FORM 5 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). Form 3 Holdings Reported Form 4 Transactions Reported

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * MJX Flag Associates LLC 2. Issuer Name and Ticker or Trading Symbol RIVIERA HOLDINGS CORP [MJX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 650 MADISON AVENUE 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year) 12/31/2007 (Street) NEW YORK, NY 10022 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Reporting (check applicable line) ___ Form Filed by One Reporting Person _X_ Form Filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Amount (A) or (D) Price Common Stock, $0.001 par value per share 11/30/2007   J4(2) 1,410,363 (2) D (2) $ 0 (2) 0 (2) I See footnotes (1) (2) (3)

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SEC 2270 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
MJX Flag Associates LLC 650 MADISON AVENUE NEW YORK, NY 10022	Â	  X	Â	Â
ONIROT Living Trust dated 6/20/2000 4445 WAGON TRAIL AVENUE LAS VEGAS, NV 89118	Â	  X	Â	Â
LMN 134 Family CO LLC 134 E 80TH STREET NEW YORK, NY 10021	Â	  X	Â	Â

Signatures

/s/ Robert F.X. Sillerman, Member, MJX Flag Associates, LLC		01/14/2008
**Signature of Reporting Person		Date
/s/ Brett Torino, Trustee, ONIROT Living Trust dated 06/20/2000		01/14/2008
**Signature of Reporting Person		Date
/s/ Mitchell Nelson, Managing Member, LMN 134 Family Company LLC		01/14/2008
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	This is a joint filing by MJX Flag Associates, LLC ("MJX"); ONIROT Living Trust dated 6/20/2000 ("ONIROT"); and LMN 134 Family Company LLC ("LMN134") (collectively, the "Reporting Persons").
(2)	On November 30, 2007, Flag Luxury Properties, LLC distributed to its members and certain of its employees all of its shares in FX Real Estate and Entertainment Inc. (the "November 30th Distribution") as part of a reorganization of the ownership of FX Real Estate and Entertainment Inc. that concluded on January 10, 2008. As a result of the November 30th Distribution, MJX, ONIROT, and LMN 134 are no longer deemed to be beneficial owners of 10% or more of the issued and outstanding Common Stock of Riviera Holdings Corporation.
(3)	MJX is the designated filer. The Reporting Persons are filing this joint Form 5 because they may be regarded as part of a group. However, each Reporting Person disclaims beneficial ownership of the shares owned by the other Reporting Persons and disclaims membership in a group, and this filing shall not constitute an acknowledgement that the Reporting Persons are part of a group.

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