UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 12, 2004

			EMPIRE RESORTS, INC.

(Exact name of registrant as specified in its charter)



          Delaware            1-12522        13-3714474
(State or other jurisdiction  (Commission   (IRS Employer
          of incorporation)   File Number)Identification No.)





Route 17B, Monticello, New York 12701
Address of principal executive offices

Registrant's telephone number, including area code:
(845) 794-4100 ext 478

(Former name or former address, if changed since last
report.)




Item 2. Acquisition or Disposition of Assets.

The members of both Catskill Development, LLC and Monticello
Raceway Development Company, LLC have contributed all of
their respective ownership interests in Monticello Raceway
Management,, Inc. Monticello Casino Management, LLC,
Monticello Raceway Development Company, LLC and Mohawk
Management, LLC, together with all of their right, title and
interest in and to the business of Monticello Raceway,
including all of the assets and liabilities of Catskill
Development, except for its interest in 229 acres of land in
Monticello, New York (with respect to which Monticello
Raceway Management holds a 48 year leasehold and a purchase
option) and its right to certain litigation claims, to
Empire Resorts, Inc. ("Empire Resorts") in exchange for, in
the aggregate, 80.25% of Empire Resorts' common stock,
calculated on a post-consolidation, fully diluted basis. As
a result of the consolidation, each of Monticello Raceway
Management, Monticello Casino Management, Monticello Raceway
Development and Mohawk Management have become wholly owned
subsidiaries of Empire Resorts and the members of both
Catskill Development and Monticello Raceway Development,
together, have become Empire Resorts' controlling
stockholders. Moreover, as part of this transaction, each of
Catskill Development, LLC, Mohawk Management, LLC and
Monticello Raceway Development Company, LLC have assigned
certain litigation rights to a litigation trust in which
Empire Resorts will hold a 19.75% and provide a $2.5 million
line of credit.


ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

The following unaudited proforma financial information and
financial statements should be read together with financial
statements and notes of the Company, which are incorporated
by reference from the Company's Annual Report on Form 10-K
for the year ended December 31, 2002 and Quarterly Report on
Form 10-QSB for the quarter period ended September 30, 2003.


(a)  Unaudited Pro Forma Financial Information of the
Company


Page No.
Unaudited Pro Forma Data 							5
Notes to Unaudited Proforma Condensed Consolidated Financial
Statements    									8


(b)  Financial Statement of Business Acquired.

Catskill Development, LLP consolidated balance sheets as of
December 31, 2002 and September 30, 2003 and the related
consolidated statements of income, partners' capital, cash
flows, and notes thereto for each of the periods and
Monticello Raceway Development, LLC balance sheets as of
December 31, 2002 and September 30, 2003 and the related
consolidated statements of income and notes thereto for each
of the periods.





(c)   Exhibits.

   Exhibit      Description
   Number

 2.1        Amended and Restated Securities Contribution
		Agreement,  dated December 12, 2003, by and among
		Empire Resorts, Inc., Catskill Development,L.L.C., and
		members of both Catskill Development and	Monticello
		Raceway Development

*Schedule 1.2  Allocation of Exchange Shares
*Schedule 2.4  Catskill Consents and Approvals
*Schedule 2.5  Catskill Subsidiary Interests
*Schedule 2.6  Catskill Subsidiaries
*Schedule 3.3  Catskill Material Contracts
*Schedule 3.4(a)    Catskill Proprietary Rights
*Schedule 3.4(f)    Catskill Litigation and Claims
*Schedule 4.4  MRD Consents and Approvals
*Schedule 4.5  MRD Capitalization
*Schedule 4.8  MRD Material Contracts
*Schedule 4.9(a)    MRD Proprietary Rights
*Schedule 5.4  Empire Consents and Approvals
*Schedule 5.8(c)    Shares of Common Stock to be Registered
*Schedule 6.3(f)    Empire Severance or Termination
Commitments
*Schedule 11.13     Third Party Beneficiaries

*Exhibit A     Bryanston Search Report
*Exhibit B     Form of Affiliate Agreement
*Exhibit C     Form of Amendment to Bylaws
*Exhibit D     Form of Amendment to Certificate of
Incorporation
*Exhibit E     Form of Amendment to Lease
*Exhibit F     Form of Counsel to Sellers Opinion
*Exhibit G     Form of Olshan Grundman Frome Rosenzweig &
Wolosky LLP Opinion
*Exhibit H     Form of Guarantee of Lease

*Each of these exhibits is an attachment or schedule to the
Amended and Restated Securities Contribution Agreement
listed as Exhibit 2.1 above. These exhibits have been
omitted from this Form 8-K in accordance with Item 601(b)(2)
of Regulation S-B, and Empire shall provide the Securities
and Exchange Commission with copies of such exhibits upon
request.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act
of 1934, Empire has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.

EMPIRE RESORTS, INC.
Dated: January 13, 2004




By  /s/ Robert A. Berman
    Robert A. Berman
    Chief Executive Officer