SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    Form 8-K

                                 CURRENT REPORT

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

         Date of Report (Date of earliest event reported): October 24, 2002

                          RIVIERA HOLDINGS CORPORATION
             (exact name of registrant as specified in its charter)


    Nevada                  000-21430                         88-0296885
(State of                  (Commission                      (IRS Employer
Incorporation)             File Number)                    Identification No.)


2901 Las Vegas Boulevard
Las Vegas, Nevada                                                 89109
(Address of principal office)                                  (Zip code)

Registrant's Telephone number,                               (702) 794-9527
    including area code

Item 5. Other Events

On October 24, 2002,  Riviera  Holdings  Corporation  (the  "Company")  received
approval  from Nevada gaming  regulators  to conduct an exchange  offer by which
holders of the Company's  11% Senior  Secured Notes due 2010 that were issued on
June 26, 2002 ("Existing Notes") in transactions  exempt from registration under
the  Securities  Act of 1933,  as amended  (the  "Act"),  could  exchange  their
Existing  Notes for new notes ("New Notes") which are  registered  under the Act
and whose  terms and  principal  amounts  are the same as those of the  Existing
Notes.

On that same date Nevada gaming regulators also approved the Company's pledge of
the  stock  of  its  wholly-owned   operating   subsidiary,   Riviera  Operating
Corporation   ("ROC"),   as  additional   collateral  to  secure  the  Company's
obligations  under the Existing Notes and New Notes.  This approval was the last
remaining condition precedent to the Company's pledge of the ROC stock.


Item 7. Financial Statements, Pro Forma Financial Information and Exhibits

             (a) Not Applicable

             (b) Not Applicable

             (c) Exhibits



















SIGNATURE

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

Dated: October 24, 2002                           RIVIERA HOLDINGS CORPORATION


                                                             By: /s/ Duane Krohn
                                                               Treasurer and CFO













































                                  EXHIBIT INDEX

Exhibit
 Number                      Description