8-K

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): September 11, 2003

MOHEGAN TRIBAL GAMING AUTHORITY

(Exact name of registrant as specified in its charter)

Connecticut	033-80655	06-1436334
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

One Mohegan Sun Boulevard, Uncasville, CT	06382
(Address of principal executive offices)	(Zip code)

(860) 862-8000

(Registrant’s telephone number, including area code)

Not Applicable

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

Item 5. Other Events and Regulation FD Disclosure.

On September 11, 2003, the Mohegan Tribal Gaming Authority (the “Authority”) commenced a solicitation of consents (the “Consent Solicitation”) from holders of its outstanding $200,000,000 principal amount of 8-1/8% Senior Notes due 2006, $150,000,000 principal amount of 8-3/8% Senior Subordinated Notes due 2011 and $250,000,000 principal amount of 8% Senior Subordinated Notes due 2012 (collectively, the “Notes”) to amend the indentures for the Notes. The purpose of the proposed amendments is to conform certain provisions of the indentures governing the Notes to the applicable provisions of the Authority’s most recent indenture entered into in July 2003 in connection with the issuance of its 6-3/8% Senior Subordinated Notes due 2009.

The fee to be paid for each consent properly delivered and not revoked prior to the expiration of the Consent Solicitation is $5.00 in cash for each $1,000 principal amount of Notes. The Consent Solicitation will expire at 5:00 P.M., New York City time, on Tuesday, September 23, 2003, unless extended.

On September 11, 2003, the Authority issued a press release relating to the commencement of the Consent Solicitation. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. This press release may also be found on the Authority’s website at www.mohegansun.com under “About Mohegan Sun/Investor Relations.”

Item 7. Financial Statements and Exhibits.

(c) Exhibits.

The following exhibits are furnished as part of this report:

99.1 Press Release of the Mohegan Tribal Gaming Authority, dated September 11, 2003.

SIGNATURES

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

	MOHEGAN TRIBAL GAMING AUTHORITY
Date: September 11, 2003	By:	/s/    MARK F. BROWN
		Mark F. Brown Chairman, Management Board

Exhibit Index

Exhibit No.	Description
99.1	Press Release of the Mohegan Tribal Gaming Authority, dated September 11, 2003.

EX-99.1

Exhibit 99.1

Mohegan Tribal Gaming Authority

Announces Commencement of Consent Solicitation

UNCASVILLE, CONNECTICUT, September 11, 2003 – The Mohegan Tribal Gaming Authority (the “Authority”) announced today that it has commenced a solicitation of consents (the “Consent Solicitation”) from holders of its outstanding $200,000,000 principal amount of 8-1/8% Senior Notes due 2006, $150,000,000 principal amount of 8-3/8% Senior Subordinated Notes due 2011 and $250,000,000 principal amount of 8% Senior Subordinated Notes due 2012 (collectively, the “Notes”) to amend the indentures for the Notes.

The purpose of the proposed amendments is to conform certain provisions of the indentures governing the Notes to the applicable provisions of the Authority’s most recent indenture entered into in July 2003 in connection with the issuance of its 6-3/8% Senior Subordinated Notes due 2009.

The fee to be paid for each consent properly delivered and not revoked prior to the expiration of the Consent Solicitation is $5.00 in cash for each $1,000 principal amount of Notes. The Consent Solicitation will expire at 5:00 P.M., New York City time, on Tuesday, September 23, 2003, unless extended. The proposed amendments generally require the consent of holders of a majority in aggregate principal amount of each series of outstanding Notes. The terms and conditions of the Consent Solicitation are described in the Consent Solicitation Statement dated September 11, 2003, copies of which may be obtained from Global Bondholders Services Corporation.

The Authority has engaged Banc of America Securities LLC and Citigroup Global Markets Inc. to act as solicitation agents in connection with the Consent Solicitation. Questions regarding the Consent Solicitation should be directed to Banc of America Securities LLC, High Yield Special Products, at (888) 292-0070 (US toll-free) and (704) 388-4813 (collect) or Citigroup Global Markets Inc., Liability Management at (800) 558-3745 (US toll-free) and (212) 723-6106 (collect). Requests for documentation may be directed to Global Bondholders Services Corporation, the information agent for the Offer, at (866) 470-4200 (US toll-free) and (212) 430-3774 (collect).

The announcement is not a solicitation of consents with respect to any securities. The Consent Solicitation is being made solely by the Consent Solicitation Statement dated September 11, 2003.

The Authority is an instrumentality of the Tribe, a federally recognized Indian tribe with an approximately 405-acre reservation situated in southeastern Connecticut, adjacent to Uncasville, Connecticut. The Authority has been granted the exclusive power to conduct and regulate gaming activities on the existing reservation of the Tribe, including the operation of Mohegan Sun, a gaming and entertainment complex that is situated on a 240-acre site on the Tribe’s reservation. The Tribe’s gaming operation is one of only two legally authorized gaming operations in New England offering traditional slot machines and table games. Mohegan Sun

currently operates in an approximately 3.0 million square foot facility, which includes the Casino of the Earth, Casino of the Sky, the Shops at Mohegan Sun, a 10,000-seat Arena, a 300-seat Cabaret, meeting and convention space and an approximately 1,200-room luxury hotel. More information about Mohegan Sun and the Authority can be obtained by visiting http://www.mohegansun.com.

Some information included in this press release may contain forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements can sometimes be identified by our use of forward-looking words such as “may,” “will,” “anticipate,” “estimate,” “except,” or “intend” and similar expressions. Such forward-looking information may involve important risks and uncertainties that could significantly affect anticipated results in the future and, accordingly, such results may differ materially from those expressed in any forward-looking statements made by or on behalf of the Authority. Information concerning potential factors that could affect the Authority’s financial results are included in the Authority’s Annual Report on Form 10-K for the fiscal year ended September 30, 2002, as amended on Form 10-K/A, as well as the Authority’s other reports and filings with the SEC. Any forward-looking statements included in this press release are made only as of the date of this release. The Authority does not undertake any obligation to update or supplement any forward-looking statements to reflect subsequent events or circumstances. The Authority cannot assure you that projected results or events will be achieved.