SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

EICHNER IAN BRUCE

(Last)

(First)

(Middle)

101 CONVENTION CENTER DRIVE

(Street)

LAS VEGAS

89101

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/10/2006

3. Issuer Name and Ticker or Trading Symbol
RIVIERA HOLDINGS CORP [ RIV ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		See footnotes 1, 2, 3 and 4

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	600,000	D⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)

Explanation of Responses:

1. On November 10, 2006, the Reporting Person reached an understanding with certain of D. E. Shaw Laminar Portfolios, L.L.C., D. E. Shaw Valence Portfolios, L.L.C., D. E. Shaw Investment Management, L.L.C., D. E. Shaw & Co., L.P., D. E. Shaw & Co., L.L.C., Mr. David E. Shaw and and/or one or more of their affiliates (all of the foregoing collectively, the "Other Group Members") to make a joint bid to acquire all of the outstanding Common Stock not currently owned by the Reporting Person and the Other Group Members. In accordance with this understanding, a letter was sent to the Board of Directors of the Issuer proposing to acquire by merger all of the outstanding shares of Common Stock not owned by the Reporting Person and the Other Group Members (the "Proposal Letter") for $21 per share in cash. (Continued in footnote 2)

2. Solely as a result of this understanding and the subsequent Proposal Letter, the Reporting Person and the Other Group Members may be deemed to be a group for the reporting purposes of this Form 3.

3. The number of shares reported in Table I of this Form 3 excludes the 1,219,900 shares of common stock ("Common Stock"), par value $.001 per share, of the Issuer beneficially owned by the Other Group Members and includes only the shares of Common Stock beneficially owned by the Reporting Person. If the shares owned by the Other Group Members were included, the aggregate amount deemed to be beneficially owned by the Other Group Members and the Reporting Person would represent 14.6%. The Other Group Members disclaim any pecuniary interest in the shares of Common Stock beneficially owned by the Reporting Person, and the Reporting Person disclaims any pecuniary interest in the shares of Common Stock beneficially owned by the Other Group Members.

4. In accordance with instruction 4(b)(iv), the entire number of shares of Common Stock that may be deemed to be beneficially owned by Ian Bruce Eichner is reported herein.

	/s/ Ian Bruce Eichner	11/13/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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