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              Cane
                Clark LLP

              3273
                E. Warm Springs

              Las
                Vegas, NV 89120

              Kyleen
                E. Cane*

              Bryan
                R. Clark^

              Chad
                Wiener+

              Scott
                P. Doney~

              Telephone:
                702-312-6255

              Facsimile:
                702-944-7100

              Email:
                kcane@caneclark.com

    September
      28, 2005

    Matt
      Bazley

    Securities
      and Exchange Commission

    Via
      Fax
      202-772-9202

    Re:
      Las
      Vegas Gaming, Inc. (the “Company”) 14A filing

    Dear
      Matt:

    I
      have
      attached a revised preliminary 14A filing containing the changes we have
      discussed. Specifically, I have taken out the reference to “Blank Check” Common
      throughout and have moved the paragraph as discussed. A redlined version of
      these changes is being faxed to you, as well, for your convenience. This letter
      and the amended Pre-14A will be filed tomorrow under a correspondence
      designation.

    In
      addition, this will confirm that the Company will comply with all the currently
      outstanding comments of the Division of Corporate Finance of the Securities
      Exchange Commission as to its Form 10-KSB for the year ended December 31, 2004
      and 10-QSB for quarters ended March 31, 2005 and June 30, 2005.

    The
      Company would like to file its definitive 14A filing as soon as possible so
      it
      can hold its annual meeting. Please call me at your earliest convenience to
      discuss.

    Thanks,

    /s/
      Kyleen E. Cane

    Kyleen
      Elisabeth Cane

      *Licensed
        Nevada, California, Washington and Hawaii Bars;

      ^
        Nevada,
        Colorado and District of Columbia Bars

      +
        Illinois, and Wisconsin State Bars ~Nevada

      SCHEDULE
        14A INFORMATION

      Proxy
        Statement Pursuant to Section 14(a) of the Securities

      Exchange
        Act of 1934

      Filed
        by
        the Registrant  (X)

      Filed
        by
        a Party other than the Registrant  (
        )

      Check
        the
        appropriate box:

      (X)
         Preliminary
        Proxy Statement

      (
        )
 Confidential,
        for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

                    (
                  )

                Definitive
                  Proxy Statement

                    (
                  )

                Definitive
                  Additional Materials

                    (
                  )

                Soliciting
                  Material under Section 240.14a-12

      LAS
        VEGAS GAMING, INC.

      (Name
        of
        Registrant as Specified in its Charter)

      (Name
        of
        Person(s) Filing Proxy Statement, if other than Registrant)

      Payment
        of Filing Fee (Check the appropriate box):

                (X)

                No
                  fee required

      (
        ) Fee
        computed on table below per Exchange Act Rules 14a-6(i)(1) and
        0-11.

              1)

                Title
                  of each class of securities to which transaction applies:

      2)
        Aggregate number of securities to which transaction applies:

      3)
        Proposed maximum aggregate value of transaction:

      4)
        Total
        fee paid:

                (
                  )

                Fee
                  paid previously with preliminary materials.

                (
                  )

                Check
                  box if any part of the fee is offset as provided by Exchange Act
                  Rule
                  0-11(a)(2) and identify the filing for which the offsetting fee
                  was paid
                  previously. Identify the previous filing by registration statement
                  number,
                  or the Form or Schedule and the date of its
                  filing.

      1)
        Amount
        Previously Paid:

              2)

                Form,
                  Schedule or Registration Statement
                  No.:

              3)

                Filing
                  Party:

              4)

                Date
                  Filed:

          1

      LAS
        VEGAS
        GAMING, INC.

      4000
        West
        Ali Baba Lane, Suite D

      Las
        Vegas, NV 89118

        September 26, 2005

      Dear
        Shareholder:

      You
        are
        cordially invited to attend the annual meeting of shareholders of Las Vegas
        Gaming, Inc., which will be held at 4000 West Ali Baba Lane, Suite D, Las
        Vegas,
        Nevada, on October 7, 2005, at 9:00 a.m. Pacific Daylight Time.

      Details
        of the business to be conducted at the annual meeting are given in the attached
        Notice of Annual Meeting of Shareholders and Proxy Statement.

      Whether
        or not you attend the annual meeting, it is important that your shares be
        represented and voted at the meeting. Therefore, I urge you to sign, date,
        and
        promptly return the enclosed proxy. If you decide to attend the annual meeting
        and vote in person, you will of course have that opportunity.

      On
        behalf
        of the board of directors, I would like to express our appreciation for your
        continued interest in the affairs of Las Vegas Gaming, Inc.

      Sincerely,

                                  /s/
        Russell R.
        Roth

Russell
        R. Roth

        CEO and Chairman

          2

      Las
        Vegas Gaming, Inc.

      4000
        West
        Ali Baba Lane Suite D

      Las
        Vegas, NV 89118

      Telephone
        (702) 871-7111

      ____________________________________________________

      NOTICE
        OF ANNUAL MEETING OF SHAREHOLDERS

      September
        26, 2005

      ___________________________________________________

      TO
        THE SHAREHOLDERS OF LAS VEGAS GAMING, INC.:

      The
        annual meeting of the shareholders of Las Vegas Gaming, Inc. will be held
        at
        4000 West Ali Baba Lane, Suite D, Nevada, on October 7, 2005, at 9:00 a.m.
        Pacific Daylight Time, for the following purposes:

              1.

                To
                  elect three directors to serve until the next annual meeting or
                  until
                  their successors are elected and
                  qualified;

              2.

                To
                  approve an amendment to the company’s Articles of Incorporation to
                  authorize our board of directors to create and issue different
                  classes of
                  common stock;

              3.

                To
                  transact any other business that may properly come before the meeting
                  or
                  any adjournment of the meeting.

      Shareholders
        of record at the close of business on September 1, 2005 are entitled to notice
        of and to vote at the meeting. The Company’s proxy statement accompanies this
        notice.

      All
        shareholders are invited to attend the meeting in person.

      BY
        ORDER
        OF THE BOARD OF DIRECTORS,

      /s/
        Russell R.
        Roth

      RUSSELL
        R. ROTH, Chairman

      Las
        Vegas, Nevada

      September
        26, 2005

      IMPORTANT

      Whether
        or not you expect to attend in person, we urge you to sign, date, and return
        the
        enclosed Proxy at your earliest convenience. This will ensure the presence
        of a
        quorum at the meeting. PROMPTLY SIGNING, DATING, AND RETURNING THE PROXY
        WILL
        SAVE LAS
        VEGAS GAMING
        THE EXPENSE AND EXTRA WORK OF ADDITIONAL SOLICITATION. Sending in your Proxy
        will not prevent you from voting your stock at the meeting if you desire
        to do
        so, as your Proxy is revocable at your option.

          3

      Las
        Vegas Gaming, Inc.

      4000
        West
        Ali Baba Lane. Suite D

      Las
        Vegas, NV 89118

      Telephone
        (702) 871-7111

      ________________________________________________

      PROXY
        STATEMENT

      ________________________________________________

      For
        the Annual Meeting of Shareholders

      To
        be held October 7, 2005

      NO
        PERSONS HAVE BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY
        REPRESENTATIONS OTHER THAN THOSE CONTAINED IN THIS PROXY STATEMENT IN CONNECTION
        WITH THE SOLICITATION OF PROXIES MADE HEREBY, AND, IF GIVEN OR MADE, SUCH
        INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED
        BY LAS
        VEGAS
        GAMING
        OR ANY
        OTHER PERSON.

      MATTERS
        TO BE CONSIDERED

      This
        Proxy Statement is furnished in connection with the solicitation of proxies
        by
        the Board of Directors of Las Vegas Gaming, Inc. (the “Company”) for use at the
        annual meeting of the shareholders of the Company, or any adjournments thereof.
        The meeting will be held at 4000 West Ali Baba Lane, Suite D, Las Vegas,
        Nevada,
        on October 7, 2005, at 9:00 a.m. Pacific Daylight Time, to elect three directors
        to serve until the next annual meeting or until their successors are elected
        and
        qualified, to approve an amendment to the company’s Articles of Incorporation to
        authorize our board of directors to create and issue different classes of
        common
        stock, and to transact any other business that may properly come before the
        meeting or any adjournment of the meeting.

      Management
        knows of no other business that may properly come before the meeting. The
        above
        matters require for their approval the affirmative vote of a majority of
        the
        shares represented at a meeting at which a quorum is present.

      This
        proxy statement and the enclosed form of proxy are first being mailed to
        shareholders on or about September 26, 2004.

      RECORD
        DATE; SOLICITATION OF PROXIES

      The
        board
        of directors of Las Vegas Gaming has fixed the close of business on September
        1,
        2005 as the record date for the determination of shareholders entitled to
        notice
        of and to vote at the annual meeting. At the record date, there were
        approximately 8,235,020 shares of common stock issued, outstanding, and entitled
        to vote at the meeting. Holders of common stock are entitled to one vote
        at the
        meeting for each share of common stock held of record on the record date.
        There
        are no separate voting groups or separate series of stock with voting rights.

      In
        addition to the solicitation of proxies by the board of directors through
        use of
        the mails, proxies may also be solicited by Las Vegas Gaming and its directors,
        officers and employees (who will receive no additional compensation therefore)
        by telephone, telegram, facsimile transmission or other electronic

          4

      communication,
        and/or by personal interview. Las Vegas Gaming will reimburse banks, brokerage
        houses, custodians and other fiduciaries who hold shares of common stock
        in
        their name or custody, or in the name of nominees for others, for their
        out-of-pocket expenses incurred in forwarding copies of the proxy materials
        to
        those persons for whom they hold such shares. Las Vegas Gaming will bear
        the
        costs of the annual meeting and of soliciting proxies therefore, including
        the
        cost of printing and mailing this proxy statement and related materials.
        Las
        Vegas Gaming has spent approximately $2,000 in legal and other expenses in
        the
        preparation of this proxy statement and other expenses connected with the
        solicitation of security holders. It is anticipated that Las Vegas Gaming
        will
        spend an additional $1,000 in solicitation of security holders before the
        meeting is held.

      Any
        questions or requests for assistance regarding Las Vegas Gaming’s proxies and
        related materials may be directed in writing to Russell Roth, at 4000 West
        Ali
        Baba Suite D, Las Vegas, Nevada 89118.

      VOTE
        REQUIRED AND VOTING

      In
        order
        to obtain shareholder approval, thirty-three and one thirds percent (33 1/3%)
        of
        the issued and outstanding shares of common stock entitled to vote as of
        the
        record date, represented in person or by proxy, is required for a quorum
        at the
        annual meeting. Abstentions may be specified and will be counted as present
        for
        the purpose of determining the existence of a quorum. Election of directors
        shall be accomplished by the three candidates receiving a plurality of the
        votes
        cast at a shareholder's meeting by the shareholders entitled to vote in the
        election. The amendment to the articles will require approval of a majority
        of
        the voting power of the issued and outstanding shares of stock entitled to
        vote
        on the matter.

      Holders
        of common stock do not have cumulative voting rights. Therefore, holders
        of a
        majority of the shares of common stock voting for the election of directors
        can
        elect all of the directors. A vote by the holders of a majority of our
        outstanding shares is required to effectuate certain fundamental corporate
        changes such as liquidation, merger or an amendment to our articles of
        incorporation.

      You
        may
        vote by either attending the meeting in person or by filling out and sending
        in
        your proxy. Shares of common stock that are represented by properly executed
        proxies, unless such proxies shall have previously been properly revoked
        (as
        provided herein), will be voted in accordance with the instructions indicated
        in
        such proxies. If no contrary instructions are indicated, such shares will
        be
        voted FOR the named nominees for the board of directors identified herein.
        Shares represented by proxies that have voted against the propositions presented
        at the meeting cannot be used to postpone or adjourn the meeting in order
        to
        solicit more votes for the proposition.

      Brokers
        who hold shares in a street name have the authority to vote when they have
        not
        received instructions from the beneficial owners. Brokers who do not receive
        instructions, but who are present in person or by proxy at the meeting will
        be
        counted as present for quorum purposes.

      OTHER
        MATTERS

      It
        is not
        expected that any matters other than those referred to in this proxy statement
        will be brought before the meeting. If other matters are properly presented,
        however, the persons named as proxy appointees will vote in accordance with
        their best judgment on such matters. The grant of a proxy also will confer
        discretionary authority on the persons named as proxy appointees to vote
        in
        accordance with their best judgment on matters incident to the conduct of
        the
        meeti