UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 11, 2005

VENTURE CATALYST INCORPORATED

(Exact Name of registrant as specified in its charter)

Utah

0-11532

33-0618806

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

591 Camino De La Reina, Suite 418

San Diego, California

92108

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (858) 385-1000

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition.

On February 11, 2005, Venture Catalyst Incorporated (“VCAT”) issued a press release announcing its operating results for the three and six months ended December 31, 2004. Attached as Exhibit 99 to this report, is a copy of VCAT’s press release, which is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.


Exhibit No.		Description
99		Press Release, dated as of February 11, 2005.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Date: February 11, 2005	VENTURE CATALYST INCORPORATED

	By:	/S/ Kevin McIntosh
		Kevin McIntosh
		Senior Vice President, Chief Financial Officer,
		Secretary and Treasurer

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EXHIBIT INDEX


Exhibit No.		Description
99		Press Release, dated as of February 11, 2005.

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VENTURE CATALYST INC 8-K