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):  August 12, 2010

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 (Address of principal executive
offices) 89119 (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:

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

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

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

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

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

Chief Financial Officer Transition

On August 12, 2010 (the “Effective Date”), Bally Technologies, Inc. (the “Company”) announced that Mr. Robert C. Caller retired as the Company’s Executive Vice President, Chief Financial Officer and Corporate Treasurer and that Mr. Neil P. Davidson was promoted from Chief Accounting Officer to Senior Vice President, Chief Financial Officer and Corporate Treasurer.  In connection with the transition Mr. Davidson entered into a Letter Agreement with the Company dated as of the Effective Date (the “Davidson Agreement”) and Mr. Caller entered into a Separation and Services Agreement with the Company dated as of the Effective Date (the “Caller Agreement”).

Mr. Davidson, age 38, originally joined the Company in 2006 as Vice President of Corporate Accounting and in May of 2008 was appointed Chief Accounting Officer.  Before joining the Company, Mr. Davidson served as Vice President of Finance for Multimedia Games, Inc., a gaming and systems company, from 2002 to 2006.  He began his career working in the Houston office of KPMG, a global firm that provides audit, tax, and advisory services.  At KPMG, Mr. Davidson held numerous positions, ending his tenure as Audit Manager.  Mr. Davidson is a Certified Public Accountant.

Davidson Agreement

As the Company’s Senior Vice President, Chief Financial Officer and Corporate Treasurer Mr. Davidson’s duties will generally include management and supervision of the Company’s finance and accounting functions and staffing, along with any other related duties that the Chief Executive Officer or the Board of Directors may assign.  Pursuant to the Davidson Agreement Mr. Davidson will receive a salary of $300,000 and will be entitled to participate in the Company’s Senior Management Incentive Program or any successor plan (the “MIP”), effective as of July 1, 2010, with a target performance bonus of 60% of his base salary.

Mr. Davidson will also be eligible to earn a one-time cash bonus of up to $100,000, payable within 75 days following the end of the Company’s 2011 fiscal year, if, in the discretion of Chief Executive Officer and the Board of Directors, Mr. Davidson has achieved a successful transition into the role of Chief Financial Officer.  Whether Mr. Davidson has successfully transitioned into the role shall be based on (i) the subjective determination of the Chief Executive Officer an the Board that substantially all of Mr. Davidson’s personal objectives under the MIP have been satisfied; (ii) Mr. Davidson’s regular communications with the Audit Committee regarding the status of his transition; and (iii) any other information that the Board may consider.  Mr. Davidson will not be entitled to receive any portion of this bonus if his employment terminates prior to the end of the Company’s 2011 fiscal year for any reason.

If Mr. Davidson is terminated without “Cause” or if Mr. Davidson terminates his employment as a result of a “Diminution of Duties” within one year following a “Change of Control,” each as defined in the Davidson Agreement, Mr. Davidson will continue to receive his then current salary for a period of one year following termination.  If Mr. Davidson is terminated without Cause or if Mr. Davidson terminates his employment as a result of a Diminution of Duties, in either case within one year following a Change of Control, Mr. Davidson will be entitled to receive a pro rata portion of his bonus under the MIP for the fiscal year in which his employment is terminated based on the number of days worked in that fiscal year, provided that he has met all other terms and conditions under the MIP.  Any such bonus shall be paid pursuant to the terms and conditions of the MIP, with any personal objective component deemed to be achieved on a similar pro rata basis and at a personal achievement set at 50% of the personal objective target.  The Company’s obligation to pay any severance or bonus amounts is conditioned in each case upon Mr. Davidson’s execution of a release of claims and continued compliance with the restrictive covenants set forth in the Davidson Agreement.

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Pursuant to the Davidson Agreement, subject to the approval of the Board of Directors, Mr. Davidson will receive two equity grants pursuant to the Company’s 2010 Long Term Incentive Plan (the “Plan”).  Specifically, Mr. Davidson will receive awards of (i) an option to acquire 30,000 shares of Company common stock (“Common Stock”) at a per-share exercise price equal to the closing price of a share of Common Stock on the Effective Date (the “Option”), and (ii) 14,000 shares of restricted Common Stock (the “Restricted Stock”).  The Option and the Restricted Stock will vest and, with respect to the Option, become exercisable, in three equal installments on the second, third and fourth anniversaries of the Effective Date, subject to Mr. Davidson’s continued employment with the Company through each date.

In the event Mr. Davidson’s is terminated without Cause or if Mr. Davidson terminates his employment as a result of a Diminution of Duties, in either case within one year following a Change of Control, then:  (i) if such termination occurs within one year of the Effective Date, the installments of the Option and the Restricted Stock scheduled to vest within two years of the Effective Date shall vest immediately, or (ii) if such termination of employment occurs after the first anniversary of the Effective Date, the installments of the Option and the Restricted Stock scheduled to vest within one year of the date of such termination shall vest immediately.  Also, under either situation, for options granted on or after the Effective Date, including the Option, Mr. Davidson shall have one year from the date of termination (or, if sooner, until the end of the existing contractual term of the applicable option) to exercise such options that have vested.  Options granted before the Effective Date will remain exercisable and terminate in accordance with their terms and conditions and the Plan

The Davidson Agreement includes customary non-compete, non-solicitation, confidentiality and non-disparagement covenants as well as an intellectual property assignment by Mr. Davidson.  The foregoing summary is qualified in its entirety by reference to the complete text of the Davidson Agreement, a copy of which is filed herewith as Exhibit 10.1 and incorporated herein by reference.

Caller Agreement

Mr. Caller will provide certain services to the Company as a full-time employee through August 31, 2010 (the “Separation Date”), as more specifically set forth in the Caller Agreement, at which time his full-time employment with the Company shall end.  Thereafter, for a period of two years commencing on September 1, 2010 and ending on August 31, 2012 (the “Term”), unless terminated earlier pursuant to the terms of the Caller Agreement, Mr. Caller shall provide services to the Company as a part-time employee, as more specifically set forth in the Caller Agreement, and as the Company may reasonably request.

Mr. Caller will be compensated at an annual rate of $175,000 during the first year of the Term and at an annual rate of $100,000 during the second year of the Term.  Mr. Caller will be eligible to receive any earned bonus for fiscal year 2010 in accordance with the terms and conditions of the MIP; however, he will not be entitled to any further MIP payments thereafter.  In lieu of any further eligibility under the MIP Mr. Caller will receive a gross lump sum cash payment of $50,000 on or before September 30, 2010.  Following the Separation Date Mr. Caller will not be eligible to participate in any of the Company’s employee benefit plans or programs other than its 401(k) plan and its Employee Stock Purchase Plan.

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Mr. Caller’s issued and outstanding stock options and restricted stock units that have not vested will continue to vest and shall become exercisable until the termination of the Caller Agreement, at which time all then unvested stock options and restricted stock units, if any, shall terminate, and all then vested stock options will remain exercisable for an additional period of one year (or such longer period set forth in the applicable equity incentive plan), at which time such vested stock options will terminate, all as further provided in the award agreements entered into between the Company and Mr. Caller.  However, if the Company terminates Mr. Caller’s part-time employment prior to the end of the Term without a “Breach,” as defined in the Caller Agreement, then (i) all unvested stock options and unvested restricted stock units, if any, shall immediately vest, as further provided in the award agreements entered into between the Company and Mr. Caller, and (ii) all of Mr. Caller’s outstanding stock options will remain exercisable thereafter until the first anniversary of such termination.

The Caller Agreement includes customary non-compete, non-solicitation, confidentiality and non-disparagement covenants as well as a general release of claims by Mr. Caller.  The foregoing summary is qualified in its entirety by reference to the complete text of the Caller Agreement, a copy of which is filed herewith as Exhibit 10.2 and incorporated herein by reference.

Item 9.01Financial Statements and Exhibits.

(d)	Exhibits
10.1	Letter Agreement by and between Neil P. Davidson and Bally Technologies, Inc., dated as of August 12, 2010.
10.2	Separation and Services Agreement by and between Robert C. Caller and Bally Technologies, Inc., dated as of August 12, 2010.
10.3	Press release issued by the Company, dated August 12, 2010.

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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: August 17, 2010

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EX-10.1

Exhibit 10.1

August 12, 2010

Mr. Neil Davidson

RE:Employment Offer

Dear Mr. Davidson:

Bally Technologies, Inc. (the “Company”) is pleased to offer you continued employment with the Company under the following terms and conditions.  The effective date of this offer letter will be August 12, 2010 (the “Effective Date”).  Notwithstanding anything herein to the contrary, either you or the Company may terminate your employment at any time with or without cause, with the rights and obligations of the parties upon termination of your employment limited strictly to the terms of this letter agreement.

Further, the terms and conditions of this letter agreement shall be conditional upon the continuous review and approval of Bally Technologies’ Compliance Committee.

1.Definitions.

“Cause” means the following events leading to termination of employment as determined by the Company, upon reasonable investigation, in its judgment and discretion, as the case may be after: (1) a substantial act or omission which is dishonest or fraudulent against the Company, (2) a conviction of a felony or conviction of a gross misdemeanor involving moral turpitude or criminal conduct against any person or property, including without limitation, the Company, (3) a substantial act or omission that constitutes willful misconduct in the performance of your job responsibilities or material failure to adhere to legal Company policies, (4) any improper or illegal act, omission or pattern of conduct in the performance of your job responsibilities, which is not remedied by you within thirty (30) days of your receipt of written notice from the Company, (5) a breach of the Company’s then-current corporation policies, procedures and rules, (6) any material breach of this letter agreement by you, or (7) failure to comply with any provision of the gaming laws of the State of Nevada or the rules and regulations of the Nevada Gaming Control Board or the Nevada Gaming Commission or any gaming law, ordinance, rule or regulation of any city or county having jurisdiction, or the gaming laws, regulations and rules of any other nation, state, county or other jurisdiction in which the Company may be doing business at any time which will materially and negatively affect the registration and licensing of the Company.

“Change of Control” means such circumstances which shall have been deemed to occur upon (1) the consummation of a tender for or purchase of more than fifty percent (50%) of the Company’s capital stock (as “Company” is defined below) by a third party, excluding the initial public offering by the Company of any class of its capital stock, (2) a merger, consolidation or

recapitalization of the Company such that the stockholders of the Company immediately prior to the consummation of such transaction possess less than fifty percent (50%) of the voting securities of the surviving entity immediately after the transaction or (3) the sale, lease or other disposition of all or substantially all of the assets of the Company.

“Diminution of Duties” means any change in your title, job duties and responsibilities that materially alters or modifies your employment duties and responsibilities with the Company in any manner that results in a material diminution or reduction of your work duties and responsibilities that occurs following a Change of Control of the Company.

“Salary Continuation” means the Company’s continued payment of your then-current base salary on normal paydays following termination of your employment with the Company, paid under such circumstances described in further detail in this letter agreement, less standard withholding and offset by all income earned from other employment during any period of time that you receive any Salary Continuation.

2.Compensation.

A.Position and Title.  You are hereby offered the position of Senior Vice President and Chief Financial Officer.  You will report to the Chief Executive Officer of Bally Technologies, Inc.  Your duties will generally include all management and supervision of all of the Company’s finance and accounting functions and staffing, along with any other related duties that the Chief Executive Officer may assign to you.  In addition, your duties will include the position of Corporate Treasurer for the Company and its subsidiaries and affiliates and fulfilling any other work duties and requirements for the Company that are related thereto.

B.Salary.  Your base salary will be $300,000 a year beginning on the Effective Date.  Your base salary will be reviewed annually and adjustments may be made at the Company’s option, and based on merit, and all at the Company’s sole discretion.  The Company makes no express representations as to the certainty of any salary increases.

C.Management Incentive Program. Notwithstanding the Effective Date of this letter agreement, and provided that you are then employed by the Company, you will be entitled to participate in the Company’s Senior Management Incentive Program or any successor plan (the “MIP”), effective as of July 1, 2010.  This incentive plan currently entitles you to receive a target performance bonus in the amount of 60% of your base salary, subject to the terms and conditions of the plan. If your employment terminates for any reason other than as a result of a termination without Cause by the Company (or any successor) or Diminution of Duties, in either case within one year following a Change of Control of the Company, you shall not be entitled to any portion of the MIP; provided, however, that if your employment terminates without Cause by the Company (or any successor) or as a result of a Diminution of Duties, in either case within one year following a Change of Control, you will be entitled to receive a pro rata portion of such bonus, based on the number of days that you have actually worked in the fiscal year coinciding with your termination.  Such bonus shall be determined and paid at the end of the fiscal year coinciding with your termination, all in the manner that such bonuses are customarily paid to plan participants and subject to the terms and conditions of the plan.  Any such bonus shall be paid pursuant to the terms and conditions of the plan, with any personal objective component of

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the plan deemed as achieved on a pro rata basis, based on the number of days that you have actually worked in the fiscal year coinciding with your termination and at a personal achievement set at 50% of the personal objective target.  For clarity, and as an example only, if, under the conditions specified, your employment terminates 3 months after the Company’s then-current fiscal year begins, and your personal objective portion of the plan is targeted at 30% of the total bonus, then your personal objective component of the plan for that fiscal year shall be considered 3.75% achieved (30% target multiplied by 3/12 multiplied by 50%), provided that you have met all other terms and conditions of the plan.  Payment of any such bonus on termination of employment shall be subject to the satisfaction of your obligations under Section 2G of this letter agreement.

D.Transition Bonus.  Provided that you are then employed by the Company, and in addition to any other incentive compensation you may become entitled to, you will be eligible to earn a one-time additional cash bonus in the amount of up to $100,000 gross, payable within 75 days following the end of the Company’s 2011 fiscal year, if, in the discretion of Chief Executive Officer and the Board of Directors of Bally Technologies, Inc. (the “Board”), you have achieved by then a successful transition into the role of Chief Financial Officer which shall, in part, be based upon: (i) their subjective determination  that substantially all of your personal objectives under the MIP have been satisfied; and (ii) your regular communication with the Audit Committee to the Board regarding the status of your transition, along with any other information that the Board may require from time to time; provided however that, if your employment terminates prior to the end of the Company’s 2011 fiscal year for any reason, you shall not be entitled to any portion of this transition bonus.

E.Equity Awards.  Subject to the approval of the Board, you will be granted an option on the Effective Date to acquire 30,000 shares of Bally Technologies, Inc. common stock (the “Common Stock”) at the per-share exercise price which will be equal to the market price of a share of Common Stock as of the close of business on the Effective Date, referred to as the “Option.”  In addition, subject to Board approval, on the Effective Date, you will be awarded 14,000 shares of restricted Common Stock, referred to as the “Restricted Stock.”  Subject to the express provisions of this letter agreement, the Option and the Restricted Stock will be issued pursuant to the Bally Technologies, Inc. 2010 Long Term Incentive Plan (the “LTIP”) and the forms of award agreement currently used thereunder, and in accordance with the Company’s then current policies and procedures for equity-based compensation awards.

The Option and the Restricted Stock shall become vested and, to the extent applicable, exercisable in three installments, with one-third of the shares subject to each award vesting on the second, third and fourth anniversaries of the Effective Date, subject to your continued employment with the Company through each vesting date.  The Company intends to implement an employee stock ownership program for senior level executives.  Due to your title, responsibilities, and the size of your equity grants, you will be subject to these guidelines as they are approved by the Company’s Board of Directors.

Subject to Section 2G of this letter agreement, and in the event your employment with the Company terminates: (i) because of a termination of employment by the Company (or any successor) without Cause; or (ii) by you, as a result of a Diminution of Duties, in each case, within one year following a Change of Control of the Company, then: (1) if such termination of

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employment occurs within one year following the Effective Date, those installments of Options and the Restricted Stock scheduled to vest within two years of the date of  the Effective Date  shall immediately become vested and for those options granted on or after the Effective Date you shall have one  year from the date of your termination of employment (or, if sooner, until the end of the existing contractual term of your Options) to exercise your vested Options (options granted before the Effective Date will remain exercisable and terminate in accordance with their terms and conditions and the LTIP); and (2) if such termination of employment occurs at any time after the first anniversary of the Effective Date, those installments of Options and the Restricted Stock scheduled to vest within one year of the date of such termination of employment shall immediately become vested and for those options granted on or after the Effective Date you shall have one year from the date of your termination of employment (or, if sooner, until the end of the existing contractual term of your Options) to exercise your vested Options (options granted before the Effective Date will remain exercisable and terminate in accordance with their terms and conditions and the LTIP).

F.Salary Continuation.  If the Company terminates your employment without Cause after the Effective Date, the Company will pay you Salary Continuation for a period of one year immediately following such termination of your employment, subject to: (1) the release agreement described in paragraph G below becoming effective and irrevocable in accordance with its terms; and (2) your continued compliance with the covenants described in Section 3 below.  You will not receive Salary Continuation for any period of time following your termination if the Company terminates your employment for Cause or if you terminate your employment for any reason at any time, unless you terminate your employment as a result of a Diminution of Duties occurring within one year following a Change of Control of the Company.  If you terminate your employment as a result of a Diminution of Duties occurring within one year following a Change of Control of the Company, the Company will pay you Salary Continuation for a period of one year immediately following such termination of employment, subject to (i) the release agreement described in paragraph G below becoming effective and irrevocable in accordance with its terms and (ii) your continued compliance with the covenants described in Section 3 below.

G.Termination Release.  The payment to you of any amounts of cash and equity compensation following termination of your employment with the Company in accordance with Section 2 of this letter agreement shall be conditioned upon the execution by you within 21 days following your termination of employment of a release agreement providing for the release of all claims against the Company or any successor, and the irrevocability of the same.

3.Employment Covenants.

A.Covenant not to compete. You agree not to compete with the Company for as long as you are employed by the Company. You agree not to compete with the Company for one year after your employment with the Company terminates if the Company terminates you for Cause, or if you quit for any reason (the “Non-Compete Period”), on the terms and conditions set forth in Section 2 above.

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If you are terminated without Cause, or if you quit as a result of Diminution of Duties, in either case within one year following a Change of Control, you agree not to compete with the Company during any period that you receive Salary Continuation, as set forth above.

To “compete” means to establish, engage, or be connected with, directly or indirectly, any person or entity engaged in a business in competition with the business of the Company (which, as defined above, includes any of the Company’s subsidiaries or affiliates) in any area where the Company does business, whether as an employee, owner, partner, agent, employee, officer, consultant, advisor, stockholder (except as the beneficial owner of not more than 5 percent of the outstanding shares of a corporation, any of the capital stock of which is listed on any national or regional securities exchange or quoted in the daily listing of over-the-counter market securities and, in each case, in which you do not undertake any management or operational or advisory role) or in any other capacity, for your own account or for the benefit of any person or entity.

You acknowledge and agree that the scope and duration of this covenant not to compete are reasonable and fair. However, if a court of competent jurisdiction determines that this covenant is overly broad or unenforceable in any respect, you and the Company agree that the covenant shall be enforced to the greatest extent the court deems appropriate and that the court may modify this covenant to that extent.

B.Covenant not to solicit customers, employees, or consultants. You agree that during your employment with the Company and for one year after your employment ends for any reason, you shall not, directly or indirectly, (i) aid or endeavor to solicit or induce any other employee or consultant of the Company to leave the Company to accept employment of any kind with any other person or entity, or (ii) solicit the trade or patronage of any of the Company’s customers (which includes customers of any of the Company’s subsidiaries or affiliates) or of anyone who has traded or dealt with the Company with respect to any technologies, services, products, trade secrets, or other matters in which the Company is active.

C.Confidential information. You agree that your work for the Company will give you access to confidential matters of the Company not publicly known such as proprietary matters of a technical nature (including but not limited to know-how, technical data, gaming processes, gaming equipment, techniques, developments) and proprietary matters of a business nature (including but not limited to information about costs, profits, markets, sales, lists of customers, and matters received by the Company in confidence from other parties), collectively referred to as “Confidential Matters.” Some Confidential Matters may be entitled to protection as “Trade Secrets,” as that term is defined in N.R.S. 600A.030(5), the Restatement of Torts, and case law interpreting the same.

You agree to keep secret all such Confidential Matters and agree not to directly or indirectly, other than is necessary in the business of the Company and the scope of your employment, disclose or use any such Confidential Matters at any time except (i) with prior written consent of the Company, (ii) as necessary in any judicial or arbitration action to enforce the provisions of this letter agreement, (iii) in connection with any judicial or administrative proceeding to the extent required by law, and (iv) as otherwise required by law. You agree that all written materials (including correspondence, memoranda, manuals, notes, and notebooks) and all models, mechanisms, devices, drawings, and plans in your possession from time to time (whether or not

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written or prepared by you) embodying Confidential Matters shall be and remain the sole property of the Company, and you will use all reasonable precautions to assure that all such written materials and models, mechanisms, devices, drawings, and plans are properly protected and kept from unauthorized persons. You further agree to deliver all Confidential Matters, including copies, immediately to the Company on termination of your employment for any reason, or at any time the Company may request.

After termination of your employment with the Company for any reason, you shall not reveal directly or indirectly to any person or entity or use for your personal benefit (including without limitation, for the purpose of soliciting business, whether or not competitive with any business of the Company) any Confidential Matters. To the extent that any Confidential Matters are considered by the Company as Trade Secrets, you agree that all limitations on use of these Trade Secrets shall last forever. You further agree that immediately upon or after termination, you will deliver to the Company all memoranda, notes, reports, lists, models, mechanisms, devices, drawings or plans and other documents (and all copies thereof) in your possession relating to the business of the Company or its subsidiaries and affiliates.

D.Intellectual Property. You shall promptly disclose in writing to the Company all inventions, discoveries, concepts, ideas, developments, improvements, and innovations, whether or not patentable, and the expressions of all inventions, discoveries, concepts, ideas, developments, improvements, and innovations, whether or not copyrightable (collectively “Inventions”), conceived, developed, or first actually reduced to practice by you, either alone or with others, during your employment with the Company or during the first six months after your employment with the Company ends for any reason, that (i) relate in any manner to the existing or contemplated business or research activities of the Company, (ii) are suggested by or result from your work for the Company; or (iii) result from the use of time, materials, or facilities of the Company. All Inventions you conceive, develop, or first actually reduce to practice, either alone or with others, while employed by the Company that relate in any manner to the existing or contemplated business or research activities of the Company shall be the exclusive property of the Company. You assign to the Company your entire right, title, and interest in and to all such Inventions and to all unpatented Inventions that you now own, except those specifically described in a statement that has been separately executed by you and an officer of the Company and attached hereto, provided, however, that if no such list is attached, you represent and warrant that there are no such Inventions. You will, at the request and expense of the Company, execute specific assignments to any such Inventions and execute, acknowledge, and deliver patent applications and such other documents (including but not limited to all provisionals, continuations, continuations-in-part, continued prosecution applications, extensions, re-issues, re-examinations, divisionals and foreign counterparts) and take such further action as may be considered necessary by the Company at any time, whether during your employment with the Company or after it terminates for any reason, to obtain and define letters patent in any and all countries and to vest title to such Inventions and related patents or patent applications in the Company or its assignees. Any Invention that you disclose to a third person or describe in a patent application filed by you or in your behalf during your employment with the Company or within six months after your employment with the Company terminates for any reason shall be presumed to have been conceived or made by you during your employment with the Company unless proved to have been conceived and made by you after the expiration or termination of this letter agreement.

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You acknowledge that the remuneration you receive in connection with your employment with the Company includes reasonable compensation for the fact that the Intellectual Property rights will vest in the Company and/or its affiliated companies (if so designated by the Company) by operation of law or for the assignment and transfer to the Company of such rights pursuant to this Section 3.

E.Non-disparagement. You and the Company each agree that, during your employment with the Company and after your employment with the Company terminates for any reason, neither shall, publicly or privately, disparage or make any statements (written or oral) that could impugn the integrity, acumen (business or otherwise), ethics, or business practices of the other (including, in the case of the Company, its affiliates and subsidiaries), except, in each case, to the extent (but solely to the extent) necessary (i) in any judicial or arbitration action to enforce the provisions of this letter agreement, or (ii) in connection with any judicial or administrative proceeding to the extent required by applicable law, or (iii) as otherwise required by law.

F.Injunctive relief; jurisdiction. You acknowledge that the Company will suffer irreparable injury, not readily susceptible of valuation in monetary damages, if you breach any of your obligations under this letter agreement. Accordingly, you agree that the Company will be entitled, at its option, to injunctive relief against any breach or prospective breach by you of your obligations under this section in any federal or state court of competent jurisdiction sitting in Nevada, in addition to monetary damages and any other remedies available at law or in equity. You hereby submit to the jurisdiction of such courts for the purposes of any actions or proceedings instituted by the Company to obtain such injunctive relief, and agree that process may be served on you by registered mail, addressed to your last address known to the Company, or in any other manner authorized by law.  The Company may also suspend any salary continuation payments during any period that you are in breach of this letter agreement and the applicable restricted period shall be extended by any period that you are in breach.

G.Material inducements. The restrictive covenants and other provisions in this letter agreement are material inducements to the Company entering into and performing its obligations under this letter agreement. Accordingly, in the event of any breach of the provisions of this section by you, in addition to all other remedies at law or in equity possessed by the Company, including but not limited to the right to enforce the covenants you have agreed to in this letter agreement, the Company shall have the right to terminate this letter agreement and your employment with the Company and not pay any amounts payable to you under this letter agreement.  In the event any of the provisions of this letter agreement are individually deemed unlawful, any remaining provisions of this letter shall remain in full force and effect.

4.Miscellaneous.

The intent of the parties is that payments and benefits under this letter agreement comply with Section 409A of the Internal Revenue Code of 1986, as amended, and the regulations and guidance promulgated thereunder (collectively “Section 409A”) and, accordingly, to the maximum extent permitted, this letter agreement shall be interpreted to be in compliance therewith.  For purposes of this letter agreement, a termination of employment shall not be deemed to have occurred for purposes of any provision of this letter agreement providing for the payment of any amounts or benefits that are considered to be deferred compensation under

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Section 409A upon or following a termination of employment unless such termination is also a “separation from service” within the meaning of Section 409A.  In addition, if you are deemed on the date of your termination of employment to be a “specified employee” within the meaning of that term under Section 409A(a)(2)(B) of the Internal Revenue Code of 1986, as amended, then with regard to any payment or the provision of any benefit that is considered deferred compensation under Section 409A payable on account of a “separation from service,” and that is not exempt from Section 409A as involuntary separation pay or a short-term deferral (or otherwise), such payment or benefit shall be made or provided at the date which is the earlier of (i) the expiration of the six-month period measured from the date of such “separation from service,” and (ii) the date of your death (the “Delay Period”).  Upon the expiration of the Delay Period, all payments and benefits delayed pursuant to this paragraph (whether they would have otherwise been payable in a single sum or in installments in the absence of such delay) shall be paid or reimbursed to you in a lump sum without interest, and any remaining payments and benefits due under this letter agreement will be paid or provided in accordance with the normal payment dates specified for them herein.  Each payment hereunder shall be deemed a separate payment for purposes of Section 409A.

Except as modified by this letter, the terms and conditions of your employment with the Company shall continue to be subject to the Company’s regular employment policies and practices and benefits as may be in effect from time to time.  This letter comprises the entire agreement between you and the Company and supersedes all other oral and written agreements previously entered into by you and the Company concerning the same subject matter.  If accepted, this offer will not create an agreement of employment for any specific term or otherwise alter the at-will nature of your employment relationship with the Company.  If you accept this offer, either you or the Company may terminate your employment at any time with or without cause.

If you accept this offer of employment, please sign below and return this letter to me. Once signed and returned, this letter will comprise a binding agreement between you and the Company.  If you have any questions about its meaning, you are urged to consult with your attorney.

Sincerely,

BALLY TECHNOLOGIES, INC.

/s/ Mark Lerner

By: Mark Lerner

Secretary

8

ACCEPTANCE

I have read the foregoing letter, and I have reviewed it with counsel or have had the opportunity to do so. I understand and accept its terms.

/s/ Neil Davidson

Neil Davidson

9

EX-10.2

Exhibit 10.2

SEPARATION AND SERVICES AGREEMENT

This SEPARATION AND SERVICES AGREEMENT (the “Agreement”) is entered into by and between Bally Gaming, Inc. d/b/a Bally Technologies, and its affiliates and subsidiaries (the “Company”) and Robert C. Caller, on behalf of himself, his marital community and his respective heirs or assigns (“Caller”), and shall be effective on the date last signed by the parties, as indicated below.

WHEREAS, Caller has been a full-time employee, employed at-will by the Company, as Executive Vice President, Chief Financial Officer, and Treasurer; Caller and the Company wish to set forth terms and conditions of his transition to a part-time employment relationship with the Company, along with related rights and obligations of the parties; and, Caller and the Company wish to resolve all matters related to Caller’s full-time employment with the Company, on the terms and conditions expressed in this Agreement.

NOW THEREFORE, in consideration of the mutual promises contained herein, the parties, intending to be legally bound, agree as follows:

1.Termination of Employment and Service Obligations.

1.1Termination of Employment.  Caller and the Company agree that: (i) Caller’s  positions as Executive Vice President, Chief Financial Officer, and Treasurer of the Company, all other positions that Caller may hold as an officer and/or director of the Company or any of its subsidiaries or affiliates, the Letter Agreement letter dated March 9, 2006, and the First Amendment to Letter Agreement dated December 31, 2008 (collectively, the “Employment Agreement”), shall terminate effective as of August 12, 2010; and (ii) Caller shall continue to provide certain services, as more specifically set forth in Attachment A, as a full time employee of the Company until August 31, 2010, at which time Caller’s full-time employment with the Company shall terminate (the “Separation Date”).

1.2Agreement for Services.  For a period of two years commencing on September 1, 2010 and ending on August 31, 2012, unless terminated earlier pursuant to Section 10.1 (the “Term”), Caller shall provide services to the Company as a part-time employee, all as more specifically described in Attachment A, and as the Company may reasonably request (made by either members of the Board of Directors or the Chief Executive Officer or their designees) from time to time, all at such location(s) as the Company may reasonably require.  Caller agrees to use his best skill, efforts and judgment in performing such services.  The Company and Caller agree and understand that the services performed by Caller under this Agreement shall not exceed 40 hours per month, unless previously agreed to by both parties in writing. Caller shall be entitled to accept other employment and pursue other activities and interests, so long as such employment, activities and interests do not otherwise breach Caller’s covenants and obligations under this Agreement and/or prevent or inhibit Caller from providing requested services to the Company.

2.Payments; Benefits.

2.1Compensation for Services.  So long as this Agreement has not been terminated by either party, the Company shall pay Caller cash compensation: (i) at an annual rate of $175,000 during the first year of the Term; and (ii) at an annual rate of $100,000 during the second year of the Term (collectively, the “Service Fees”), which Service Fees shall be payable in accordance with the Company’s regular payroll practices and subject to applicable withholding.

2.22010 MIP.  Caller shall be eligible to receive any bonus earned for fiscal year 2010 performance in accordance with the terms and conditions of the Management Incentive Program (MIP).  Caller shall not be entitled to earn any further payments under the MIP after fiscal year 2010.  In lieu of participating in the FY11 MIP, Caller will receive a gross lump sum cash payment of $50,000, payable by September 30, 2010.

2.3Stock Options.  The Company agrees that any issued and outstanding stock options or restricted stock units granted to Caller under the Company’s equity incentive plans shall continue to vest, if the same have not already vested, and shall become exercisable until the termination of this Agreement, as more specifically provided in Section 10.1, at which time all then unvested stock options, if any, and unvested restricted stock units shall terminate, and all then vested stock options will remain exercisable for an additional period of one year (or such longer period set forth in the applicable equity incentive plan), at which time such vested stock options will terminate, all as further provided in the award agreements entered into between the Company and Caller.  Notwithstanding anything in this Section 2.3 to the contrary, in the event that the Company terminates Caller’s part-time employment  without a Breach at any time before the expiration of the Term, then  all unvested stock options, if any, and unvested restricted stock units shall immediately vest, all as further provided in the award agreements entered into between the Company and Caller, and all of Caller’s outstanding stock options will remain exercisable thereafter only until the first anniversary of such termination of employment.

2.4Expenses. The Company agrees to reimburse Caller for all reasonable and necessary out-of-pocket business related expenses he incurs at the request of the Company, provided that Caller shall submit reasonable documentation of such expenses.

2.5Benefits.  As a part-time employee, other than the Company’s 401(k) Savings Plan and Employee Stock Purchase Plan (ESPP), Caller shall not be entitled to participate in any of the Company’s employee benefit plans or programs from and after Separation Date, including, but not limited to the following:  a) short-term disability; b) long-term disability; c) basic life; d) accidental death and dismemberment; e) dependent life insurance; f) medical insurance.  Caller will still be eligible for participation in the Company’s 401(k) plan and ESPP in accordance with their terms and conditions.

2.6Vacation Time.  As of the Separation Date, Caller shall no longer accrue vacation time.  Further, the Company shall pay to Caller the balance of Caller’s accrued and unused vacation time as of the Separation Date.  Any payments made to Caller pursuant to this Agreement shall be made in accordance with all applicable withholding deductions, and shall be payable in accordance with the Company’s standard payroll practice

2.7No Other Benefits.  Except as provided in this Agreement, Caller shall not be entitled to receive any other payment, benefit or other form of compensation as a result of his full-time or part-time employment or his departure therefrom.  Specifically, Caller shall not be eligible for severance benefits under any plan, program or arrangement sponsored or funded by the Company, and he hereby waives any right to such benefit(s). Further, Caller agrees that, in connection with any appointments on management and supervisory boards for any affiliates or subsidiaries of the Company, and for any tasks performed in connection therewith, Caller shall not be entitled to any further remuneration and/or any other benefits.

3.Restrictive Covenants.

3.1Covenant Not to Compete.  During the Term and for a period of one year following the expiration or termination of this Agreement for any reason, Caller will not, directly or indirectly, whether as employee, owner, partner, agent,  officer, consultant, advisor, stockholder (except as the beneficial owner of not more than 3% of the outstanding shares of a corporation, any of the capital stock of which is

listed on any national or regional securities exchange or quoted in the daily listing of over-the-counter market securities and, in each case, in which Caller does not undertake any management or operational or advisory role) or in any other capacity, for Caller’s own account or for the benefit of any person or entity, establish, engage, or be connected with any person or entity that is at the time engaged in the gaming equipment business or otherwise competitive with the Company.  Caller acknowledges and agrees that the scope of these non-compete provisions are unlimited geographically and that the scope and duration of the covenant are reasonable and fair; however, if a court of competent jurisdiction determines that this covenant is overbroad or unenforceable in any respect, the Company and Caller agree that the covenant shall be enforced to the greatest extent the court deems appropriate, and such court may modify this covenant to that extent.

3.2Non-Solicitation.  Caller shall not, directly or indirectly, during the Term and through the date one year after the expiration or termination of this Agreement for any reason, hire or aid or endeavor to solicit or induce any employee or consultant of the Company to leave the service of the Company or to accept employment of any kind with any other person or entity.

3.3Existing Obligations.  Notwithstanding anything to the contrary contained in this Agreement, Caller acknowledges that: (1) pursuant to his Employment Agreement, he has certain continuing obligations to the Company including, without limitation,  obligations with respect to non-competition, non-solicitation and confidentiality (the “Continuing Obligations”); (2) the terms and conditions of the Continuing Obligations are not modified by this Agreement; (3) the terms and conditions of the Continuing Obligations shall remain in full force and effect; and (4) he is not owed any additional remuneration in connection with these Continuing Obligations.

4.Release of Claims.

4.1Caller Release.  Caller hereby forever releases and discharges the Company, its employees, agents and attorneys (in their individual and representative capacities), from any and all claims, demands, losses, damages, actions, causes of action, suits, debts, promises, liabilities, obligations, liens, costs, expenses, attorney’s fees, indemnities, subrogations (contractual or equitable) or duties, of any nature, character or description whatsoever, arising from or relating to, directly or indirectly, Caller’s full-time employment with the Company or the Employment Agreement as of the Separation Date.  This release shall only apply to claims relating to Caller’s full-time employment with the Company prior to the Separation Date or the termination of Caller’s full-time employment with the Company, and shall not apply to obligations of the Company after the Separation Date pursuant to this Agreement.  This release of claims includes, but is not limited to, claims at law or equity or sounding in contract (express or implied) or torts arising under federal, state or local laws or the common law prohibiting age, sex, race, national origins, disability, veteran status or any other forms of discrimination (including, but not limited to, the  Nevada Civil Rights Act, the Nevada Wage Statute, the Nevada Constitution, the Nevada Fair Employment Practices Act, the Family and Medical Leave Act, the Age Discrimination in Employment Act of 1967,the Labor Management Relations Act, the Fair Labor Standards Act, the Rehabilitation Act of 1973, the Lilly Ledbetter Fair Pay Act, the Occupational Safety and Health Act, the Sarbanes-Oxley Act, the American with Disabilities Act , Title VII of the Civil Rights Act of 1964, as amended by the Civil Rights Act of 1991 , the Civil Rights Act of 1866, the Older Workers Benefit Protection Act, 42 U.S.C. § 1981, the National Labor Relation Act,  any common law or statutory cause of action arising out of Caller’s full-time employment or termination of full-time employment with the Company, and all amendments to the aforementioned statutes).

5.Revocation Period.  This Agreement is enforceable when both parties have signed the Agreement.  The parties understand and acknowledge that Caller has seven calendar days following his execution of this Agreement to revoke his acceptance.  For revocation to be effective, notice of revocation must be

received by the Company no later than 5:00 p.m. on the seventh calendar day after Caller signs the Agreement.  If Caller revokes this Agreement, it shall not be effective or enforceable, and neither party will be deemed to have released the other or to have waived any rights with respect to the matters addressed in this Agreement.

6.Time to Review Agreement; Advice of Counsel.  Caller acknowledges that he received a copy of this Agreement for review on or before August 12, 2010 and was offered at least twenty-one days to review, consider and negotiate the provisions of this Agreement prior to execution (“Review Period”), however, in the event that Caller executes this Agreement prior to the expiration of the Review Period, Caller knowingly and voluntarily waives all rights to any further time for review remaining in the Review Period.  Caller also agrees that any modifications to the Agreement originally sent to him, whether considered or deemed to be material or immaterial, shall not restart the twenty-one (21) day consideration period. Caller is advised to consult with an attorney before signing this Agreement and acknowledges that he has been afforded an opportunity for counsel of his choosing to read and review it; that he has had the provisions fully explained to him by his counsel; and that he is signing this Agreement freely, voluntarily and with full knowledge of its terms and consequences.

7.Confidential Information; Intellectual Property.  Caller shall hold in a fiduciary capacity for the benefit of the Company and its stockholders all secret, confidential, and proprietary information, knowledge, and data relating to the Company (and any of its subsidiaries or affiliates), obtained by Caller during his employment (whether part-time or full-time) or by reason of the scope of his services provided hereunder.  Other than is necessary in the business of the Company or the scope of his services, during the Term and after the expiration or termination of the this Agreement, Caller shall not directly or indirectly, without the prior written consent of the Company or except as may be required by law, communicate or divulge any such information to any person or entity.

Caller will promptly disclose to the Company all inventions, discoveries, concepts, ideas, developments, improvements, and innovations, whether or not patentable, and the expressions of` all inventions, discoveries, concepts, ideas, developments, improvements, and innovations, whether or not copyrightable (collectively, “Inventions”), conceived, developed, or first actually reduced to practice by him, related to his services under this Agreement.  Except for Inventions that Caller now owns, which are specifically described in a statement that has been separately executed by Caller and the Company and attached hereto as Attachment B, all Inventions that relate in any manner to the existing or contemplated business or research activities of the Company shall be the exclusive property of the Company.  Except as provided in Attachment B, Caller assigns to the Company his entire right, title, and interest in and to all such Inventions.  Caller will, at the Company’s request and expense, execute specific assignments to any Inventions and execute, acknowledge, and deliver patent applications and such other documents as the Company may reasonably request.

8.Non-Disparagement.  Caller and the Company agree that during and after the Term, neither shall, publicly or privately, disparage or make any statements (written or oral) that could impugn the integrity, acumen (business or otherwise), ethics or business practices, of the other, except, in each case, to the extent (but solely to the extent) (i) necessary in any judicial or arbitral action to enforce the provisions of this Agreement or (ii) in connection with any judicial, regulatory or administrative proceeding to the extent required by applicable laws. For purposes of this Section 8, references to the Company include its officers, directors, employees, consultants and shareholders (which are reasonably known as such to Caller) on the date hereof and hereafter.

9.Injunctive Relief; Jurisdiction.  Caller acknowledges that the Company will suffer irreparable injury, not readily susceptible of valuation in monetary damages, if Caller breaches or threatens to breach his obligations under Sections 3, 5, 7, 8, and 9.  Accordingly, Caller agrees that the Company will be

entitled, at the Company’s option, to injunctive relief, without the necessity of posting a bond against any breach or prospective breach by Caller of his obligations under this section, in any federal or state court of competent jurisdiction sitting in the State of Nevada, in addition to monetary damages and any other remedies available at law or in equity.

10.Termination.

10.1This Agreement, the Term and Caller’s part-time employment with the Company hereunder shall terminate on the first to occur of: (i) on August 31, 2012; (ii) on Caller’s death; (iii) immediately as a result of a Breach (as defined below) by Caller; or (iv) on Caller’s resignation for any reason.  Except as provided in this Agreement, upon termination of this Agreement, for any reason, the Company’s obligations and the rights of Caller shall immediately terminate.  Except as set forth in this Agreement, upon termination of this Agreement for any reason the Company shall pay to Caller or his estate, as applicable, all amounts due and payable prior to the termination of the Agreement.  Unless otherwise provided herein, Sections 3, 5, 7, 8, 9, and 10 shall survive the termination of this Agreement.

10.2As used in this Agreement, “Breach” shall include, without limitation, (i) Caller’s engagement in conduct that materially harms the Company through an act of dishonesty or breach of fiduciary duty; (ii) Caller’s conviction of a felony; (iii) Caller’s failure or refusal to substantially perform any duties required in connection with this Agreement, which is not cured within 7 days after having received  notice of such failure or refusal to perform; (iv) Caller’s engagement in any conduct that the Company may construe as a risk; (v) failure to comply with any provisions of applicable law, including, but not limited to, any gaming statute or regulation of any government having jurisdiction over the Company or of any jurisdiction in which the Company may be doing business at any time, and (vi) any conduct that, in the Company’s reasonable judgment may materially and negatively affect the Company’s gaming licenses or approval in any jurisdiction.

11.Entire Agreement; Assignment.  This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements between the parties with respect to such matters, unless specifically provided otherwise herein.  Without limiting the foregoing, and except as provided herein, the Employment Agreements will terminate on August 12, 2010, and thereafter be of no force or effect.  This Agreement may be modified or amended only with the written consent of both parties.  This Agreement is for Caller’s personal services and he may not assign, transfer, or delegate any duty or obligation to perform such services. Any such attempted assignment shall be null and void.

12.Waiver.  Neither the failure nor any delay on the part of either party to exercise any right, remedy, power, or privilege under this Agreement shall operate as a waiver thereof.

13.Notice. All notices required by this Agreement must be in writing and must be delivered or mailed to the addresses given below or such other addresses as the parties may designate in writing.

Bally Gaming, Inc.	Robert C. Caller
6601 S. Bermuda Road	16 Blue Heron Drive
Las Vegas, Nevada 89119	Greenwood Village, Colorado 80121
Attention: General Counsel

14.Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which, taken together, shall constitute one and the same instrument.  This

Agreement may be executed and delivered by exchange of facsimile copies showing the signatures of the parties, and those signatures need not be affixed to the same copy.

15.Governing Law.   The laws of the state of Nevada applicable to contracts made or to be wholly performed there (without giving effect to choice of law or conflict of law principles) shall govern the validity, construction, performance, and effect of this Agreement.

16.Compliance with Section 409A.  The Company intends this Agreement to comply with the requirements of Section 409A of the Internal Revenue Code (the “Code”) or an exception thereto, but it does not warrant or guarantee such compliance. The terms of this Agreement shall be interpreted, to the fullest extent possible, to comply with Section 409A of the Code or an exception thereto. Under no circumstances may the time or schedule of any payment made or benefit provided pursuant to this Agreement be accelerated or subject to a further deferral except as permitted or required pursuant to regulations and other guidance issued pursuant to Section 409A of the Code.  Caller shall not have any right to make any election regarding the time or form of any payment due under the terms of this Agreement.  Further, Caller shall remain solely responsible for any adverse tax consequences imposed upon him by Section 409A, if any.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates indicated below.

BALLY GAMING, INC. d/b/a		CALLER
BALLY TECHNOLOGIES
/s/ Mark Lerner		/s/ Robert C. Caller
		Robert C. Caller
Name:	Mark Lerner
Title:	Secretary	Date:	August 12, 2010
Date:	August 12, 2010

ATTACHMENT A

DESCRIPTION OF SERVICES

1)Transition activities with new CFO

2)New CFO, Finance Department, and Director of Internal Audit Mentoring/Coaching

3)Internal Audit review and mentoring of Internal Audit leadership in order to assist with the smooth transition of the leadership in the Internal Audit Department.  Caller will provide monthly oversight of the Internal Audit function including, without limitation, reviewing completed reports (and supporting work papers, as considered necessary under the circumstances), reviewing the completion of the status of projects including, without limitation, compliance programs related to Sarbanes Oxley Section 404 with the Annual Plan, preparation of Internal Audit leadership for the quarterly Audit Committee of the Board of Directors’ meetings, and support with outside auditors as needed by the Company.

4)Participation with Audit Committee of the Board of Director Audit Committee as requested.

5)Special projects including international infrastructure, mergers and acquisitions and other projects as determined by the CEO and/or the Board of Directors or their designees.

6)Investor Relations support

7)Host customer and/or vendor entertainment activities when requested.

8)Serve on the Compliance Committee.

ATTACHMENT B

EXCLUDED INVENTIONS

Golf Betting Management Software that is used to calculate individual and team betting amongst multiple players using a standard “Nassau” format including presses, two and four man team competitions, calculation of “Skins” both gross and net of handicap producing summarized results automatically by player for all types of bets entered into.

EX-10.3

Exhibit 10.3

FOR IMMEDIATE RELEASE

Investor Contact: Michael Carlotti	Media Contact: Laura Olson-Reyes
Vice President of Treasury and Investor Relations	Director of Corporate Communications
(702) 584-7995	(702) 584-7742
MCarlotti@ballytech.com	LOlson-reyes@ballytech.com

BALLY TECHNOLOGIES’ CFO ROBERT C. CALLER TO RETIRE; COMPANY NAMES NEIL P. DAVIDSON CHIEF FINANCIAL OFFICER

LAS VEGAS, August 12, 2010— Bally Technologies, Inc. (NYSE: BYI), a leader in games, systems, and server-based technology solutions for the global gaming industry, announced today that Robert C. Caller will retire as the Company’s Chief Financial Officer and that Neil P. Davidson has been promoted to Senior Vice President, Chief Financial Officer, and Corporate Treasurer.

Davidson joined Bally in 2006 as Vice President of Corporate Accounting, and was appointed Chief Accounting Officer (CAO) in May 2008. During his tenure, he has worked directly under Caller in assisting the Company to improve financial operations.

“Neil has done an outstanding job as Bally’s CAO, where he successfully led a number of initiatives to enhance management reporting, reduce costs, improve external reporting, and enhance our investor confidence,” said Richard M. Haddrill, Bally’s Chief Executive Officer. “Neil has been a key team member in driving operating margins and a strong balance sheet, and he has certainly earned this expanded role and promotion.”

Prior to joining the Company, Davidson served as the Vice President of Finance for Multimedia Games, Inc., a gaming and systems company. He began his career working in the Houston office of KPMG, a global firm that provides audit, tax, and advisory services. At KPMG, Davidson held numerous positions, ending his tenure as Audit Manager. Davidson is a Certified Public Accountant.

“I’m honored to have worked under Robert and assume the role of Bally’s CFO at such an exciting time in our Company’s 78-year history,” Davidson said. “Our games and systems product portfolio has never been richer and more cutting edge, and there is a tremendous amount of innovation currently under development. In addition, we are continuing to grow and expand into new markets, both in North America and globally, which provides tremendous opportunities for long-term growth.”

Caller joined Bally in April 2006 under a three-and-a-half year arrangement after a 30-year career with Ernst & Young. He agreed to extend the arrangement through fiscal 2010 to allow for this planned succession.  Caller will continue to assist the Company under a long-term consulting agreement and will play an active advisory role to support Davidson’s transition.  Caller’s activities under the consulting arrangement include evaluation of merger and acquisition opportunities, international infrastructure, investor relations, and internal audit activities.  Caller was also appointed to the Company’s Compliance Committee.

“Robert’s leadership was crucial in restoring financial confidence in Bally during a critical time in our history,” Haddrill said.  “In addition to directing significant improvements to our internal infrastructure, he also focused on building a great team and ensuring an appropriate internal succession plan.  This finance team includes Neil as well as Christine Taylor, our Vice President and Corporate Controller, and Mike Carlotti, our Vice President of Treasury and Investor Relations.  Robert has been a friend and business advisor for 21 years, and I fully expect that relationship with me and his Bally family to continue.”

About Bally Technologies, Inc.

With a history dating back to 1932, Las Vegas-based Bally Technologies designs, manufactures, operates and distributes advanced gaming devices, systems and technology solutions worldwide. Bally’s product line includes reel-spinning slot machines, video slots, wide-area progressives, and Class II, lottery and central determination games and platforms. As the world’s No. 1 gaming-systems Company, Bally also offers an array of casino management, slot accounting, bonusing, cashless and table management solutions. For more information, please contact Laura Olson-Reyes, Director of Corporate Communications, at 702-584-7742, or visit http://www.BallyTech.com.

This news release may contain “forward-looking” statements within the meaning of the Securities Act of 1933, as amended, and is subject to the safe harbor created thereby. Such information involves important risks and uncertainties that could significantly affect the results in the future and, accordingly, such results may differ from those expressed in any forward-looking statements.  Future operating results may be adversely affected as a result of a number of risks that are detailed from time to time in the Company’s filings with the Securities and Exchange Commission. The Company undertakes no obligation to update the information in this press release and represents that the information is only valid as of today’s date.

— BALLY TECHNOLOGIES —