cafeterias at all.    It is petitioners' policy that employees

who violate the policy of the Cafeterias are subject to

dismissal. Petitioners do not formally monitor any of the

policies for the Cafeterias.      Petitioners oversee each employee's

adherence to these policies through an honor system and an

informal policing that is incidental to an employee's presence in

the Cafeteria.    Employees have been disciplined, suspended,

and/or dismissed from employment for violating petitioners'

policies for the Cafeterias.

     Petitioners employed the following numbers of people at the

Properties in 1988 and 1989:

                           1988           1989

     CHC                 1,002        1,052
     Fremont               936          878
     Sam's Town          1,402        1,508
     Stardust            2,251        2,406

The table below has a breakdown of these employees by Property,

job classification, job code, and job description.     The table
                              - 10 -

also lists the number of meals that each employee is entitled to

receive during his or her shift (or whether the employee is

authorized to eat in the public restaurants on the Properties for

a reason other than that the Cafeterias are closed for cleaning),

the minutes that the employee receives for meals and other

breaks, and the number of employees who wear uniforms at work (at

other than Sam's Town).   The record does not indicate which

employees at Sam's Town wear uniforms during work.     An appendix

to petitioners' brief lists the employees at Sam's Town who

petitioners allege wear uniforms.      This appendix, however, is

not evidence, Rule 143(b), and we give no consideration to it.
                                                         CHC
                                                                                        MEAL
JOB              JOB                                                          MEAL      BREAK            OTHER
CLASS            CODE   DESCRIPTION           UNIFORM   1988      1989        CODE1     MINUTES     BREAKS (MINUTES)
Accounting       400A   ACCT CLK IV              No       5         6           1         60                0
Accounting       402    ACCTG CLERK II           No      10         2           1         60                0
Accounting       401    ACCTG CLK III            No      10        17           1         60                0
Accounting       303E   ACT CLK SUPV             No       2         3           0         60                0
Accounting       167E   ASST CONTROLLER          No       1         1           0         60                0
Accounting       300    CHIEF ACCT               No       0         1           1         60                0
Accounting       166E   CONTROLLER               No       1         1           0         60                0
Accounting       168E   PAYROLL SUPV             No       1         1           0         60                0
Accounting       519    RECEIVER                 Yes      5         5           1         60                0
Accounting       546    STOCK CLERK              Yes      4         4           1         60                0
Administrative   285    ADMIN CLRK               No       2         1           1         60                0
Administrative   172E   DIR HUM RES              No       0         1           0         60                0




                                                                                                                        - 11 -
                                                                                           2                2
Administrative   057    EMP RELATIONS DEV MGR    No       1         0           1
Administrative   184    EMPL RELATIONS MGR       No       0         1           1         60                0
Administrative   101    HR SPCLST                No       0         4           1         60                0
Administrative   277E   OFFICE MGR               No       0         1           0         60                0
Administrative   306    PURC AGENT               No       2         2           1         60                0
Administrative   282    SECRETARY                No       6         6           1         60                0
Casino           253E   ASST R/S MGR             No       0         1           0         60                0
Casino           281E   ASST SLOT MGR            Yes      1         1           0         60                0
Casino           314    AST CAG SHFT             Yes      3         3           1         60                0
Casino           252E   AST CAG/CRED             No       1         1           0         60                0
Casino           154E   AST CASINO MGR           No       1         1           0         30                1(30)
Casino           258    AST COIN MGR             Yes      2         2           1         60                0
                                                                                           2
Casino           311    BOXPERSON                Yes      8         7           1                           7(20)
Casino           313E   CAG SHFT SUPV            No       3         3           0         60                0
Casino           431    CAGE CASHIER             Yes     36        45           1         60                0
Casino           157E   CAGE/CRED MGR            No       1         1           0         60                0
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                                                         MEAL
 JOB             JOB                                                          MEAL      BREAK            OTHER
CLASS            CODE   DESCRIPTION           UNIFORM   1988      1989        CODE1     MINUTES     BREAKS (MINUTES)
Casino           310E   CASINO FLOOR SUPERVISOR No       20        21           0         30                1(30)
Casino           153E   CASINO MGR               No       1         1           0         30                1(30)
Casino           156E   CASN PIT BOSS            No       6         6           0         30                1(30)
Casino           155E   CASN SHFT MGR            No       3         3           0         30                1(30)
Casino           438    CHANGE ATTDT             Yes     71        68           1         30                2(15)
Casino           195    COIN RM MGR              Yes      1         1           1         60                0
Casino           107    COIN ROOM MAINT          Yes      0         1           1         60                0
Casino           443    CREDIT CLERK             Yes      1         2           1         60                0
Casino           442    CREDIT CLERK II          No       1         1           1         60                0
Casino           441    CREDIT CLERK III         No       1         1           1         60                0
                                                                                           2
Casino           453    DEALER 21                Yes     98        90           1                           7(20)
                                                                                           2
Casino           452    DEALER DICE              Yes     55        55           1                           7(20)
Casino           095E   DIR GAMING SCHOOL        No       0         1           0         60                0
Casino           105    GAMING SCH INSTR         No       0         2           1         60                0
                                                                                           2                2
Casino           106    GAMING SCHOOL INSTRUCTO No        3         0           1




                                                                                                                    - 12 -
Casino           465    HRD COUNT ATN            Yes      7         9           1         60                0
                                                                                           2                2
Casino           321    KENO 2ND                 Yes      3         0           1
                                                                                           2                2
Casino           474    KENO 3RD                 Yes      2         0           1
Casino           473E   KENO COMP STA            Yes      0         3           0         60                0
Casino           562    KENO HOST                Yes      1         1           1         60                0
Casino           186E   KENO MGR                 No       1         1           0         60                0
Casino           320E   KENO SHFT MGR            No       3         3           0         60                0
Casino           475    KENO WRITER              Yes     32        29           1         30                2(15)
Casino           170    MASTR SLOT TEC           No       1         1           0         60                0
Casino           517    R/S TELLER               Yes      3         3           1         60                0
                                                                                           2                2
Casino           158E   RACE/SPORTS MANAGER      No       1         0           0
Casino           359    SLOT AREA SUPV           Yes      0         6           1         60                0
Casino           574    SLOT CLUB ATTD           Yes      0         7           0         60                0
                                                                                           2                2
Casino           317    SLOT FLRPRSN             Yes     24         0           1
Casino           316    SLOT HOST                No       3         4           1         60                0
Casino           169E   SLOT MGR                 No       1         1           0         60                0
Casino           627    SLOT SERVICE ATTD        Yes      0        26           1         60                0
Casino           315E   SLOT SHFT MGR            No       4         4           0         60                0
Casino           538    SLOT TECH I              Yes      2         6           1         60                0
Casino           537    SLOT TECH II             Yes      3         2           1         60                0
Casino           187E   SPORTS BK MGR            No       0         1           0         30                1(30)
Engineering      259E   AST FCLTY MGR            Yes      1         1           0         30                2(15)
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                          - 13 -
                                                                              MEAL
 JOB            JOB                                                   MEAL    BREAK          OTHER
CLASS           CODE   DESCRIPTION            UNIFORM   1988   1989   CODE1   MINUTES   BREAKS (MINUTES)
Engineering     160E   FACILITY MGR              Yes      1      1      0       30              1(30)
Engineering     479    LABORER                   Yes      3      5      1       30              2(15)
Engineering     491    MAINT ENG HELPER          Yes      0      1      1       30              2(15)
Engineering     490    MAINT ENGINEER            Yes     11     11      1       30              2(15)
Engineering     501    PAINTER                   Yes      1      2      1       30              2(15)
Engineering     605    SHOP CARP II              Yes      0      1      1       30              2(15)
                                                                                 2             2
Engineering     606    SHOP CARP II              Yes      1      0      1
Executive       014E   EX VP/GEN MGR             No       1      1      0       60             0
Executive       279E   EXEC SECRTY               No       2      2      0       60             0
Food & Bevera   201E   ASST FD DIRECTOR          No       0      1      0       60             0
Food & Bevera   262    AST CHEF                  Yes      2      1      1       60             0
Food & Bevera   558    BANQ SERVER               Yes      0      1      1       30             2(15)
                                                                                 2             2
Food & Bevera   416    BAR BACK                  Yes      5      0      1
Food & Bevera   415    BARTENDER                 Yes     13     20      1       60             0
Food & Bevera   165E   BEV MGR                   No       0      1      0       30             0
Food & Bevera   428    BUS PERSON                Yes     43     43      1       40             1(20)
Food & Bevera   437    CASHIER-FD                Yes      7      7      1       60             0




                                                                                                       -13-
Food & Bevera   439    COCKTAIL SERV             Yes     35     29      1       60             0
Food & Bevera   455    DINING RM RUN             Yes      0      4      1       60             0
Food & Bevera   164E   EXECUTVE CHEF             Yes      1      1      0       60             0
Food & Bevera   162E   FD/BEV DIR                No       1      1      0       60             0
Food & Bevera   352E   FOD SHFT SUP              No       4      6      0       30             0
Food & Bevera   461    FOOD SERVER               Yes     49     43      1       40             1(20)
Food & Bevera   353    HOST PERSON               Yes     15     15      1       40             1(20)
Food & Bevera   425    KIT RUNNER                Yes      0      1      1       60             1(20)
Food & Bevera   478    KITCHN HELP               Yes     37     36      1       40             1(20)
Food & Bevera   477    LD KIT HELP               Yes      1      3      1       40             1(20)
Food & Bevera   480    LD LINE COOK              Yes      2      5      1       40             1(20)
Food & Bevera   488    LINE COOK                 Yes     12     13      1       40             1(20)
Food & Bevera   510    PREP COOK 1               Yes     14     17      1       60             0
Food & Bevera   509    PREP COOK II              Yes      6      8      1       40             1(20)
Food & Bevera   508    PREP COOK III             Yes      3      5      1       40             1(20)
                                                                                 2             2
Food & Bevera   351E   RESTAURANT MGR            No       1      0      0
Food & Bevera   539    SNAC BAR ATDN             Yes     11     10      1       60             0
Food & Bevera   354E   SOUS CHEF                 Yes      1      3      0       60             0
Food & Bevera   541    SPEC BUS PERS             Yes      9      9      1       30             0
Food & Bevera   542    SPEC FD SERVR             Yes     16     14      1       30             0
Food & Bevera   543    SPEC LD LN CK             Yes      2      2      1       60             0
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                                                         MEAL
 JOB              JOB                                                          MEAL      BREAK            OTHER
CLASS             CODE   DESCRIPTION           UNIFORM   1988      1989        CODE1     MINUTES     BREAKS (MINUTES)
Food & Bevera     544    SPEC LINE CK             Yes      4         4           1         60                0
Hotel             257E   AST EXEC HSKG            No       0         1           0         60                0
Hotel             419    BELL PERSON              Yes      8         8           1         40                2(10)
Hotel             565    CAR WASHER               No       0         9           1         60                0
                                                                                            2                2
Hotel             446    CUSTODIAN I              Yes     39         0           1
Hotel             445    CUSTODIAN II             Yes     11        54           1         30                2(15)
Hotel             198E   DIR HTL OPRTN            No       0         1           0         45-60             0
Hotel             256E   EXECUT HSKPR             No       1         1           0         60                0
Hotel             204    FRONT DESK SUPV          No       0         1           1         60                0
Hotel             575    GARAGE BOOTH ATTD        Yes      0         1           1         60                0
Hotel             464    GUEST RM ATND            Yes     62        62           1         30                2(15)
Hotel             333    GUEST ROOM SUPERVISOR    Yes      6         6           1         30                2(15)
Hotel             472    HOTEL CLERK I            No       4         4           1         60                0
Hotel             471    HOTEL CLK II             Yes     11        10           1         60                0
                                                                                            2                2
Hotel             191E   HOTEL MGR                No       1         0           0




                                                                                                                        - 14 -
Hotel             481E   LD PARK ATDNT            Yes      1         1           0         30                2(15)
                                                                                            2                2
Hotel             336    LEAD CUSTODIAN           Yes      3         0           1
Hotel             335    LEAD CUSTODIAN           Yes      0         3           1         60                0
Hotel             489    LINEN RM ADTN            Yes      2         2           1         60                0
Hotel             268    MGR CUST SVC             No       1         1           1         60                0
Hotel             502E   PARKG ATDNT              Yes      5         5           0         30                2(15)
Hotel             194    PBX MANAGER              No       1         1           1         60                0
Hotel             503    PBX OPERATOR             No       8         8           1         60                0
Hotel             255E   ROOM RESERV MGR          No       1         1           0         60                0
Hotel             525    RV PARK ATTD             No       1         1           1         60                0
Hotel             523    RV PARK CLRK             No       3         3           1         60                0
Hotel             524    RV PARK LD ATTD          No       3         1           1         60                0
Hotel             193    RV PARK MGR              No       1         1           1         60                0
MIS               440A   COMPUTR OPRTR            No       3         3           1         60                0
MIS               304E   D P SUPERV               No       1         1           0         60                0
MIS               534A   SR COMP OPERT            No       1         1           1         60                0
Sales & Market    209E   ADV & PUB MGR            No       1         1           0         60                0
Sales & Market    196E   DIR AD/PB/PRO            No       1         1           0         60                0
Sales & Market    177E   DIR SALES                No       0         1           0         60                0
Sales & Market    339A   GRP SALES MGR            No       1         1           1         60                0
Sales & Market    463A   GRP SALES REP            No       2         3           1         60                0
                                                                                           2                2
Sales & Market   512    PROMOTIONS ATTD          No         3        0          1
                                                                                           2                2
Sales & Market   338    PUBLICITY/PROMO/ADV ASST No         1        0          1
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.

                                                                                        MEAL
 JOB             JOB                                                          MEAL      BREAK            OTHER
CLASS            CODE   DESCRIPTION            UNIFORM     1988     1989      CODE1     MINUTES     BREAKS (MINUTES)
Security         261E   ASST SECURITY MGR         No         1        1         0         60                0
Security         159E   SECURITY MANAGER          No         1        1         0         60                0
Security         532    SECURITY DISPATCHER       Yes        4        4         1         60                0
Security         533    SECURITY OFF/IN           Yes       14       16         1         60                0
Security         552    SECURITY OFFICER-OUT      Yes       15       17         1         60                0
Security         331E   SECURITY SHFT             No         4        3         0         60                0
Security         548    SURVEIL AGENT             No         3        2         1         60                0
   Total                                                 1,002    1,052


                                                           FREMONT
                                                                                                            2
Accounting       400A   ACCT CLK IV              No         5         5         1         60
                                                                                                            2
Accounting       401A   ACCTG CLK III            No        10        10         1         60
                                                                                                            2
Accounting       403    ACCTG CLRK I             No         4         4         1         60
                                                                                                            2
Accounting       402A   ACCTG CLRK II            No        11        10         1         60




                                                                                                                        - 15 -
                                                                                                            2
Accounting       303    ACCTG CLRK V             No         1         1         1         60
                                                                                           2                2
Accounting       167    ASST CONTROLLER          No         1         0         1
                                                                                                            2
Accounting       166E   CONTROLLER               No         1         1         0         60
                                                                                                            2
Accounting       301    INVNTRY CNTRL            No         1         1         1         60
                                                                                                            2
Accounting       168A   PAYROLL SUPV             No         1         1         1         60
Accounting       519    RECEIVER                 Yes        4         3         1         30                2(15)
                                                                                                            2
Accounting       300    SR ACCOUNTANT            No         1         2         1         60
                                                                                                            2
Administrative   285    ADMIN CLERK              No         1         1         1         60
                                                                                                            2
Administrative   172E   DIR INTOPRN/HUM RES      No         1         1         0         60
                                                                                                            2
Administrative   176    EMP REL/DEVMT            No         0         1         1         60
                                                                                                            2
Administrative   057    EMPL REL MGR             No         1         0         1         60
                                                                                                            2
Administrative   568    EMPLMT CLRK              No         0         1         1         60
                                                                                                            2
Administrative   101    HR SPECIALIST            No         0         1         1         60
                                                                                                            2
Administrative   306    PURC AGENT               No         2         2         1         60
                                                                                                            2
Administrative   290    RECEPTIONIST             No         1         0         1         60
                                                                                                            2
Administrative   282    SECRETARY                No         4         5         1         60
                                           - 16 -
                                                                                                            2
Casino           406    ADM TERM OPTR               Yes   4         3           1         60
                                                                                                            2
Casino           252    ASST CAGE/CREDIT            No    1         1           1         60
                                                                                                            2
Casino           253    ASST R/S MGR                No    1         1           1         60
                                                                                                            2
Casino           314    AST CAG SHFT                No    1         0           1         60
                                                                                                            2
Casino           258    AST COIN MGR                No    1         1           1         60
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                                                        MEAL
 JOB             JOB                                                          MEAL      BREAK            OTHER
CLASS            CODE   DESCRIPTION           UNIFORM   1988      1989        CODE1     MINUTES     BREAKS (MINUTES)
                                                                                           2                2
Casino           422    BINGO AGENT              Yes     11         0           1
                                                                                                            2
Casino           190E   BINGO MGR                No       1         1           0         60
                                                                                           2                2
Casino           330    BINGO SHFT MGR           Yes      2         0           1
Casino           311    BOXPERSON                No      14        11           1         20                7(20)
                                                                                           2                2
Casino           404    BRD PRSN CORD            Yes/No   2         2           1
                                                                                                            2
Casino           427    BRUSHPERSON              No       3         3           1         60
                                                                                                            2
Casino           313    CAG SHFT SUPV            No       3         3           1         60
                                                                                                            2
Casino           431    CAGE CASHIER             Yes     24        19           1         60
                                                                                                            2
Casino           157E   CAGE/CRED MGR            No       1         1           0         60
                                                                                                            2
Casino           189E   CARD RM MGR              No       1         1           0         60
Casino           421    CAROUSEL ATN             Yes     26        15           2         40                2(10)
                                                                                                            2
Casino           310    CASINO FLOOR SUPERVISOR No       18        23           1         40
                                                                                                            2
Casino           153E   CASINO MGR               No       1         1           0         60
                                                                                                            2
Casino           156E   CASN PIT BOSS            No       5         5           0         60




                                                                                                                        - 16 -
                                                                                                            2
Casino           155E   CASN SHFT MGR            No       4         4           0         60
Casino           438    CHANGE ATTDT             Yes     35        45           2         40                2(10)
                                                                                           2                2
Casino           555    CHG PRSN TRNR            Yes      1         0           1
                                                                                                            2
Casino           195    COIN RM MGR              Yes      1         1           1         60
                                                                                                            2
Casino           326    CRD SHFT MGR             No       1         3           1         60
                                                                                                            2
Casino           443    CREDIT CLERK             No       1         2           1         60
Casino           453    DEALER 21                Yes     98       110           1         20               +7(20)
Casino           452    DEALER DICE              Yes     35        37           1         20               +7(20)
Casino           451    DEALER-CRD RM            Yes     33        29           1         20               +7(20)
                                                                                                            2
Casino           175E   DIR SLOT OPRN            No       1         1           0         60
                                                                                           2                2
Casino           318    HOSP CNTR SUP            No       1         0           1
                                                                                                            2
Casino           465    HRD COUNT ATN            Yes      5         5           1         60
                                                                                           2                2
Casino           321    KENO 2ND                 No       2         0           1
                                                                                                            2
Casino           473    KENO COMP STA            Yes      0         3           1         60
                                                                                                            2
Casino           186E   KENO MGR                 No       1         1           0         60
                                                                                                            2
Casino           476    KENO RUNNER              Yes      4         2           1         60
                                                                                                            2
Casino           320    KENO SHFT MGR            No       2         2           1         60
                                                                                                            2
Casino           475    KENO WRITER              Yes     21        17           1         60
Casino           513    PROP PLAYER              Yes      3         0           1         20                7(20)
                                                          2                                                 2
Casino           513    PROP PLAYER              Yes                1           1         60
                                                                                           2                2
Casino           516    R/S CASHIER              Yes      4         0           1
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                                                        MEAL
 JOB             JOB                                                          MEAL      BREAK            OTHER
CLASS            CODE   DESCRIPTION           UNIFORM   1988      1989        CODE1     MINUTES     BREAKS (MINUTES)
                                                                                                            2
Casino           323    R/S SHFT SUPV            No       1         2           1         60
                                                                                                            2
Casino           517    R/S TELLER               Yes     11        13           1         60
                                                                                                            2
Casino           188E   RACE BOOK MGR            No       1         1           0         60
                                                                                                            2
Casino           158E   RACE/SPORTS MANAGER      No       1         1           0         60
                                                                                                            2
Casino           291    RUNNER                   No       1         1           1       No Runner
                                                                                                            2
Casino           359    SLOT AREA SUPV           Yes      0         5           1         60
                                                                                                            2
Casino           574    SLOT CLUB ATD            Yes      0         8           1         60
                                                                                                            2
Casino           375    SLOT CLUB SUPV           Yes      0         2           1         60
                                                                                                            2
Casino           317    SLOT FLRPRSN             Yes     21        17           1         60
                                                                                                            2
Casino           316    SLOT HOST                No       3         2           1         60
                                                                                                            2
Casino           169E   SLOT MGR                 No       1         1           0         60
                                                                                                            2
Casino           315    SLOT SHFT MGR            No       3         3           1         60
                                                                                                            2
Casino           537    SLOT TECH II             Yes      6         6           1         60
                                                                                           2                2
Casino           187E   SPORTS BK MGR            No       1         0           0




                                                                                                                        - 17 -
                                                                                                            2
Casino           010E   VP CSNO OPRN             No       1         1           1         60
                                                                                                            2
Engineering      259    AST FCLTY MGR            No       1         1           1         60
Engineering      436    CARPENTER                Yes      1         1           1         30                2(15)
Engineering      459    ELECTRICIAN              Yes      4         5           1         30                2(15)
                                                                                                            2
Engineering      160E   FACILITY MGR             No       1         1           0         60
Engineering      479    LABORER                  Yes      1         2           1         30                2(15)
Engineering      490    MAINT ENGINR             Yes      8        10           1         30                2(15)
Engineering      501    PAINTER                  Yes      1         1           1         30                2(15)
                                                                                                            2
Executive        171E   DIR OPRN                 No       0         2           0         60
                                                                                                            2
Executive        014E   EX VP/GEN MGR            No       1         1           0         60
                                                                                                            2
Executive        279A   EXEC SECRTY              No       1         1           1         60
                                                                                                            2
Food & Bevera    265    AST BEV MGR              No       1         1           1         60
                                                                                           2                2
Food & Bevera    262    AST CHEF                 Yes      1         0           1
                                                                                                            2
Food & Bevera    416    BAR BACK                 Yes      4         4           2         60
                                                                                                            2
Food & Bevera    415    BARTENDER                Yes     14        15           1         60
                                                                                                            2
Food & Bevera    165E   BEV MGR                  No       1         1           0         60
                                                                                                            2
Food & Bevera    429    BUS - BUFFET             Yes     21        22           2         60
Food & Bevera    428    BUS PERSON               Yes     16        19           2         40        1(20) or 2(10)
                                                                                                            2
Food & Bevera    521    BUTCHER                  Yes      0         1           2         60
                                                                                                            2
Food & Bevera    437    CASHIER-FD               Yes      8         7           2         60
                                                                                                            2
Food & Bevera    439    COCKTAIL SERV            Yes     32        34           2         60
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                                                        MEAL
 JOB               JOB                                                        MEAL      BREAK            OTHER
CLASS              CODE   DESCRIPTION         UNIFORM   1988      1989        CODE1     MINUTES     BREAKS (MINUTES)
Food &    Bevera   455    DINING RM RUN          Yes      9         8           2         40       1(20) or 2(10)
                                                                                                            2
Food &    Bevera   272    EX KIT STEWARD         Yes      0         1           1         60
                                                                                                            2
Food &    Bevera   164E   EXECUTVE CHEF          Yes      1         1           0         60
                                                                                                            2
Food &    Bevera   352    FOD SHFT SUP           No       3         3           1         60
                                                                                                            2
Food &    Bevera   163E   FOOD DIR               No       1         1           0         60
Food &    Bevera   461    FOOD SERVER            Yes     39        40           2         40       1(20) or 2(10)
Food &    Bevera   353    HOST PERSON            Yes      8         8           2         40       1(20) or 2(10)
                                                                                                            2
Food &    Bevera   478    KITCHN HELP            Yes     33        19           2         60
                                                                                                            2
Food &    Bevera   477    LD KIT HELP            Yes      2         2           2         60
                                                                                                            2
Food &    Bevera   488    LINE COOK              Yes     23        19           2         60
                                                                                           2                2
Food &    Bevera   203    MAITRE'D HOTEL         No       1         0           1
                                                                                                            2
Food &    Bevera   510    PREP COOK I            Yes      3         5           2         60
                                                                                                            2
Food &    Bevera   509    PREP COOK II           Yes     11        12           2         60
                                                                                                            2
Food &    Bevera   508    PREP COOK III          Yes      3         2           2         60




                                                                                                                        - 18 -
                                                                                                            2
Food &    Bevera   269    REST OPER MGR          No       1         1           1         60
                                                                                                            2
Food &    Bevera   351E   RESTURNT MGR           No       1         1           0         60
                                                                                                            2
Food &    Bevera   539    SNAC BAR ATDN          Yes      3         4           2         60
                                                                                                            2
Food &    Bevera   362    SPC RM CHEF            Yes      2         2           1         60
                                                                                                            2
Food &    Bevera   361    SPC RM HD PER          No       0         1           1         60
                                                                                                            2
Food &    Bevera   541    SPEC BUS PERS          Yes      4         1           2         30
                                                                                                            2
Food &    Bevera   542    SPEC FD SERVR          Yes      7         5           2         30
                                                                                                            2
Food &    Bevera   544    SPEC LINE CK           Yes      9         9           2         30
Food &    Bevera   425    SPLY RUNNER            Yes      8         8           2         30                1(30)
                                                                                                            2
Hotel              257    AST EXEC HKSP          No       1         1           1         60
Hotel              418    BELL CAPTAIN           Yes      1         1           2         40                2(10)
Hotel              419    BELL PERSON            Yes      6         6           2         40                2(10)
Hotel              446    CUSTODIAN I            Yes     31        29           2         40                2(10)
Hotel              445    CUSTODIAN II           Yes      8         9           2         40                2(10)
                                                                                                            2
Hotel              256E   EXECUT HSKPR           No       1         1           0         60
                                                                                                            2
Hotel              204    FRNT DESK SUPV         No       0         1           1         60
Hotel              464    GUEST RM ATND          Yes     35         0           2         40                2(10)
                                                                                                            2
Hotel              472    HOTEL CLK I            Yes      3         3           1         60
                                                                                                            2
Hotel              471    HOTEL CLK II           Yes     10         9           1         60
                                                                                                            2
Hotel              191E   HOTEL MGR              No       1         1           0         60
                                                                                           2                2
Hotel              366    LD CUSTODIAN           Yes      2         0           2
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                                                        MEAL
 JOB             JOB                                                          MEAL      BREAK            OTHER
CLASS            CODE   DESCRIPTION           UNIFORM   1988      1989        CODE1     MINUTES     BREAKS (MINUTES)
Hotel            336    LD CUSTODIAN             Yes      0         2           2         40                2(10)
Hotel            489    LINEN RM ATDN            Yes      3         3           2         40                2(10)
                                                                                                            2
Hotel            268    MGR CUST SVC             No       1         1           1         60
Hotel            502    PARKG ATDNT              Yes     13        12           1      40 +/or 30   1(20) or 1(30)
                                                                                                            2
Hotel            194    PBX MANAGER              No       1         1           1         60
                                                                                                            2
Hotel            503    PBX OPERATOR             No       6         4           1         60
                                                                                                            2
Hotel            255    RM RESERV MGR            No       1         1           1         60
                                                                                                            2
Hotel            529    STATUS BD OPR            No       1         1           2         60
                                                                                                            2
Hotel            322    TRANSP SUPV              No       0         1           1         60
                                                                                                            2
MIS              440A   COMPUTR OPRTR            No       4         4           1         60
                                                                                                            2
MIS              304    D P SUPERV               No       1         1           1         60
                                                                                                            2
Sales & Market   209E   ADV & PUB MGR            No       0         1           1         60
                                                                                           2                2
Sales & Market   196E   DIR AD/PB/PRO            No       1         0           0
                                                                                                            2
Sales & Market   463    GRP SALE REP             No       1         1           1         60




                                                                                                                        - 19 -
                                                                                           2                2
Sales & Market   339E   GRP SALES MGR            No       1         0           0
                                                                                                            2
Sales & Market   206E   PROM/SPECIAL EVENTS MGR No        1         1           0         60
                                                                                                            2
Sales & Market   359    PROMOT ASST              No       1         0           1         60
                                                                                                            2
Sales & Market   512    PROMOTION ATN            Yes      7         0           1         60
                                                                                                            2
Sales & Market   368    PUBL COORD               No       1         0           1         60
                                                                                                            2
Sales & Market   090E   SALES ACCT EX            No       1         0           0         60
                                                                                                            2
Sales & Market   178E   SALES ACCT EX            No       0         1           0         60
                                                                                                            2
Sales & Market   207E   DIR/MGR PUBL             No       0         1           0         60
                                                                                                            2
Sales & Market   492    DRCT MAIL CLK            No       0         1           1         60
                                                                                                            2
Sales & Market   180A   MKT OPR ANYST            No       0         2           1         60
Security         533    SECRTY OFF/IN            Yes     21         0           1         30                 2(15)
Security         552    SECRTY OFF/OT            Yes      0        20           1      20 or 30     2(20) or 2(15)
                                                                                                            2
Security         532    SECURITY DISP            Yes      0         2           1         60
                                                                                                            2
Security         159E   SECURITY MANAGER         No       1         1           0         60
                                                                                                            2
Security         331    SECURITY SHFT            Yes      3         3           1         60
                                                                                                            2
Security         548    SURVEIL AGENT            No       4         3           1         60
   Total                                                936       878
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                    SAM'S TOWN
                                                                                        MEAL
 JOB             JOB                                                          MEAL      BREAK            OTHER
CLASS            CODE   DESCRIPTION                   1988        1989        CODE1     MINUTES     BREAKS (MINUTES)
Accounting       400A   ACCT CLK IV                     4           2           1         60                0
Accounting       303    ACCT CLK SUPV                   6           7           1         60                0
Accounting       403    ACCTG CLERK I                   4          10           1         60                0
Accounting       402A   ACCTG CLK II                   16          13           1         60                0
Accounting       401A   ACCTG CLK III                  11          11           1         60                0
Accounting       167E   AST CONTRLR                     1           1           0         60                0
Accounting       300    CHIEF ACCT                      1           1           1         60                0
Accounting       114A   CONF PAYMASTR                   1           1           1         60                0
Accounting       166E   CONTROLLER                      1           1           0         60                0
Accounting       519    RECEIVER                        3           3           1         60                0
Accounting       546    STOCK CLERK                     8           8           1         60                0
Accounting       550    VND MCH ATN                     1           1           1         60                0
Administrative   285    ADMIN CLRK                      1           0           1         60                0
Administrative   172E   DIR HUM RES                     0           1           0         60                0




                                                                                                                        - 20 -
Administrative   184    EMPL REL MGR                    0           1           1         60                0
Administrative   210    EMPLMNT SUPV                    0           1           1         60                0
Administrative   568    EMPLMT CLRK                     0           1           1         60                0
Administrative   057    EMPLOYEES RELATIONS MGR         1           0           1         60                0
Administrative   306    PURC AGENT                      2           2           1         60                0
Administrative   290    RECEPTIONIST                    0           1           1         60                0
Administrative   282    SECRETARY                       6           6           1         60                0
Administrative   183    TRNG/DEVLP MG                   0           1           1         60                0
Casino           406    ADM TERM OPTR                   3           3           1         60                0
Casino           281E   ASST SLOT MGR                   0           1           0         60                0
Casino           314    AST CAG SHFT                    3           3           1         60                0
Casino           252E   AST CAG/CRED                    1           1           0         60                0
Casino           258    ASST COIN MGR                   2           2           1         60                0
Casino           366    AST SLT SHFT                    0           2           1         60                0
Casino           422    BINGO AGENT                    10          13           1         20                2(20)
Casino           190E   BINGO SHIFT SUPV/MGR            1           2           0         20                2(20)
Casino           330    BNGO SHFT SUP                   2           2           1         20                2(20)
Casino           423    BOARD PERSON                    1           0           1         20                2(20)
Casino           470    BRUSH CASHIER                   2           0           1         30                2(15)
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                                                        MEAL
 JOB             JOB                                                          MEAL      BREAK            OTHER
CLASS            CODE   DESCRIPTION                   1988        1989        CODE1     MINUTES     BREAKS (MINUTES)
Casino           427    BRUSHPERSON                     1           2           1         30                2(15)
Casino           313    CAG SHFT SUPV                   3           3           1         60                0
Casino           431    CAGE CASHIER                   52          61           1         60                0
Casino           157E   CAGE/CRED MGR                   1           1           0         60                0
Casino           189E   CARD RM MGR                     1           1           0         60                0
Casino           310E   CASINO FLOOR SUPERVISOR        18          17           1         60                0
Casino           153E   CASINO MGR                      1           1           0         60                0
Casino           156E   CASN PIT BOSS                   5           5           0         60                0
Casino           155E   CASN SHFT MGR                   5           5           0         60                0
Casino           555    CHANGE ATTD TRAINER             0           1           1         30                0
Casino           438    CHANGE ATTDT                   88         102           1         30                1(30)
Casino           107    COIN RM MAINT                   0           1           1         30                1(30)
Casino           195E   COIN RM MGR                     1           1           1         60                0
Casino           346    COIN RM SUPV                    4           0           1         60                0
Casino           433    CRD RM CASHER                   0           8           1         30                2(15)




                                                                                                                        - 21 -
Casino           326    CRD SHFT MGR                    4           4           1         60                0
Casino           443    CREDIT CLERK                    2           1           1         60                0
Casino           442    CREDIT CLK II                   1           0           1         60                0
                                                                                           2
Casino           453    DEALER 21                      97         100           1                           6(20)
                                                                                           2
Casino           452    DEALER DICE                    47          54           1                           6(20)
                                                                                           2
Casino           451    DEALER-CRD RM                  28          32           1                           6(20)
Casino           465    HRD COUNT ATN                  14          18           1         30                1(30)
Casino           321    KENO 2ND                        3           3           1         40                1(10)
Casino           186E   KENO MGR                        1           1           0         40                1(10)
Casino           320    KENO SHFT MGR                   3           3           1         40                1(10)
Casino           475    KENO WRITER                    35          18           1         40                2(10)
Casino           365    MSTR BK CASHIER                 3           1           1         60                0
Casino           170    MSTR SLOT TEC                   1           0           1         30                1(30)
Casino           513    PROP PLAYER                    10           9           1         30                2(15)
Casino           516    R/S CASHIER                     4           3           1         30                0
Casino           323    R/S SHFT SUPV                   2           2           1         30                0
Casino           517    R/S WRITER/TELLER              10          16           1         30                0
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                                                        MEAL
 JOB             JOB                                                          MEAL      BREAK            OTHER
CLASS            CODE   DESCRIPTION                   1988        1989        CODE1     MINUTES     BREAKS (MINUTES)
Casino           158E   RACE/SPORTS MGR                 1           1           0         30                0
                                                                                           2                2
Casino           291    RUNNER                          1           1           1
Casino           371E   SLOT CLB MGR                    0           1           0         60                0
Casino           375    SLOT CLB SUPV                   0           4           1         60                0
Casino           574    SLOT CLUB ATD                   0          10           1         60                0
Casino           317    SLOT FLRPRSN                   35          30           1         30                1(30)
Casino           316    SLOT HOST                       3           3           1         60                0
Casino           169E   SLOT MGR                        1           1           0         60                0
Casino           283    SLOT RPR MGR                    0           1           1         60                0
Casino           315    SLOT SHFT MGR                   4           0           1         60                0
Casino           315    SLOT SHFT MGR                   0           4           1         30                1(30)
Casino           627    SLOT SVC ATND                   0           3           1         30                1(30)
Casino           538    SLOT TECH I                     5           4           1         30                1(30)
Casino           537    SLOT TECH II                    5           6           1         30                1(30)
Casino           442    SLOT VLT ATTD                   0           2           1         30                1(30)
Engineering      160E   FACILITY MGR                    1           1           0         30                2(15)




                                                                                                                        - 22 -
Engineering      479    LABORER                         1           2           1         30                2(15)
Engineering      491    MAIN ENG HEP                    3           5           1         30                2(15)
Engineering      490    MAINT ENGINR                   17          18           1         30                2(15)
Engineering      498    OU MNT ATN II                   5           4           1         30                2(15)
Engineering      497    OUT MNT FORMN                   1           1           1         30                2(15)
Engineering      499    OUTSIDE MAINT ATN I             3           3           1         30                2(15)
Engineering      501    PAINTER                         1           1           1         30                2(15)
                                                                                           2                2
Executive        151E   ASST GEN MGR                    1           1           0
                                                                                           2                2
Executive        152E   DIR NGHT OPN                    0           1           0
                                                                                           2                2
Executive        014E   EX VP/GEN MGR                   1           1           0
Executive        279E   EXEC SECRTY                     1           1           0         60                0
Food & Bevera    262E   AST CHEF                        1           1           0         40                1(20)
                                                                                           2                2
Food & Bevera    558    BANQ SERVER                     0           1           1
Food & Bevera    416    BAR BACK                       16          13           1         60                0
Food & Bevera    415    BARTENDER                      35          30           1         60                0
Food & Bevera    165E   BEV MGR                         1           1           0         60                0
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                                                        MEAL
 JOB               JOB                                                        MEAL      BREAK            OTHER
CLASS              CODE   DESCRIPTION                 1988        1989        CODE1     MINUTES     BREAKS (MINUTES)
Food &    Bevera   355    BEV SHFT SUPV                 3           3           1         60                0
Food &    Bevera   428    BUS PERSON                   36          25           1         40                1(20)
Food &    Bevera   437    CASHIER-FD                   17          12           1         40                1(20)
Food &    Bevera   439    COCKTAIL SERV                73          82           1         60                0
Food &    Bevera   447    DANCE INSTRUC                 0           1           1         60                0
Food &    Bevera   455    DINING RM RUN                 0           8           1         40                1(20)
Food &    Bevera   454    DISC JOCKEY                   1           1           1         60                0
                                                                                           2                2
Food &    Bevera   457    DOOR PERSON                   1           1           1
Food &    Bevera   164E   EXECUTIVE CHEF                1           1           0         40                1(20)
Food &    Bevera   460    FD OPER ANLYS                 1           1           1         40                1(20)
Food &    Bevera   352    FOD SHFT SUP                  4           6           1         40                1(20)
Food &    Bevera   163E   FOOD DIR                      1           1           0         40                1(20)
Food &    Bevera   163E   FOOD DIR                      1           0           0         60                0
Food &    Bevera   461    FOOD SERVER                  72          78           1         40                1(20)
Food &    Bevera   353    HOST PERSON                  11          12           1         40                1(20)
Food &    Bevera   478    KITCHN HELP                  75          81           1         40                1(20)




                                                                                                                        - 23 -
Food &    Bevera   477    LD KIT HELP                   3           3           1         40                1(20)
Food &    Bevera   480    LD LINE COOK                  3           3           1         40                1(20)
Food &    Bevera   488    LINE COOK                    22          21           1         40                1(20)
Food &    Bevera   510    PREP COOK I                  31          27           1         40                1(20)
Food &    Bevera   509    PREP COOK II                  7          10           1         40                1(20)
Food &    Bevera   508    PREP COOK III                 4           4           1         40                1(20)
Food &    Bevera   269E   REST OPER MGR                 1           1           0         40                1(20)
Food &    Bevera   351    RESTURNT MGR                  3           6           1         40                1(20)
Food &    Bevera   539    SNAC BAR ATDN                13          11           1         40                1(20)
                                                                                           2                2
Food &    Bevera   540    SNACK VENDOR                  1           0           1
Food &    Bevera   354    SOUS CHEF                     8           7           1         40                1(20)
Food &    Bevera   362    SPC RM CHEF                   1           1           1         40                1(20)
Food &    Bevera   541    SPEC BUS PERS                 6          12           1         40                1(20)
Food &    Bevera   542    SPEC FD SERVR                18          18           1         40                1(20)
Food &    Bevera   543    SPEC LD LN CK                 1           3           1         40                1(20)
Food &    Bevera   544    SPEC LINE CK                  0           7           1         40                1(20)
Food &    Bevera   547    STOREM ATDN                  11           1           1         60                0
Food &    Bevera   425    SUPPLY RNR                    0           3           1         60                0
Food &    Bevera   202    WESTERN DANCE MGR             1           1           1         60                0
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                                                        MEAL
 JOB             JOB                                                          MEAL      BREAK            OTHER
CLASS            CODE   DESCRIPTION                   1988        1989        CODE1     MINUTES     BREAKS (MINUTES)
                                                                                           2                2
Hotel            408    ALTERN ATNDNT                   2           2           1
Hotel            257    AST EXEC HSKP                   1           1           1         30                2(10)
Hotel            419    BELL PERSON                     3           4           1         60                0
Hotel            260    BOWL AST MGR                    0           1           1         60                0
Hotel            199E   BOWL CNTR DIR/MGR               1           1           0         60                0
Hotel            426    BOWL DESK CLK                   5           8           1         60                0
Hotel            432    BOWLING CNT MKT                 0           1           1         60                0
Hotel            260    BOWLING MGR                     1           0           1         60                0
Hotel            348A   BOWLING OFFICE MGR              1           1           1         60                0
Hotel            350    CHIEF MECHNC                    1           1           1         60                0
Hotel            446    CUSTODIAN I                    87          84           1         30                2(10)
Hotel            445    CUSTODIAN II                    4           8           1         30                2(10)
Hotel            256E   EXECUT HSKPR                    1           1           0         30                2(10)
                                                                                           2                2
Hotel            369    FASHION COORD                   1           1           1
Hotel            464    GUEST RM ATND                  17          17           1         30                2(10)
Hotel            472    HOTEL CLK I                     2           3           1         60                0




                                                                                                                        - 24 -
Hotel            471    HOTEL CLK II                    6          10           1         60                0
Hotel            191E   HOTEL MGR                       1           1           0         60                0
Hotel            336    LD CUSTODIAN                    3           3           1         30                2(10)
                                                                                           2                2
Hotel            486    LEAGUE COORDN                   1           2           1
Hotel            489    LINEN RM ATDN                   2           2           1         30                2(10)
Hotel            334    LINEN RM SUPV                   1           1           1         30                2(10)
Hotel            493    MECHANIC "A"                    1           1           1         60                0
Hotel            494    MECHANIC "B"                    9           8           1         60                0
Hotel            500    MERCH CNTRL                     0           1           1         60                0
Hotel            502    PARKG ATDNT                    10          10           1         60                0
Hotel            194E   PBX MANAGER                     1           1           0         60                0
Hotel            503    PBX OPERATOR                    6           7           1         60                0
Hotel            505    PLAYRM ATDNT                    2           6           1         60                0
                                                                                           2                2
Hotel            507    POSTAL CLRK                     0           1           1
Hotel            349    PRO SHOP MGR                    1           1           1         60                0
Hotel            514    PRO SHP ATDNT                   1           1           1         60                0
Hotel            255    RM RESERV MGR                   1           1           1         60                0
        1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                                                        MEAL
 JOB             JOB                                                          MEAL      BREAK            OTHER
CLASS            CODE   DESCRIPTION                   1988        1989        CODE1     MINUTES     BREAKS (MINUTES)
Hotel            525    RV PARK ATTN                    1           3           1         60                0
Hotel            523    RV PARK CLRK                    7           8           1         60                0
Hotel            524    RV PARK LD ATTN                 1           1           1         60                0
Hotel            193    RV PARK MGR                     2           2           1         60                0
Hotel            527    SALES CLERK                     8           6           1         60                0
Hotel            526    SALES CLERK/CASHIER            11          11           1         60                0
Hotel            522    SALES/COMISNS                  18          20           1         60                0
Hotel            528    SCORE ASSIST                    3           2           1         60                0
                                                                                           2                2
Hotel            536    SHUTL BUS DRV                   1           1           1
Hotel            344    STOR DEPT MGR                   1           1           1         60                0
Hotel            302    STORE FLR MGR                   1           2           1         60                0
Hotel            567    STORE LD CSHR                   0           4           1         60                0
Hotel            161E   STORE MGR                       1           1           0         60                0
Hotel            322    TRANS SUPV                      1           1           1         60                0




                                                                                                                        - 25 -
Hotel            573    TRUCKLD CASN                   15          14           1         60                0
MIS              440A   COMPUTER OPRTR                  5           5           1         60                0
MIS              304    D P SUPERV                      1           2           1         60                0
MIS              456A   DATA ENTR CLK                   0           4           1         60                0
MIS              534    SR COMPUTER OP                  2           2           1         60                0
Sales & Market   209E   ADV/PUB MGR                     0           1           0         60                0
Sales & Market   174E   DIR MRKTNG                      0           1           0         60                0
Sales & Market   180A   MKT OPR ANYST                   0           1           1         60                0
Sales & Market   338A   PU/PRO/AD AST                   1           1           1         60                0
Security         261E   ASST SECURITY MGR               1           1           0         30                2(15)
Security         552    SECRTY OFF/OT                   9           8           1         30                2(15)
Security         532    SECURITY DISP                   2           1           1         30                2(15)
Security         159E   SECURITY MANAGER                1           1           0         30                2(15)
Security         533    SECURITY OFF/IN                21          23           1         30                2(15)
Security         331    SECURITY SHFT                   2           3           1         30                2(15)
Security         548    SURVEIL AGENT                   2           2           1         30                2(15)
   Total                                            1,402       1,508
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                     STARDUST

                                                                                        MEAL
 JOB             JOB                                                          MEAL      BREAK             OTHER
CLASS            CODE   DESCRIPTION            UNIFORM   1988     1989        CODE1     MINUTES      BREAKS (MINUTES)
Accounting       400A   ACCT CLK IV               No       6        0           1         60                 2(15)
Accounting       401A   ACCTG CLK II              No      31       30           1         60                 2(15)
Accounting       403    ACCTG CLRK I              No      11       15           1         60                 2(15)
Accounting       402A   ACCTG CLRK II             No      14       15           1         60                 2(15)
Accounting       303E   ACT CLK SUPV              No       5        8           0         60                 2(15)
Accounting       167E   AST CONTRLR               No       3        3           0         60                 0
Accounting       166E   CONTROLLER                No       1        1           0         60                 0
Accounting       442    CREDIT CLRK II            No       2        0           1         60                 2(15)
Accounting       205E   F & B CONTROLLER          No       1        1           0         60                 2(15)
Accounting       104E   INTRN CNTL SPC            No       0        1           0         60                 0
Accounting       301E   INVNTRY CNTRL             No       1        1           0         60                 0
Accounting       519    RECEIVER                  No       6        6           1         30                 2(10)
Accounting       300E   SR ACCOUNTANT             No       1        1           0         60                 2(15)
Accounting       546    STOCK CLRK                No       6        0           1         60                 0
Accounting       546    STOCK CLRK                No       0        4           1         30                 2(15)
Accounting       550    VND MCH ATN               No       1        3           1         30                 2(10)




                                                                                                                        - 26 -
Administrative   278E   ADMIN ASST                No       1        0           0         60                 0
Administrative   285    ADMIN CLRK                No       1        0           1         60                 0
Administrative   172E   DIR HUM RES               No       0        1           0         60                 0
Administrative   173E   DIR ADMIN                 No       1        1           0         60                 0
Administrative   176    EMP REL/DEV               No       0        1           1         60                 0
Administrative   057    EMP REL/DEVP MGR          No       1        0           1         60                 0
Administrative   210    EMPLOYMENT SUPV           No       0        1           1         60                 0
Administrative   107    HR STAFF AST              No       1        0           1         60                 0
Administrative   306    PURC AGENT                No       3        3           1         60                 0
Administrative   290    RECEPTIONIST              No       1        0           1         60                 0
Administrative   291    RUNNER                    No       2        2           1         60                 2(15)
Administrative   358E   SAFETY/LOSS MANAGER       No       0        1           0         60                 0
Administrative   282    SECRETARY                 No       7        9           1         60                 0
Administrative   305    SR PURCH AGENT            No       1        1           1         60                 0
Casino           406    ADM TERM OPTR             No       7        6           1         45                 0
Casino           417    ADMN TRM COOR             No       0        1           1         45                 0
Casino           154E   ASSISTANT CASINO MGR      No       1        1           0         60                 0
Casino           314    AST CAG SHFT              Yes      3        2           1         60,45,30      0,15,(2)15
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                                                        MEAL
JOB              JOB                                                          MEAL      BREAK            OTHER
CLASS            CODE   DESCRIPTION           UNIFORM   1988      1989        CODE1     MINUTES     BREAKS (MINUTES)
Casino           252E   AST CAGE/CREDIT          No       1         1           0         60                0
                                                                                                            2
Casino           258E   AST COIN MGR             No       0         1           0 End of drop count
Casino           281E   AST SLOT MGR             No       1         1           0         60                0
Casino           423    BOARD PERSON             No       9         8           1         45                0
Casino           420    BOOTH CASHR              Yes     11        13           2         40                2(10)
                                                                                           2
Casino           311E   BOXPERSON                No      20        20           0                           7(20)
Casino           404    BRD PERSON CORD          No       2         1           1         45                0
Casino           427    BRUSHPERSON              Yes      5         7           1         60                0
Casino           313E   CAG SHFT SUPV            Yes      3         3           0       60,45,30       0,15,(2)15
Casino           431    CAGE CASHIER             Yes     43        45           1       60,45,30       0,15,(2)15
Casino           157E   CAGE/CRED MGR            No       1         1           0         60                0
Casino           189E   CARD RM MGR              No       1         0           0         60                0
Casino           433    CARD ROOM CASHIER        No       4         4           1         60                0
Casino           421    CAROUSEL ATN             Yes     15        20           2         40                2(10)
Casino           310E   CASINO FLOOR SUPERVISOR No       47        50           0         40                2(10)
Casino           309E   CASINO HOST              No       2         4           0         60                0
Casino           153E   CASINO MGR               No       1         1           0         60                0




                                                                                                                        - 27 -
Casino           312E   CASN CUST REP            No       5         4           0         60                0
Casino           156E   CASN PIT BOSS            No       6         6           0         60                0
Casino           155E   CASN SHFT MGR            No       4         4           0         60                0
Casino           438    CHANGE ATTDT             Yes     78        67           2         40                2(10)
Casino           267E   CLCTN MGR                No       0         1           0         60                0
                                                                                                            2
Casino           195E   COIN RM MGR              No       1         1           0   End of drop count
Casino           326E   CRD SHFT MGR             No       3         3           0         60                0
Casino           441    CREDIT CLK III           No       1         1           1         60,45,30     0,15,2(15)
                                                                                           2
Casino           453    DEALER 21                Yes    223       222           1                           7(20)
                                                                                           2
Casino           452    DEALER DICE              Yes     54        51           1                           7(20)
                                                                                           2
Casino           451    DEALER-CRD RM            Yes     67        71           1                           7(20)
Casino           370E   DIR SLT MRKTG            No       1         1           0         60                0
Casino           318    HOSP CENTER SUP          No       1         0           1         60                0
                                                                                                            2
Casino           465    HRD COUNT ATN            No       9        12           1    Taken after drop
Casino           321E   KENO 2ND                 No       2         3           0         60                0
Casino           474    KENO 3RD                 Yes      2         0           1         60                0
Casino           186E   KENO MGR                 No       1         1           0         60                0
Casino           476    KENO RUNNER              Yes     17        13           1         40                2(10)
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                                                        MEAL
JOB              JOB                                                          MEAL      BREAK             OTHER
CLASS            CODE   DESCRIPTION           UNIFORM   1988      1989        CODE1     MINUTES      BREAKS (MINUTES)
Casino           320E   KENO SHFT MGR            No       3         3           0         60                 0
Casino           475    KENO WRITER              Yes     26        22           1         40                 2(10)
Casino           365    MASTER BANK              Yes      0         6           1         60,45,30      0,15,2(15)
Casino           504    PIT CLERK                No       3         8           1         45                 2(15)
Casino           380E   PIT CLK SUPV             No       0         1           0         60                 0
Casino           513    PROP PLAYER              No       2         1           1         60                 0
Casino           516    R/S CASHIER              Yes      9        10           1         45                 0
Casino           325    R/S COMP SUPV            No       1         1           1         45                 0
Casino           323E   R/S SHFT SUPV            No       6         9           0         45                 0
Casino           517    R/S TELLER               Yes     32        36           1         45                 0
Casino           518    R/S VERITYPE             Yes      2         2           1         45                 0
Casino           188E   RACE BK MGR              No       1         1           0         60                 0
Casino           158E   RACE/SPORTS MGR          No       1         1           0         60                 0
Casino           371E   SLOT CLB MGR             No       5         1           0         60                 0




                                                                                                                        - 28 -
Casino           375E   SLOT CLB SUPV            No       0         5           0         60                 0
Casino           574    SLOT CLUB ATD            No       0         8           1         60                 0
Casino           317    SLOT FLRPRSN             Yes     26        31           1         30                 2(10)
Casino           316E   SLOT HOST                No       3         7           0         60                 0
Casino           169E   SLOT MGR                 No       1         1           0         60                 0
Casino           315E   SLOT SHFT MGR            No       4         4           0         30                 0
Casino           319    SLOT SHOP SUPV           No       1         1           1         30                 0
Casino           538    SLOT TECH I              Yes      1         2           1         30                 2(15)
Casino           537    SLOT TECH II             Yes      6         7           1         30                 2(15)
Casino           187E   SPORTS BK MGR            No       1         1           0         60                 0
Casino           374E   SPORTS INFO COORD        No       0         1           0         45                 0
Casino           329E   TOURNMT DIR              No       1         1           0         60                 0
Casino           016E   VP/CSNO OPRTN            No       1         1           0         60                 0
Engineering      259E   AST FACILITY MGR         No       1         1           0         60                 0
Engineering      436    CARPENTER                Yes     11        14           1         30                 2(15)
Engineering      459    ELECTRICIAN              Yes     14        13           1         30                 2(15)
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                                                        MEAL
JOB              JOB                                                          MEAL      BREAK            OTHER
CLASS            CODE   DESCRIPTION           UNIFORM   1988      1989        CODE1     MINUTES     BREAKS (MINUTES)
Engineering      160E   FACILITY MGR             No       1         1           0         60                0
Engineering      479    LABORER                  Yes      7         8           1         30                2(15)
Engineering      491    MAIN ENG HELP            Yes      2         2           1         30                2(15)
Engineering      490    MAINT ENGINR             Yes     16        22           1         30                2(15)
Engineering      498    OU MNT ATN II            Yes      0         5           1         30                2(15)
Engineering      497    OUT MNT FORMN            Yes      5         1           1         30                2(15)
Engineering      501    PAINTER                  Yes      2         4           1         30                2(15)
Engineering      575    TRANS DRIVER             Yes      0         3           1         30                2(15)
Engineering      604    UPHOLSTERER              Yes      2         1           1         30                2(15)
Executive        151E   ASST GEN MGR             No       1         1           0         60                0
Executive        014E   EX VP/GEN MGR            No       1         1           0         60                0
Executive        279E   EXEC SECRTY              No       3         9           0         60                0
Food & Bevera    262E   AST CHEF                 Yes      1         0           0         60                0
Food & Bevera    413    BAKER                    Yes     11        11           2         40                2(10)
Food & Bevera    414    BAKER HELPER             Yes      6         5           2         40                2(10)




                                                                                                                        - 29 -
Food & Bevera    416    BAR BACK                 Yes     16        21           2         40                2(10)
Food & Bevera    415    BARTENDER                Yes     32        32           1         40                2(10)
Food & Bevera    165E   BEV MGR                  No       1         0           0         60                0
Food & Bevera    355E   BEV SHFT SUPV            No       4         0           0         60                0
Food & Bevera    429    BUS - BUFFET             Yes      4         4           2         40                2(10)
Food & Bevera    428    BUS PERSON               Yes     37        23           2         40                2(10)
Food & Bevera    521    BUTCHER                  Yes      0         3           2         40                2(10)
Food & Bevera    356    CAPTAIN                  No       8         9           2         60                0
Food & Bevera    437    CASHIER-FD               Yes     25        27           2         40                2(10)
Food & Bevera    439    COCKTAIL SERV            Yes     97        76           2         40                2(10)
Food & Bevera    455    DINING RM RUN            Yes     24        25           2         40                2(10)
Food & Bevera    272E   EX KIT STEWRD            Yes      1         1           0         60                0
Food & Bevera    164E   EXECUTVE CHEF            Yes      2         1           0         60                0
Food & Bevera    162E   FD/BEV DIR               No       1         1           0         60                0
Food & Bevera    352E   FOD SHFT SUP             No       5         8           0         40                0
Food & Bevera    461    FOOD SERVER              Yes    126       120           2         40                2(10)
Food & Bevera    308E   HEAD CASHIER             No       1         1           0         60                0
Food & Bevera    353    HOST PERSON              Yes     30        31           2         40                2(10)
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                                                          MEAL
JOB                JOB                                                        MEAL        BREAK            OTHER
CLASS              CODE   DESCRIPTION         UNIFORM   1988      1989        CODE1       MINUTES     BREAKS (MINUTES)
Food &    Bevera   478    KITCHN HELP            Yes     81        87           2           40                2(10)
Food &    Bevera   477    LD KIT HELP            Yes      4         4           2           40                2(10)
Food &    Bevera   488    LINE COOK              Yes     52        49           2           40                2(10)
Food &    Bevera   203    MAITRE D HOTEL         No       1         1           1           60                0
Food &    Bevera   263E   PASTRY CHEF            Yes      1         0           0           60                0
Food &    Bevera   510    PREP COOK I            Yes     26        17           2           40                2(10)
Food &    Bevera   509    PREP COOK II           Yes     19        17           2           40                2(10)
Food &    Bevera   508    PREP COOK III          Yes      3         1           2           40                2(10)
Food &    Bevera   269E   REST MGR               No       2         1           0           40                0
Food &    Bevera   351E   RESTURNT MGR           No       2         5           0           40                0
Food &    Bevera   623    RM SRVC BUS            Yes      0         4           2           40                2(10)
Food &    Bevera   622    RM SRVC SRVR           Yes      0         8           2           40                2(10)
Food &    Bevera   625    SHWRM SRVR             Yes      0        22           2           60                0
Food &    Bevera   539    SNAC BAR ATDN          Yes      4         6           2           40                2(10)
Food &    Bevera   354    SOUS CHEF              Yes      4         5           2           40                0
Food &    Bevera   362E   SPC RM CHEF            Yes      3         3           0           40                2(10)
Food &    Bevera   361E   SPC RM HD PER          Yes      2         2           0           40                0




                                                                                                                         - 30 -
Food &    Bevera   541    SPEC BUS PERS          Yes     15        13           2           40                2(10)
Food &    Bevera   542    SPEC FD SERVR          Yes     22        26           2           40                2(10)
Food &    Bevera   544    SPEC LINE CK           Yes     15        16           2           40                2(10)
Food &    Bevera   564    SPLY RUN WHSE          Yes      4         4           2           40                2(10)
Food &    Bevera   425    SPLY RUNNER            No      31        27           2           40                2(10)
Food &    Bevera   547    STORERM ATDN           No       5         4           1           40                2(10)
Hotel              307E   WRHSE SUPRV            No       1         1           0           60                0
                                                                                                              2
Hotel              408    ALTERNATTN             Yes      1         1           2     Break between shows
                                                                                                              2
Hotel              343    ANIMAL TRN             No       1         1           1     Break between shows
Hotel              280    AST CUST SRVC          No       3         4           1           60                0
Hotel              257E   AST EXEC HSKP          No       2         2           0           60                0
                                                                                                              2
Hotel              410    AST HD WARDRB          No       1         1           1     Break between shows
Hotel              192E   AST HOTEL MGR          No       2         3           0           60                0
                                                                                                              2
Hotel              412    AST WARDROBE           No       0         1           1     Break between shows
Hotel              418    BELL CAPTAIN           Yes      3         3           2           40                2(10)
Hotel              419    BELL PERSON            Yes     20        22           2           40                2(10)
                                                                                                              2
Hotel              430    BUTTON BOOTH           No       1         1           1      Break between shows
Hotel              340E   COMPANY MGR            No       1         1           0           60                0
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                                                         MEAL
JOB              JOB                                                          MEAL       BREAK            OTHER
CLASS            CODE   DESCRIPTION           UNIFORM   1988      1989        CODE1      MINUTES     BREAKS (MINUTES)
Hotel            444    CUE CALLER               No       1         1           1          60                0
Hotel            446    CUSTODAN I               Yes     85        98           2          40                2(10)
Hotel            445    CUSTODIAN II             Yes     42        55           2          40                2(10)
                                                                                                             2
Hotel            449    DANCER CONVERED          Yes     34        41           1     Break between shows
                                                                                                             2
Hotel            448    DANCER NUDE              Yes     11        12           1     Break between shows
Hotel            198E   DIR HTL OPRTN            No       1         0           0          60                0
Hotel            197E   DIR LIDO                 No       1         0           0          60                0
Hotel            256E   EXECUT HSKPR             No       1         1           0          60                0
Hotel            464    GUEST RM ATND            Yes     90       115           2          40                2(10)
Hotel            332    GUEST ROOM SUPERVISOR    Yes     12        15           1          60                0
                                                                                                             2
Hotel            617    HD AUDIO/VISL            No       1         1           1     Break between shows
                                                                                                             2
Hotel            530    HD ELEC & SOUND          No       1         1           1     Break between shows
                                                                                                             2
Hotel            468    HD PROJECTN              No       1         1           1     Break between shows
                                                                                                             2
Hotel            467    HEAD FLYMAN              No       1         1           1     Break between shows
                                                                                                             2
Hotel            469    HEAD PROP                No       1         1           1     Break betweem shows
Hotel            472    HOTEL CLK I              No      16        18           1          45                1(30)




                                                                                                                        - 31 -
Hotel            471    HOTEL CLK II             Yes     24        23           1          45                1(30)
Hotel            191E   HOTEL MGR                No       1         1           0          60                0
Hotel            337    LD PBX OPERTR            No       4        16           1          45                1(30)
Hotel            554E   LIDO PRODUCER            No       1         1           0          60                0
                                                                                                             2
Hotel            487    LINE CAPTAIN             Yes      1         0           1     Break between shows
Hotel            489    LINEN RM ATDN            Yes      8         8           2          40                2(10)
Hotel            334    LINEN RM SUPV            Yes      0         1           2          60                0
                                                                                                             2
Hotel            379    MUSICAL PERFORMER        No       0         1           1     Break between shows
                                                                                                             2
Hotel            378    MUSICIAN                 No       0        17           1     Break between shows
                                                                                                             2
Hotel            377    ORCHESTRA LDR            No       0         1           1     Break between shows
                                                                                                             2
Hotel            502    PARKG ATDNT              Yes      8         8           1     As time permits
Hotel            194E   PBX MANAGER              No       1         1           0          60                0
Hotel            503    PBX OPERATOR                     14         0           1          45                1(30)
Hotel            335    POOL SUP                 No       1         1           1          60                0
                                                                                                             2
Hotel            511    PRIN DANCER              Yes      6        11           1     Break between shows
                                                                                                             2
Hotel            520    PROJECTIONIST            No       5         5           1     Break between shows
Hotel            255E   RM RESERV MGR            No       1         1           0          60                0
Hotel            525    RV PARK ATN              Yes      1         1           1          30                2(10)
        1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                                                                                         MEAL
JOB              JOB                                                          MEAL       BREAK            OTHER
CLASS            CODE   DESCRIPTION           UNIFORM     1988     1989       CODE1      MINUTES     BREAKS (MINUTES)
Hotel            523    RV PARK CLRK             Yes        2        2          1          30                2(10)
Hotel            524    RV PARK LD ATN           Yes        1        1          1          30                2(10)
Hotel            193    RV PARK MGR              No         1        1          1          60                0
Hotel            343E   SALES SUPV               No         0        1          0          60                0
Hotel            535    SHOWROOM RESV            Yes        0        4          1          30                2(10)
Hotel            435    SHOWROOM RESV            Yes        4        0          1          30                2(10)
Hotel            341E   STAGE MGR                No         0        1          0          60                0
                                                                                                             2
Hotel            545    STAGEHAND                No        12       12          1     Break between shows
Hotel            529    STATUS BD OPR            No         2        7          2          40                2(10)
                                                                                                             2
Hotel            551    WARDROBE ATDN            No        16       14          1     Break between shows
MIS              440A   COMPUTR OPRTR            No         5        5          1          60                2(15)
MIS              304E   D P SUPERV               No         1        2          0          60                0
MIS              456    DATA ENTRY CLK           No         5        0          1          60                1(15)
Sales & Market   280E   ADVERTISING MGR          No         1        1          0          60                0
Sales & Market   174E   DIR MRKTNG               No         1        2          0          60                0




                                                                                                                        - 32 -
Sales & Market   357E   DIRECT MARKTG MANAGER    No         0        1          0          60                0
Sales & Market   492    DRCT MAIL CLK            Yes        0        1          1          60                1(15)
Sales & Market   339E   GRP SALES MGR            No         1        0          0          60                0
Sales & Market   109    MKT OP ANALYST           No         1        0          1          60                0
Sales & Market   180A   MRK OPR ANALST           No         0        1          1          60                0
Sales & Market   206E   PROMO/SPECIAL EVENTS MGR No         1        1          0          30                2(10)
Sales & Market   512A   PROMOTION ATN            No        21       14          1          30                2(10)
Sales & Market   207E   PUBLICITY DIR            No         1        1          0          60                0
Sales & Market   090E   SALES ACCT EX            No         1        0          0          60                0
Sales & Market   178E   SALES ACCT EXEC          No         0        1          0          60                0
Security         261E   AST CHIEF SECURITY       No         0        1          0          60                0
Security         407    LD SEC OFCR              No         0        3          1          30                2(15)
Security         532    SECURITY DISP            No         2        3          1          60                0
Security         159E   SECURITY MANAGER         No         1        1          0          60                0
Security         533    SECURITY OFF/IN          Yes       62       79          1          60                0
Security         331E   SECURITY SHFT            No         4        3          0          60                0
Security         548E   SURVEIL AGENT            No         4        5          0          60                0
   Total                                                2,251    2,406
      1
        The meal code is as follows: 0 = authorization to eat in the public restaurants on the premises; 1 = entitled
to eat one meal per shift in the Cafeterias; 2 = entitled to eat two meals per shift in the Cafeterias.
      2
        Not available.
                              - 34 -

     The right of many of petitioners' employees to receive meals

from petitioners without charge is set forth in numerous labor

agreements; in the case of outside maintenance attendants,

foremen, and laborers at Stardust, these agreements also provide

that petitioners must pay them the cost of a meal in lieu of a

meal.2   In some cases, these agreements allow an employee to

receive two meals in a workday; most of these employees take

advantage of both meals.   In the case of dealers, who generally

are entitled to a 20-minute break every hour, petitioners'

practice is to allow the dealers to eat during all of their

breaks, and the dealers tend to take advantage of this practice.

     The labor agreements, and the titles of the covered

employees (exclusive of the employees in the category "Food and

Beverage"), are as follows:

     COLLECTIVE BARGAINING AGREEMENT between STRIP HOTELS
     AND CASINOS and LOCAL JOINT EXECUTIVE BOARD OF LAS
     VEGAS, CULINARY WORKERS UNION, LOCAL NO. 226, and
     BARTENDERS UNION, LOCAL NO. 165 (culinary workers'
     agreement):

           Stardust: Carousel Attendant, Change
           Attendant, Bell Captain, Bell Person,
           Custodian I, Custodian II, Guest Room
           Attendant, Guest Room Supervisor, Linen Room
           Attendant, Linen Room Supervisor, Status
           Board Operator.

           Fremont: Carousel Attendant, Change
           Attendant, Change Person Trainer, Bell
           Captain, Bell Person, Custodian I, Custodian
           II, Guest Room Attendant, Lead Custodian,
           Linen Room Attendant, Status Board Operator.


     2
       We are unable to find that these three classifications of
employees do not also receive meals during their shifts. The
record leads us to believe that they do.
                        - 35 -

LABOR AGREEMENT[S] between RESORT HOTELS and
PROFESSIONAL, CLERICAL AND MISCELLANEOUS EMPLOYEES,
TEAMSTERS LOCAL UNION NO. 995 (Teamsters' agreements):

     Stardust: Receiver, Laborer, Outside
     Maintenance Attendant II, Outside Maintenance
     Foreman, Parking Attendant, PBX Operator,
     Storeroom Attendant, Hotel Clerk I, Hotel
     Clerk II, Lead PBX Operator.

     Fremont: Hotel Clerk I, Hotel Clerk II,
     Parking Attendant, PBX Operator.

     CHC (during the 1987 taxable year): Hotel
     Clerk I, Hotel Clerk II, Lead Parking
     Attendant, Parking Attendant, PBX Operator.

LABOR AGREEMENT between STARDUST HOTEL AND CASINO and
INTERNATIONAL ALLIANCE OF THEATRICAL STAGE EMPLOYEES
AND MOVIE PICTURE MACHINE OPERATORS OF THE UNITED
STATES AND CANADA, LOCAL 720, LAS VEGAS, NEVADA
(THEATRICAL WARDROBE EMPLOYEES) (theatrical workers'
agreement):

     Stardust: Alteration Attendant, Assistant
     Head Wardrobe, Assistant Wardrobe, Button
     Booth, Head Audio/Visual, Head
     Electrical/Sound, Head Projection, Head
     Flyman, Head Prop, Projectionist, Stagehand,
     Wardrobe Attendant, Cue Caller.

LABOR AGREEMENT between [blank space] and INTERNATIONAL
UNION OF OPERATING ENGINEERS, Local No. 501, AFL-CIO
(operating engineers' agreement) and the SLOT MECHANICS
ADDENDUM TO MASTER LABOR AGREEMENT (slot mechanic
workers' agreement):

     Stardust: Slot Shop Supervisors, Slot Tech
     I, Slot Tech II, Assistant Facility Manager,
     Maintenance Engineer Help, Maintenance
     Engineer, Maintenance Help.

     Fremont: Slot Tech II, Assistant Facility
     Manager, Laborer, Maintenance Engineer.

     CHC: Assistant Facility Manager, Maintenance
     Engineer, Maintenance Engineer Helper.

LABOR AGREEMENT between NEVADA RESORT ASSOCIATION and
UNITED BROTHERHOOD OF CARPENTERS AND JOINERS OF AMERICA
LOCAL UNION NO. 1780, LAS VEGAS, NEVADA (carpenters'
agreement):
                                 - 36 -

          Stardust: Carpenter, Upholster.
          Fremont: Carpenter.
     LABOR AGREEMENT BETWEEN STARDUST HOTEL and
     INTERNATIONAL BROTHERHOOD OF ELECTRICAL WORKERS LOCAL
     UNION # 357, AFL/CIO (electricians' agreement):

          Stardust:   Electrician.

          Fremont:    Electrician.

     COLLECTIVE BARGAINING AGREEMENT between STARDUST HOTEL
     AND CASINO and MUSICIANS UNION OF LAS VEGAS, LOCAL NO.
     369 AMERICAN FEDERATION OF MUSICIANS, AFL/CIO
     (musicians' agreement):

          Stardust: Musical performer, Musician,
          Orchestra Leader.

     LABOR AGREEMENT between NEVADA RESORT ASSOCIATION and
     INTERNATIONAL BROTHERHOOD OF PAINTERS & ALLIED TRADES
     LOCAL UNION NO. 159 AFL/CIO (painters' agreement):

          Stardust:   Painter.

          Fremont:    Painter.

     All of these labor agreements have provisions that address

employee meals.   The culinary workers' agreement provides:

          14.01. Meals Furnished by Employer. For the
     convenience of the Employer, all employees covered by
     this Agreement shall be required to take the meals
     hereinafter provided for on the premises of the
     Employer. Said meals shall be palatable, wholesome and
     comparable in quality to those served to customers. A
     selection of meal items shall be made available daily,
     including at least two (2) meat entrees. The selection
     of meals shall be posted in the employees' cafeteria.
     Breakfast, including eggs, will be available to all
     shifts. Employees shall have a choice of coffee, tea
     or milk at each meal, and shall be entitled to a
     dessert at each meal. No entree shall be included on
     the menu more than two (2) times in a calendar week. A
     fish entree shall be included at least once in a
     calendar week. The number of such meals shall be set
     forth in Section 14.02. Except as provided otherwise
     in Section 14.02(a) and (b), the Employer shall allow
     each employee an uninterrupted meal period of thirty
     (30) minutes on the Employer's time, plus sufficient
     time (not to exceed five (5) minutes each way) to go to
     and from the eating area.
                              - 37 -

          14.02.   Number of Meals.

          (a) For the convenience of the Employer, all
     employees, except Bartenders, working full shifts shall
     be entitled to two (2) meals per day, one of which
     shall be eaten within one (1) hour before commencement
     of the shift and the second no sooner than three (3)
     and no later than five (5) hours after commencement of
     the shift. Bartenders shall be entitled to one (1)
     meal to be eaten no sooner than three (3) and no later
     than five (5) hours after commencement of the shift.

          (b) All employees working six (6) or four (4) hour
     shifts shall be entitled to one (1) meal per day.
     Employees working six (6) hour shifts shall eat no
     sooner than three (3) and no later than five (5) hours
     after commencement of the shift; and employees working
     four (4) hour shifts shall eat before their shift
     begins or after their shift ends.

One of the two Teamsters' agreements provides:

          5.01. WORKDAY AND OVERTIME. The normal workday
     for regular, full-time employees shall consist of eight
     (8) hours including forty-five (45) minutes for a meal
     period and two (2) fifteen (15) minute rest periods
     during each shift.

     *        *           *           *    *        *      *

          16.01. MEALS. An employee shall receive one (1)
     meal during the course of his shift. The meal will be
     scheduled as near to the middle of the shift as is
     possible, except for regular part-time employees
     working a short shift, who shall be provided with a
     prorated meal period after the third (3rd) hour worked.

          At the option of the Employer, the employee may be
     paid one dollar and fifty cents ($1.50) in lieu
     thereof.

          Meals served to employees shall be palatable,
     wholesome and comparable in quality to those served to
     the customers. A selection of meal items shall be made
     available daily, including at least two (2) meat entres
     [sic]. No entree shall be included on the menu more
     than two (2) times in a calendar week. A fish entree
     shall be carried at least once in a calendar week.
     Breakfast, including eggs, will be made available to
     all shifts.
                             - 38 -

          When relieved from duty, an employee will be
     permitted to take assigned lunch and rest periods away
     from the immediate work area.

          In recognition of the fact that the public
     restaurants of the establishments have been provided
     for the use of customers and guests * * *, it is agreed
     that the Employer retains the right to restrict or
     prohibit the use of these facilities by employees.

          Employees relieved from duty will be permitted to
     leave the premises during their assigned lunch periods;
     provided they clock out at the commencement of such
     period and clock in at the conclusion thereof.

The other Teamsters' agreement provides:

           5.01. WORKDAY. The normal workday for regular
     employees shall consist of eight (8) consecutive hours,
     including a lunch period. Employees working an eight
     (8) hour shift shall receive two (2) fifteen (15)
     minute rest periods on the Employer's time--one (1)
     prior to their meal period and one (1) following the
     meal period. The Employer shall allow each employee an
     uninterrupted meal period of thirty (30) minutes on the
     Employer's time plus sufficient time (not to exceed
     five (5) minutes each way) to go to and from the eating
     area.

     *        *          *         *       *        *         *

          16.01. MEALS. Except as otherwise provided for
     herein, an employee shall receive one (1) meal during
     the course of an eight (8) hour shift, as near to the
     middle of the shift as possible or, at the option of
     the Employer, the employee may be paid one dollar and
     fifty cents ($1.50) in lieu thereof. Meals served to
     employees shall be palatable, wholesome and comparable
     in quality to those served to the customers. A
     selection of meal items shall be made available daily,
     including at least two (2) meat entrees. No entree
     shall be included on the menu more than two (2) times
     in a calendar week. A fish entree shall be carried at
     least once in a calendar week. Breakfast, including
     eggs, will be made available to all shifts. All
     employees shall be entitled to an uninterrupted meal
     period of thirty (30) minutes.

          Golf course maintenance personnel, gardeners and
     laborers shall be paid a flat allowance of one dollar
     and fifty cents ($1.50) per day in lieu of a meal.
                             - 39 -

          Employees relieved from duty will be permitted to
     leave the premises during their assigned lunch periods;
     provided they clock out at the commencement of such
     period and clock in at the conclusion thereof.

The theatrical workers' agreement provides:

          13.01. Employees in the bargaining unit shall not
     be required to work more than five (5) hours without
     being allowed a meal break of at least one-half (1/2)
     hour, which meal period shall not be considered as time
     worked and shall not be paid for by the Employer. Time
     off between shows shall be deemed to constitute a meal
     period for the purpose of this Section.

          Meal periods shall not exceed one (1) hour in
     duration and may not be granted sooner than two (2)
     hours after the employee begins work. Subsequent meal
     periods shall be called not less frequently than every
     five (5) hours and not more frequently than every three
     (3) hours after the completion of the first meal period
     of the day. Meal periods may be staggered among
     members of the crew. * * *

          13.02. Penalties for Failure to Provide. In the
     event that an employee is not provided with a meal
     period, as provided in Section 13.01, he shall be paid
     at the rate of double (2X) the regular, straight-time
     hourly rate for the meal period omitted, and if a meal
     period is not provided after six (6) consecutive hours
     of work, the employee involved shall be paid at the
     rate of time and one-half (1 1/2X) his appropriate rate
     of pay for all work performed after six (6) consecutive
     hours until a meal period is provided. * * *

          13.03. Rest Periods. Employees who are called in
     to work an eight (8) hour shift shall be granted two
     (2) ten (10) minute rest periods. The first such rest
     period shall be granted within the first four (4) hours
     of work and the second such rest period within the last
     four (4) hours worked.

          13.04. Continuation of Present Practice. If,
     prior to April 1, 1984, the Employer was furnishing
     meals to employees free of charge, or at a discount, it
     shall continue to do so during the term of this
     Agreement.

The operating engineers' agreement provides:

     17.01 Meals. An employee shall be entitled to receive
     one (1) meal during the course of an eight (8) hour
                             - 40 -

     shift, as near to the middle of the shift as possible.
     If an employee is required to work overtime for two (2)
     hours or more beyond his regular shift, or is called
     out in an emergency and works for four (4) hours or
     more, he shall be entitled to a meal. Meals served to
     employees shall be palatable, wholesome and comparable
     in quality to those served to the customers. A
     selection of meal items shall be made available daily
     [including at least two (2) meat entrees]. An Employer
     who fails to provide meals as required above shall pay,
     as a penalty, the sum of One Dollar and Fifty Cents
     ($1.50) for each meal he failed to furnish.

The slot mechanic workers' agreement provides:

     6.01 Workday and Workweek. (a) The normal workday for
     regular employees shall consist of eight (8)
     consecutive hours, inclusive of a meal period. * * *
     The Employer shall allow each employee an uninterrupted
     meal period of thirty (30) minutes on the Employer's
     time, plus sufficient time (not to exceed five (5)
     minutes each way) to go to and from the eating area.

     *        *          *            *    *        *         *

     17.01. Meals. An employee shall be entitled to
     receive one (1) meal during the course of an eight (8)
     hour shift, as near to the middle of the shift as
     possible. If an employee is required to work overtime
     for two (2) hours or more beyond his regular shift, or
     is called out in an emergency and works for four (4)
     hours or more, he shall be entitled to a meal. Meals
     served to employees shall be palatable, wholesome and
     comparable in quality to those served to the customers.
     A selection of meal items shall be made available daily
     [including at least two (2) meat entrees]. An Employer
     who fails to provide meals as required above shall pay,
     as a penalty, the sum of One Dollar and Fifty Cents
     ($1.50) for each such meal he failed to furnish.

The carpenters' agreement provides:

                            ARTICLE 16
                  Classification and Wage Rates

     *        *          *            *    *        *         *

     Note 3:   Meals: An employee shall be entitled to
     receive one (1) hot meal during the course of an eight
     (8) hour shift, as near to the middle of the shift as
                             - 41 -

     possible. If an employee is required to work overtime
     for two (2) hours or more beyond his regular shift, or
     is called out in an emergency and works for four (4)
     hours or more, he shall be entitled to a meal. Meals
     served to employees shall be palatable, wholesome and
     comparable in quality to those served to the customers.
     A selection of meal items shall be made available daily
     (including at least two (2) meat entrees). An Employer
     who fails to provide meals as required above shall pay,
     as a penalty, the sum of one dollar and fifty cents
     ($1.50) for each such meal he failed to furnish.

The electricians' agreement provides:

          6.01. Work Day and Work Week. (a) Eight (8)
     consecutive hours, inclusive of a one-half (1/2) hour
     meal period, within any twenty-four (24) hours shall
     constitute a work week. * * *

     *        *          *           *     *        *         *

          17.01. Meals. An employee shall receive one (1)
     hot meal during the course of an eight (8) hour shift,
     as near to the middle of the shift as possible, or, at
     the option of the Employer, the employee may be paid
     one dollar and fifty cents ($1.50) in lieu thereof. If
     an employee is required to work overtime for two (2)
     hours or more beyond his regular shift, or is called
     out in an emergency and works four (4) hours or more,
     he shall be entitled to a meal. Meals served to
     employees shall be palatable, wholesome and comparable
     in quality to those served to the customers. A
     selection of meal items shall be made available daily
     (including at least two (2) meat entrees). No entree
     shall be included on the menu more than two (2) times
     in a calendar week. A fish entree shall be carried at
     least once on a calendar week.

          An Employer who fails to furnish employees with
     meals, as required, shall be obligated to pay a penalty
     of one dollar and fifty cents ($1.50) to the employee
     for each such meal he failed to provide.

The musicians' agreement provides:

          12.02. Rehearsal Meal Periods. During any
     rehearsal called before twelve o'clock (12:00) noon, a
     lunch period of forty-five (45) minutes, at no cost to
     the Employer, must be allowed during the first three
     (3) hours. If such rehearsal continues, a second meal
                                 - 42 -

     period of forty-five (45) minutes, at no cost to the
     Employer, shall be provided six (6) hours after the end
     of the first meal period. Except in cases of
     rehearsals called before twelve o'clock (12:00) noon,
     as provided above, it is agreed that a lunch period of
     forty-five (45) minutes, at no cost to the Employer,
     shall be allowed after six (6) hours of rehearsal.

The painters' agreement provides:

          16.03.(a) Meals. An employee shall receive one
     (1) hot meal during the course of an eight (8) hour
     shift, as near to the middle of the shift as possible.
     If an employee is required to work overtime for two (2)
     hours or more beyond his regular shift, or is called
     out in an emergency and works four (4) hours or more,
     he shall be entitled to a meal. Meals served to
     employees shall be palatable, wholesome and comparable
     in quality to those served to the customers. A
     selection of meal items shall be made available daily
     (including at least two (2) meat entrees). No entree
     shall be included on the menu more than two (2) times
     in a calendar week. A fish entree shall be carried at
     least once in a calendar week.

          An Employer who fails to furnish employees with
     meals, as required, shall be obligated to pay a penalty
     of one dollar and fifty cents ($1.50) to the employee
     for each such meal he failed to provide.

     The Properties are open 24 hours a day, 7 days a week, and

petitioners try to have employees available around the clock to

meet customer needs.      Petitioners generally assign each employee

to one of the following shifts:

     Shift   1   (Graveyard)   Begins at or after   10 p.m.
     Shift   2   (Day)         Begins at or after   6 a.m.
     Shift   3   (Swing)       Begins at or after   3 p.m.
     Shift   4   (Relief)      Combines 2 or more   shifts per workweek

Employees are assigned to their shifts according to the needs of

a department, and each employee's assignment of shift differs by

department, job classification, and Property.       The record does

not disclose which or how many employees are assigned to each
                               - 43 -

shift, or the hours per day worked by each or any of the

employees.3

     Meal breaks range in length from 30 to 60 minutes, and the

length of an employee's break depends primarily on the Property

where he or she works, as well as his or her job classification.

Each department decides how its employees will take their breaks,

and petitioners stagger the employees' breaks (and shifts) so

that enough employees are working at all times.    Some employees

are cross-trained to fill in for employees who are on a break or

otherwise to provide extra help when needed.    Petitioners

generally require that employees stay on the premises during

their shifts (including breaks), and, under petitioners' policy,

an employee who leaves during his or her shift, without

authorization, is subject to disciplinary action up to and

including dismissal.    No employee was disciplined during the

subject years for leaving the premises during a break.    It is

petitioners' stated policy that they may call an employee back to

his or her job from a break in case of necessity.    Petitioners do

not typically do so.    Typically, in case of necessity, an

employee will postpone his or her break and take the break when

the necessity subsides.    Petitioners keep no records on the

employees who have been called back to work from a break.



     3
       The record   discloses only that a majority of the
custodians at the   Stardust work an 8-hour shift beginning at
either 12 a.m. or   1 a.m., and that a majority of the guest room
attendants at the   Stardust work during the day.
                              - 44 -

     In case of a fire, bomb threat, or similar crisis,

petitioners' policy requires nonmanagerial employees who are at

their work sites at the time of the crisis to secure their work

areas and leave the building immediately, while, on their way

out, advising patrons of the need to leave the building.

Nonmanagerial employees who are on a break during a crisis are

instructed not to return to their work areas but to leave the

building immediately while, on their way out, advising patrons of

the need to leave the building.   Managers are mainly responsible

during a crisis to oversee the evacuation of the building.

Petitioners have not had to evacuate CHC during the period from

1976 to date, and the record does not indicate that any of the

other Properties were evacuated during this same time period.

CHC has had one bomb threat and one hostage situation from 1976

to date.

     Some employees wear uniforms while on duty.   (The table

lists these employees by job description.)   A cocktail waitress,

for example, wears a very short black dress, and a dealer wears a

pair of black slacks and a Hawaiian-style shirt.   Each employee's

uniform is specific to the Property at which he or she works, and

the uniform tends to identify the employee as an employee of that

Property.   Employees are allowed to wear their uniforms to and

from work, or they may change into their uniforms at the

Properties in a room provided by petitioners; petitioners also

provide their employees with storage space for their clothing.
                             - 45 -

Petitioners do not limit an employee's activities when he or she

travels to or from work in uniform.    The employees who travel

from work in uniforms typically change their uniforms before

going out on personal business after work, but some uniformed

employees have gone out after work in uniform and eaten at a

competitor's restaurant.

     Petitioners make no attempt to account for the actual cost

of the meals that are served at the Cafeterias.       In the case of

Stardust, petitioners expense a flat charge per month, regardless

of the number of meals served, based on an estimate of food costs

that was made before the subject years.       For the other

Properties, petitioners multiply a fixed amount (ranging from

$1.75 to $2) by the number of full-time employees on the rolls of

each department in each month.    In accordance with this expending

policy, petitioners ascertained that their direct costs for the

Cafeterias for the 1987 and 1988 taxable years were as follows:

                                     1987             1988

          CHC                      $459,205         $616,483
          Fremont                   372,705          388,546
          Sam's Town                741,366          811,628
          Stardust                1,215,638        2,030,010
              Total               2,788,914        3,846,667

Petitioners deducted all of these costs, with the exception of

the following amounts for 1987:

          CHC                    $68,044
          Fremont                 45,781
          Sam's Town              98,012
          Stardust               145,978
              Total              357,815
                                  - 46 -

     Respondent determined (and reflected in the notices of

deficiency) that petitioners could not deduct the following

amounts on account of section 274(n):

                                      1987          1988

          CHC                      $23,797       $102,027
          Fremont                   28,760         77,709
          Sam's Town                59,651        171,446
          Stardust                  97,150        406,002
              Total                209,358        757,184

In its petition, CHC alleges that it did not deduct 20 percent of

the cost of the meals for its 1987 taxable year, and that it is

entitled to do so.

                                  OPINION

     We must decide whether the meals are a de minimis fringe

benefit for purposes of section 274(n)(2)(B).4           The meals are a


     4
       Sec. 274(n), which was added to the Code by sec. 142(b) of
the Tax Reform Act of 1986 (TRA), Pub. L. 99-514, 100 Stat. 2085,
2118, provides in relevant part:

          (1) In general.--The amount allowable as a
     deduction under this chapter for--

                 (A) any expense for food or beverages, and

     *       *         *      *              *       *         *

     shall not exceed 80 percent [sec. 13,209(a) of the
     Omnibus Budget Reconciliation Act of 1993, Pub. L.
     103-66, 107 Stat. 312, 424-425, changed this amount to
     50 percent for taxable years beginning after Dec. 31,
     1993] of the amount of such expense or item which would
     (but for this paragraph) be allowable as a deduction
     under this chapter.

          (2) Exceptions.--Paragraph (1) shall not apply to
                                                   (continued...)
                                  - 47 -

de minimis fringe benefit if the meals meet the requirements of

section 132(e)(2),5 which, in turn, requires that the meals meet

the five-prong test (the Boyd test) set forth by the Court in

Boyd Gaming Corp. v. Commissioner, 106 T.C. at 348.       The outcome

turns on whether petitioners furnished meals to each of

substantially all of their employees for a substantial

noncompensatory business reason within the meaning of section 119

and the regulations thereunder.

     We set forth our analysis as follows.     First, we analyze the

Boyd test and the general principles of law that relate thereto.

Second, we analyze petitioners' reasons for furnishing the meals

     4
      (...continued)
     any expense if--

     *         *        *     *            *     *         *

                 (B) in the case of an expense for food
            or beverages, such expense is excludable from
            the gross income of the recipient under
            section 132 by reason of subsection (e)
            thereof (relating to de minimis fringes),


     5
         Sec. 132(e)(2) provides:

          (2) Treatment of certain eating facilities.--The
     operation by an employer of any eating facility for
     employees shall be treated as a de minimis fringe if--

                 (A) such facility is located on or near
            the business premises of the employer, and

                 (B) revenue derived from such facility
            normally equals or exceeds the direct
            operating costs of such facility. * * *
                                - 48 -

to their employees.    Third, we analyze whether petitioners

furnished the meals at each of the Properties to each of

substantially all of their employees at the Property for the

convenience of the employer.    In other words, with respect to

each year, we look at each employee and determine whether section

119 allows him or her to exclude the value of the meals from

gross income, and we then determine whether the number of

employees at each Property who may exclude their meals comprises

substantially all of the employees at that Property.    For

purposes of this litigation, the parties have stipulated whether

section 119 excludes the meals of employees in certain job

descriptions.     Respondent has conceded that the meals received by

employees in the following job descriptions are excludable under

section 119:

     CHC

           Casino:    Dealer Dice, Dealer 21

          Engineering:     Maintenance Engineer, Maintenance
     Engineer Helper

          Food and Beverage: Food and Beverage Director,
     Executive Chef, Beverage Manager, Assistant Food
     Director, Assistant Chef, Restaurant Manager, Food
     Shift Supervisor, Host Person, Sous Chef, Kitchen
     Runner, Bus Person, Cashier--Food, Dining Room Runner,
     Food Server, Lead Kitchen Help, Kitchen Help, Lead Line
     Cook, Line Cook, Prep Cook III, Prep Cook II, Prep Cook
     I, Snack Bar Attendant, Special Bus Person, Special
     Food Server, Special Lead Line Cook, Special Line Cook,
     Banquet Server

           MIS:    Computer Operator
                          - 49 -

     Security: Security Manager, Assistant Security
Manager, Security Shift, Security Dispatcher, Security
Officer/In, Surveillance Agent, Security Officer/Out

Fremont

     Casino:    Dealer Dice, Dealer 21, Dealer-Card Room

     Engineering:    Maintenance Engineer

     Food and Beverage: Assistant Beverage Manager,
Assistant Chef, Beverage Manager, Bus-Buffet, Bus
Person, Butcher, Cashier--Food, Dining Room Runner,
Executive Kitchen Steward, Executive Chef, Food Shift
Supervisor, Food Director, Food Server, Host Person,
Kitchen Help, Lead Kitchen Help, Line Cook, Maitre' D
Hotel, Prep Cook I, Prep Cook II, Prep Cook III,
Restaurant Operating Manager, Restaurant Manager, Snack
Bar Attendant, Special Room Chef, Special Room Hand
Person, Special Bus Person, Special Food Server,
Special Line Cook, Specialty Runner

     MIS:    Computer Operator

     Security: Security Officer/In, Security
Officer/Out, Security Dispatcher, Security Manager,
Security Shift, Surveillance Agent

Sam's Town

     Casino:    Dealer 21, Dealer Dice, Dealer--Card Room

     Engineering:    Maintenance Engineer, Maintenance
Engineer Helper

     Food and Beverage: Assistant Chef, Banquet
Server, Beverage Manager, Beverage Shift Supervisor,
Bus Person, Cashier--Food, Dance Instructor, Dining
Room Runner, Disc Jockey, Door Person, Executive Chef,
Food Operator Analysis, Food Shift Supervisor, Food
Director, Food Server, Host Person, Kitchen Help, Lead
Kitchen Help, Lead Line Cook, Line Cook, Prep Cook I,
Prep Cook II, Prep Cook III, Restaurant Manager, Snack
Bar Attendant, Snack Vendor, Sous Chef, Special Room
Chef, Special Bus Person, Special Food Server, Special
Lead Line Cook, Special Line Cook, Store Attendant,
Supply Runner, Western Dance Manager

     MIS:    Computer Operator
                               - 50 -

          Security: Assistant Security Manager, Security
     Officer/Out, Security Dispatcher, Security Manager,
     Security Officer/In, Security Shift, Surveillance Agent

     Stardust

           Casino:   Dealer 21, Dealer Dice, Dealer--Card Room

          Engineering: Maintenance Engineer Helper,
     Maintenance Engineer

          Food and Beverage: Assistant Chef, Baker, Baker
     Helper, Beverage Manager, Beverage Shift Supervisor,
     Bus-Buffet, Bus Person, Butcher, Captain, Cashier--
     Food, Dining Room Runner, Executive Kitchen Chef,
     Executive Chef, Food/Beverage Director, Food Shift
     Supervisor, Food Server, Head Cashier, Host Person,
     Kitchen Help, Lead Kitchen Help, Line Cook, Maitre' D
     Hotel, Pastry Chef, Prep Cook I, Prep Cook II, Prep
     Cook III, Restaurant Operations Manager, Restaurant
     Manager, Room Service Bus, Room Service Server,
     Showroom Server, Snack Bar Attendant, Sous Chef,
     Special Room Chef, Special Room Hand Person, Special
     Bus Person, Special Food Server, Special Line Cook,
     Supply Runner Warehouse, Supply Runner, Storeroom
     Attendant, Warehouse Supervisor

           MIS:   Computer Operator

          Security: Assistant Chief Security, Lead Security
     Officer, Security Dispatcher, Security Manager,
     Security Officer/In, Security Shift, Surveillance Agent

     Petitioners have conceded that the meals received by

employees in the following job descriptions are not excludable

under section 119, unless the employee works the graveyard shift

or unless section 1.119-1(a)(ii)(e), Income Tax Regs., applies:

     CHC

          Accounting: Controller, Assistant Controller,
     Payroll Supervisor, Chief Accountant, Accounting Clerk
     Supervisor, Accounting Clerk IV, Accounting Clerk III,
     Accounting Clerk II
                         - 51 -

     Administrative: Employee Relations Development
Manager, Human Resources Specialist, Director of Human
Resources, Employee Relations Manager, Office Manager,
Secretary, Administrative Clerk, Purchasing Agent,

     Casino:   Director of Gaming School, Gaming School
Instructor

     Sales & Marketing: Director of Sales, Director of
Advertising/Public/Promotions, Advertising and
Publication Manager, Publicity/Promotions/Advertising
Assistant, Group Sales Manager, Group Sales
Representative, Promotions Attendant

Fremont

     Accounting: Accounting Clerk IV, Accounting Clerk
III, Accounting Clerk II, Accounting Clerk I,
Accounting Clerk V, Assistant Controller, Controller,
Inventory Control, Payroll Supervisor, Senior
Accountant

     Administrative: Administrative Clerk, Director
Internal Operations/Human Resources, Employee
Relations/Development, Employee Relations Manager,
Employment Clerk, Human Resource Specialist, Purchasing
Agent, Receptionist, Secretary

     Sales & Marketing: Advertising and Publication
Manager, Director Advertising/Publicity/Promotions,
Group Sales Representative, Group Sales Manager,
Promotions/Special Events Manager, Promotions
Assistant, Promotions Attendant, Public Coordinator,
Sales Account Executive, Director/Manager Publication,
Direct Mail Clerk, Market Operations Analyst

Sam's Town

     Accounting: Accounting Clerk IV, Accounting Clerk
Supervisor, Accounting Clerk I, Accounting Clerk II,
Accounting Clerk III, Assistant Controller, Chief
Accountant, Conference Paymaster, Controller, Vending
Machine Attendant

     Administrative: Administrative Clerk, Director of
Human Resources, Employment Supervisor, Employment
Clerk, Purchasing Agent, Receptionist, Secretary
                             - 52 -

          Hotel: Sales Clerk, Sales Clerk/Cashier,
     Sales/Commissions, Store Lead Cashier

          Sales & Marketing: Marketing Director, Marketing
     Operation Analyst, Publicity/Promotions/Advertising
     Assistant

     Stardust

          Accounting: Accounting Clerk IV, Accounting Clerk
     III, Accounting Clerk II, Accounting Clerk I,
     Accounting Clerk Supervisor, Assistant Controller,
     Controller, Credit Clerk II, Food & Beverage
     Comptroller, Internal Control Specialist, Inventory
     Control, Senior Accountant, Vending Machine Attendant

          Administrative: Administrative Assistant,
     Administrative Clerk, Director Human Resources,
     Director Administration, Employee
     Relations/Development, Employee Relations/Development
     Manager, Employment Supervisor, Human Resource Staff
     Assistant, Purchasing Agent, Receptionist, Runner,
     Safety Loss Manager, Secretary, Senior Purchasing Agent

          Sales & Marketing: Advertising Manager, Director
     Marketing, Director Marketing Manager, Direct Mail
     Clerk, Group Sales Manager, Market Operations Analyst,
     Market Operator Analyst, Promotions/Special Events
     Manager, Promotions Attendant, Promotions Director,
     Sales Account Ex, Sales Account Executive

     Turning first to the Boyd test, which is applied separately

to each eating facility at issue, we find that employee meals

which are provided by an employer on a nondiscriminatory basis

are a de minimis fringe benefit under section 132(e) if:   (1) The

eating facility is owned or leased by the employer, (2) the

facility is operated by the employer, (3) the facility is located

on or near the business premises of the employer, (4) the meals

furnished at the facility are provided during, or immediately

before or after, the employee’s workday, and (5) the annual
                                - 53 -

revenue derived from the facility equals or exceeds the direct

operating costs of the facility (the revenue/operating cost

test).     Boyd Gaming Corp. v. Commissioner, 106 T.C. at 348; see

also sec. 132(e)(2); sec. 1.132-7(a), Income Tax Regs.      The

parties focus mainly on the revenue/operating cost test.      So do

we.   For purposes of the revenue/operating cost test, an employer

may disregard the cost and revenue for each employee meal that

the employer determines reasonably is excludable from the

recipient's gross income under section 119.     Sec. 1.132-7(a)(2),

Income Tax Regs.6     Section 119(a) excludes from the recipient's

gross income "the value of any meals * * * furnished to him, his

spouse, or any of his dependents by or on behalf of his employer

for the convenience of the employer, but only if * * * the meals

are furnished on the business premises of the employer".      Sec.

119(a).

      The parties agree that section 119 allows some, but not all,

of petitioners' employees to exclude from gross income the value

of meals received from their employers.     The parties dispute

whether section 119 allows each of substantially all of the

employees to exclude the value of the meals from gross income.


      6
          Sec. 1.132-7(a)(2), Income Tax Regs., provides:

      If an employer can reasonably determine the number of
      meals that are excludable from income by the recipient
      employees under section 119, the employer may, in
      determining whether the * * * [revenue/operating cost
      test] is satisfied, disregard all costs and revenues
      attributable to such meals provided to such employees.
                               - 54 -

If section 119 provides for such an allowance, section

1.119-1(a)(2)(ii)(e), Income Tax Regs., allows petitioners to

deduct 100 percent of the costs incurred to provide the meals.7

Boyd Gaming Corp v. Commissioner, 106 T.C. 343 (1996); see also

sec. 274(n)(2)(B); sec. 1.132-7(a)(2), Income Tax Regs.    If

section 119 does not provide for such an allowance, petitioners'

deductions for the meals are limited by section 274(n)(1) to 80

percent of the cost of the meals.

     Petitioners argue that section 119 allows each of

substantially all of the employees to exclude the value of the

meals from gross income.    According to petitioners, they had

substantial noncompensatory business reasons for providing meals

to each of substantially all of their employees, and petitioners

determined reasonably that the meals were excludable from each

employee's gross income under section 119.    Respondent counters

that petitioners cannot determine the number of meals excludable

from gross income under section 119, which is a prerequisite to

the application of section 1.132-7(a)(2), Income Tax Regs.,

because petitioners failed to keep the required documentation to


     7
         Sec. 1.119-1(a)(2)(ii)(e), Income Tax Regs., provides:

     If the employer furnishes meals to employees at a place
     of business and the reason for furnishing the meals to
     each of substantially all of the employees who are
     furnished the meals is a substantial noncompensatory
     business reason of the employer, the meals furnished to
     each other employee will also be regarded as furnished
     for a substantial noncompensatory business reason of
     the employer.
                              - 55 -

establish, among other things, the number of meals eaten, by whom

the meals were eaten, or at what time the meals were eaten.

Respondent also argues that substantially all of petitioners'

employees did not receive the meals for a substantial

noncompensatory business reason because less than 90 percent of

the employees qualified for the section 119 exclusion.

Respondent relies on section 1.119-1(f), Example (9), Income Tax

Regs., in asserting that the "substantially all" test of section

1.119-1(a)(2)(e), Income Tax Regs., requires that at least

90 percent of the meals received by the employees be excludable

under section 119.   Section 1.119-1(f), Example (9), Income Tax

Regs., sets forth an example under which 91.3 percent of the

taxpayer's employees is "substantially all" of the taxpayer's

employees within the meaning of the regulations.   This example

states:

     A hospital maintains a cafeteria on its premises where
     all of its 230 employees may obtain a meal during their
     working hours. No charge is made for these meals. The
     hospital furnishes such meals in order to have each of
     210 of the employees available for any emergencies that
     may occur, and it is shown that each such employee is
     at times called upon to perform services during his
     meal period. Although the hospital does not require
     such employees to remain on the premises during meal
     periods, they rarely leave the hospital during their
     meal period. Since the hospital furnishes meals to
     each of substantially all of its employees in order to
     have each of them available for emergency call during
     his meal period, all of the hospital employees who
     obtain their meals in the hospital cafeteria may
     exclude from their gross income the value of such
     meals.
                              - 56 -

     We agree with respondent that section 119 does not allow

each of substantially all of petitioners' employees to exclude

the value of the meals from gross income.8   We start our analysis

with section 61(a).   Section 61(a) includes in gross income all

income from whatever source derived, absent a contrary provision

in subtitle A of the Code (sections 1 to 1563).   The definition

of gross income under section 61(a) broadly encompasses any

accession to a taxpayer's wealth.   United States v. Burke,

504 U.S. 229 (1992); Commissioner v. Kowalski, 434 U.S. 77, 82-83

(1977); Commissioner v. Glenshaw Glass Co., 348 U.S. 426, 431

(1955); Helvering v. Clifford, 309 U.S. 331, 334 (1940).

Exclusions from gross income, by contrast, are matters of

legislative grace and are construed narrowly to maximize the

taxation of any accession to wealth.   United States v. Burke,

supra at 248 (Souter, J., concurring in the judgment); United

States v. Centennial Sav. Bank FSB, 499 U.S. 573, 583 (1991);



     8
       At the outset, we note that petitioners misinterpret a
sentence in Boyd Gaming Corp. v. Commissioner, 106 T.C. 343
(1996), in asserting that their "reasonable belief" that the full
cost of the meals are excludable from gross income under sec. 119
is enough to come within sec. 1.132-7(a)(2), Income Tax Regs.
The sentence states that "petitioners may deduct the meals' full
cost if they reasonably determine that the meals are excludable
from their employees' incomes under section 119." Id. at 353.
Taken in context, this sentence means that petitioners may deduct
the full cost of the meals if 100 percent of the meals are
excludable from gross income. Respondent also misconstrues the
breadth of this sentence. Contrary to respondent's assertion,
petitioners do not have to prove the exact number of meals
subject to sec. 119 if that section excludes 100 percent of the
meals.
                                - 57 -

Commissioner v. Jacobson, 336 U.S. 28, 49 (1949); Robinson v.

Commissioner, 102 T.C. 116, 124-125 (1994), affd. in part, revd.

in part on another issue, and remanded 70 F.3d 34 (5th Cir.

1995).   Given the broad sweep of inclusions vis-a-vis the narrow

construction of exclusions, it naturally follows that an

accession to wealth is prima facie includable in gross income

under section 61(a) unless an exclusion in sections 1 through

1563 clearly directs otherwise.    United States v. Burke, supra at

248 (Souter, J., concurring in the judgment); United States v.

Centennial Sav. Bank FSB, supra at 1519; Commissioner v.

Jacobson, supra at 49; Robinson v. Commissioner, supra at 125;

see Commissioner v. Kowalski, supra at 83.

     Petitioners argue that substantially all of the meals are

excludable from the gross income of the recipient employees under

the exclusion of section 119.    From the text of section 119, we

understand that the gross income of an employee who meets a

two-prong test does not include the value of a meal received from

his or her employer.   Under the first prong, the meal must be

furnished by the employer on its business premises.   Under the

second prong, the meal must be furnished to the employee for the

convenience of the employer.    See also sec. 1.119-1(a)(1), Income

Tax Regs.   Since the parties do not dispute the first prong, we

limit our focus to the second prong, deciding only the question

of whether each employer at issue provided each meal to each of

its employees for the convenience of the employer.
                                - 58 -

     Whether an employer provides a meal to an employee for the

employer's convenience rests primarily on whether the meal is

provided to the employee for a substantial noncompensatory

business reason of the employer.    See sec. 1.119-1(a)(2)(i) and

(ii)(e), Income Tax Regs.    Such a determination is factual, Jacob

v. United States, 493 F.2d 1294, 1297 (3d Cir. 1974); Olkjer v.

Commissioner, 32 T.C. 464, 468 (1959); sec. 1.119-1(a)(1), Income

Tax Regs., and petitioners bear the burden of proof, Rule 142(a);

Welch v. Helvering, 290 U.S. 111, 115 (1933); Caratan v.

Commissioner, 442 F.2d 606, 608 (9th Cir. 1971), revg. 52 T.C.

960 (1969); American Pipe & Steel Corp. v. Commissioner, 243 F.2d

125, 126-127 (9th Cir. 1957), affg. 25 T.C. 351 (1955); Olkjer v.

Commissioner, supra at 468.    A substantial noncompensatory

business reason requires a business nexus under which the

"employee must accept * * * [the] meals * * * in order properly

to perform his duties."     Commissioner v. Kowalski, supra at 93

(quoting S. Rept. 1622, 83d Cong., 2d Sess. 190 (1954)); see also

Van Rosen v. Commissioner, 17 T.C. 834, 838 (1951).    That the

employer may characterize the meal as noncompensatory, or that

the employer intends that the employee receive the meal without

tax consequences, is of no relevance to the application of

section 119.   Commissioner v. Kowalski, supra at 88-95.    The same

is true with respect to whether the employee could perform his or

her job absent the meal.    A meal need not be indispensable to an
                             - 59 -

employee's duties to be excludable under section 119.   See

Caratan v. Commissioner, supra at 609.

     We believe that certain factors are helpful in determining

whether an employer provides a free meal to an employee for a

substantial noncompensatory business reason of the employer.    The

presence of a substantial noncompensatory business reason

establishes that a meal is provided for the convenience of the

employer and makes unimportant whether the employer also provides

the meal to the employee as a source of additional compensation.

We use the following factors to aid us in our analysis:

(1) Whether the employer furnishes a meal to an employee before,

during, or after the employee's work period, (2) whether the

employer requires an employee to live on the employer's business

premises as a condition of employment, (3) whether the employer

furnishes a meal to an employee during the employee's working

hours so that he or she is available to respond to emergencies of

the employer that arise during the meal period, (4) whether the

employer furnishes a meal to an employee during the employee's

working hours because the employer's business demands that the

employee's meal period be short and the employee cannot be

expected to eat elsewhere in such a short period of time,

(5) whether the employer furnishes a meal to an employee during

the employee's working hours because the employee cannot

otherwise secure a proper meal within a reasonable meal period,

(6) whether the employer furnishes a meal to a food service
                              - 60 -

employee (e.g., a restaurant employee) for a meal period during

which the employee works, (7) whether the employer furnishes a

meal to an employee to promote the employee's morale or goodwill,

(8) whether the employer furnishes a meal to an employee to

attract prospective employees, and (9) whether the employer

furnishes a meal to an employee under an employment contract or a

statute that characterizes the meal as compensation.   Some of

these factors are dispositive, in and of themselves, and the

weight given to each factor rests on the factor involved.   In

analyzing each factor, little weight is given to the unsupported

declarations of witnesses, sec. 1.119-1(a)(2), Income Tax Regs.;

see also Incorporated Trustees v. United States, 777 F.2d 1552,

1555 n.10 (Fed. Cir. 1985), and more weight is given to facts

which are supported by the record as a whole.   Section 119 is

applied on a meal-by-meal basis.

     1.   Timing of Meal

     A meal must be furnished to an employee on a working day in

order to fall within section 119.   Sec. 1.119-1(a)(2), Income Tax

Regs.; see also Bob Jones Univ. v. United States, 229 Ct. Cl.

340, 670 F.2d 167, 178 (1982).   The mere fact that a meal is

furnished to an employee on a working day, however, does not mean

that the meal meets the requirements of section 119.   With two

exceptions, a meal that is furnished on a working day is outside

section 119 if the meal is furnished before or after the

employee's working hours.   Sec. 1.119-1(a)(2), Income Tax Regs.;

see also Bob Jones Univ. v. United States, supra at 178.    First,
                                - 61 -

the fact that a food service employee receives a meal for each

meal period during which he or she works will not disqualify a

meal from section 119, as long as the meal is eaten by the

employee on the working day.    Sec. 1.119-1(a)(2)(i) and (ii)(d),

Income Tax Regs.    Second, the fact that a non-food-service

employee receives a meal immediately before or immediately after

his or her working hours will not remove the meal from section

119 if the employee's duties prevent him or her from eating the

meal during working hours.    Sec. 1.119-1(a)(2)(i) and (ii)(f),

Income Tax Regs.    In the case of both exceptions, however, the

meal must be furnished to the employee for a meal period during

which he or she works.    A meal that is furnished to an employee

for a meal period other than one during which he or she works is

outside section 119.    A meal furnished to an employee for a meal

period during which he or she does not work is furnished solely

as compensation; the meal is not needed to allow the employee to

perform his or her duties.    See Commissioner v. Kowalski, 434

U.S. at 93.

     Some of the employees in question receive at least two meals

during an 8-hour shift.    One of these meals is eaten up to 1 hour

before the shift starts, and the second meal is eaten from 3 to 5

hours after the shift begins.    The job descriptions of these

employees are as follows:

     Fremont

          Casino:    Carousel Attendant, Change Attendant

          Food & Beverage:    Barback, Cocktail Server
                               - 62 -

          Hotel: Bell Captain, Bell Person, Custodian I,
     Custodian II, Guest Room Attendant, Lead Custodian,
     Linen Room Attendant, Status Board Operator

     Stardust

          Casino:    Booth Cashier, Carousel Attendant, Change
     Attendant

          Food & Beverage:    Barback, Cocktail Server

          Hotel: Alteration Attendant, Bell Captain, Bell
     Person, Custodian I, Custodian II, Guest Room
     Attendant, Linen Room Attendant, Linen Room Supervisor,
     Status Board Operator

     The first meals are outside the reach of section 119.      These

meals are not necessary to allow these employees to perform their

jobs properly.9   The regulations extend section 119 to a case

where a meal is eaten "immediately before" or "immediately after"

the start of a shift if the employee's duties prevent him or her

from eating the meal during working hours.    See sec. 1.119-

1(a)(2)(i) and (ii)(f), Income Tax Regs.    In other cases, except

those that apply to food service employees, a meal eaten before

the start of a shift ordinarily does not qualify for exclusion

under section 119.    Thus, despite the careful wording in the

culinary workers' agreement that the meals are "For the

convenience of the employer", wording which we decline to accept

as dispositive, we conclude that the first meals are provided

purely as compensation and not for the convenience of the


     9
       Although most of these employees are covered by the
culinary workers' agreement, none of these employees is a
"restaurant employee or other food service employee" within the
meaning of sec. 1.119-1(a)(2)(ii)(d), Income Tax Regs. See infra
pp. 73-74, for our discussion on the inapplicability of this
language to the barbacks and cocktail servers.
                               - 63 -

employer.    In so concluding, we decline petitioners' invitation

to treat all of these employees as "food service employees"

simply because they are covered by the culinary workers'

agreement.

     Section 119 also does not reach any meal that is eaten by

petitioners' employees on a nonworking day or by persons who do

not work for petitioners.   Although petitioners' policy is to

preclude employees from eating meals in the Cafeterias on days

off and to preclude nonemployees from eating in the Cafeterias at

all, petitioners do not actively police or monitor this policy.

We are unpersuaded that petitioners' policy on this subject is

adhered to by the employees.   We find in the record that

petitioners' employees have access to the Cafeterias on their

days off and that petitioners do not document the receipt of

employee meals in the Cafeterias or the receipt of meals in the

public restaurants by the employees who are allowed to eat there

without charge.10   We also find that nonemployees may easily

enter the Cafeterias with employees, and that petitioners' lack

of documentation on the meals similarly precludes us from finding

that these nonemployees do not eat meals in the Cafeterias.

     Petitioners elicited testimony from Mr. Thompson to the

effect that employees never ate two meals.   Mr. Thompson stated

that he had "general knowledge" that these employees generally


     10
       Contrary to the testimony of petitioners' management,
we find it hard to believe that an employee would question the
number of times that a manager ate in the Cafeterias or public
restaurants on a given day.
                                - 64 -

did not eat two meals because:    (1) He ate twice a day in the

Cafeteria on his premises, seeing everyone who ate there, and

(2) petitioners had used a punch card system in prior years to

monitor the employees' receipt of meals, and these cards seldom

had two punches.     We find this testimony unpersuasive and do not

rely on it.   See Ruark v. Commissioner, 449 F.2d 311, 312 (9th

Cir. 1971), affg. per curiam T.C. Memo. 1969-48; Clark v.

Commissioner, 266 F.2d 698, 708-709 (9th Cir. 1959), affg. in

part and remanding T.C. Memo. 1957-129; Tokarski v. Commissioner,

87 T.C. 74, 77 (1986).    The punch card system preceded the

subject years, and Mr. Thompson's testimony is contradicted

directly by the testimony of Messrs. Miner and Fraser.    Mr. Miner

testified that his firsthand experience was that most of the

employees who were entitled to two meals ate both meals.    Mr.

Fraser testified that petitioners had experienced problems with

employees taking unauthorized meals.     We also do not see how Mr.

Thompson's mere presence in the Cafeteria for 2 hours at the most

could allow him to monitor effectively the number of meals eaten

there by each of the employees.    In addition, Mr. Thompson

admitted at trial that he ate two meals a day in the Cafeterias

throughout the subject years, yet his job classification afforded

him only one meal.

     With respect to the employees mentioned above who ate two

meals a day, we hold that the first meals are not excludable

under section 119.
                               - 65 -

     Nor does section 119 reach two meals that are eaten by a

non-food-service employee during one 8-hour shift.    In the case

at hand, however, employees are allowed to enter the Cafeterias

freely and inconspicuously during their shifts.    Which employees

eat more than one meal during their shifts we do not know.      We do

know, however, that employees have been disciplined, suspended,

and/or dismissed for violating petitioners' policy on the

Cafeterias.    We also know that petitioners construe the word

"meal" broadly to reach almost any food that is eaten by an

employee during all breaks in a shift.    With such a broad

interpretation we do not agree.    We construe the word "meal" to

mean "The food served and eaten in one sitting", a definition

which has existed since the 13th century.    Webster's II New

Riverside University Dictionary 735 (1994).    Thus, an employee

who eats a separate course during each of his or her three breaks

is eating three meals, rather than the one that petitioners

allege.   Accordingly, two of these meals do not qualify for

exclusion under section 119.

     2.   Required To Live on Business Premises

     A meal furnished without charge to an employee required to

live on the employer's business premises as a condition of

employment is within section 119 if the meal is furnished on the

business premises.    Sec. 1.119-1(a)(2), Income Tax Regs.

     The record does not disclose that any of petitioners'

employees live on the Properties.    Accordingly, we do not analyze

this factor.
                                - 66 -

     3.    Available for Emergencies

     An employer furnishes a meal to an employee for a

substantial noncompensatory business reason if the employer

requires that the employee be available during meal periods to

respond to emergencies.     Sec. 1.119-1(a)(2)(ii)(a), Income Tax

Regs.     Critical to this factor is that:   (1) Emergencies have

occurred in the employer's business during the employee's meal

period which have required the employer to call the employee back

to his or her job during the period or (2) it is reasonable for

the employer to expect that emergencies will occur in its

business during the employee's meal period which will require the

employer to call the employee back to his or her job during the

period in order to respond to the emergency.      Sec.

1.119-1(a)(2)(ii)(a), Income Tax Regs.; see also Jacob v. United

States, 493 F.2d at 1298.     The mere fact that corporate policy

requires an employee to remain on the premises during meal breaks

does not necessarily mean that a meal provided by the employer is

provided for a noncompensatory business reason of the employer.

See Commissioner v. Kowalski, 434 U.S. at 93 (quoting S. Rept.

1622, 83d Cong., 2d Sess. 190 (1954)) (meals are excludable only

if the "employee must accept * * * [the] meals * * * in order

properly to perform his duties"); Caratan v. Commissioner, 442

F.2d at 609 n.4; see also sec. 1.119-1(a)(2)(i), Income Tax Regs.

(section 119 excludes from gross income the value of lodging that

an employee must occupy on the premises only when the lodging is

"required * * * as a condition of his employment").
                               - 67 -

     Petitioners argue that section 119 applies to most of the

employees in question because petitioners require them to stay on

the premises during meal periods to handle emergencies which may

and do occur.   Petitioners list the following happenings as

emergencies of their business:    Plumbing and electrical problems,

backed-up hotel or restaurant lines, jackpot payouts, a surge in

gambling, equipment failures, bomb threats, and fires.

Petitioners argue that their management, through the exercise of

their business judgment, have concluded that the exigencies of

petitioners' business mandate that all employees in specified

categories remain on the premises during their full shifts in

order to respond to emergencies.

     We disagree with petitioners that those employees must stay

on the premises to respond to emergencies that could occur during

their meal breaks.   Unlike petitioners, who for this purpose

describe some fairly routine occurrences as emergencies, we read

the word "emergency" more narrowly to mean an "unexpected,

serious occurrence or situation urgently requiring prompt

action."   Webster's II New Riverside University Dictionary 427

(1994).    The situations petitioners refer to as emergencies may

in the eyes of petitioners' management demand a quick response by

petitioners in order to keep their business profitable and

competitive, but all these happenings are not emergencies within

the meaning of the regulations.    In any case, petitioners have

not shown that they are required to furnish free meals to their
                               - 68 -

employees in order to assure a prompt and orderly response to

these situations.

     We do not substitute our judgment for the business judgment

of petitioners' management to the effect that it was wise for

petitioners to give their employees free meals.   Instead, we look

to the objective facts of this case and see that some, but far

from all, of petitioners' employees must be available during

their meal periods to respond to emergencies that could possibly

arise in petitioners' business.   We find from the objective facts

of this case that petitioners' employees were hired mainly (if

not solely) to perform duties concerning the operation of a

casino in its regular course of business, and that petitioners'

past experiences indicate that the occurrence of a true

emergency, such as a fire or bomb scare, during petitioners'

operations is a rarity.   The duties of very few of the employees

in dispute include responding to emergencies at the beck and

call of management.11   To the contrary, some of the labor

agreements state specifically that employees covered by those



     11
       The record includes a list of the essential job functions
for most of the employees at issue. Petitioners, however,
prepared this list after the subject years; petitioners did not
prepare or keep a contemporaneous written description of the
duties of each job classification during the subject years.
Given the additional fact that the record does not indicate the
extent to which the employees in each job description performed
these "essential job functions" during the subject years, or
whether any of the employees performed duties that were outside
these functions, we give limited regard to this list. We note,
however, that the list states that only the Lead PBX Operator,
PBX Operator, and Maintenance Engineer perform certain duties in
the case of an "emergency".
                               - 69 -

agreements are entitled to uninterrupted breaks for meals, and,

as one of petitioners' witnesses admitted at trial, employees

under the culinary workers' agreement are seldom called to work

during a meal period.   We also know that:   (1) Petitioners do not

routinely call an employee back to his or her job from a break in

case of necessity, but that the employees tend to postpone their

breaks until the necessity subsides, (2) petitioners began

furnishing the meals to all of their employees because management

believed it was unreasonable to require 75 to 80 percent of

petitioners' workforce to remain on the premises during their

full shifts without offering them a free meal, and (3)

petitioners must furnish the meals to their employees free of

charge to remain competitive in the industry.   These facts add to

our belief that either petitioners furnish the meals to their

employees for the employees' convenience, or that petitioners

furnish the meals to their employees to compensate them for

remaining on the premises for their complete shifts.

     There may be senior managers who are so indispensable to the

operation of the Properties that they would be personally

consulted and called to duty when an emergency occurs.   On the

basis of the record, however, we are unable to determine which,

if any, employees are within this category.   Petitioners have

addressed this factor from an all-or-nothing point of view, and

the record does not otherwise allow us to determine who these

senior managers are.    We decline to sift through the long list of

job titles at each Property and speculate as to which employees
                                 - 70 -

are within this group.     Suffice it to say that this group is

relatively small, and an identification of this group would not

affect our holding herein.

     We conclude that none of petitioners' employees may exclude

the meals from gross income on account of this factor.

     4.   Short Lunch Period With Inability To Eat Elsewhere

     An employer furnishes a meal to an employee for a

substantial noncompensatory business reason if the employer's

business demands that the employee's meal period be short and the

employee cannot be expected to eat elsewhere in such a short

period of time.    Sec. 1.119-1(a)(2)(ii)(b), Income Tax Regs.

Such may be the case, for example, if the employer is engaged in

a business in which the peak workload occurs during the normal

meal periods.     Id.   Such is not the case when the employer limits

the employee's meal period so that the employee may leave work

earlier in the day.      Id.

     Petitioners generally argue that the fact that many of their

employees have meal periods of 45 minutes or less means that

petitioners have a substantial noncompensatory business reason

for furnishing meals to them.     We disagree.   The mere fact that a

meal period is 45 minutes or less does not mean that the value of

meals that an employee receives without charge at an employer

cafeteria is excludable from gross income under section 119.

What is critical to this factor is that the employer's business

demand that the employee's meal period be short and that the
                               - 71 -

employee cannot be expected to eat elsewhere in the short period

of time allotted by the employer for a meal.

     Petitioners meet neither of these requirements.   Varied

eating facilities are located near the Properties, and

petitioners' employees can receive a quick meal at many of these

facilities.   Nor does petitioners' business demand that

petitioners limit their employees to a meal period of no more

than 45 minutes; petitioners' peak workload also does not occur

during the normal meal periods.   Indeed, petitioners allot many

of their employees a meal period of 60 minutes, and the length of

the meal periods is not consistent among the Properties.   Meal

breaks among the Properties range in length from 30 to 60 minutes

for employees in the same job classification,12 and we are unable

to discern the need for an employee at one Property to have a

shorter meal period than a similar employee at another Property.

Insofar as the record discloses, petitioners could lengthen the

work hours of an employee if he or she required a meal period

longer than 45 minutes.13   In the absence of persuasive evidence

supporting petitioners' assertion that the requirements of their

business demand that their employees be limited to a short meal



     12
       The table shows, for example, that parking attendants
receive 60 minutes at Sam's Town and CHC and 30 to 40 minutes at
Fremont; hotel clerks and phone operators receive 45 minutes at
Stardust and 60 minutes at all other properties; slot
floorpersons receive 60 minutes at Fremont and 30 minutes at
Stardust and Sam's Town (the period at CHC is unknown).
     13
       We note, however, that 45 minutes was not shown to be
insufficient time to eat a meal under the facts herein.
                              - 72 -

period, we conclude that none of petitioners' employees may

exclude the meals from gross income on account of this factor.

     5.   Inadequate Eating Facilities

     An employer furnishes a meal to an employee for a

substantial noncompensatory business reason if the employee could

not otherwise secure proper meals within a reasonable meal

period.   Sec. 1.119-1(a)(2)(ii)(c), Income Tax Regs.    Such may be

the case, for example, when there are insufficient eating

facilities in the vicinity of the employer's premises because the

employee works at a remote or isolated locale.    See id.; see also

Rowan Cos. v. United States, 452 U.S. 247 (1981) (workers on

offshore oil rigs); Stone v. Commissioner, 32 T.C. 1021 (1959)

(construction workers in Alaska); Olkjer v. Commissioner, 32 T.C.

464 (1959) (construction workers in Greenland).   See generally

Rev. Rul. 72-385, 1972-2 C.B. 536 (fishermen on schooner); Rev.

Rul. 71-267, 1971-1 C.B. 37 (Navy personnel assigned to offshore

islands).

     Petitioners contend that most of their employees qualify

under section 119 because there are insufficient eating

facilities near each Property to allow their employees to obtain

proper meals during their breaks.   Petitioners also contend that

they prohibit their employees from leaving the premises during

their shifts, except in case of dire emergency, and that

petitioners prohibit their nonmanagerial employees from eating in

the public restaurants located on the Properties.   Petitioners

elicited testimony from Mr. Thompson to the effect that no one,
                              - 73 -

including the employees covered by the Teamsters' agreement,

leaves the Properties during breaks.

     We are not persuaded by these arguments.   First, we have

found as a fact that there are adequate eating facilities around

the Properties, and that these facilities are of varied types.

The aggregate seating capacity of these facilities is far greater

than the seating capacity of each Cafeteria.    Although

petitioners ask the Court to find as a fact that their employees

cannot eat in the restaurants of other casinos because those

restaurants are limited to "guests", we refuse to do so.    We are

unpersuaded that petitioners' employees cannot eat in those

restaurants if they choose to.

     We also are not persuaded that most of petitioners'

employees can never leave the Property during their shifts,

except in case of dire emergency.   In addition to the fact that

no employee was disciplined for leaving the premises during the

subject years, and that the Teamsters' agreement provides

expressly that the covered employees may leave the premises

during meal periods, we are mindful of the testimony of Ms.

Burns.   In response to a question asked by petitioners' counsel

as to Ms. Burns' knowledge on the distance from Stardust to the

Fashion Show Mall, Ms. Burns testified:   "Yes, I've had to run

from the Stardust to the Fashion Show Mall on errands before, and

to be honest with you, I've had a difficult time getting back in

an hour."   Ms. Burns also testified that she did not recall any

Stardust employee ever leaving the premises during their breaks,
                              - 74 -

but, in the same breath, admitted that she has eaten at the

Fashion Mall during a break, and that she has run errands at the

mall during her breaks.   We also note that the labor agreements

refer to free meals but are silent on the requirement that

employees stay on the premises.    Why does not one of these

agreements state clearly a prohibition against leaving the

property if that was the driving force for the free meals?

We conclude that the meals of none of the employees qualify under

section 119 because of inadequate eating facilities.

     6.   Food Service Employees

     An employer furnishes a meal to an employee for a

substantial noncompensatory business reason if the employee is a

food service employee and the employee receives the meals for

meal periods during which he or she works.    Sec.

1.119-1(a)(2)(ii)(d), Income Tax Regs.    That the meal is

furnished during, immediately before, or immediately after the

employee's working hours is irrelevant to this factor.       Id.

     The parties agree that most of the food service employees,

by job description, may exclude their meals under section 119.

They disagree, however, that the cocktail waitresses, bartenders,

and barbacks are "food service employees".    Petitioners contend

that these categories of employees are "food service employees"

because they are part of petitioners' integrated food and

beverage service operation.   We disagree.   None of these

employees work in a restaurant or are connected therewith.         The

employees in these three job descriptions work mainly in
                              - 75 -

petitioners' lounges or in the gambling area, supplying gamblers

with free alcohol 24 hours a day.      The question, therefore, is

whether the serving of alcohol is the serving of food.      We do not

believe it is.   We construe the word "food", for this purpose, to

mean "Material, usu. of plant or animal origin, containing or

consisting of essential body nutrients, as carbohydrates, fats,

proteins, vitamins, or minerals, taken in and assimilated by an

organism to maintain growth and life."      Webster's II New

Riverside University Dictionary 494 (1994).      Alcohol is simply

not within this definition.   Indeed, in the case of bartenders,

they are treated differently from the other "culinary workers"

under the labor agreement that applies thereto.      We conclude that

petitioners' cocktail servers, bartenders, and barbacks are not

food service employees, and, hence, that they are not entitled to

exclude their meals on that account.

     7.   Promote Morale or Goodwill

     An employer furnishes a meal to an employee for a

compensatory business reason if the employer furnishes the meal

intending to promote the employee's morale or goodwill.        Sec.

1.119-1(a)(2)(iii), Income Tax Regs.

     Petitioners furnish the meals to their employees to retain

them as employees.   Accordingly, petitioners furnish the meals to

promote employee morale and goodwill, and, hence, petitioners

have a compensatory business reason in furnishing the meals.

Absent a substantial noncompensatory business reason, meals
                               - 76 -

furnished for a compensatory reason are not excludable from

income under section 119.

     8.   Attract Prospective Employees

     An employer furnishes a meal to an employee for a

compensatory business reason if the employer furnishes the meal

intending to attract prospective employees.    Sec.

1.119-1(a)(2)(iii), Income Tax Regs.

     Petitioners furnish the meals to their employees to attract

new employees.   Accordingly, petitioners have a compensatory

business reason in furnishing the meals and, absent a substantial

noncompensatory business reason, the meals are not excludable

from income under section 119.

     9.   Compensation Under Contract or Statute

     The labor agreements at hand do not explicitly characterize

the meals as employee compensation.     Our characterization of the

meals as compensation, however, is not bound to the language that

the parties to an agreement utilize therein.    We look to the

facts and circumstances of this case to determine whether the

actions of the parties to the agreements indicate that the

parties intended that the meals be compensation.      We answer this

question in the affirmative.

     We read the record to indicate that one of petitioners'

reasons for providing meals to their employees is to fulfill the

unions' demand that petitioners provide union employees with

meals during their working hours for the primary benefit of the
                                - 77 -

employees.14    Reading the specificity of the meal provisions in

the labor agreements, we find that the unions painstakingly went

to great lengths in those agreements to assure themselves that

casino operators such as petitioners would furnish their union

employees with healthful meals during their workday.     Meals

provided in such a setting are not furnished to allow an employee

to perform his or her job properly.

     We also find relevant that the labor agreements provide

specifically that all union employees will receive meals upon

their completion of a minimum workday.     We are unable to

comprehend why a short shift employee covered by the Teamsters'

agreement, who is allowed to receive a meal after working

3 hours, must receive that meal in order to perform his or her

job properly.    The same is true with respect to an employee who

is covered by the operating engineers' agreement and who is

summoned to work for 4 hours in an emergency, as well as the

employee covered by the same agreement who works more than

2 hours of overtime.    In both cases, the employee earns the right

to a meal.     Do these employees really need those meals in order

to perform their jobs properly?     We think not.   We conclude that

the meals are furnished for a compensatory business reason and,

absent a substantial noncompensatory business reason, are not

excludable from income under section 119.



     14
       In this regard, we find unpersuasive the unsupported
testimony of Mr. Thompson, that petitioners' provision of
employee meals resulted in increased profits.
                             - 78 -

     10.   Miscellaneous

     Petitioners set forth three additional arguments to support

their claim that they furnish the meals to their employees for a

substantial noncompensatory business reason.   First, petitioners

argue, they have security concerns in that most of their

employees have access to significant amounts of cash, chips, or

guests' property as part of their job functions.   In this regard,

petitioners contend, they have a substantial noncompensatory

business reason for furnishing these employees with meals on the

premises because allowing them to leave the premises during their

shifts will increase the probability and occurrences of theft.

Petitioners also contend that they are concerned that employees

who leave the premises for meals will not return timely, being

distracted and tempted by the glitter and vices of Las Vegas.

Second, petitioners argue, some of their employees wear uniforms

at work; thus, petitioners have a substantial noncompensatory

business reason for furnishing these employees with meals because

the sight of a uniformed employee at the eating establishment of

a competitor will tarnish the public's perception of the quality

of food served on petitioners' premises.   Third, petitioners

argue, some of their employees work the graveyard shift; thus,

petitioners have a substantial noncompensatory business reason

for furnishing these employees with meals mainly because the

climate of the late night does not allow these employees to

receive a suitable meal elsewhere.
                               - 79 -

     None of these arguments persuades us that the relevant

employees may exclude their meals under section 119.    These

contentions are not substantial noncompensatory business reasons

within the meaning of the regulations.   Petitioners' contentions

about their security concerns, their employees' uniforms, and the

timing of the graveyard shift fail to go to the heart of the

convenience of the employer test; namely, that the "employee must

accept * * * [the] meals * * * in order properly to perform his

duties".15   Commissioner v. Kowalski, 434 U.S. at 93 (quoting S.

Rept. 83-1622, at 190 (1954)).   Section 119 requires a closer and

better documented connection between the necessities of the

employer's business and the furnishing of free meals.

     We now turn our attention to whether each of substantially

all of petitioners' employees receive meals excludable from gross

income under section 119.   Respondent asserts that the term

"substantially all" means that at least 90 percent of the

employees must be able to exclude their meals under section 119.

Petitioners counter that the term requires a lower percent.


     15
       With respect to the uniforms and the graveyard shift, we
have additional concerns. Petitioners allow their employees to
travel to and from work in uniform, and employees have worn their
uniforms while dining in the restaurants of petitioners'
competitors. Moreover, petitioners provide their employees with
dressing rooms and storage for safeguarding their nonbusiness
attire, and the uniforms worn by most of the employees do not
appear to be such that the employees cannot quickly change into
nonbusiness attire. With respect to the graveyard shift, we are
unable to determine which employees work this shift. Thus, even
if we were to assume arguendo that these late night workers were
entitled to exclude their meals because of the time of their
shift, an assumption which we reject, we would not be able to
ascertain which employees fall within this category.
                                   - 80 -

     The Court of Appeals for the Ninth Circuit has held in a

different context that 68 percent is not "substantially all" as

that term is used in a predecessor of section 368 relating to

corporate reorganizations.    See Pillar Rock Packing Co. v.

Commissioner, 90 F.2d 949 (9th Cir. 1937), affg. 34 B.T.A. 571

(1936).

     We leave for another day the exact percentage of employees

that constitutes "substantially all" within the meaning of

section 1.119-1(a)(2)(ii)(e), Income Tax Regs.          Petitioners have

not established that even 50 percent of their employees received

qualifying meals.    This is not enough to be substantially all.

     Given our conclusion that none of the meals of the employees

in question qualify for the section 119 exclusion, we look solely

to the employees conceded by respondent to be within section 119

and determine what percentage of all employees at each Property

they constitute.    Respondent's concessions cover the following

numbers of employees:

                            1987          1988

          CHC               450          458
          Fremont           427          423
          Sam's Town        595          626
          Stardust        1,024        1,061

Respondent's concessions translate into the following

percentages:

                                   1987          1988

               CHC                 44.9          43.5
               Fremont             45.6          48.2
               Sam's Town          42.4          41.5
               Stardust            45.5          44.1
                              - 81 -


     All of these percentages are less than even 50 percent.

Thus, each of substantially all of petitioners' employees may not

exclude the meals from their gross incomes, and, hence, all

employees may not exclude the meals.   It follows that petitioners

may deduct only 80 percent of their expenses with respect to the

meals, and we so hold.   We have considered all arguments made by

petitioners for a contrary holding and, to the extent not

discussed above, find them to be irrelevant or without merit.

     To reflect the foregoing,

                                         Decisions will be entered

                                    under Rule 155.
