Item 8.01. Other Events

The cash tender offer by Penn National Gaming, Inc., a Pennsylvania corporation (the "Company") for any and all of its $200 million aggregate outstanding principal amount of 67/8% senior subordinated notes due 2011 (the "Notes") expired at 5:00 p.m. New York City time on September 3, 2009. Approximately $94,464,000 million aggregate principal amount of Notes were tendered. Because the Company did not receive the requisite consents from holders of the Notes to the proposed amendments to the indenture under which the Notes were issued, as set forth in the Offer to Purchase and Consent Solicitation Statement, dated August 6, 2009, as amended and supplemented, the indenture will not be amended to effect the proposed amendments, and the proposed amendments will not be implemented. On September 4, 2009, the Company issued a press release announcing the expiration and results of the tender offer. The press release is attached as Exhibit 99.1 and is incorporated herein by this reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1 Press Release dated September 4, 2009 of Penn National Gaming, Inc.

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