MGM MIRAGE 1997 NONQUALIFIED STOCK OPTION PLAN
1. PURPOSE. The purpose of the MGM MIRAGE 1997 Nonqualified Stock Option Plan is to provide a means
whereby MGM MIRAGE may attract and retain persons of ability and motivate such persons to exert their best
efforts on behalf of the Company and its Subsidiaries.
(a) "Board" shall mean the Board of Directors of the Company.
(b) "Code" shall mean the Internal Revenue Code of 1986, as amended from time to time. Reference to any
section of the Code shall include any provision successor thereto.
(C) "Committee" shall mean the administrative committee appointed pursuant to Section 3.
(d) "Company" shall mean MGM MIRAGE, a Delaware corporation.
(e) "Employee" shall mean an employee of the Company or any of its Subsidiaries, as defined in Instruction 1(a)
to Form S-8 under the Securities Act of 1933, as amended.
(f) "Nonqualified Option" shall mean an option to purchase shares of Stock, subject to the terms and conditions
described in the Nonqualified Plan, which is not an incentive stock option within the meaning of Code Section
(g) "Nonqualifed Plan" shall mean the MGM MIRAGE 1997 Nonqualified Stock Option Plan.
(h) "Participant" shall mean an Employee of the Company or any Subsidiary who is designated to receive
Nonqualified Options pursuant to Section 3.
(i) "Stock" shall mean the Company's $.01 par value common stock.
(i) "Subsidiary" shall mean a subsidiary corporation as defined in Code Section 424(f) or any partnership or joint
venture in which the Company owns a 50 percent or greater ownership interest.
3. ADMINISTRATION. The Nonqualified Plan shall be administered by the Committee, consisting of at least
two members, who shall be members of the Board, appointed by and holding office as Committee members at
the pleasure of the Board. Subject to the provisions of the Nonqualified Plan, the Committee shall have the
power to: (a) determine and designate from time to time those Employees who perform