SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* ONIROT Living Trust dated 6/20/2000 (Last) (First) (Middle) 4445 WAGON TRAIL AVENUE (Street) LAS VEGAS NV 89118 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol RIVIERA HOLDINGS CORP [ RIV ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 02/28/2007
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

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 Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.001 par value per share	02/28/2007		J(2)		418,294	D	$0(2)	0	I	See footnotes(1)(2)
Common Stock, $0.001 par value per share	02/28/2007		J(3)(4)(5)(6)(7)		418,294	A	$0(3)(4)(5)(6)(7)	836,588(3)(4)(5)(6)(7)	I	See footnotes(3)(4)(5)(6)(7)
Common Stock, $0.001 par value per share	02/28/2007		J(8)		418,294	D	$0(6)	418,294(8)	I	See footnotes(8)(9)
Common Stock, $0.001 par value per share	02/28/2007		J(8)		418,294	A	$0(6)	418,294(8)	I	See footnotes(8)(9)

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 Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* ONIROT Living Trust dated 6/20/2000 (Last) (First) (Middle) 4445 WAGON TRAIL AVENUE (Street) LAS VEGAS NV 89118 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Torino Brett (Last) (First) (Middle) 4445 WAGON TRAIL AVENUE (Street) LAS VEGAS NV 89118 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* FLAG LUXURY PROPERTIES LLC (Last) (First) (Middle) 650 MADISON AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* MJX Flag Associates LLC (Last) (First) (Middle) 650 MADISON AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Flag Leisure Group (Last) (First) (Middle) 650 MADISON AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Sillerman Real Estate Ventures LLC (Last) (First) (Middle) 650 MADISON AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* LMN 134 Family CO LLC (Last) (First) (Middle) 650 MADISON AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Sillerman Robert (Last) (First) (Middle) 650 MADISON AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Kanavos Paul (Last) (First) (Middle) 650 MADISON AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. This is a joint filing by ONIROT Living Trust dated 6/20/2000, ("ONIROT"); Brett Torino; Flag Luxury Properties, LLC ("FLP"); MJX Flag Associates, LLC ("MJX"); Flag Leisure Group, LLC ("FLG"); Sillerman Real Estate Ventures, LLC ("SREV"); LMN 134 Family Company LLC ("LMN134"); Robert Sillerman; and Paul Kanavos (collectively, the "Reporting Persons"). (continued in footnote 2)

2. (continued from footnote 1) On Feburary 28, 2007 ONIROT contributed, through a series of related transactions, 100% of its equity interest in RH1, LLC ("RH1") to Metro Investment, LLC (the "Contribution"). ONIROT did not receive consideration for the Contribution. RH1 directly owns 418,294 shares of common stock, par value $0.001 per share (the "Common Stock"), of Riviera Holdings Corp, as reported on Form 3 filed August 23, 2006. Prior to the Contribution, ONIROT may have been deemed to beneficially own the foregoing shares. After the Contribution, ONIROT may be deemed to beneficially own zero shares of Common Stock.

3. As reported on Form 3, filed on an even date herewith, Metro Investment, LLC ("Metro Investment"), as the sole member of RH1, may be deemed to beneficially own 418,294 shares of Common Stock after the Contribution. FLP, as a member of Metro Investment with a 43.48% equity interest in Metro Investment, may be deemed to beneficially own the foregoing shares of Common Stock, and together with the shares of Common Stock beneficially owned prior to the Contribution, as reported on Form 3 filed August 23, 2006, may be deemed to beneficially own a total of 836,588 shares of Common Stock. (continued in footnote 4)

4. (continued from footnote 3) MJX, as a member of FLP with an approximate 36% equity interest in FLP, may also be deemed to beneficially own the foregoing shares of Common Stock, and together with the shares of Common Stock beneficially owned prior to the Contribution, as reported on Form 3 filed August 23, 2006, may be deemed to beneficially own a total of 836,588 shares of Common Stock. (continued in footnote 4)

5. (continued from footnote 4) FLG, as the managing member of FLP with an approximate 6.4% equity interest in FLP, may also be deemed to beneficially own the foregoing shares of Common Stock, and together with the shares of Common Stock beneficially owned prior to the Contribution, as reported on Form 3 filed August 23, 2006, may be deemed to beneficially own a total of 836,588 shares of Common Stock. SREV, as a member of FLG with a 50% equity interest in FLG and substantially all of the equity of MJX, may also be deemed to beneficially own the foregoing shares of Common Stock, and together with the shares of Common Stock beneficially owned prior to the Contribution, as reported on Form 3 filed August 23, 2006, may be deemed to beneficially own a total of 836,588 shares of Common Stock. (continued in footnote 6)

6. (continued from footnote 5) LMN134, with an ownership interest in MJX and an ultimate interest of approximately 0.61% in FLP, may also be deemed to beneficially own the foregoing shares of Common Stock, and together with the shares of Common Stock beneficially owned prior to the Contribution, as reported on Form 3 filed August 23, 2006, may be deemed to beneficially own a total of 836,588 shares of Common Stock. (continued in footnote 5)

7. (continued from footnote 4) Robert Sillerman, as the sole member of SREV and President of MJX and with an ultimate interest of approximately 36% in FLP, may also be deemed to beneficially own the foregoing shares of Common Stock, and together with the shares of Common Stock beneficially owned prior to the Contribution, as reported on Form 3 filed August 23, 2006, may be deemed to beneficially own a total of 836,588 shares of Common Stock. Paul Kanavos, as President of FLR, FLP, and FLG, and with an ultimate interest of approximately 36.61% in FLP, may also be deemed to beneficially own the foregoing shares of Common Stock, and together with the shares of Common Stock beneficially owned prior to the Contribution, as reported on Form 3 filed August 23, 2006, may be deemed to beneficially own a total of 836,588 shares of Common Stock. (continued in footnote 6)

8. (continued from footnote 7) After the Contribution, Brett Torino may be deemed to have disposed of 418,294 shares of Common Stock beneficially owned by Mr. Torino as the sole trustee of ONIROT. After the Contribution, Mr. Torino may also be deemed to have acquired beneficial ownership of 418,294 shares of Common Stock as the sole Trustee of TTERB Living Trust dated 6/20/2000 ("TTERB"). After the Contribution, TTERB may be deemed to beneficially own the shares of Common Stock owned by Metro Investment as the sole member of FC208, LLC, which is a member of Metro Investment with a 56.52% equity interest in Metro Investment, as reported on Form 3 filed on an even date herewith. After the Contribution, Mr. Torino may be deemed to beneficially own 418,294 shares of Common Stock. (continued in footnote 9)

9. (continued from footnote 8) ONIROT is the designated filer. The Reporting Persons are filing this joint Form 4 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.

	/s/ Brett Torino, Trustee, ONIROT Living Trust dated 6/20/2000	03/12/2007
	/s/ Brett Torino	03/12/2007
	/s/ Paul Kanavos, President, Flag Luxury Properties, LLC	03/12/2007
	/s/ Robert Sillerman, Member, MJX Flag Associates, LLC	03/12/2007
	/s/ Paul Kanavos, President, Flag Leisure Group, LLC	03/12/2007
	/s/ Robert Sillerman, Member, Sillerman Real Estate Ventures, LLC	03/12/2007
	/s/ Mitchell Nelson, Managing Member, LMN 134 Family Company LLC	03/12/2007
	/s/ Robert Sillerman	03/12/2007
	/s/ Paul Kanavos	03/12/2007
	** Signature of Reporting Person	Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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