MGM MIRAGE Completes Historic Capital Raise

- Company Completes Sale of $1.5 Billion of Senior Secured Notes and Sale of
Over $1 Billion of Common Stock

- Senior Credit Facility Amended

LAS VEGAS, May 19 /PRNewswire-FirstCall/ -- MGM MIRAGE (NYSE: MGM) announced
today that it has completed its previously announced private offering of $1.5
billion total principal amount of senior secured notes and underwritten public
offering of more than $1 billion of MGM MIRAGE common stock. The Company also
announced that Amendment No. 6 to its senior credit facility became effective
today.

"This marks a new beginning for our company," said Jim Murren, Chairman and
CEO of MGM MIRAGE. "The tireless efforts of our finance and legal teams, along
with the support of our lenders and investors, have culminated in a viable
solution to the complex issues relating to our financial position and
liquidity. We are now well positioned to continue the work needed to achieve
recovery and improve profitability, and we do so while still possessing the
finest brand portfolio in the industry and the promise of CityCenter, a
development that I am confident will surpass expectations."

The senior secured notes were issued in two tranches consisting of: $650
million of 10.375% senior secured notes due 2014 at a price of 97.184%; and
$850 million of 11.125% senior secured notes due 2017 at a price of 97.344%.
The notes rank as general senior obligations of MGM MIRAGE, are guaranteed by
substantially all of MGM MIRAGE's subsidiaries and have a first priority
security interest in Bellagio and The Mirage. The Company received
approximately $1.42 billion in net proceeds from the sale of the notes.

The Company issued 143 million shares of common stock to the public, as well
as 21.45 million shares pursuant to the underwriters' over-allotment option,
at a per share price of $7.00. The Company received total net proceeds of
approximately $1.10 billion from the sale of the common stock.

The net proceeds from the sale of the senior secured notes and common stock
will be used to: (i) repay a portion of the outstanding amount under the
senior credit facility, including a permanent repayment of approximately
$825.6 million; (ii) redeem all of the 7.25% Senior Debentures due 2017 of
Mirage Resorts, Incorporated; (iii) purchase all of our 6% Senior Notes due
2009 and all of the 6.50% Senior Notes of Mandalay Resort Group tendered in
the pending tender offers; and (iv) for general corporate purposes.

Amendment No. 6 to the Company's senior secured credit facility allowed the
Company to execute the offerings described above, permanently waived prior
non-compliance with financial covenants, and amended the financial covenants
to provide for minimum EBITDA and maximum annual capital expenditure tests,
replacing the previous leverage and interest coverage tests. The senior
credit facility matures in October 2011.

The senior secured notes have not been registered under the Securities Act of
1933, as amended (the "Securities Act"), or any state securities laws, and,
unless so registered, may not be offered or sold within the United States or
to, or for the account or benefit of, U.S. persons except pursuant to an
exemption from, or in a transaction not subject to, the registration
requirements of the Securities Act.

MGM MIRAGE (NYSE: MGM), one of the world's leading and most respected
companies with significant holdings in gaming, hospitality and entertainment,
owns and operates 16 properties located in Nevada, Mississippi and Michigan,
and has 50% investments in four other properties in Nevada, New Jersey,
Illinois and Macau. CityCenter, an unprecedented urban metropolis on the Las
Vegas Strip scheduled to open in late 2009, is a joint venture between MGM
MIRAGE and Infinity World Development Corp, a subsidiary of Dubai World. MGM
MIRAGE Hospitality has entered into management agreements for future casino
and non-casino resorts in the People's Republic of China, Abu Dhabi, U.A.E.
and Vietnam. MGM MIRAGE supports responsible gaming and has implemented the
American Gaming Association's Code of Conduct for Responsible Gaming at its
properties. MGM MIRAGE has received numerous awards and recognitions for its
industry-leading Diversity Initiative and its community philanthropy programs.
For more information about MGM MIRAGE, please visit the company's website at
http://www.mgmmirage.com.

Statements in this release which are not historical facts are "forward
looking" statements and "safe harbor statements" under the Private Securities
Litigation Reform Act of 1995 that involve risks and/or uncertainties,
including risks and/or uncertainties as described in the company's public
filings with the Securities and Exchange Commission.

Contacts:
Investment Community News Media
DAN D'ARRIGO ALAN M. FELDMAN
Executive Vice President & Senior Vice President
Chief Financial Officer Public Affairs
(702) 693-8895 (702) 650-6947

SOURCE MGM MIRAGE

Investment Community, Dan D'Arrigo, Executive Vice President & Chief Financial
Officer, +1-702-693-8895; or News Media, Alan M. Feldman, Senior Vice
President, Public Affairs, +1-702-650-6947