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):   May 16, 2008

BALLY TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

Nevada	0-4281	88-0104066
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
6601 S. Bermuda Rd. Las Vegas, Nevada		89119
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code:  (702) 584-7700

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02.Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e)

On May 16, 2008, Bally Technologies, Inc. (the “Company”) amended its existing Employment Agreement with Mr. Robert Luciano (the “Agreement”), effective as of December 31, 2007 (the “Effective Date”).  The Agreement reflects the reduction in Mr. Luciano’s annual salary to $150,000 as of the effective date. Mr. Luciano most recently served as the Company’s Chief Technology Officer.

The Company may consider Mr. Luciano for an annual bonus and equity grants at the Company’s discretion.  The Company will also continue to provide Mr. Luciano and his eligible dependents with medical benefits under the Company’s medical plans.  In addition, during the term of the agreement and for so long as Mr. Luciano maintains his current residence in Las Vegas, Nevada, the Company will continue to pay Mr. Luciano a monthly housing subsidy of $5,000 so long as Mr. Luciano remains employed by the Company.

The foregoing summary is qualified in its entirety by reference to the complete text of the Agreement, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

Item 9.01Financial Statements and Exhibits.

(d)Exhibits

10.1Second Amendment to Employment Agreement by and between Bally Technologies, Inc. and Robert Luciano dated May 16, 2008.

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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, thereunto duly authorized.

BALLY TECHNOLOGIES, INC.
By:	/s/ Mark Lerner
		Mark Lerner
		Senior Vice President, General Counsel and Secretary
Dated: May 20, 2008

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EX-10.1

Exhibit 10.1

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT

This Second Amendment to that certain employment letter dated as of March 2, 2004 (the “Employment Agreement”), and the subsequent amendment dated April 13, 2005, (the “First Amendment”), by and between Bally Technologies (formerly known as Alliance Gaming Corporation), a Nevada corporation (the “Company”) and Robert Luciano (“Luciano”), is made and entered into as of May 16, 2008, by and between the Company and Luciano (the “Second Amendment”).

WHEREAS, the Employment Agreement and the First Amendment provide for Luciano’s employment by Bally Gaming, Inc. (“Bally”), as Chief Technology Officer of Bally, and

WHEREAS, the Company and Luciano desire to amend the Employment Agreement and First Amendment as follows.

NOW THEREFORE, on the basis of the foregoing premises and in consideration of the mutual covenants and agreements contained herein, the parties hereto agree as follows:

1.Section 3(c) of the First Amendment is hereby deleted in its entirety and replaced with the following:

(c)from and after December 31, 2007, Luciano may devote up to 60% of his business time to interests other than the business of Bally.

2.Section 4 of the First Amendment is hereby deleted in its entirety and replaced with the following:

4.Expenses. Bally shall provide Luciano an allowance of $5,000 per month for expenses incurred by Luciano for housing, meals and family member travel in Las Vegas so long as Luciano maintains a home in Las Vegas while employed by the Company.

3.The Section of the Employment Agreement entitled “Salary” is hereby deleted in its entirety and replaced with the following:

Salary. Effective as of January 1, 2008, your annual base salary will be $150,000 for all purposes under the Employment Agreement and the First Amendment.

4.The Sections of the Employment Agreement entitled “Annual Bonus,” “Management Incentive Program,” “MIP Continuation” and the reference to “MIP Continuation” in the Section of the Employment Agreement entitled “Covenant not to compete” are hereby deleted in their entirety and replaced with the following:

Annual Bonus, MIP and Equity Grants. Bally may consider Luciano for an annual bonus and equity grants at Bally’s sole discretion.

5.Section 1 of the First Amendment is hereby maintained with the addition of the following sentence:

Notwithstanding the foregoing, from and after January 1, 2008, Luciano’s title may be changed, at Bally’s sole discretion, to a different title, as Bally deems appropriate.

6.Section 5 of the First Amendment is hereby modified such that reference to $250,000 is replaced by $150,000.

7.The parties to this Second Amendment hereby agree and acknowledge that Bally will, to the extent reasonably practicable and permissible under applicable law and the terms of Bally’s medical benefit plans, provide Luciano and his eligible dependents with medical benefits under Bally’s medical plans for active employees at a time when Luciano is allowed to re-enter the medical plan; provided, however, if such re-entry is not practicable or permissible, Bally agrees to reimburse Luciano for his actual cost incurred in obtaining similar medical coverage either pursuant to COBRA or, if COBRA coverage is not available, through such alternate coverage as Luciano may obtain; provided, further, that such reimbursement shall in any event be limited to an amount similar to the costs incurred by Bally in providing comparable coverage to full-time employees under Bally’s medical benefit plans as in effect on the date hereof.

8.Except as expressly modified by this Second Amendment, the Employment Agreement and First Amendment shall remain unchanged and shall remain in full force and effect.

IN WITNESS WHEREOF, the Company and Luciano have duly executed this Second Amendment as of the date first above written.

BALLY TECHNOLOGIES
By:	/s/ Mark Lerner	By:	/s/ Robert Luciano
	Mark Lerner, Secretary		Robert Luciano

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