<SEC-DOCUMENT>0000899243-17-024912.txt : 20171030
<SEC-HEADER>0000899243-17-024912.hdr.sgml : 20171030
<ACCEPTANCE-DATETIME>20171030214533
ACCESSION NUMBER:		0000899243-17-024912
CONFORMED SUBMISSION TYPE:	3/A
PUBLIC DOCUMENT COUNT:		7
CONFORMED PERIOD OF REPORT:	20171020
FILED AS OF DATE:		20171030
DATE AS OF CHANGE:		20171030

REPORTING-OWNER:	

	OWNER DATA:	
		COMPANY CONFORMED NAME:			W2007 FINANCE SUB, LLC
		CENTRAL INDEX KEY:			0001720638

	FILING VALUES:
		FORM TYPE:		3/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-24993
		FILM NUMBER:		171163886

	BUSINESS ADDRESS:	
		STREET 1:		200 WEST STREET
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10282
		BUSINESS PHONE:		2129021000

	MAIL ADDRESS:	
		STREET 1:		200 WEST STREET
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10282

REPORTING-OWNER:	

	OWNER DATA:	
		COMPANY CONFORMED NAME:			W2007/ACEP HOLDINGS, LLC
		CENTRAL INDEX KEY:			0001720639

	FILING VALUES:
		FORM TYPE:		3/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-24993
		FILM NUMBER:		171163887

	BUSINESS ADDRESS:	
		STREET 1:		200 WEST STREET
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10282
		BUSINESS PHONE:		2129021000

	MAIL ADDRESS:	
		STREET 1:		200 WEST STREET
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10282

REPORTING-OWNER:	

	OWNER DATA:	
		COMPANY CONFORMED NAME:			WH ADVISORS, L.L.C. 2007
		CENTRAL INDEX KEY:			0001720640

	FILING VALUES:
		FORM TYPE:		3/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-24993
		FILM NUMBER:		171163889

	BUSINESS ADDRESS:	
		STREET 1:		200 WEST STREET
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10282
		BUSINESS PHONE:		2129021000

	MAIL ADDRESS:	
		STREET 1:		200 WEST STREET
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10282

REPORTING-OWNER:	

	OWNER DATA:	
		COMPANY CONFORMED NAME:			Whitehall Street Global Real Estate Limited Partnership 2007
		CENTRAL INDEX KEY:			0001402980
		STATE OF INCORPORATION:			DE

	FILING VALUES:
		FORM TYPE:		3/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-24993
		FILM NUMBER:		171163888

	BUSINESS ADDRESS:	
		STREET 1:		200 WEST STREET
		CITY:			New York
		STATE:			NY
		ZIP:			10282
		BUSINESS PHONE:		212-902-1000

	MAIL ADDRESS:	
		STREET 1:		200 WEST STREET
		CITY:			New York
		STATE:			NY
		ZIP:			10282

REPORTING-OWNER:	

	OWNER DATA:	
		COMPANY CONFORMED NAME:			GOLDMAN SACHS GROUP INC
		CENTRAL INDEX KEY:			0000886982
		STANDARD INDUSTRIAL CLASSIFICATION:	SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211]
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		3/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-24993
		FILM NUMBER:		171163891

	BUSINESS ADDRESS:	
		STREET 1:		200 WEST STREET
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10282
		BUSINESS PHONE:		2129021000

	MAIL ADDRESS:	
		STREET 1:		200 WEST STREET
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10282

	FORMER NAME:	
		FORMER CONFORMED NAME:	GOLDMAN SACHS GROUP INC/
		DATE OF NAME CHANGE:	20010104

REPORTING-OWNER:	

	OWNER DATA:	
		COMPANY CONFORMED NAME:			GOLDMAN SACHS & CO. LLC
		CENTRAL INDEX KEY:			0000769993
		STATE OF INCORPORATION:			NY
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		3/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-24993
		FILM NUMBER:		171163890

	BUSINESS ADDRESS:	
		STREET 1:		200 WEST STREET
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10282
		BUSINESS PHONE:		2129021000

	MAIL ADDRESS:	
		STREET 1:		200 WEST STREET
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10282

	FORMER NAME:	
		FORMER CONFORMED NAME:	GOLDMAN SACHS & CO
		DATE OF NAME CHANGE:	19931102

ISSUER:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			GOLDEN ENTERTAINMENT, INC.
		CENTRAL INDEX KEY:			0001071255
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990]
		IRS NUMBER:				411913991
		STATE OF INCORPORATION:			MN
		FISCAL YEAR END:			1231

	BUSINESS ADDRESS:	
		STREET 1:		6595 S JONES BLVD
		CITY:			LAS VEGAS
		STATE:			NV
		ZIP:			89118
		BUSINESS PHONE:		7028914284

	MAIL ADDRESS:	
		STREET 1:		6595 S JONES BLVD
		CITY:			LAS VEGAS
		STATE:			NV
		ZIP:			89118

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	LAKES ENTERTAINMENT INC
		DATE OF NAME CHANGE:	20020806

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	LAKES GAMING INC
		DATE OF NAME CHANGE:	19980929
</SEC-HEADER>
<DOCUMENT>
<TYPE>3/A
<SEQUENCE>1
<FILENAME>doc3a.xml
<DESCRIPTION>FORM 3/A SUBMISSION
<TEXT>
<XML>
<?xml version="1.0"?>
<ownershipDocument>

    <schemaVersion>X0206</schemaVersion>

    <documentType>3/A</documentType>

    <periodOfReport>2017-10-20</periodOfReport>

    <dateOfOriginalSubmission>2017-10-30</dateOfOriginalSubmission>

    <noSecuritiesOwned>0</noSecuritiesOwned>

    <issuer>
        <issuerCik>0001071255</issuerCik>
        <issuerName>GOLDEN ENTERTAINMENT, INC.</issuerName>
        <issuerTradingSymbol>GDEN</issuerTradingSymbol>
    </issuer>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0000886982</rptOwnerCik>
            <rptOwnerName>GOLDMAN SACHS GROUP INC</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>200 WEST STREET</rptOwnerStreet1>
            <rptOwnerStreet2></rptOwnerStreet2>
            <rptOwnerCity>NEW YORK</rptOwnerCity>
            <rptOwnerState>NY</rptOwnerState>
            <rptOwnerZipCode>10282</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>0</isDirector>
            <isOfficer>0</isOfficer>
            <isTenPercentOwner>1</isTenPercentOwner>
            <isOther>0</isOther>
        </reportingOwnerRelationship>
    </reportingOwner>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0000769993</rptOwnerCik>
            <rptOwnerName>GOLDMAN SACHS &amp; CO. LLC</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>200 WEST STREET</rptOwnerStreet1>
            <rptOwnerStreet2></rptOwnerStreet2>
            <rptOwnerCity>NEW YORK</rptOwnerCity>
            <rptOwnerState>NY</rptOwnerState>
            <rptOwnerZipCode>10282</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>0</isDirector>
            <isOfficer>0</isOfficer>
            <isTenPercentOwner>1</isTenPercentOwner>
            <isOther>0</isOther>
        </reportingOwnerRelationship>
    </reportingOwner>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001720640</rptOwnerCik>
            <rptOwnerName>WH ADVISORS, L.L.C. 2007</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>200 WEST STREET</rptOwnerStreet1>
            <rptOwnerStreet2></rptOwnerStreet2>
            <rptOwnerCity>NEW YORK</rptOwnerCity>
            <rptOwnerState>NY</rptOwnerState>
            <rptOwnerZipCode>10282</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>0</isDirector>
            <isOfficer>0</isOfficer>
            <isTenPercentOwner>1</isTenPercentOwner>
            <isOther>0</isOther>
        </reportingOwnerRelationship>
    </reportingOwner>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001402980</rptOwnerCik>
            <rptOwnerName>Whitehall Street Global Real Estate Limited Partnership 2007</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>200 WEST STREET</rptOwnerStreet1>
            <rptOwnerStreet2></rptOwnerStreet2>
            <rptOwnerCity>NEW YORK</rptOwnerCity>
            <rptOwnerState>NY</rptOwnerState>
            <rptOwnerZipCode>10282</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>0</isDirector>
            <isOfficer>0</isOfficer>
            <isTenPercentOwner>1</isTenPercentOwner>
            <isOther>0</isOther>
        </reportingOwnerRelationship>
    </reportingOwner>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001720638</rptOwnerCik>
            <rptOwnerName>W2007 FINANCE SUB, LLC</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>200 WEST STREET</rptOwnerStreet1>
            <rptOwnerStreet2></rptOwnerStreet2>
            <rptOwnerCity>NEW YORK</rptOwnerCity>
            <rptOwnerState>NY</rptOwnerState>
            <rptOwnerZipCode>10282</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>0</isDirector>
            <isOfficer>0</isOfficer>
            <isTenPercentOwner>1</isTenPercentOwner>
            <isOther>0</isOther>
        </reportingOwnerRelationship>
    </reportingOwner>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001720639</rptOwnerCik>
            <rptOwnerName>W2007/ACEP HOLDINGS, LLC</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>200 WEST STREET</rptOwnerStreet1>
            <rptOwnerStreet2></rptOwnerStreet2>
            <rptOwnerCity>NEW YORK</rptOwnerCity>
            <rptOwnerState>NY</rptOwnerState>
            <rptOwnerZipCode>10282</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>0</isDirector>
            <isOfficer>0</isOfficer>
            <isTenPercentOwner>1</isTenPercentOwner>
            <isOther>0</isOther>
        </reportingOwnerRelationship>
    </reportingOwner>

    <nonDerivativeTable>
        <nonDerivativeHolding>
            <securityTitle>
                <value>Common Stock, par value $0.01 per share</value>
            </securityTitle>
            <postTransactionAmounts>
                <sharesOwnedFollowingTransaction>
                    <value>4050104</value>
                </sharesOwnedFollowingTransaction>
            </postTransactionAmounts>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>I</value>
                </directOrIndirectOwnership>
                <natureOfOwnership>
                    <value>See footnotes</value>
                    <footnoteId id="F1"/>
                    <footnoteId id="F2"/>
                    <footnoteId id="F3"/>
                </natureOfOwnership>
            </ownershipNature>
        </nonDerivativeHolding>
    </nonDerivativeTable>

    <footnotes>
        <footnote id="F1">This statement is being filed by The Goldman Sachs Group, Inc. (&quot;GS Group&quot;), Goldman Sachs &amp; Co. LLC (&quot;Goldman Sachs&quot;), WH Advisors, L.L.C. 2007 (&quot;WH Advisors&quot;), Whitehall Street Global Real Estate Limited Partnership 2007 (&quot;Whitehall&quot;), W2007 Finance Sub, LLC (&quot;Finance&quot;) and W2007/ACEP Holdings, LLC (&quot;Holdco,&quot; and together with WH Advisors, Whitehall and Finance, the &quot;GS Investing Entities&quot;). GS Group, Goldman Sachs, WH Advisors, Whitehall, Finance and Holdco are defined collectively, as the &quot;Reporting Persons.&quot;</footnote>
        <footnote id="F2">GS Group, Goldman Sachs, WH Advisors, Whitehall and Finance may be deemed to beneficially own indirectly 4,046,494 shares of common stock, par value $0.01 per share (the &quot;Common Stock&quot;) of Golden Entertainment, Inc. (the &quot;Issuer&quot;) by reason of the direct beneficial ownership of such shares by Holdco. Affiliates of GS Group are the general partner, managing general partner or other manager of the GS Investing Entities. Goldman Sachs is an investment manager of certain of the GS Investing Entities. Goldman Sachs is a subsidiary of GS Group. Goldman Sachs beneficially owns directly and GS Group may be deemed to beneficially own indirectly 3,610 shares of Common Stock and Goldman Sachs also had open short positions of 33,286 shares of Common Stock.</footnote>
        <footnote id="F3">The Reporting Persons disclaim beneficial ownership of all shares of Common Stock in excess of their pecuniary interest, if any, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.</footnote>
    </footnotes>

    <remarks>This amendment to the Initial Statement of Beneficial Ownership of Securities filed on Form 3, filed with the Securities and Exchange Commission on October 30, 2017, is being filed in order to include Powers of Attorney that were omitted from the original filing.</remarks>

    <ownerSignature>
        <signatureName>/s/ Yvette Kosic, Attorney-in-fact</signatureName>
        <signatureDate>2017-10-30</signatureDate>
    </ownerSignature>

    <ownerSignature>
        <signatureName>/s/ Yvette Kosic, Attorney-in-fact</signatureName>
        <signatureDate>2017-10-30</signatureDate>
    </ownerSignature>

    <ownerSignature>
        <signatureName>/s/ Yvette Kosic, Attorney-in-fact</signatureName>
        <signatureDate>2017-10-30</signatureDate>
    </ownerSignature>

    <ownerSignature>
        <signatureName>/s/ Yvette Kosic, Attorney-in-fact</signatureName>
        <signatureDate>2017-10-30</signatureDate>
    </ownerSignature>

    <ownerSignature>
        <signatureName>/s/ Yvette Kosic, Attorney-in-fact</signatureName>
        <signatureDate>2017-10-30</signatureDate>
    </ownerSignature>

    <ownerSignature>
        <signatureName>/s/ Yvette Kosic, Attorney-in-fact</signatureName>
        <signatureDate>2017-10-30</signatureDate>
    </ownerSignature>
</ownershipDocument>
</XML>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24.1
<SEQUENCE>2
<FILENAME>attachment1.htm
<DESCRIPTION>EX-24.1 DOCUMENT
<TEXT>
<HTML>
<HEAD>
</HEAD>
<BODY>
<PRE>
                                                                    Exhibit 24.1

                               POWER OF ATTORNEY

    KNOW ALL PERSONS BY THESE PRESENTS that THE GOLDMAN SACHS GROUP, INC. (the
"Company") does hereby make, constitute and appoint each Bruce A. Albert,
Andrea DeMar, Yvette Kosic, Rachel Parrish, Kevin P. Treanor, Michael T. Seeley,
and Anthony DeRose, (and any other employee of The Goldman Sachs Group, Inc. or
one of its affiliates designated in writing by one of the attorneys-in-fact),
acting individually, its true and lawful attorney, to execute and deliver in its
name and on its behalf whether the Company is acting individually or as
representative of others, any and all filings required to be made by the Company
under the Securities Exchange Act of 1934, (as amended, the "Act"), with respect
to securities which may be deemed to be beneficially owned by the Company under
the Act, giving and granting unto each said attorney-in-fact power and authority
to act in the premises as fully and to all intents and purposes as the Company
might or could do if personally present by one of its authorized signatories,
hereby ratifying and confirming all that said attorney-in-fact shall lawfully do
or cause to be done by virtue hereof.

    THIS POWER OF ATTORNEY shall remain in full force and effect until either
revoked in writing by the undersigned or until such time as the person or
persons to whom power of attorney has been hereby granted cease(s) to be an
employee of The Goldman Sachs Group, Inc. or one of its affiliates.

    IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as
of October 6, 2008.


THE GOLDMAN SACHS GROUP, INC.

By: /s/ Gregory K. Palm
--------------------------------------
Name: Gregory K. Palm
Title: Executive Vice President and General Counsel

</PRE>
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</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24.2
<SEQUENCE>3
<FILENAME>attachment2.htm
<DESCRIPTION>EX-24.2 DOCUMENT
<TEXT>
<HTML>
<HEAD>
</HEAD>
<BODY>
<PRE>
                                                                    Exhibit 24.2

                               POWER OF ATTORNEY

    KNOW ALL PERSONS BY THESE PRESENTS that GOLDMAN SACHS & CO. LLC (the
"Company") does hereby make, constitute and appoint each of Yvette Kosic, Kevin
P. Treanor and Laura A. Molina, (and any other employee of The Goldman Sachs
Group, Inc. or one of its affiliates designated in writing by one of the
attorneys-in-fact), acting individually, its true and lawful attorney, to
execute and deliver in its name and on its behalf whether the Company is acting
individually or as representative of others, any and all filings required to be
made by the Company under the Securities Exchange Act of 1934, (as amended, the
"Act"), with respect to securities which may be deemed to be beneficially owned
by the Company under the Act, giving and granting unto each said attorney-in-
fact power and authority to act in the premises as fully and to all intents and
purposes as the Company might or could do if personally present by one of its
authorized signatories, hereby ratifying and confirming all that said attorney-
in-fact shall lawfully do or cause to be done by virtue hereof.

    THIS POWER OF ATTORNEY shall remain in full force and effect until either
revoked in writing by the undersigned or until such time as the person or
persons to whom power of attorney has been hereby granted ceases) to be an
employee of The Goldman Sachs Group, Inc. or one of its affiliates.

    IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as
of May 2, 2017.


GOLDMAN SACHS & CO. LLC

By: /s/Gregory K. Palm
-----------------------------
Name: Gregory K. Palm
Title: Managing Director

</PRE>
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</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24.3
<SEQUENCE>4
<FILENAME>attachment3.htm
<DESCRIPTION>EX-24.3 DOCUMENT
<TEXT>
<HTML>
<HEAD>
</HEAD>
<BODY>
<PRE>
                                                                    Exhibit 24.3

                               POWER OF ATTORNEY

    KNOW ALL PERSONS BY THESE PRESENTS that WH ADVISORS, L.L.C. 2007 (the
"Company") does hereby make, constitute and appoint each of Yvette Kosic, Kevin
P. Treanor and Laura A. Molina, (and any other employee of The Goldman Sachs
Group, Inc. or one of its affiliates designated in writing by one of the
attorneys-in-fact), acting individually, its true and lawful attorney, to
execute and deliver in its name and on its behalf whether the Company is acting
individually or as representative of others, any and all filings required to be
made by the Company under the Securities Exchange Act of 1934, (as amended, the
"Act"), with respect to securities which may be deemed to be beneficially owned
by the Company under the Act, giving and granting unto each said attorney-in-
fact power and authority to act in the premises as fully and to all intents and
purposes as the Company might or could do if personally present by one of its
authorized signatories, hereby ratifying and confirming all that said attorney-
in-fact shall lawfully do or cause to be done by virtue hereof.

    THIS POWER OF ATTORNEY shall remain in full force and effect until either
revoked in writing by the undersigned or until such time as the person or
persons to whom power of attorney has been hereby granted ceases) to be an
employee of The Goldman Sachs Group, Inc. or one of its affiliates.

    IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of
October 18, 2017.


WH ADVISORS, L.L.C. 2007

By: /s/ William Y. Eng
    -------------------------
Name: William Y. Eng
Title:Vice President
</PRE>
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</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24.4
<SEQUENCE>5
<FILENAME>attachment4.htm
<DESCRIPTION>EX-24.4 DOCUMENT
<TEXT>
<HTML>
<HEAD>
</HEAD>
<BODY>
<PRE>
                                                                    Exhibit 24.4

                               POWER OF ATTORNEY

    KNOW ALL PERSONS BY THESE PRESENTS that WHITEHALL STREET GLOBAL REAL ESTATE
LIMITED PARTNERSHIP 2007 (the "Company") does hereby make, constitute and
appoint each of Yvette Kosic, Kevin P. Treanor and Laura A. Molina, (and any
other employee of The Goldman Sachs Group, Inc. or one of its affiliates
designated in writing by one of the attorneys-in-fact), acting individually, its
true and lawful attorney, to execute and deliver in its name and on its behalf
whether the Company is acting individually or as representative of others, any
and all filings required to be made by the Company under the Securities Exchange
Act of 1934, (as amended, the "Act"), with respect to securities which may be
deemed to be beneficially owned by the Company under the Act, giving and
granting unto each said attorney-in-fact power and authority to act in the
premises as fully and to all intents and purposes as the Company might or could
do if personally present by one of its authorized signatories, hereby ratifying
and confirming all that said attorney-in-fact shall lawfully do or cause to be
done by virtue hereof.

    THIS POWER OF ATTORNEY shall remain in full force and effect until either
revoked in writing by the undersigned or until such time as the person or
persons to whom power of attorney has been hereby granted ceases) to be an
employee of The Goldman Sachs Group, Inc. or one of its affiliates.

    IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of
October 18, 2017.


WHITEHALL STREET GLOBAL REAL ESTATE LIMITED PARTNERSHIP 2007
By: WH Advisors, L.L.C. 2007, its general partner

By: /s/ William Y. Eng
    ----------------------
Name: William Y. Eng
Title: Vice PResident


</PRE>
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</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24.5
<SEQUENCE>6
<FILENAME>attachment5.htm
<DESCRIPTION>EX-24.5 DOCUMENT
<TEXT>
<HTML>
<HEAD>
</HEAD>
<BODY>
<PRE>
                                                                    Exhibit 24.5

                               POWER OF ATTORNEY

    KNOW ALL PERSONS BY THESE PRESENTS that W2007 FINANCE SUB, LLC (the
"Company") does hereby make, constitute and appoint each of Yvette Kosic, Kevin
P. Treanor and Laura A. Molina, (and any other employee of The Goldman Sachs
Group, Inc. or one of its affiliates designated in writing by one of the
attorneys-in-fact), acting individually, its true and lawful attorney, to
execute and deliver in its name and on its behalf whether the Company is acting
individually or as representative of others, any and all filings required to be
made by the Company under the Securities Exchange Act of 1934, (as amended, the
"Act"), with respect to securities which may be deemed to be beneficially owned
by the Company under the Act, giving and granting unto each said attorney-in-
fact power and authority to act in the premises as fully and to all intents and
purposes as the Company might or could do if personally present by one of its
authorized signatories, hereby ratifying and confirming all that said attorney-
in-fact shall lawfully do or cause to be done by virtue hereof.

    THIS POWER OF ATTORNEY shall remain in full force and effect until either
revoked in writing by the undersigned or until such time as the person or
persons to whom power of attorney has been hereby granted cease(s) to be an
employee of The Goldman Sachs Group, Inc. or one of its affiliates.

    IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of
October 18, 2017.


W2007 FINANCE SUB, LLC
By: Whitehall Street Global Real Estate Limited Partnership 2007, its managing
member
By: WH Advisors, L.L.C. 2007, its general partner


By: /s/ William Y. Eng
    ------------------------
Name: William Y. Eng
Title: Vice President
</PRE>
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<DOCUMENT>
<TYPE>EX-24.6
<SEQUENCE>7
<FILENAME>attachment6.htm
<DESCRIPTION>EX-24.6 DOCUMENT
<TEXT>
<HTML>
<HEAD>
</HEAD>
<BODY>
<PRE>
                                                                    Exhibit 24.6

                               POWER OF ATTORNEY

    KNOW ALL PERSONS BY THESE PRESENTS that W2007/ACEP HOLDINGS, LLC (the
"Company") does hereby make, constitute and appoint each of Yvette Kosic, Kevin
P. Treanor and Laura A. Molina, (and any other employee of The Goldman Sachs
Group, Inc. or one of its affiliates designated in writing by one of the
attorneys-in-fact), acting individually, its true and lawful attorney, to
execute and deliver in its name and on its behalf whether the Company is acting
individually or as representative of others, any and all filings required to be
made by the Company under the Securities Exchange Act of 1934, (as amended, the
"Act"), with respect to securities which may be deemed to be beneficially owned
by the Company under the Act, giving and granting unto each said attorney-in-
fact power and authority to act in the premises as fully and to all intents and
purposes as the Company might or could do if personally present by one of its
authorized signatories, hereby ratifying and confirming all that said attorney-
in-fact shall lawfully do or cause to be done by virtue hereof.

    THIS POWER OF ATTORNEY shall remain in full force and effect until either
revoked in writing by the undersigned or until such time as the person or
persons to whom power of attorney has been hereby granted cease(s) to be an
employee of The Goldman Sachs Group, Inc. or one of its affiliates.

    IN WITNESS WHEREOF, the undersigned has duly subscribed these presents as of
October 18, 2017.


W2007/ACEP HOLDINGS, LLC
By: W2007 Finance Sub, LLC, its managing member
By: Whitehall Street Global Real Estate Limited Partnership 2007, its managing
member
By: WH Advisors, L.L.C. 2007, its general partner


By: /s/ William Y. Eng
    -------------------------
Name: William Y. Eng
Title: Vice President
</PRE>
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