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Las Vegas: An Unconventional History poster image
Aired November 14, 2005

Las Vegas: An Unconventional History

Film Description

This story's too good to stay in Vegas.

Well-heeled mobsters, glamorous showgirls, fantastical mega-casinos, dazzling neon displays -- it's the world's most famous monument to reckless abandon and unbridled excess. From a dusty railroad town in the middle of nowhere, Las Vegas has grown into one of the world's premier tourist destinations. Once shunned as "Sin City" and considered beyond the pale of respectable society, it is now the epicenter of mainstream leisure, attracting more visitors than the holy city of Mecca.

American Experience steps into the world of bright lights and back-room deals to illuminate what makes Las Vegas perhaps the most American city in the country. 

Although glitz and glamour define Las Vegas, the city sprawls well beyond the Strip and draws new residents at a head-spinning pace. Ives and his team document how this once remote and exotic desert outpost transformed itself into the fastest-growing city in the United States -- a place where tens of thousands of jobs are created each year, sixty new streets are named each month, and an average of more than a thousand prospective residents arrive each week. Among its many monikers, Las Vegas can add City of Opportunity for its unmatched job prospects and booming real estate market.

While there is life beyond the Strip, Las Vegas will always be best known as a place of escape. From its incarnation as the favorite nightspot for the men who built the Hoover Dam, to its most recent re-invention as a post-modern desert fantasyland, the city has made its living by anticipating the desires of its visitors and then catering to them. 

Peopled with unlikely heroes and villains, Las Vegas: An Unconventional History looks at the figures who shaped the Las Vegas we know today, from icons like Bugsy Siegel and the Rat Pack to less well-known characters drawn to this desert fantasyland in search of the American dream. The film also explores the forces that have always kept the city a few paces ahead of mainstream America: Las Vegas was the first city to legalize gambling; one of the first cities to dissolve the color line; the first and only city to make atomic testing a tourist attraction; and perhaps the only city whose dazzling main street can be seen from outer space.

Las Vegas: An Unconventional History documents the often surprising, endlessly entertaining history of America's most outrageous playground.


Episode One: Sin City

Produced by
Amanda Pollak & Stephen Ives

Edited by
Michael Levine & Sari Gilman

Written by
Michelle Ferrari

Directed by
Stephen Ives

Episode Two: American Mecca

Produced by
Amanda Pollak & Stephen Ives

Edited by
Sari Gilman & Michael Levine

Written by
Michelle Ferrari

Directed by
Stephen Ives

Episodes One and Two

Narrated by
Michael Murphy

Music by
Joel Goodman

Coordinating Producer
Cornelia Calder

Associate Producer
Ben Ostrower

Field Producer
Jeff Dupre

Buddy Squires
Andrew Young

Consulting Producer
Eve Morgenstern

Associate Editor
Niharika Desai

Assistant Editor
Judd Blaise

Production Associate
Lindsey Megrue

Martha Corcoran

Additional Research
Jenny Carchman
Lindsey Megrue

Production Controller
Andrew Hall

Sound Recording
John Zecca

Additional Sound Recording
John Haptas

Assistant Camera
Mike Caruzzi
Paul Marbury

John Dwyer
Jim Wise
Magic Hour Lighting & Grip

Additional Assistant Editing
Andrew Jenter
Ben Ostrower

Sound by 701 Sound
Ira Speigel
Marlena Grzaslewicz
Mariusz Glabinski
Chad Birmingham

Helicopter Aerials
Tom Schaus
Sundance Helicopters

Re-Recording Engineer
Peter Waggoner
Sound One

Animation Stand Photographer
Frank Ferrigno

Online Editors
Judd Blaise
Niharika Desai

Online Mastering
Jay Tilin
R!Ot Manhattan

Color Correction
John J. Dowdell III
Company 3

Music Recorded at
Sound on Sound, Castle Oaks & Hi-Fi Productions

Music Mixed at
Hi-Fi Productions

Music Engineer
Joe Arlotta
Tristan Larel
Jason T. Newman

Music Copyist
David Bramfitt

Music Recording
Joe Bonadio, James Englund (Drums)
David Bramfitt (Keyboards)
Joel Goodman (Bass, Keyboards, Guitar)
Leo Huppert (Bass)
Ira Nepus, Randy Aldcroft (Trombone)
Dan Rosengard (Piano)
Larry Saltzman, James Harrah, Greg Herzenach (Guitar)
Brian Scanlon, David Mann (Woodwinds)
Chris Tedesco (Musician Contractor/Trumpet)

Narration Recording
Lou Verrico
Full House Productions

Production Assistants
Michelle Basterrechea
Alisia Brijlall
Ryan Cheresnick
Stephanie Friede
Liz Gilbert
Jaime Iglehart
Dahlia Kozlowsky
Cecilia Lima
Dore Murphy
Elizabeth Parks
Priya Radjev
Anton Sherin
Merritt Symes

Senior Creative Consultants
Marc Cooper
Michael Green
Eugene Moehring
Hal Rothman
Geoffrey C. Ward

Archival Footage
ABCNEWS VideoSource
Archive Films by Getty Images
John E. Allen, Inc.
Becky Binion Behnen
BBC Motion Gallery
Corbis Motion, LLC.
Drew Associates
Fox Movietonews, Inc.
Historic Films Archive, LLC.
Imagebank Films by Getty Images
Industrial Photographics, Inc.
Las Vegas Convention and Visitors Authority
Luxor Las Vegas
Massachusetts State Lottery
NBC News Archive
NNSA/NSO Nuclear Testing Archive
Sabucat Productions
Siegfried & Roy
Michael P. Selinsky
Streamline Films, Inc.
Third Millenium Films, Inc.
UCLA Film and Television Archive
UNLV Special Collections
U.S. National Archives and Records Admin.
WPA Film Library

AP/Wide World Photos
American Heritage Center, University of Wyoming
Becky Binion Behnen
BMI Collection, Henderson District Public Libraries
Boulder City Museum and Historical Association
Howard W. Cannon Aviation Museum
Frashers Fotos, Pomona Public Library, Pomona, CA
Getty Images
Knepp Productions
Herald Examiner Collection, Los Angeles Public Library
Las Vegas Convention and Visitors Authority
Las Vegas Review-Journal
Las Vegas Sun
Library of Congress
Marie McMillan
Montana Historical Society Archives
Nevada Historical Society
Nevada State Library and Archives
The New York Times
Stanley Paher
Michael P. Selinsky
Sunrise Hospital and Medical Center
Curt Teich Postcard Archives, Lake County Discovery Museum
Time Life Pictures/Getty Images
Dept. of Special Collections, UCLA Library
UNLV Special Collections
Specialized Libraries and Archival Collection, USC
Union Pacific Historical Collection
Vintage Vegas/Patrick Weaver
Wilkerson Archives

Legal Services
James Kendrick
Brown, Raysman, Millstein, Felder and Steiner

Production Accounting
Ed Weisel
Silver, Laski and Weisel


"Ain't That A Kick in the Head"
Written by James Van Heusen and Sammy Cahn
Performed by Dean Martin
Published by Marraville Music Corp.
Courtesy of Capitol Records under license from EMI Film & Television Music

"Alright Okay You Win"
Written by Mayme Watts and Sidney J. Wyche
Performed by Peggy Lee
Published by Melody Lane Publications
Courtesy of Capitol Records Under License From EMI Film & Television Music

"Change Partners"
Written by Irving Berlin
Performed by Sammy Davis Jr.
Published by Williamson Music
Courtesy of MCA Records under license from Universal Music Enterprises

"Closing Theme (Live -- Sahara Casino)"
Performed by Louis Prima and Keely Smith
Courtesy of Capitol Records Under License From EMI Film & Television Music

"The Good Life"
Written by Sacha Distel and Jack Reardon
Performed by Tony Bennett
Published by Warner Chappell Music
Courtesy of Sony BMG Music Entertainment

"Happy Birthday to You"
Written by Mildred J. Hill and Patty S. Hill
Published by Warner Chappell Music

"Love Me or Leave Me"
Written by Gus Kahn and Walter Donaldson
Performed by Lena Horne
Published by Gilbert Keyes Music, Donaldson Publishing Co. LLC (ASCAP), WB Music Corp. (ASCAP)
We are grateful for the co-operation of The Kruger Organisation, Inc.
Permission Secured. All Rights Reserved.

Composed by Erroll Garner
Performed by Liberace
Published by Octave Music Publishing Corp.
Courtesy of Geffen Records under license from Universal Music Enterprises

"Puttin' on the Ritz"
Written by Irving Berlin
Performed by Liz Antony With The Jerry Conrad Orchestra
Published by Irving Berlin Music Company
Courtesy of Stork Music Productions

"Rags to Riches"
Written by Richard Adler and Jerry Ross
Performed by Tony Bennett
Published by Lakshmi Puja Music and J&J Ross Music
Courtesy of Sony BMG Music Entertainment
Permission Secured. All Rights Reserved.

"Top of the World"
Written by John Bettis and Richard Carpenter
Performed by Ray Conniff
Published by Almo Music Corp. on behalf of itself and Hammer and Nails Music
Courtesy of Columbia Records by arrangement with Song BMG Music Entertainment

Other Music Provided by:
APM Music Library

Insignia Films Directors
John T. Sughrue
Robert A. Wilson

Las Vegas Residents
Michael Averna (Sara Lee Chef)
Bette "Cookie" Citro (Stripclub House Mom)
Colette Diamond & Family (Real Estate Agent)
Mildred "Yvette" Dixon (Bellagio Maid)
Joe Frehner (Wedding Minister)
Josh Kennedy (Dealer)
Anita "Kelly" Pettyjohn & Family (Las Vegas Emigrants)
Natalie Rodriguez (Culinary Training Academy Instructor)
Mary Ann Ward & Darla Richards (Principal & Teacher)
Steve Werk (Cowboy)
Jodi Wetzel (Jubilee Dancer)
Randy (Construction Worker)

Special Thanks
Commission for the Las Vegas Centennial
Honorable Mayor Oscar Goodman
Brian Greenspun
Dr. Carol Harter
Gary Loveman
Wendie Mosca
Rossi Ralenkoter
Don Snyder
Elaine Wynn
Steve Wynn

Gordon Absher
Gordon Adams
Brian Albertson
Alexis Park Resort
Stacy Allsbrook
Arthur Anderson
Kurt Anderson
Tom Axtell
Anna Bailey
Bally's Las Vegas
Becky Binion Behnen
Bellagio Hotel and Casino
Bo Bernhard Ph.D.
Body English at the Hard Rock Hotel & Casino
Boyd Gaming
Ryan Brooks
Caesars Entertainment
Caesars Palace
Hattie Canty
Casino Gaming School
Deke Castleman
Su Kim Chung
Cirque de Soleil
City of Las Vegas
Clark Country School District
Clark County
Staci Columbo
Marc Cooper
Allison Copening
Maureen Crampton
Culinary Training Academy
Pastor Willie Davis
Dean Petersen Elementary
David Demontmollin
Thalia Dondero
Drai's Restaurant
Annie Duke
Pam Egan
Excalibur Las Vegas Resort Hotel and Casino
Vincent Falcone
Flamingo Las Vegas
Forum Shops at Ceasars
Melissa Fox
John Gallagher
Jim Gans
Leland Gantt
Maria Gatti
Charles Geocaris
Rebekah German
Melissa Germano
Hillary Gray
Michael Green
Green Valley Ranch
Danny Greenspun
Greenspun Media Group
Donna Gutkin
Andrea Hackett
Joyce Haldeman
Nancy Hancock
Hard Rock Hotel and Casino Las Vegas
Joe Hasson
Kate Hausbeck
Terrible Herbst
Bruce Hiatt
Robert Hunter Ph.D.
Michael Hyams
Ice Nightclub 
Interfaith Hospitality Network
Sasha Jackowich
Marc Jay
Terry Jicinsky
John C. Fremont Elementary School
Lisa Johnson
Bally's Jubilee
Nick Kallos
Peter Kaufman
Lisa Keim
Alissa Kelly
Sean Klimek
Krave Nightclub
Las Vegas Monorail
Las Vegas News Bureau
Las Vegas Wedding Chapel
Gina Lateef
Fluff Lecoque
Davis and Marilyn Leonard
Terry Lindemann
Gary Lite
Steve Lombard 
Terry Lovern
Luxor Las Vegas Resort Hotel and Casino
Alicia Malone
Mandalay Bay Resort and Casino
Tracy Marquart
Phyllis McGuire 
Peter Michel
Kurt Mische
MGM Grand Hotel and Casino
MGM Mirage
Tom Mikovits
Eugene Moehring
Ben Montoya
Fafie Moore
Patti Moyer
Debbie Munch
John Neeland
Pat Nelson
Nevada Film Office
New York-New York Hotel and Casino
Don Niam
OPM Nightclub
Palms Hotel and Casino
Paris Las Vegas
Gustav Peebles
Jeff Peisch
Diana Pettit
Earnest Phillips II
PM Lounge
Rob Powers
The Problem Gaming Center
Pulte Homes
Ted & Eve Quillin
Maria Ramirez
Denise Randazzo
Schyler Richards
Don Rickles
Riviera Hotel and Casino
Dan Roberts
Monti Rock III
Tina Rogo
Hal Rothman
Kimberly Ryan 
Elaine Sanchez
Lisa Sanders
Glenn Schaeffer
Joe Schoenmann
Jeff Schoor
David G. Schwartz
Pastor Jesse Scott
Jim Seagrave
Second Baptist Church
Karen Silveroli
John L. Smith
Tricia Smith
Stacey Solovey
Special Memory Wedding Chapel
Stardust Resort and Casino
Dan Stark
Station Casinos
Striptease Gentleman's Club
Sun City Anthem Community Center
Sunset Station Casino
Anne Cleves Symmes
E. Parry Thomas
Roger Thomas
Treasure Island Hotel and Casino
Tropicana Resort and Casino
UNLV Special Collections
Vegas Voice
The Venetian Resort Hotel Casino
Scott Voeller
Todd Walker
Tom Warden
Jes Weinberger
Whiskey Bar
Claytee D. White
Claudine Williams 
Margaret Williams
Jim Wise
Wayne Wright
Wynn Resorts

An Insignia Films production for American Experience

© 2005
WGBH Educational Foundation and Goodhue Pictures, Inc.
All rights reserved.


Episode One 

Nick Pileggi, Author: Las Vegas is the place where the steam gets let off. It's like a vacation, people can come here and feel they're living a naughtier life.

Marc Cooper, Author: Las Vegas is clockless and in that sense it does throw your whole rhythm off, and I think that that induces a kind of spacelessness, a weightlessness, a placelessness, so that Las Vegas becomes a world unto itself.

Paul Goldberger, Architecture Critic: I mean this is after all a city in the desert, so Las Vegas suggests of course that the whole rest of the world is the desert and it is the oasis.

Dina Titus, State Senator: We don't want anything in Las Vegas that upsets the tourist, and if it's a touch of reality that is not pretty then we want to get rid of it. You don't want to come in contact with reality when you're here for fantasy.

Dave Hickey, Art Critic: It's not a deeply introspective culture. It's not about the interior life. There is no gap between the thought and the act. In life it's like, oh, should I do this, should I do this, should, its like (snap)! So that kind of hesitation and contemplation is not really a part of this culture.

Elaine Wynn, Resort Director: Maybe there's some mystical thing about Las Vegas. You know you'd like to think that man governs and dominates all the decisions that make history unfold, but clearly people must have been in the right place at the right time. Now, some could say it's just nature, I say it's luck.

Yvette Dixon, Maid, Bellagio: There's so much more to Vegas than the Strip. And when you get here and see what else they have you won't even come to the Strip. Housekeeping. Hello? When I lived in California I didn't have many opportunities, but here they got so many hotels coming up, stores open up everyday, so you can get a job real easy. Might not be the job you want but it'll be a job until you can get the job you want. My brother moved here, to Las Vegas, so I would come here and visit him, and he said, you should come up here, it's easy to get a house up here and stuff. When you apply for it, you can move into a brand new house. They build it the way you want, you know, the way you want them to, no money down. Not a penny. Now that was for me! I was ready for that. So it's real nice, it's a two bedroom, two bathroom, but right now I'm thinking about getting a bigger house because I have three granddaughters now, so we're going to get a bigger place. It's just like any other town, it has clubs, zoos. You wouldn't think Vegas would have a zoo, but they got a zoo. We never drove around, when we come to Vegas we come straight down the boulevard and we stayed on the Strip and I never got out. But you know once you gamble and lose your money, you go home, what else to stay for? But it's a real town! This is indeed the best move I ever made. I wasn't established in California. I went there in 1970. I never bought a house, I never owned anything, and when you get in your forties you have to own something, you know. So soon as I moved here, I got my jobs, got a new car, got a new truck, got a new house and I've only been here six years. I cleaned up!

David Thomson, Author: I think the hold of this place is it's on the edge and it needs to be. It's always been a place where you look out of your windows and see the sun rise or set on the desert, and know that there are snakes and serpents out there. It's biblical in that way. And if you can imagine the place devoid of all construction you would quickly say well, who on earth would have come here? Because it's not a sensible place to build a city and I think there is still that feeling of kind of really surreal triumph over the elements, you know. Damn those elements. We can beat 'em.

Narrator: A more godforsaken locale could scarcely have been imagined. But in 1930, in the midst of the Great Depression, Southern Nevada's Black Canyon looked to many Americans like paradise.

In just six months, some 42,000 men descended on that desolate spot, desperate to land one of the 5,000 construction jobs on the Boulder Dam -- also known as Hoover Dam -- a massive engineering project that would harness the mighty Colorado River for the benefit of a half dozen states throughout the Southwest.

For four and a half long years, the dam workers would spend their days slaving between walls of stubborn hardrock that was literally too hot to be touched, and their nights penned up in Boulder City, a federal reservation with few of the comforts of home, and all of the same hometown rules -- no gambling, no prostitution, and absolutely no liquor.

They lived for payday. With money in their pockets, they blew out of Boulder City as if it were on fire and headed straight for a dusty little town in the middle of the Mohave called Las Vegas.

There, along a two-block stretch of Fremont Street, the town's main drag, and in the nearby red light district known as Block 16, they encountered one of the greatest concentrations of wide-open vice to be found anywhere in Prohibition America -- a bawdy, brightly-lit cluster of gambling dens and hot-sheet prostitution cribs and saloon after saloon after saloon.

Marc Cooper: They were living in these camps in this unforgiving desert in a state of real lockdown and let's face it, there is absolutely nothing to do. So you had two choices on payday in Boulder City: you could stay back in the camp and not drink and maybe play some cards with your friends and wait for night to come, or you could hit Fremont Street and gamble and drink and party until your check ran out. Now which one would you choose?

Narrator: Founded in 1905 as a railroad town, Las Vegas had enjoyed about a dozen years of prosperity, catering to passengers on layover and supplying the mining camps to the north and south. But its stint as a classic western boomtown had been short-lived.

In 1922, after a national strike idled the line through the town for nearly a month, the railroad moved its repairs shops and laid off hundreds of people. Many businesses went belly-up -- and some observers thought sure the place would wind up a ghost town.

In desperation, local boosters dreamed up wild schemes to keep the town afloat: a county fairground, dude ranches for prospective divorcées, and a nine-hole golf course that lacked only one key component -- grass. But nothing really worked.

In the end, what saved Las Vegas was Nevada's historic tolerance for sin.

Eugene Moehring, Historian: Nevada lacked the resources that other states had; it was so arid that it lacked enough water to develop industries. In 1890, Nevada was the lowest populated state in the union. It had less people than you could fit in Fenway Park in Boston. Some states actually talked about Nevada becoming part of California and abolishing Nevada all together. And so in order to keep people here, and keep the economy going, none of the towns really abolished their frontier vices immediately.

Dave Hickey: Well I mean the history of Nevada, I mean it's just a big desert, you know. It's an eight hour drive with nothing in between here and Reno, I mean it's really nowhere. And its whole tradition is doing illegal stuff. You know, I mean, they do divorces. They do prize fights. They do all this stuff that was banned from Prohibition America. And so this became the way you make money in the desert.

Narrator: But it wasn't until early 1931 that Nevada had truly solidified its reputation as the nation's rogue state. At a time when games of chance were illegal everywhere else in the country -- and diehard gamblers had to play in back alleys and underground clubs -- Nevada lawmakers had taken the scandalous step of legalizing wide-open, casino-style gambling.

Inside of a few months, Las Vegas's Fremont Street was wall-to-wall gambling houses, and penny slot machines had been installed in nearly every gas station and grocery store in town.

David Thomson: This allowed east coast America, academia, Washington, the churches, to say Sodom and Gomorrah, an enormous stain upon Nevada in the eyes of the east, which I think lingers to this day.

Narrator: Legal gambling alone would likely never have brought people to a place as remote as Las Vegas. But with the pleasure-starved residents of Boulder City now just down the road, the desert outpost was about to make a killing.

Curiosity about the Dam boosted business even further. In 1932, some 100,000 people went to gawk at what was fast becoming known as the "eighth wonder of the world," and many paused en route to sample the unique attractions of Las Vegas. By that time, the opportunistic town had long since taken to billing itself as the "Gateway to the Boulder Dam."

Then, in 1935, President Franklin Roosevelt came to town -- and within a matter of months, the thousands of dam workers abruptly disappeared. Fremont Street, one observer remembered, was suddenly "as empty as could be found."

Thanks mainly to the Dam, Las Vegans had discovered the immense potential for profit in America's forbidden desires -- but to fully exploit it, they would have to find a way to lure people to the desert. For now, the prospects seemed dim. As one writer put it: "The people were not here yesterday, and [they] will not be here tomorrow."

Marc Cooper: There is a thread that runs through the whole history of this place as it relates to America and American culture. It's a refuge, it's a place that you run to. It's a place that you indulge yourself in. It's a way out of the incredible straight jacket that we find ourselves in, in our highly regimented and regulated lives.

Joe Frehner, Wedding Minister: A lot of people come to Vegas and get married because they start planning a wedding at home and the cost gets out of hand. You might have cousin Charlie come along and say, oh you can't do it that way, you've gotta do it this and then grandma says, well you've gotta do this and they say forget it. They get on an airplane, come to Vegas, and get married.

Wedding Minister: Will you love, honor, respect, and be faithful to him all the days of your life?

Woman: Yes.

Wedding Minister: Marriage is an honorable estate instituted by God in the very beginning of man. It is therefore never to be entered into lightly, but reverently, sincerely, and in the love of God.

Wedding Minister: I've been doing weddings ten years and I have done a little more than thirty-seven thousand. Eighty-six is the most I've done in a day. I did one wedding on stage in a total nude joint. I did a commitment ceremony one night for a man and his motorcycle. I had a lady come in one day, had a couple of attendants with her were all dressed up, she wanted to marry herself.

Wedding Minister: I notice one of you lives in New Orleans and one lives in Metairie.

Woman: Metairie, yeah.

Wedding Minister: Metairie? Are one of you going to move or are you gonna be happy? (laughter)

Man: We're going to move together.

Wedding Minister: The wedding chapels are a business. I think that some of the ministers who do weddings in this town confuse that with a ministry. Now I roll with the punches. Whatever these people want is OK with me.

Wedding Minister: Jergen, do you take Gudren to be your lawful wedded wife?

Translator: (translates the minister's words into German)

Jergen: Yes I do.

Wedding Minister: Gudren, do you take Jergen to be your lawful wedded husband?

Gudren: Yes.

Wedding Minister: By the powers vested in me by the state of Nevada, I pronounce you husband and wife.

Wedding Minister: You got a wedding down there? OK, alright, hold on to them I'll be there as quickly as I can. I think marriage is great.

Narrator: The British writer Somerset Maugham once described Monte Carlo, the glamorous gambling resort on the French Riviera, as "a sunny place for shady people." By the early 1940's, the same might have been said of Las Vegas.

The first big wave of so-called "sporting life" characters had arrived back in 1938, after a reform-minded mayor ran them out of Los Angeles. An easy day-trip from the City of Angels, Las Vegas had become the obvious destination for the scores of illegal gambling operators and cardsharps and dirty cops on the lam.

Eugene Moehring: They gravitated to the city because they had the expertise. They knew more than many of the local yokels who were running the small casinos of how to make customers happy, how to give comps, when to do it. And they brought a real expertise in casino management to Las Vegas.

Narrator: Now came one of the more infamous denizens of L.A.'s underworld, a dapper and often volatile mobster by the name of Benjamin "Bugsy" Siegel.

A key player in a national crime organization known as the Syndicate, Siegel, at 36, was arguably one of the most crooked entrepreneurs of his time.

He'd spent most of the 1930's in Hollywood, overseeing L.A.'s half-a-million-dollar-a-day bookmaking enterprise and paling around with studio executives and movie stars on the side. But when Nevada became the only state in the Union to legalize the racewire, a service that relayed thoroughbred racing results to off-track bookies across the country, Syndicate boss Meyer Lansky sent Siegel to take over the action in Las Vegas.

Eugene Moehring: Bugsy Siegel was sent up to Las Vegas in 1941 with Moe Sedway to eliminate James Ragan who owned a racewire here that the mob did not control. These guys came here and they created a rival race wire. They charged lower prices and eventually they got rid of Ragan by poisoning him. Once they had eliminated Ragan, it was obvious to Siegel that there were real possibilities here for the mob.

Narrator: Las Vegas was still basically a one-horse town -- a train depot and a row of gaudy gambling joints, surrounded by thousands of acres of undeveloped desert. But there was every reason to believe the place was headed for a spectacular boom.

Two new defense installations had been recently situated on the outskirts of town, which together had brought thousands of people and their payrolls into Las Vegas's orbit. And now that the country was at war, hordes of impatient couples were already stampeding over the border into Nevada, where state law allowed them to tie the knot without waiting for the blood tests required back home.

Since Las Vegas also performed quickie divorces -- and already ranked as one of the country's top spots to dump a spouse -- Siegel figured the casinos on Fremont Street would soon be packed to the rafters.

If the Syndicate wanted to get in on the ground floor, he told Lansky, now was the time.

Over the next several years, with Lanksy's blessing, Siegel sank mob money into a handful of gambling halls on Fremont Street, before buying the El Cortez outright in 1945. The official owner was a front man. Behind him was a roster of investors that read like a Who's Who of organized crime -- men who got their share of the profits from cash skimmed off the top.

Marc Cooper: There's no taxes on a skim and there's no bookkeeping on a skim. It is your up front money. When the mob controlled one of these casinos they had their operatives who would effectively supervise what's called the hard count room. Which is where you count up the money and you knew that if Bob or Joe was the guy who would come in literally with a sack or with a box and pick up some money and walk out the door, well nobody saw anything.

Nick Pileggi: A lot of money came out of those places and, you would know, there were people who had the breakdown of how much, this goes to Chicago, this goes to Milwaukee, this goes here. You knew to the penny where that money was going and who was getting it.

Narrator: The scheme was so simple and so profitable that Siegel was soon pushing the Syndicate to make a more sizable investment, this time in a risky new development roughly three miles from the center of town, on frontage bordering Highway 91, the two-lane road to Los Angeles.

Out there in the barren desert, Siegel told his associates, they could open a place that would be beyond the city limits and the reach of the city slot tax. Better still, there was space enough for a full-fledged resort -- an upscale joint with a casino and a swimming pool and a parking lot. Two sprawling motor inns, the El Rancho Vegas and the Last Frontier, had already been built on that model, and so far, they'd been doing a respectable business.

Now, Siegel's longtime acquaintance Billy Wilkerson, the publisher of the Hollywood Reporter, was trying to raise money for a third -- a glamorous place like the nightclubs he owned on the Sunset Strip.

Nick Pileggi: Ben Siegel then wound up looking at Vegas and he said the war is over, it's 1945 and '46. America wants to party. Gotta remember the country had been through a horrendous war. America was looking for a good time. He said let's invest money.

Narrator: Siegel's associates ponied up 1.5 million -- enough to buy a two-thirds stake in Wilkerson's project. The plan now, Siegel told a reporter, was to build "the goddamn biggest, fanciest gaming casino and hotel you bastards ever seen in your whole lives." He would call it "The Flamingo."

Nick Pileggi: Before Benny Siegel opened The Flamingo, the look of the casinos in Las Vegas were all cowboy casinos. They were western. There was sawdust on the floor. Benny Siegel comes in, he creates an urban Miami beach hotel in the middle of the desert. Suddenly when you walk into a casino, you're not met by a guy with a cowboy hat and a six shooter and cowboy chaps, no you're met by a guy in a tuxedo, you're met by a guy that looks like Dean Martin.

Narrator: With its swank atmosphere, wall-to-wall carpeting and a new-fangled air cooling system, The Flamingo would eventually become a favorite hot spot for the Hollywood crowd.

But by the time construction was finally completed, in the spring of 1947, Siegel had overrun his budget by four and a half million dollars, and the Syndicate's mood had soured. A few months later, Siegel was gunned down in his girlfriend's Beverly Hills home and Lansky's deputies took over The Flamingo for the Syndicate.

By then, the word on Las Vegas was out, and wise guys from all over the country had already begun decamping to the desert: from Phoenix, Syndicate bookmaker Gus Greenbaum; from Minneapolis, local mob boss and rum-runner Davie Berman; and from Cleveland, the one-time kingpin of the Mayfield Road Gang, Moe Dalitz.

Nick Pileggi: When these guys came here it was like a morality or ethical car wash. You came here, you were cleansed of your sins, you were now legitimate and legal. I didn't care what you did, you got a wash.

John L. Smith, Writer: Las Vegas of fifty years ago was an island, a desert island, an outpost of hedonistic excess, of vice. Everywhere else in America, every four years when the district attorney needed to get reelected, he busted the gambling dens, but here was this island where bad could become good, where illegitimate could become legitimate.

Brian Greenspun, Editor: They came out here and the shackles came off. They could do in the sunshine what they could only do in the shade where they came from. And they said to themselves, I know they said it, this is a place to make our home, this is a place to raise our families.

Narrator: As one resident put it, Las Vegas was now home "to more socially-prominent hoodlums per square foot than any other community in the world."

It was also fast becoming the ideal front for organized crime, as new casinos like the Thunderbird and the Desert Inn sprouted up on Highway 91, and the cash from the skim found its way into the pockets of mobsters as far away as Chicago and Miami.

Nevada authorities could do little about it.

Marc Cooper: Gambling was so stigmatized and was morally impure that the only way you could finance this was with illegal funds. So the gambling interest and the mob interest were intertwined with the establishment. Everybody from the PTA, to the Mormons, to the businessmen, they saw nothing, they heard nothing, and they did nothing and the money was rolling in.

Narrator: For Nevada, it was a devil's bargain. Were it not for its shady citizens, Las Vegas may well have shrunk back into the desert. But a thriving gambling town run by reputed mobsters was not likely to earn much respect in the centers of national power. The question now was not if Washington would come calling, but when.

Dina Titus: A lot of people who settled here had a real frontier mentality. So that attitude of don't regulate me, don't tell me what to do, don't fence me in, especially if you're the federal government still prevails today.

* * * * *

Steve Werk, Cowboy: When we first moved here you could ride out my back door and ride five hundred miles north and only cross two paved roads. Used to feel like it was pretty wide open, you knew your neighbors, everybody talked to each other. The kids were always out hunting rabbits, hunting coyotes, they would ride clear back to Sheep Mountain, and there are some old Indian caves back there and they'd spend the day and then come home. You didn't have to worry about where they were, who they were with because you knew everybody in the neighborhood. There was only twenty families in the five mile area. It was a rural way of life and we're trying to maintain that in this little block right here, but they're slowly chipping away. If they would have had some kind of planned growth this could have been a good thing, but when you run out of water and you run out of usable land and you start crowding people together just for the sole purpose of making an extra buck instead of trying to develop a quality of life or a type of life that people want then it becomes something entirely different. More and more of my neighbors are moving, more and more people are putting their houses up for sale. Vegas has changed.

* * * * *

Archival Newsreel: The nation's underworld catches the unwelcome spotlight of publicity as the Senate's Investigation Sub-Committee begins new hearings on crime.

Narrator: For the men who ran Las Vegas, periodic scrapes with the law were a fact of life. So none were particularly alarmed when, in the spring of 1950, the U.S. Senate launched a major investigation into organized crime.

Word had it that the Senate Committee was slated to take testimony from some 800 witnesses in 14 American cities. Not surprisingly, Las Vegas was high on the list.

As the more seasoned players in town saw it, there were a variety of possible outcomes: the Senate hearings could force greater regulation of the casinos or increase the taxes on their profits or even, God forbid, actually shut Las Vegas down.

But many took comfort from the fact that the probe was being headed by Estes Kefauver -- a man whose regular tirades against gambling didn't keep him from chalking up near-perfect attendance at the racetrack.

Archival Newsreel: The Kefauver crime committee meets the press in Washington.

Estes Kefauver: Organized crime does operate on a syndicated basis across state lines in the United States. That is a much bigger, more sinister and a larger operation than we had ever suspected.'

Eugene Moehring: Kefauver was a senator from Tennessee, a Democrat from the Bible Belt. He was an opportunist and he saw bashing Vegas and attacking the mob as a way to perhaps get the Democratic nomination in 1952.

Narrator: Throughout the summer and early fall, the publicity surrounding the nationally televised proceedings forced the closure of illegal gambling dens and other mob-run enterprises across the country.

Las Vegans, meanwhile, awaited their turn with amusement. As one mobster's daughter remembered it: "Privately, my father and his friends joked that the [Committee] would never shut them down. They had never had any respect for politicians since they had made a career of bribing them."

Some in town even saw fit to lay odds on the outcome of the hearings. Almost no one put their money on Kefauver.

The Senate Committee spent hours taking testimony from local witnesses -- and uncovered no hard evidence of wrongdoing whatsoever. The casinos in town were legal and the operators had the full sanction of the state.

In the end, the entire hearing came off as an advertisement for America's unofficial mobster metropolis.

John L. Smith: His intention was to drive these scoundrels underground, to put a little light on them and watch them scatter. Well some of them did scatter, they scattered from the east and from the south, and they came out to Las Vegas.

Marc Cooper: He created a gangster Diaspora. All of the sudden, gangsters, illegal gamblers from bingo parlors and roulette dens, they had nowhere to go, they're feeling the heat. Meyer Lansky and Bugsy Siegel had already gotten a foothold here, Moe Dalitz was already here and they said 'ya know what, we're going to Las Vegas.' So really it was the organized drive to push gambling out of American life that created the biggest gambling center in the world.

Narrator: "I love that man Kefauver," cracked one recent arrival. "When he drove me out of an illegal casino operation in Florida and into a legalized operation in Nevada, he made me a respectable, law-abiding citizen and a millionaire."

Las Vegas had managed to survive the federal government's scrutiny. But it still needed to make its mix of sin and syndicated crime appealing to Main Street, U.S.A.

John L. Smith: Las Vegas has been a place apart, it's been other, it's been outlaw. And it actually fought against that image, that reputation, initially trying to sell itself as, we're just like everyone else, and, boy don't we have a lot of chapels and churches? But this has always been crossroader country.

* * * * *

Colette Diamond, Real Estate Agent: I was in music for twenty-five years, my family. I'm one of ten, and my family was in show business. We were the Louisiana Family Band. I remember I was really young and we used to travel all the time, we didn't even go to school. We would perform six nights a week and we lived in hotels.

Colette Diamond: It was the way I grew up, and we were all together, we would play cards in the back of the truck and, you know, and we'd sing all the time and that's just how life was. I always wanted a home though.

Colette Diamond: That's how we came to Vegas, we were performing. And then I got into cocktails.

Colette Diamond: I was you know, schlepping cocktails and he was valeting and we would meet at home and he'd say, "OK! We got a hundred and fifty dollars!" And we had a little bucket, I swear to you a little bucket, we'd put it in and we'd kinda cry to each other, how it's kinda tough, you know? So we'd put our money in our bucket and we saved up. Fifteen thousand dollars, just like that.

Colette Diamond: We just did it one drink at a time. So we did that until I came home one day and my daughter had on my cocktail outfit and she says, "Mommy I want to be just like you." So I started real estate school the next day. (to a client) I think this fits right into what we're looking to accomplish. We're trying to change the look of the Las Vegas market. A nice community park, obviously see the gorgeous, incredible mountain views there.

Woman: When was this built Colette?

Colette Diamond: This was built in 2003.

Colette Diamond: We bought our first home, it was out in the boonies, it was fourteen hundred square feet. We sold it, we doubled our money. The next one we did we quadrupled our money and I just kept saying, "I know I can do this!" I see right now I sell million dollar houses to people who ten years ago were just like me. And in this community and this kind of an environment, it's given us that dream. I never could have done this, for us, anyplace else. And music brought us here, and here we are. If somebody would have ever said, my daughter would go to Our Lady of Las Vegas or that on her birth certificate it would say Las Vegas, I never in my wildest dreams would've thought that, cause you think of Sin City. When we first decided to get off the road and raise our baby here I said, "How can we live in Las Vegas, we're raising a little girl?" He says, "You know what, I have a vision that we can have our life here and we can be in it but not of it."

* * * * *

Archival Newsreel: FALL, 1950. A fierce international war rips through a small country called Korea. Russia has successfully detonated an atomic bomb. Now more than ever before, we need to develop and produce a greater number and variety, and possibly even more powerful atomic weapons. And like all new ideas and weapons, new atomic bombs must first be tested. But where?

Narrator: Just before dawn on January 27th, 1951, a blinding white flash lit up the Las Vegas sky. Minutes later, there was a thundering blast that left a trail of broken glass from Fremont Street clear out to the Strip.

Atomic bomb testing at the Nevada proving facility had begun. Over the next twelve years, 120 nuclear devices -- an average of one every five weeks -- would be detonated above ground in the Mohave desert, just 65 miles from downtown Las Vegas.

"We have glorified gambling, divorces and doubtful pleasures to get our name before the rest of the country," wrote Las Vegas Sun publisher Hank Greenspun. "Now we can become a part of the most important work carried on by our country today. We have found a reason for our existence as a community."

Dina Titus: Having the atomic testing program here gave us a certain amount of legitimacy. Up until that point we were just a spot in the desert, we were prostitution, we were gambling. Suddenly we were helping to win the Cold War and I think people could grab a hold of that because it was a good thing to do for democracy.

Narrator: At a moment when the word "atomic" was cropping up on signs all over the country, when Boy Scouts were laboring to earn their "atomic energy" merit badges and Hollywood was putting out films about nuclear espionage, Las Vegas had the singular distinction of being the only city in America with a front row seat at ground zero.

In the hands of Las Vegas's publicity machine, the spectre of nuclear annihilation now became spectacle. The Chamber of Commerce put out a series of press releases promoting the explosions as entertainment, churned out up-to-date shot calendars to help tourists schedule their trips and distributed road maps that highlighted the best vantage points around the Test Site.

Casinos, meanwhile, hosted "bomb parties" that culminated with a predawn blast, and offered limousine service to guests hoping to get as close to ground zero as possible.

David Thomson: The bombs went off at dawn, wonderful spectacle, and people would go up to the roofs and they'd watch with glee. It was part of the entertainment, it was definitely part of the show.

Dina Titus: If you think about the mushroom cloud, it's a very powerful, very sexy, very scary concept. And so it fits right in with tourism, risk. You know gambling is all about risk so you take that mushroom cloud and you pin it on a beauty pageant contestant or even some of the casinos would pack picnic lunches for you to go out and watch the mushroom cloud. I would have done it if I'd been here at that time. What could be more exciting than that?

Archival Newsreel: "This is Walter Cronkite and this is Newsman's Nob. Some seventy-five miles north of Las Vegas, Nevada, the bomb will be exploded from a tower three-hundred feet high and this time some thousand troops will be in trenches only some two miles from the tower where the atomic device goes off."

Brian Greenspun: My father used to take us as kids. We used to go up to Mount Charleston. And I remember watching these mushroom bombs, and a number of minutes later these particles, these pink particles, would just settle over us, this dust. And that was all radioactive fallout. We all took the government's word that it was safe and the government lied to us.

Narrator: As the decade wore on, there would be pockets of protest -- and in 1963, the Limited Test Ban Treaty would finally put an end to the atmospheric detonations.

But for now, any misgivings Las Vegans harbored about the bombs were easily brushed aside. The town was growing. Tourism was booming. And every time a radioactive cloud bloomed over the desert, Las Vegas again made the news.

* * * * *

Dina Titus: Las Vegas succeeds because it has to. When you deal with adversity you've got to be creative, I mean it's brittle and it's brutal, but if you make it, boy there's no stopping you. It's a very American thing. It's that very kind of egalitarian notion, everybody can strike it rich. I think that's one of the things that's appealing, it appeals to that American Dream.

Jodi Wetzel, Showgirl: The lovely thing about Vegas is a dancer can have a long life here. The show Jubilee, it offers job security that you don't usually get in shows in other places. It's been going on for twenty-three years. As long as your body is in shape and you look good, you can hang, you can stay in the show. We've got a lot of dancers that are you know, thirties, forties. Our principal dancer just left last contract, she's fifty-one years old. That's cool, cause I like it, it's nice, easy living out here.

Jodi Wetzel: This is the largest production of its kind in the country, if not the world. It represents all classic Las Vegas. That's Bally's whole theme is, you know, real life, Las Vegas, it's where classic glamorous Las Vegas lives. You know, I just love the show, I thought it was a little campy but it's fun you know, and it's a good show and I think that you know, this is, it has everything people want when they come to Vegas. You know this is what they are expecting, they want the feathers and the rhinestones and, tits and glitz we call it!

Jodi Wetzel: We do six at Bally's and usually about nine to ten hours at Dre's, sleep for maybe three, four hours and get up and do it all again, so for the better part of the last two years I've been working seven days a week. People come here and they come to party, especially in the after hours they tend to get louder and ruder and more demanding. You know I keep my pace but you're still absorbing it, you're still taking it in, you're still being affected by it. I'm definitely getting different extremes of Vegas with the two different jobs. Eventually I'll have to let go of it, it's kind of wearing me down a lot but now I'm just hooked. I'm just hooked on having money in my pocket again. I just struggled so much in New York that I just don't want to go back to that.

* * * * *

Archival Feature Clip:

Wife: "Do you realize what it would mean if anybody in North Point found out that Mr. Earnest Raff, the president of the bank, was in Las Vegas? Our life has been rich and full, you don't want to ruin our reputation by spending a weekend in a place like that!"

Husband: "No one will know anything about it but us."

Wife: "Alright, I dare anything you dare."

Husband: "Alright, get in! There you are, slide over. Next stop, Las Vegas!"

David Thomson: In the prosperity of the postwar period that notion begins to creep in around the edges and then begins to seep to the center, where people look at each other and say maybe we could have some fun. And everyone says well what do you mean by fun? Las Vegas said to people look, you could come here for a weekend, you can gamble, leave your wife at home, do you understand what I mean by that? And we'll give you a little bit of fun.

Marc Cooper: Las Vegas was perfectly positioned to cash in on the postwar consumerist prosperity boom. I mean think about it. 1950's, the rise of the national highway system, the emergence of motoring as a leisure activity and money. It's ok to have fun, it's ok to seek leisure, it's ok to go on frivolous vacations and it's ok to push the edge.

Narrator: By the mid-1950's, Las Vegas was everywhere Americans looked. A casual flip through any of the country's leading magazines and one was reminded, yet again, that the wanton desert city was the place to be.

At this point, for the average tourist, Las Vegas was not really one city, but two. Downtown on Fremont Street, lately dubbed Glitter Gulch, the rugged, western feel of the old frontier outpost still prevailed and joints like the Horseshoe set the tone.

Owned and operated by Benny Binion, a convicted bootlegger who had killed at least two men back home in Texas, the Horseshoe was the only place in town that would accept any bet a player put on the table -- no matter how high -- and the first to ply to clientele with free booze. "If you wanna get rich," Binion liked to say, "make little people feel like big people."

Marc Cooper: Here was a guy who was a bigger than life, tough talking, pistol packing Texan. But, he instilled the ethic in this city that the customer was number one. It's a cliché, but it's the cliché that has built the most visited place in America.

Narrator: But it was the stretch of Highway 91 on the southern edge of town -- that now most often leapt to mind when Americans thought of Las Vegas. Known as "the Strip," it was fast-becoming what one journalist called "a never-never land of exotic architecture. . . flamboyant signery and frenetic diversion . . . [that is] the heart of this unspiritual Mecca."

Bankrolled almost entirely by the mob, new Strip resorts rose up out of the scrub with dizzying regularity -- first the Sahara and the Sands, then the New Frontier and the Riviera and the Dunes, then the Tropicana and the Stardust. At times, the gala openings were just weeks apart. By the end of the decade, the swath of highway would be so lit up with neon that it was visible from fifty miles away.

David Thomson: What happens is the mob quickly realized that it's an enormously lucrative thing, that there could be many casinos, and they also realized that tourists, they're going to hear about Las Vegas and it's going to be exotic and romantic and glamorous.

Narrator: In the quest for tourist dollars, no gimmick was too bizarre. At the Sands, there was an annual Miss Atomic Bomb beauty contest. The New Frontier installed a glass-enclosed chamber at the bottom of its swimming pool, so that guests could enjoy their cocktails with an underwater view. One publicist even toyed with the idea of filling a hotel pool with Jell-O, before a desperate maintenance engineer put a stop to the stunt.

Resort owners touted the Strip as Hollywood's playground, and kept their hotels in the news by offering the press regular access to their stars.

And unlike the bare-bones casinos on Fremont Street, the Strip resorts lured patrons to the tables with an irresistible concoction of luxury and diversion -- posh accommodations, eternally green golf courses, lavish midnight buffets.

But the biggest draw was the shows. Inspired by the Sands, which had been the first to hire a top-flight entertainment director, the new resorts poached managers from the hottest nightclubs on both coasts, and charged them with booking the brightest stars in the country. By the mid-fifties, the Strip marquees boasted what one reporter called "a wider choice of top-banana talent" than could be found even on Broadway.

Suddenly, for the price of a cup of coffee, visitors to Las Vegas could catch the kind of act that they had only seen on the silver screen.

David Thomson: Noel Coward is hired to come here, and the idea that boy, that place, this new place, this upstart place can get Noel Coward, and Dietrich came, and Judy Garland, and you know people who were major showbiz legends came and had smash hits for a lot of money.

Narrator: Nowhere else in America, not even New York, were performers paid so well -- as much as 50,000 dollars for a one-week stand. The stars, in turn, plugged their Vegas gigs every time they appeared on TV. The arrangement was so mutually-beneficial, in fact, that by the mid-1950's, the entertainment industry's newspaper, Variety, found it necessary to station a full-time correspondent in Las Vegas.

As the competition in town mounted and the price of star-studded productions soared, some resorts made skin their headline attraction. With each passing month, costumes in local revues grew skimpier, until finally, in 1957, the dancers at the Dunes appeared on stage topless. "Pretty girls sell," one Las Vegas promoter explained. "You need to do something to get people's attention."

But the entertainment was never more than a sidelight -- "a smart business hype," noted Life magazine, "[that] brings gambling patrons in." Actress Tallulah Bankhead put the matter more baldly: "Dahling," she once said to a reporter, "we're just the highest-paid shills in history."

To the casino owners, it was an investment well worth making. With the odds stacked overwhelmingly in favor of the house, they stood to make a fortune. All they had to do was get people in the door.

Some Americans, at least, proved more than willing to be taken.

Marc Cooper: You came here and just by coming here you were making a statement. You were a little bit gamey; you were a little bit on the edge. And that was a real novel concept in American popular culture. It was the first national permission granted to you to be an adult and to do things that you might not ordinarily do but you wanted to do, and I think that was really kinda the intoxicant that drove Las Vegas.

Narrator: By 1955, Las Vegas was reeling in an estimated seven million visitors a year -- more than the Washington Monument, Mount Rushmore, Yellowstone National Park and the Grand Canyon combined. Few if any of them ever ventured off the Strip -- the frenetic adult playground that had now given Las Vegas the moniker "Sin City."

* * * * *

Paul Goldberger: I think this notion that Vegas is a place where the underside of the American psyche could express itself a little more, could come out from under the rock as it were, has been there for a long time. Las Vegas was created as this place in which sort of good people could be bad and yet not lose any points for doing so. That whatever happens here doesn't count.


Randy, Gambling Addict: I gamble on the way to work, I gamble after work. On my way to work if I want some money I wouldn't go to work. Then I go home and lie to my girlfriend that I'd worked overtime and my car broke down or something, I was living quite a lie. My name is Randy, I'm a compulsive gambler, my last bet was June ninth, a famous day.

Bob: I'm Bob and I'm a compulsive gambler.

Chris: My name is Chris and I'm a compulsive gambler.

Woman 1: When I was out there gambling I was just crazy, I mean I would leave my newborn son at home with my twelve year-old at the time and not caring about going home, not caring about anything.

Randy: You can't walk into a Seven Eleven or an AM/PM or anyplace else without there being slots. The grocery stores have slots. Ain't got 'em in McDonald's or Burger King yet, but it'll happen probably. You know I got to the point where I was gambling my whole check and I was borrowing from whoever, family, whoever to cover, cover my butt and I finally ran out of people to borrow from and, well, I didn't want my fiancée to leave me so I guess in a panic you could say, I figured I had no other alternative other than to rob a bank. Ran in there and gave the lady a note and she started handing me money and, went running out of there, I can remember saying excuse me to somebody walking out the door. Doesn't hurt to be a nice bank robber. Right now I'm awaiting sentencing. It seems that it'd be a really scary time, which it is, but I know that the sentencing I'm waiting on could not be as bad as the sentence I was in.

* * * * *

Narrator: Beyond what one visitor called the "fabulous, extraordinary madhouse" of the Strip in the 1950's, Las Vegas was exploding. Each year, thousands of newcomers flocked to the booming desert city, first doubling, then nearly tripling its population. By the end of the decade, the metropolitan area would be home to more than 127,000 people.

Most tourists never even glimpsed the neighborhoods where all these new residents lived. They likely had no idea that Las Vegas claimed more houses of worship per capita than any other city of equal size, or that growth had so taxed the water distribution systems that sewage effluent was used to keep the golf courses green.

And certainly almost none of the millions who passed through Las Vegas each year had ever been to the Westside -- a sprawling, squalid neighborhood across the railroad tracks from Fremont Street that was home to some 15,000 African-Americans.

Patricia Cunningham, Talk Show Host: West Las Vegas, the west side was like nothing I had ever seen before. It was not unusual to see cars almost bigger than the very houses they were parked in front of. It was the most segregated neighborhood that I had ever witnessed in my life. It was a given if you were African-American, you had to live west of the railroad tracks.

Eugene Moehring: The first significant numbers of African-Americans came to Las Vegas during World War II, to help build and work in the Basic Magnesium factory, a defense plant. There were many white people who hoped that once World War II ended they would leave and go some place else. But the hotel industry, the growing Strip and downtown created lots of low-paying jobs for custodial labor, room maids, waiters and whatever. And so ironically it was the Las Vegas hotel industry that kept African-Americans here.

Narrator: Like virtually every other city in the country, Las Vegas was rigidly segregated. African-Americans were relegated to the lowliest positions in the hotels and casinos, and barred from patronizing most every establishment in Glitter Gulch and on the Strip.

Even the black performers who headlined in town were shunted out of the showrooms when the curtain came down and effectively exiled to the Westside, where dingy rooming house accommodations went for as much as fifteen dollars a night -- roughly fifty percent more than the going-rate for a room on the Strip.

Patricia Cunningham: That was the excitement of Las Vegas. You could go to a lounge show for a two-drink minimum, not only see topnotch entertainment, but you might be sitting next to Frank Sinatra. Those were the kinds of experiences you could have walking through a casino. You never knew who you would run into. That was the thing, after the shows, they went to the lounges. But the African-American entertainers could not do that.

Narration: But in 1955, the color line began to threaten gambling profits. The trouble began with the Moulin Rouge, the city's first integrated resort, which upped the ante in town by adding a third nightly show -- and instantly siphoned off business from the Strip.

Alice Key, Activist: It was a fabulous place. That's where we used to gather and we were joined by a lot of people from this side of town. In fact, everybody was over at the Moulin Rouge; it was a huge success. Every night was packed to jam.

Narrator: Meanwhile, as the struggle for civil rights gained force and momentum in the South, African-American celebrities began to challenge Jim Crow in Las Vegas -- demanding rooms in the hotels where they played and refusing to perform unless black people were allowed in the audience. Strip owners were over a barrel: they could either concede or risk losing some of their biggest attractions. The desire to keep the casinos crowded trumped the color line nearly every time. Then, in early 1960, the local NAACP ratcheted up the pressure.

Alice Key: NAACP called a march on the strip and they notified the resort hotel association, and if they didn't want to see it on national television, they would open their doors.

Brian Greenspun: The hotels don't want this fight, they don't want these headlines all over the country. And this town was run by the hotels. When they said do, it got done.

Narrator: The day before the planned protest, at the Moulin Rouge, members of the NAACP met with the mayor, the governor, and a group of local businessmen. In a matter of hours, they had finalized an agreement to lift the Jim Crow restrictions at every hotel, restaurant, bar, casino, and showroom in Las Vegas.

John L Smith: You know in retrospect people will look back and remember how liberal they were, but in reality back then there were very few whites standing up with blacks. There were folks who believed that blacks were bad for business, but the one thing that the casino bosses have always protected is their bankroll and anything that they see that has threatened it was put aside.

Narrator: It would be more than another decade before the city was fully desegregated, before African-Americans could hold the more lucrative casino positions or make their homes beyond the Westside.

But the Moulin Rouge agreement, as it would come to be known, had underscored an irreducible truth: the color that mattered most in Las Vegas was not black or white, but green.

Marc Cooper: People say that Las Vegas is a town based on fantasy, but I don't think so. I think Las Vegas is in some ways the more honest and most authentic place in America because it gets us down to what much of our relationships are about in any case, which is money, and we don't like to talk about that out in the real world. This is a city where the only currency is currency. It's a place where as long as you have the chips, you are equal to everybody. Nobody cares what your race is, your color, your gender, your sexual orientation, in fact they don't even care if you have a criminal record. Everybody is the same until you're out of money. And then when you're out of money you're just out.

Narrator: By late 1960, Las Vegas was so iconic that Warner Brothers was inspired to set a major motion picture in town, a rollicking saga about a five-million-dollar casino heist gone awry, starring three legendary veterans of the Vegas entertainment scene -- Frank Sinatra, Dean Martin, and Sammy Davis, Jr.

When shooting on the film wrapped for the day, the trio would make late-night appearances, along with their co-stars Joey Bishop and Peter Lawford, in the luxurious Copa Room at the Sands.

They called their act "the Summit." Their fans called them "the Rat Pack." The show was such a hit that it would run on and off for years.

Steve Wynn, Resort Chairman of the Board: We went to the Sands hotel, where every business guy with money on the planet was trying to get through the door. Every swinger and do-da-diddy guy, every sporting life character on the face of the earth was in Las Vegas, taking every room in this small town so they could get a seat at the Rat Pack. And the air in the Sands crackled. Something was happening. The music was playing on the PA system of Sinatra and Dean Martin doing Guys and Dolls and things like that. The charisma, the excitement, the electricity in the building in the afternoon was beyond belief. There is no parallel to it today. The lights go out. The band plays music, and the announcer says "Welcome to the Sands Copa Room," and then without another word the curtain opens and Frank Sinatra walks out, Dean Martin, Sammy Davis, Joey Bishop, Peter Lawford, with no introduction.

Dave Hickey: They were not nice America, you know, I mean they were just sort of the dead end of cool, they were the dead end of all that jazz scene, they were sort of the embodiment of these big Italian ghettos and Jewish ghettos. I mean they are the emblematic creatures of this culture and they don't, you know, kowtow to no one.

David Thomson: I think that people who came here knew the mob were in control, and Sinatra and the Rat Pack they sort of acted it out, as if to say, you know what's really going on here, don't you? And it was part of the glamour for the ordinary person.

Nick Pileggi: They were urban half-ass wise guys, they played the game, and they were very sharp and dangerous. They drank too much, they played around with different women, everybody knew they were cheating on wives. This was not a Donna Reed film festival. These guys were bad.

Marc Cooper: Everything that Vegas promised it would be and said it would be really was embodied in those handful of weeks when the Rat Pack was here performing every night. What it really was, was a pinnacle of Vegas Cool. No question that that really was the high water mark of Las Vegas. We flippantly refer to Las Vegas now and then as Sin City but that's when Las Vegas was really Sin City.

Narrator: Among the scores of luminaries who the caught the Summit in the winter of 1960 was John F. Kennedy, a young Senator from Massachusetts who had only just recently announced his candidacy for President of the United States.

Kennedy had been coming to Vegas for years -- bewitched by its beautiful women, its whiff of danger, and its promise of a never-ending good time. The city, in turn, had claimed the charismatic candidate as its own.

But once Kennedy reached the White House, his administration would turn on Las Vegas and launch the most sustained attack on the city in its history.

The question then would be whether a place made famous as "Sin City" could survive if it cleaned up its act.

Episode Two

Narrator: At mid-century, Las Vegas was by far the strangest city in America -- a city built in the middle of the desert, where the main commercial district was comprised not of offices or banks, but hotels, where businesses operated 24 hours a day, raking in enormous profits from gambling -- an activity outlawed everywhere else in the nation and where many of the leading citizens were neither politicians nor priests but convicted criminals and professional racketeers -- men with longstanding ties to the mob.

Founded as a railroad town back in 1905, Las Vegas had made its mark as a place of illicit desire, a refuge from the laws and values that held sway in the rest of the country.

But now, as social revolution swept the old rules aside, the forbidden allure of Sin City would begin to fade -- and Las Vegas would lose its way.

Amazingly, when it rose again, the city would no longer be at the fringes of American life, but at its very heart.

Marc Cooper, Author: Each period in our history has some city that embodies the spirit of America. Whether it was Boston at the time of the American Revolution, or New York City at the times of the great immigration to America. And now in our culture that is marinated in electronic entertainment, where there is this kind of immediate appeal to the senses, to immediate satisfaction, to immediate experience, to sensation over thought, to the present over the past or the future, Las Vegas is the city of the Eternal Now. There is no place that better captures the spirit of the American culture, for better and for worse, than Las Vegas.

John L. Smith, Writer: You can explore many of the deadly sins here, but none more so than greed. In America the ultimate expression of capitalism is greed is good. Las Vegas shows you that greed is at least fun.

Marc Cooper: Las Vegas was based on the commercialization of all your desires. No desire is taboo its only a question of how much does it cost?

Elaine Wynn, Resort Director: It's the feeling that you're so far removed from people that want to tell you what to do that it just feels free.

David Thomson, Author: It is the licensing of fantasy. There is that opportunity or the illusion of the opportunity that you can change everything.

Steve Wynn, Resort Chairman of the Board: Secrets mean nothing. This is not Wall Street, that operates on an imbalance of information. Here's a place where if you've got a good idea you've got to shout it out.

Dave Hickey, Art Critic: It's the whole kind of oasis effect. It is this thing in the desert. It has no rational reason to exist. The wastefulness of it is very sexy.

Brian Averna : So we're here to build the world's largest birthday cake, a hundred and thirty thousand pounds of cake and frosting.

Woman 1: Happy birthday Las Vegas! At midnight we officially turn a hundred. Good morning everybody we turn a hundred years old officially in ten minutes.

Brian Averna : OK, my name is Brian Averna, I'm one of the corporate executive chefs of Sarah Lee. We provided the cake and the frosting tonight. We have sixty tables with two volunteers per table doing nothing but frosting. They're just going to stand there as if they're making peanut butter and jelly sandwiches and that'll happen for the next twelve hours. This is a big community event, but it's also a pretty serious undertaking. Look at these people, its one o'clock in the morning, you know its Vegas, so one o'clock doesn't mean anything. There's kids here, there's families that are here. What a great way to be involved in the centennial.

Woman 2It's just nice to see the community pulling together. This is awesome, it's been a long time since we've all pulled together to do something like this.

Woman 3: It's fourth generation Las Vegas.

Brian Averna: There's a hundred and thirty thousand eggs in the cake batter alone. There's twenty-four thousand pounds of flour, thirty-six thousand cups of sugar. I know that if you added all the calories together we'd be around twenty three million calories for the whole cake. We've got seven hours and we'll probably do it in six hours and fifty-nine minutes. Can you do a quick fix on this before it collapses on us?

Woman 4: We have to get it done by two o'clock, is it the time? We have a deadline!

Woman 5: Pick it up a notch people, let's go, forty-five minutes! Can we do it?

Oscar Goodman, Mayor: People have been asking me, why such a big birthday cake? Well, you're only a hundred once, a hundred years old, and to have anything less than that would be very un-Las Vegas. This has to be the biggest, the best, the greatest, the most exciting, and that's what Vegas is, this is symbolic of us.

Brian Averna: I think we went over by several thousand pounds, we went a little heavy on the frosting.

Woman: Perfect piece look, that's way too much!

Oscar Goodman: Now we have this perfect birthday cake, the biggest party, the greatest party, for the greatest city in the history of the world.

Narrator: In 1960, Las Vegas enjoyed a national reputation as America's unofficial mobster metropolis. No other place in America boasted such a rogue's gallery of city fathers. And perhaps none had more clout than Moe Dalitz, a man sometimes known as "Mr. Las Vegas."

The onetime kingpin of Cleveland's bootleg whiskey racket, former operator of illegal gambling dens in Ohio and Kentucky, and a reputed player in the national crime organization known as "the Syndicate," Dalitz possessed a pedigree tailor-made for a place like Las Vegas.

At a time when no legitimate enterprise in America would have invested a dime in a casino, Dalitz had sunk some of his dirty money into a controlling stake in the Desert Inn, one of the very first mob-operated resorts to be built out on Highway 91, the road that ran southwest to Los Angeles.

Other mobsters followed, and together they transformed the desolate desert highway into the famed Las Vegas Strip -- the self-proclaimed "entertainment capital of the world," the premiere gambling center of the western hemisphere, and the undisputed hub of the place known to Americans as Sin City.

"It's as though you walk through a veil," said one local, "you become a nonconformist. You enter an adult fairyland where a dollar is not a dollar, and five dollars is a chip."

Thanks to Dalitz and his associates, what once had been a remote western outpost now drew some eight million visitors a year.

Brian Greenspun, Editor: Remember, Las Vegas would not be here today but for these guys. Without Moe and those guys there would have been no money, there would have been no expertise. You know you could have all the money in the world, but if you don't know how to run the place, you get taken. And you know they knew how to look for the guys who were going to take them. They knew how to deal with the guys who were going to take them. And they dealt a little differently than the people today who are worried about constitutional rights and all that other kind of stuff. They, they dealt in their own way.

Narrator: Over the years, Dalitz had also proved a committed city builder- spearheading countless civic projects and contributing thousands to local charities.

As a journalist would later put it: "In Cleveland, Moe Dalitz was a bootlegger; but in Las Vegas, he stands as an elder statesman. . .".

John L. Smith: If Las Vegas has a forefather, in my opinion, the key player is Dalitz. He was a sharp operator and a tremendous guy with a pencil. I mean he was a great accountant. He had diversified business, he understood at an early age that it couldn't always be about bootlegging and gambling. You have to diversify. Dalitz was spreading out, was buying real estate, was getting into other businesses. Now were all the businesses legitimate? No, I don't think so, but the bottom line was is that Dalitz was well ahead of the curve.

Narrator: Now, in the fall of 1960, Dalitz was looking to capitalize on what promised to be the city's biggest boom yet.

That September, United Airlines had introduced non-stop jetliner service to Las Vegas, slashing travel time from the east coast in half and instantly making Sin City accessible to millions of Americans who otherwise would never have made the trip.

Suddenly, Dalitz needed more hotel rooms -- and for that, he needed cash.

Nick Pileggi, Author: Las Vegas gets so popular, gets so big, that the original people who put it together could no longer put it together, they didn't have the money to make it expand the way it wanted to expand. The men from Cleveland, the men from New York, they don't have that kind of money.

Hal Rothman, Historian: Mobsters built hotels with what I call shoebox money. They went to each other and said, 'I'm building a hotel in Las Vegas, do you want to buy a share? It's $50,000. The other guy pulls a shoebox from under the bed, opens it up and counts him out $50,000, cash. It got to the point that hotels were too expensive to do that. You simply couldn't get enough guys with $50,000 to build a 12 million dollar hotel. So they needed another source of capital.

Narrator: Dalitz knew just the person to tap: his longtime associate, Jimmy Hoffa, President of the notoriously corrupt Teamsters Union.

The previous year, Dalitz had convinced Hoffa to invest the union's pension funds in a new hospital for Las Vegas. Now, he urged the union leader to make similar investments on the Strip. "If Moe told [the Teamsters] to make the loan," said one observer, "they made the loan."

Over the next several years, Hoffa would draw on the pooled retirement savings of nearly 200,000 union truckers and longshoreman to finance a spate of hotel expansion projects, including a nine-story addition at the Desert Inn. Teamsters money would also underwrite construction of a Greco-Roman-themed resort called Caesars Palace -- purposely spelled without an apostrophe to signal that the place belonged not to a single Caesar, but to anyone who wanted to spend a weekend living like a Roman emperor.

More hotel rooms, more guests, more money dropped at the tables and slots -- all of it would eventually add up to a dramatic spike in the "skim," the undeclared and untaxed earnings that were collected in the counting rooms and then distributed among the scores of "connected" owners who held hidden interests in Las Vegas.

Nick Pileggi: Every city had its own guys and that's the way they did it, you could see where the money came, for each of those casinos. The Dunes was Saint Louis. The Desert Inn was Cleveland. Stardust was Chicago.

John L. Smith: It was a town that had the...the front end guys, the smiling guys with the, with the wild sport coats and then it had the other folks who came to town and of course anyone in the lobby on a Friday night might notice that a crew of New York mob guys came in and got all the penthouse suites and that were...they were treated very, very well. Now were they just gambling, of course not, they were, they were watching their store.

Narrator: With Teamsters money at their disposal, it looked as though Dalitz and his underworld cronies had found a way to stay on top. And with hundreds of millions of dollars in gambling revenues at stake, Nevada authorities left them there. "We have no gangsters here," a state assemblyman insisted. "We have qualified businessmen who are in a recognized industry -- gaming."

Then, in early 1961, President John F. Kennedy appointed his brother Bobby to the post of U. S. Attorney General. "A shudder went through [Nevada,]" one reporter remembered, at the prospect that "the new administration might crack down on hoodlums."

Las Vegans had good reason to fear Robert F. Kennedy. Just a few years earlier, Kennedy had served as chief counsel to a highly-publicized Senate investigation into the alleged links between crime syndicates and American labor unions, and he had watched in disgust as all but a handful of the nation's most audacious racketeers got away. His loathing for Jimmy Hoffa, in particular, had since become legendary.

Nick Pileggi: Kennedy felt that unions had to be protecting people, not exploiting them. So I think he emotionally responded to that. The teamsters union was very strongly influenced by wise guys from different cities. The influence that the mob guys had over that pension fund was enormous, and I think that outraged Kennedy.

Narrator: Now, as Attorney General, he vowed to collar those who had so far eluded the government's grasp. Organized crime syndicates, he told his staff, had become an "insidious rot. . . infesting the nation's innermost core." And the putrid source was the casinos of Las Vegas -- or as one Justice Department aide called them, the Syndicate's "federal reserve."

Nick Pileggi: The FBI and the IRS could never accept the fact that a man like Moe Dalitz who was illegal in Cleveland, could get on a plane in Cleveland, come to Las Vegas, and be legal. The FBI and the federal government, the US Attorneys office, they felt there was something wrong with that. You can't have one state where being illegal is legal. It just drove them nuts.

Narrator: Over the next two years, Kennedy's Justice Department, together with the FBI and the IRS, waged an all-out war on Las Vegas -- plotting raids, planting illegal wiretaps, and scrutinizing the financial records of every casino in town. By 1963, they had succeeded where every other federal investigation of Sin City had failed -- and had managed to publicly expose the skim.

John L. Smith: A lot of facts came out that linked the casino ownership to the five families of New York, to Chicago, to Cleveland, Kansas City, and other places. And the proof of history has shown that they indeed were taking money out of the casinos.

Narrator: For Las Vegas, it was a public relations disaster. All across the country, newspapers ran story after story about the pilfering of casino profits, estimated to be at least ten million annually. A book-length exposé called The Green Felt Jungle blasted the nation's pleasure capital for its corruption-- and became a runaway bestseller overnight.

Meanwhile, the Justice Department handed out indictments like penny candy -- hauling in some 600 organized crime figures in 1963 alone. Eventually, Jimmy Hoffa would find himself headed for the penitentiary with a jury tampering conviction on his head, and Moe Dalitz would be battling charges of tax evasion.

To some longtime residents of Las Vegas, "the boys," as Dalitz and his friends were known, may well have seemed beneficent city fathers. But in the face of relentless government scrutiny, the city's alliance with mobsters was also fast becoming a liability.

Josh Kennedy: Watching TV for about a year it all seems Vegas, Vegas, Vegas, I just wanted to come out here, become a blackjack dealer. I was waiting tables back home, got tired of it. So I decided to come out here to be a dealer, make a bunch of money. Image in my head was just that everyone was getting rich real quick. I came out here I thought I was going to be a millionaire within my first ten minutes of me coming into Vegas. They hype it up so much on TV that you know, you can't help but come out here. It's a challenge, I don't know anybody out here. Back home I knew a lot of people, I could get a job real easily. Out here I had to actually use my resources, my skills to get a job. I got a job at O'Shea's, which is a breaking house for new dealers coming straight out of school. My shift is eight o'clock at night till four in the morning. I don't mind, cause I'm making money. I mean, it's not even really considered a job. I mean it is, but I don't break a sweat, I don't do anything, sit there and make sure everyone's playing alright, keep track of the money that's right there and that's pretty much it. Vegas is unique. It's different than every other city. It's like it's own little country. Laws here are so slack, it's not like anywhere else in the United States. You come out here you can be a totally different person, you don't have to be who you were back home. It's a transit town, so you meet someone, you see them for two days, if that, and they're gone. You don't ever see them again. It's why I kind of like it. I'm trying to go move back home sometime, next couple years, start a business. I don't want to be out in Vegas all my life, I mean I like the town but you can easily get trapped inside of Vegas, do all the things that you're not supposed to do. Stay focused and then leave. Just takin' Vegas like Vegas takes everyone else.

Narrator: In the early hours of Thanksgiving morning 1966, a private train rattled into a desolate crossing in North Las Vegas. From the trailing car emerged one of the wealthiest men in the world -- the legendary billionaire recluse, Howard Robard Hughes.

In his youth, Hughes had been a full-fledged American celebrity: the dashing movie producer whose exploits had provided endless fodder for gossip columns, the record-breaking aviator who had been honored with a hero's ticker tape parade.

But though only a few people knew it, that man was long gone. Plagued by chronic back pain and hopelessly addicted to narcotics, Hughes had spent much of the last three years in near-total seclusion, his mind careening between rationality and full-blown dementia.

Now, he had come to Las Vegas, his old stomping ground, seeking tax shelter for his riches and refuge from the hounding attention of the press. Accompanied by a phalanx of beefy Mormon caretakers, he took up residence at Moe Dalitz's place, the famed Desert Inn, where an old acquaintance, Las Vegas Sun publisher Hank Greenspun, had reserved the entire eighth and ninth floors for his personal use.

One week passed. Then two. But to Dalitz's dismay, Hughes and his entourage showed no signs of moving on.

Brian Greenspun: Never gambled and his aides were all Mormon, so they didn't gamble and they didn't drink and they didn't tip, because know they didn't need any of the services. So it was a, it was a bust for the hotel. So around Christmas time Moe called my dad and said, you got to get this no good bum out of here, because my high rollers are coming in, I need those suites. And in the middle of that negotiation back and forth, over a period of a few days, either my dad or someone said well why don't you just buy the hotel?

Narrator: Hughes's bid for the Desert Inn could not have come at better time.

Although the Cold War defense boom had boosted employment at nearby Nellis Air Force Base and the sprawling atomic test site to the north of town, and Las Vegas's annual tourist tally was holding steady, the furor over the mob had begun to slow the city's roll.

Hughes was precisely what Las Vegas needed: a well-respected entrepreneur with one of the biggest bankrolls on the planet and an image that could instantly redeem the city from the stigma of organized crime.

Seizing the opportunity, Governor Paul Laxalt urged the Gaming Control Board to approve Hughes's license application -- in spite of the fact that he had failed to appear in person, had declined to submit to a financial background check, and had refused to be photographed or fingerprinted as required by Nevada law.

John L. Smith: It's not too bold a statement to say that if he did not own the governor's office during the Laxalt administration, he certainly leased it. He got favors that no one else got, and he was a guy with a past that probably should have been scrutinized, but his presence was so important that it superceded a background check.

Narrator: On April Fools Day, 1967, official title to the Desert Inn passed from Moe Dalitz and his partners to Howard Hughes.

"I have decided this once and for all," Hughes declared in a memo to his aides. "I want to acquire even more hotels and . . . make Las Vegas as trustworthy and respectable as the New York Stock Exchange."

Cloistered round-the-clock in his makeshift headquarters, the eccentric billionaire now began to collect Strip hotels and casinos as if they were snow globes or stamps: the Frontier and the Sands and the Castaways; the Silver Slipper, a small casino across from the Desert Inn, whose revolving marquee-topper reportedly disturbed his sleep; and the massive Landmark Hotel, which officially opened in July 1969.

Archival Newsclip: Despite Hughes' reputation for shelling out without stepping out, many of his guests are still hoping for even a glimpse of their elusive host. But they won't find that billion dollar baby in this five and ten cent store.

Elaine Wynn: He was the wizard of Oz. Ya never saw the man, ya never heard the man. Ya saw his minions and you weren't even sure if they saw the man. And it was a very weird, weird deal. What you felt was his money.

Nick Pileggi: The guys who created Las Vegas, the originals, they were powerful and rich, but they could never cash out, they could not walk away from that profit. They were now in their sixties and seventies, they want to leave some money to their grandkids and their families. Howard Hughes comes in with his accountants and they could finally get rid of it, they could cash out.

Governor Paul Laxalt, archival footage: Hughes has by buying out certain hotels retired some of our more dubious characters, for which we're very grateful.

Narrator: To the outside world, it looked as though all of the mobsters were gone -- but that was just another bit of Las Vegas's dazzling sleight of hand.

Since no one in Hughes's organization had any idea how to run a gambling operation, they had kept most of the mobbed-up managers in place. Under their direction, the skim had continued just as before -- only now Hughes was being defrauded along with the IRS. In casino parlance, it was known as "cleaning out the sucker."

By the time the extent of the plunder was finally made clear, Hughes's buying spree had hit a snag. Barred from further purchases by a pending anti-trust suit and rapidly descending into madness, Hughes had his aides spirit him away from Las Vegas on Thanksgiving 1970, exactly four years to the day after his arrival.

Governor Paul Laxalt, archival footage: Mr. Hughes is on a delayed vacation, it's been delayed for fourteen months and he decided he was entitled to this vacation after four years in the ninth floor of the Desert Inn.

Man: We have personal confirmation from Mr. Hughes, personal confirmation he's going to return to Nevada because he's become a very valued and respected citizen of this state.

Narrator: Although many of his properties in town would remain in his company's possession for years to come, Hughes never did return. But his brief, bizarre sojourn had nevertheless changed Las Vegas forever.

Man, archival footage: We needed a man like Mr. Hughes. We've had some very bad unfavorable national publicity. Since coming here our national publicity has been far more favorable. He's given us what we deem to be almost instant respectability.

John L. Smith: I think Howard Hughes played an enormous role in the evolution of Las Vegas. Uh, his man, Bob Maheu, says that Howard Hughes didn't make the new Las Vegas, but he got it ready. By bringing a brand name that was not Murder Inc. into Las Vegas, Howard Hughes helped separate the community from its past.

Cookie Citro, House Mom: Vegas used to be mobsters, money and movie stars. It's not like it used to be. Now, its corporate, it's a kiddy land. Everyone comes with their hundred-dollar bills, with their shorts and gym shoes and T-shirts and they bring their children and they go on roller-coasters on top of the casinos. I came to Vegas in 1975, the disco days, the wonderful days, and you know, I wish I could turn back the hands of time, I really do. When I first got here I was a cocktail waitress and now I deal a lot of the games. Not all of them, but most of them. But it's not a very good job anymore like it used to be. A friend of mine works in the VIP room at the strip-tease and they needed another house-mom, so I says, I'm willing. I'm the den mother. A lot of the girls are detached from their families. Some girls' families don't even know that they work there, that they're dancers. A lot of them say that they're cocktail waitresses somewhere. You know, I cook for them, that's one of the biggest things. They come in and when they see me their faces light up, they go, "ooh food!"

Cookie Citro: They're not there to be touched and fondled, most of the girls. They're dancers, they're not prostitutes. There are some that do their own little thing, but on the whole there's a lot of good girls. There are codes in the striptease and in all the strip places, you cannot do grinding, you cannot let touching of any body parts. Vice comes in to check periodically. If they see something the girl gets ticketed, the manager gets ticketed. They actually have to go to court, it's like a ticket.

Girl 1: Now I can climb the pole barefoot, no problem.

Girl 2: Oh yeah, I can too, definitely.

Girl 1: It took me like a year to be able to do that.

Girl 2: It's a year, I tell everybody, it takes, it takes a year to learn how to dance. I mean just even know how to move your hips and how to be sex-, how to look sex-, how to walk in these shoes sexy? They had to tell me, one foot, you gotta put one foot right in front of the other one they tell me, and that's how you learn how to walk.

Girl 1: I didn't know any of that.

Girl 2: And now I'm addicted, I love it. It's bad, it's like a drug, it is. Stripping is like a drug, it's addicting.

Girl 1: Every time I try to find another job I always come back, always.

Girl 2: Oh yeah ,them eight dollar an hour jobs?

Girl 1: You get your paycheck and you're like, I made this in one night, I made more than this in one night. Four or five photo-ops for two weeks and that's all I get?

Girl 2: I know!

Cookie Citro: I have seen girls fall into the drugs, into the alcoholism, um, they're more interested in that, a lot of their money goes towards that, and you know what? Your heart goes out to them almost. You know, you want to know sometimes, what makes them go in that direction, what happens that they can't follow a straight line. I worry about most of them, I really do.

Paul Goldberger, Architecture Critic: You know for me, the insane, brazen, wildness of the whole thing is always very exhilarating when I first get there, and then because it is sort of superficial, and it is without real substance behind it, it wears thin very quickly. It's kind of as if you were force fed chocolate mousse. First taste is really good, but then there comes a time when you actually want some nutrition.

Narrator: By the late 1960's, the primly conservative values of post-war America were folding faster than a poker player with a busted hand. Over the previous decade, the nation had been assailed by protests and assassinations and government lies, and millions of Americans were now turning their backs on the status quo. In Sin City, the turmoil barely registered.

Paul Goldberger: The 60's were about serious things and Las Vegas was about escaping from serious things. And Las Vegas was much less on the map in the 60's. I don't think it's that Las Vegas was too busy to pay attention to the 60's, I think it was that the 60's were too busy to pay attention to Las Vegas. And so it kind of just went chugging along.

Narrator: Of course, the times were changing in Las Vegas too -- but they were headed in the opposite direction.

In the rest of America, the goal was to get rid of the establishment. In Las Vegas, the establishment had only just arrived -- in the form of corporations, like Ramada and Hilton, who had finally decided to take Howard Hughes's lead and cash in on the lucrative casino business.

Marc Cooper: The cultural revolution kicked the doors open, inadvertently, for the mainstreaming of gambling in a culture where Lenny Bruce and Richard Prior replaced Bob Hope and George Burns. Then you have a cultural opening and people who make money off of culture say, hmm maybe gambling and floor shows, and even stuff that has a kind of sexual connotation to it, maybe we could put that on our commercial agenda. Maybe we can invest in that and people aren't gonna go running away with their hands over their eyes.

Elaine Wynn: The positive for Las Vegas was we finally were getting access to capital. It had been not the case here until the age of Howard Hughes and slightly thereafter. So there was very, again another liberating move to be in Nevada at that time, because all of a sudden doors were opening.

Narrator: Now that Wall Street had come to Sodom and Gomorrah, there was no longer any reason to put up with the mob -- or their questionable business practices.

Archival Newsreel, Dan Rather: The Justice Department today announced the indictment of fifteen men, some said to be members of organized crime for skimming more than two million dollars from casinos in Las Vegas over nine years.

Narrator: Over the next several years, Nevada authorities would investigate a half-dozen Las Vegas casinos, and, working in concert with the U. S. Justice Department and the IRS, forcibly sever their ties to organized crime. By the mid-eighties, the last of the mobsters would be gone from the scene, and the keys to Sin City would have passed into the hands of corporate America.

Patricia Cunningham, Talk show host: You'll find many people who will tell you when they look back, they liked Las Vegas better when the mob ran the city. People felt like agreements were always kept, a man's word was sacred. You knew where you stood. If you didn't cross them, they didn't cross you.

John L. Smith: Las Vegas, we have to remember, was a smaller place. It was a place where you could walk in to a casino and people really could know your name. When people say was Las Vegas better when the mob ran it? You know, it was smaller, you know, I mean it was a small town and now Las Vegas is a big place and that's the place where corporations work.

Narrator: For more than two decades, Sin City had made the visitor number one. Now, that exalted position belonged to the stockholders -- and Las Vegas's corporate managers were hell-bent on maximizing their returns.

Elaine Wynn: During the seventies we entered into an era of corporate Las Vegas. Anathema to Las Vegas. Now the bean counters are running the places. They are making it dry and dreary and they have no imagination, and what happened to all of the inspirational people? Because now all they care about is the bottom line.

Narrator: The nearly 30,000 members of the local Culinary Union -- the bellhops and maids, dishwashers, waiters and cooks -- were the first to feel the squeeze.

In the face of layoffs and steadily eroding benefits, the Culinary struggled mightily to hold its ground. 1976 saw the first major city-wide strike in the union local's history.

Archival Clip, Protestor: If it lasted a few days a lot of heads are going to get hurt, cause people are broke.

Narrator: After sixteen days, management grudgingly agreed to a wage increase and a no-lockout clause. But in retaliation for the heavy financial losses incurred during the strike, hundreds of union members lost their jobs.

Dina Titus, State Senator: People don't want to come where they have to cross a picket line, or they don't want to be reminded of reality when they're in a place like Las Vegas that's based on fantasy. And people who are picketing, that's about as real life as you can get.

Narrator: Returning visitors immediately discerned a difference in the newly- corporate Las Vegas.

The once world-class service was now notably sub-par. Worse still, the buzzing energy of the old Sin City seemed strangely muted. Glitzy had given way to bland. And the one-time pinnacle of nightclub cool had somehow become the last plateau on the downward slope to cultural obscurity, a place where the most cutting edge entertainment was Elvis Presley's astonishing comeback at the International Hotel.

John L. Smith: We're talking about a community that had become out of step with what people thought was hip. When things got punk, Las Vegas pulled up its polyester leisure suit and went, gee whiz fellas you want to hit the blackjack table?

Narrator: However dowdy or sleazy or tame Las Vegas may have seemed to visitors, it was still the only big city in America, outside of Reno, where a person could legally sit down at a blackjack table and throw his life savings away. But now, even that distinction disappeared.

Archival Newsreel, Cronkite On Atlantic City: The monopoly Nevada has enjoyed since 1931 as the only state to have legalized casino gambling ended today at 10am when the wheels spun, the cards dropped and the dice rolled in Atlantic City, New Jersey.

Narrator: With some 37 million people living less than a gas tank away, Atlantic City easily won out against the four-and-half-hour airplane ride into the heart of the Mohave. Before long, the New Jersey resort's eleven casinos would be drawing more than twice as many annual visitors as Las Vegas.

Competition, combined with a national recession that slowed tourism everywhere, sapped Las Vegas's drawing power. By 1980, visitation was down and Sin City was in the throes of a full-fledged identity crisis.

The losing streak only continued. In November, the seven-year-old MGM Grand, a 26-story Hollywood-themed resort that had once drawn rapt attention as the largest hotel in the free world, made headlines yet again: this time as the site of a disastrous blaze in which 85 people died, and some 700 others were injured. Three months later, the Las Vegas Hilton also went up in flames, cutting short the lives of eight hotel guests.

John L. Smith: The fires were an international news story that had a tremendous negative impact on Las Vegas. That gave people a reason to doubt whether we had our game together, whether, whether we could be a modern city or whether we weren't just some kind of island or backwater.

Narrator: Finally, in 1983, TWA cancelled its non-stop service between Las Vegas and New York.

With a total metropolitan population now of more than 450,000 people and an annual tourist tally that still topped ten million, Las Vegas was in no danger of disappearing. But it was tempting to conclude that its spectacular rise had reached a natural limit. Like an aging showgirl, Sin City seemed an unlikely candidate for a second act.

Those who were inclined to count the city out, however, didn't know a thing about Las Vegas.

Brian Greenspun: Whether it's gambling, you know, on the tables or in the slot machines, or whether it is this opportunity to start over, to better yourself different from where you came from, everybody's looking for that next chance in life. And I think Las Vegas offers it; a chance to do something different, a chance to do something better, a chance, period.

Kelly Pettyjohn: I was with my baby's dad and one month he decided to fall apart, which left us with an eviction, so I thought I could come out here. My son's godfather lived out here, so why not give it a try? Our lives fell apart in California. I was living from friend to friend week after week. When this hardship took place and we lived out here we lived with my son's godfather, there was fourteen people in a three bedroom apartment upstairs. It was OK for the first couple of days but after a while it started playing on everybody's nerves. That's why I reached out for shelters, places that I could get help.

Woman: Two primary goals that we focus on have to do with your desire to find full time work and permanent housing. OK, you have already applied for tenant. How about food stamps?

Kelly Pettyjohn: She said to call her back tomorrow morning.

Woman: So they have given you your card, your food card?

Kelly Pettyjohn: Yeah, I got the Nevada Quest card. Why out here in Vegas do you need all these cards to have a job; a health card, a tenant card, a service card...

Woman: Many jobs in town are connected with casinos and people handle money and alcohol and things like that, and so in order to do that they need to do background checks on people.

Kelly Pettyjohn: OK, 'cause even to work at McDonalds you need some kind of card.

Woman: Yeah, it's not a user-friendly town when it comes to, you know, people being able to just come to town and get a job.

Woman: The most important thing for us is that you're not on the street and if you continue to find people that would take you in that doesn't last for very long. We get about two hundred calls a month.

Kelly Pettyjohn: I came out here thinking a job was just going to fall into my lap. You see on TV everybody's smiling, everybody's got a job, everybody' seems like it works out. You come from California, you come out here, thinking you're going to find a better life, a better way. It's not exactly what it's cut out to be. I guess I was naïve.

Steve Wynn: Las Vegas is probably the greatest example on the planet including New York City of twenty-four hour, seven day a week, violent hand-to-hand commercial combat. Here in this city, the players are lined up along the Rialto out there, teeth bared, lips curled back, fist clenched saying stay in my place don't go in that one. Look at what I've got for you, isn't this great. Carnival midway, step right up. See the girl turn into a gorilla. See the chicken dance. Come in here.

Narrator: In 1988, after a fifteen-year construction slump, a highly anticipated new resort called the Mirage began to rise up on the Strip.

Not since Bugsy Siegel's Flamingo nearly half a century before had a Las Vegas hotel-casino generated quite so much buzz. Local curiosity had been mounting ever since the man behind the project, longtime Las Vegas resident and casino owner Steve Wynn, had gone public with his somewhat mysterious plans.

"They don't need another casino in Las Vegas," Wynn had told one writer, "but they sure as hell could use a major attraction." The Mirage, he promised, would be the Sin City-equivalent of Disneyland.

The business that had built Las Vegas and fueled its growth for more than half a century was about to be turned on its head.

Marc Cooper: Historically, within the internal organization of a resort, the casino was king, and the showrooms, the rooms, the bars, they existed merely as appendages to the casino, didn't matter if they made a profit or not. They were the lure to get people into the casino. Well Steve Wynn changed all that. Much to the detriment of the tourists' pocket book. What that meant, was that while it would cost the tourists a lot more because the day of the twenty dollar a night room was gone and the free meals were being fazed out, he upgraded the level of luxury to a point where a middle class person could come to Las Vegas, and feel like he really was a millionaire.

Archival Newsreel On The Mirage Grand Opening: "Pounding the pavement took on new meaning today, especially at the Mirage Hotel where thousands of feet jockeyed for space to see the new play land."

Narrator: 100,000 people had been expected to show up for the resort's grand opening in November 1989; 200,000 actually came. Inside of a few weeks, the Mirage surpassed Hoover Dam as the leading tourist attraction in Nevada.

With three separate wings, twenty-nine stories and a total of three million square feet, the Mirage was the largest resort casino on the face of the earth -- a complex so sprawling that it resembled not a resort but a city. So many service workers were needed to run the place -- some four thousand in all -- that Wynn had had to cut an historic deal with the Culinary Union just to open his doors.

But it wasn't the size of the Mirage that really captured attention, it was the resort's exuberant celebration of sheer, stupefying spectacle -- a 20,000 gallon marine tank, stocked with pygmy sharks, stingrays and trigger fish; an ecologically-authentic tropical rainforest; and a fifty-four-foot man-made volcano that periodically spewed steam and flames into the night sky.

Dave Hickey: He understood that how it looked is important. I would say the most admirable thing about all of Steve's projects is they really do detail. You know they really do detail. The volcano in front of the Mirage is there because when they were setting it up, they were doing time motion studies on how long did it take you to get your car on the busiest night of the year? So twenty minutes to get your car, right? But if the volcano's going off every fifteen minutes, you're not waiting for your car, you're hoping your car won't get here until the volcano goes off. See this is very refined service economy thinking.

Narrator: Even the entertainment broke the mold. There was no run-of-the-mill headline act here, no second-rate celebrity backed by a row of scantily-clad dancers. Instead, the Mirage showroom featured a pair of flamboyant German illusionists named Siegfried and Roy, their hand-raised pride of white tigers and a twice-nightly, jaw-dropping magic show that would play to sold-out houses for years to come.

Brian Greenspun: Steve came and he realized that if you build it and you build it better and you create a little demand where maybe there wasn't demand, make it a little harder to get into, everyone will want to get into it and everyone will pay more to enjoy it. And he built these fantasy lands for adults. You know with these volcanoes and, and the Siegfried and Roy show, and you know porpoises and everything that people would just love to be part of. Did they pay more for it? Sure, they were willing to pay more for it, he understood that. Give them something they can't get anywhere else.

Narrator: The Mirage had miraculously made Las Vegas new again -- and it had done so just in time.

By the 1990's, any residual stigma that still clung to gambling in America had dropped away. As early as 1994, there were lotteries in 37 states, legal casinos in 23, and nearly the same percentage of the gross national product was spent on gambling as on groceries. At decades' end, the most profitable casinos in the world would be located not on the Strip, but on Indian reservations all around the country.

The implications of the trend were not lost on Las Vegas's resort owners -- entrepreneurs like Bill Bennett and Kirk Kerkorian who had spent years building bigger and better casinos. To survive as a tourist destination now, Sin City would have to up the ante.

John L. Smith: The Mirage opened a lot of the financial doors for Las Vegas casinos. What it did also was spark a kind of "Grapes of Wrath" attraction about Las Vegas. That there were these people who needed the work were starting to come out here not only from south of the border, not only from California, but from all over and they were coming here, not simply because of the Mirage, because Las Vegas was growing again.

Natalie Rodriguez, the Culinary Training Academy: Kevin is finishing bussing this table, sorting his china. Myra's setting up, she's covering everything so the food stays hot. Here we have our main kitchen, this is where you'll be putting in orders.

The Culinary Training Academy's original design was to fill a labor need in the market. We trained people entry level, job specific, for this industry.

Uh-uh, uh-uh, that's going to go in the dirty dishes.

In Las Vegas, you can embark upon a career as a food server, which anywhere else in the country is not considered a good job. You can provide very well for your family in these positions that in other places are not considered good jobs.

Pull the tray back behind his head, there we go. May I? May I? Clockwise, OK, clockwise, clockwise.

We train people, the technical skills, how to carry a tray, how to say, "may I take your plate?" as opposed to, "are you done?" You know, how to correctly pour a cup of coffee so that it, it comes within a quarter inch of the top.

You've got to announce: "Coffee?" Coffee and pour.

Our industry demands a level of customer service, of guest service, that is so high that a large part of what we do in addition to the technical skills is train people on focused eye contact, how to relax, how to smile, how to communicate with the guest.

Do you put the butter on the French toast? Do you put the syrup on the French toast? Do you put the powdered sugar on the French toast? Yes, sprinkle the powdered sugar on the French toast.

My goal when I send people out into the industry is that they communicate to the guest that each and every guest is important, not just to me, but that they're important to my hotel, to my restaurant, to my city. We are driven by tourism and if the guest stops coming back, we stop having employment.

The only difference between a plain omelet and scrambled eggs is shape.

The guest service that should be communicated is that each and every guest is valuable, that you're valuable, that you're appreciated, that you're a wanted part of our day. You are the reason that we're here.

Dina Titus: Las Vegas is well-known for reinventing itself. We're very good at adapting. I mean how else could we have survived out here in the middle of this desert with nothing else around. Who would ever imagine it would become what it is today? So we reinvent ourselves to accommodate whatever comes along.

Bryant Gumble, archival footage: In just about fifteen hours, this building, the once grand Dunes Hotel and Casino, will be demolished in what's billed as America's most spectacular architectural implosion ever. Your decision to blow up the Dunes, is it part of a larger effort to do away with the old Las Vegas and reshape Vegas as something else?

Steve Wynn: It's part of Las Vegas doing what everybody else in the entertainment business is doing in the world today, and that is keeping up with the changing tastes of the public. Everybody has become more and more highly expectant and things that would have gotten a wow or a jazz ten years ago draw a yawn today and if Las Vegas doesn't move along like the movie industry and everything else, Las Vegas is not going to be the exciting place it has been in the past, and it is, as you can see. It's moving along.

Narrator: Between 1989 and 2005, many of the city's most iconic landmarks -- the Dunes and Sands, the Hacienda and even the Desert Inn -- would be leveled, making way for what would come to be known as "the New Las Vegas."

David Thomson: I think there's an impulse in the construction and reconstruction of the city that is very much something that comes from Hollywood sound studios, whereby you build a set, and Friday you finish with it, Monday you want a new set. And the European sense of construction and the Eastern American sense of construction is that you build for the centuries. And in the west, but particularly in Las Vegas and Hollywood, I think, there is this notion that you build for what you want now.

Paul Goldberger: Las Vegas is a place built on the idea of escape, and if you believe you're about escape, then you can't be hemmed in by anything, including your own past. So I think Las Vegas treats its past the way it wants its visitors to treat their pasts, in effect, to forget them and to just have a good time.

Dave Hickey: Well I mean Vegas has done for architecture what, you know, what Renaissance painting did for painting. It rendered it mobile and ephemeral. I mean, you know. If it doesn't work here, it goes away. You know if you build it and it doesn't work, it goes away. Buildings, nothing is presumed to be permanent.

Narrator: They seemed to materialize almost overnight, like the outsize LEGO creations of an unnaturally large child: the four-thousand-room, Knights of the Roundtable-inspired Excalibur, outfitted with cartoonish turrets, towers and spires. . . and the pyramid-shaped Luxor, home to the world's largest atrium and a 40-billion-candlepower spotlight that astronauts reported as clearly visible from space. . .

The pirate-themed Treasure Island, where a rousing maritime extravaganza was performed six times nightly on a 65-foot-deep man-made lagoon fronting the hotel. . . and the new MGM Grand, a massive hotel-casino-entertainment complex that drew as many as 10,000 visitors a day.

These would soon be followed by dazzlingly elaborate replicas of New York City and Paris, Lake Como and Venice. In the end, there would be more hotel rooms on the corner of Flamingo Road and the Strip than in the entire city of San Francisco.

Dave Hickey: Everything here is here to be seen, there's nothing here to be looked at. The architecture is not self-conscious about being architecture. It just doesn't suffer from Edifice Rex. You know when I first came here, you know I had some friend from New York was here and they said, looking at the Luxor and he said, well this is just a joke. And I just had to say, well you get it don't you? Do you think no one, you think everybody else thinks it's a real pyramid? Of course it's a [expletive] fake pyramid.

Hal Rothman: What Las Vegas does is make you feel special by not threatening you, by affirming who you are. If you walk into the Paris and you say, 'bonjour,' to somebody and they say, 'bonjour,' and you say, 'comment tallez vous,' and they say, 'My name's Eric, and I'm from Orange County, and that's all the French I know.' The difference between Venice and the Venetian is it's cleaner, it's a little bit less noisy, and it has all the amenities. So it takes the world the way it is, and makes it the way you would have it if you were in charge.

John L. Smith: I think Las Vegas has done a great job of selling itself as acceptable mainstream experiences. It's interesting, a generation ago people defined Las Vegas in very moralistic terms. I mean there were those who liked it because it was kind of cool and exciting, and then there were a whole lot of folks who cast aspersions on it.

David Thomson: I think everybody in the world feels they ought to try to get here just to see what it's like, and a lot of people if you were to say to them, what's your definition of the great life, would say without irony, without hesitation, "Well, a great weekend in Las Vegas." That's got the lot. That's the package.

Narrator: By 1999, Las Vegas was drawing some 37 million tourists annually, from all over the world, eclipsing even the holy city of Mecca as the most visited place on the planet.

Paul Goldberger: At a time when cities are forced by certain economic and cultural pressures to look more and more alike, when it's getting harder and harder to figure out what differentiates Dallas from Atlanta say, Las Vegas is one American city that still feels distinct. But reality will force it in another direction because as cities grow, they inevitably change. It is in fact becoming a more traditional city, more like other places. But it can't admit that to the world or it won't be Las Vegas.

Mary Ann Ward: Well usually if I'm on an airplane and they ask me what I do in Las Vegas and I tell them I'm a principal they say, oh there's not schools in Las Vegas, and I have to say well, we are the fifth largest school district in the United States. We are not able to open schools fast enough to handle the amount of children that are coming into our city. Last year they opened I believe twelve, I think this year its anywhere between ten and eleven, and I know that they've said that next year they might be up to eighteen new schools open. But there's also a lot of turnover and that makes stability for children and instructional programs more difficult I think.

Darla Richards: I started this school year with twenty-seven students and probably eighteen of them were here from day one and are still here today. The rest of them are all new and several have moved on. Sometimes children, we'll get new students who have been in four schools already in one year. So, that's difficult as a teacher, you feel for those children that there's not more stability for them.

Darla Richards: OK, today for journal we're writing about what you would do if everyone in your family forgot your birthday, everyone.

Darla Richards: I think a huge impact that a twenty-four hour city has on the children is in a lot of cases they go home after school and no one is there because that's when their parents are working. That impacts what I try to do with them primarily with homework. They go home and they have a lot of other responsibilities, they're watching younger siblings and so homework doesn't always take a priority. Jobs that are available here in Vegas are often decent paying jobs that one can acquire without very much education at all, and therefore I think education in the valley is not really high priority. And especially children when they get to high school, they know that they can go get a job valeting cars like Uncle Bill and make a decent living without finishing high school. I try to do what I can and I promote education with them. I often ask them, you know, who thinks they want to go to college and many hands are raised, so if we can just keep instilling that importance of education as they go through schooling, we'll reach a few of them.

Narrator: By the dawn of the 21st century, the phenomenal success of the New Las Vegas had transformed what was once a remote and exotic desert outpost into the fastest-growing city in the United States -- a place where tens of thousands of jobs were created each year, and sixty new streets named each month, and an average of more than a thousand prospective residents moved into town each week.

Improbably, the city that had long been a refuge from mainstream America had become, all at once, the last best place in the country to find it.

Marc Cooper: I think in many ways Las Vegas is the most American of cities, and it's a real irony. People used to come to Las Vegas to get away from America. And all those jobs and all those careers that people thought were safe and secure in the heartland of the rust belts etcetera have disappeared. So history has had a good laugh because Las Vegas turns out to be one of the best places to come to work, and to get a career, and to get a union job and to get a living wage, so you actually come to Las Vegas the way you used to come to Detroit.

Dina Titus: You know we've had the fastest growing senior population, school age population, Hispanic population, Asian population, fastest growing city, fastest growing small town, and fastest growing rural community. That's a lot of fastest. Growth is good for many reasons. It brings lots of jobs, it brings diversity, it brings excitement, it brings money. But there are also downsides to that, of course, you know the tail begins to wag the dog. And the number of people outweigh the infrastructure that serves them and so you get more traffic, you get more crime, you get bad air.

Patricia Cunningham: The mindset is to get it quick, get it now, at any cost, with absolutely no regard for consequences. There's an awful lot of waste. And when you hear about the issues with water and homelessness and a lack of parent involvement in schools it makes you stop and ask, where are the priorities?

John L. Smith: There isn't a lot of sympathy in Las Vegas. We can talk about how many philanthropists we have here, on the Strip and downtown in the casino business, but the fact is this is a very tough community. We don't give more than most communities do. It's kind of the old libertarian ethic of the west, I mean you are pretty much on your own. If you're looking for a well knitted social net, you're not going to find it here.

Brian Greenspun: There is a reckoning coming, I'm not smart enough to know the answer, I certainly know the question. But we're going to have to come up with an answer, a balance if you will between how much we are going to pay or be willing to pay to make this a grand and glorious place to live for people, so that we can continue to make it a grand and glorious place for people to come visit. We've never had that problem before, it is coming to a head.

Marc Cooper: What Las Vegas needs or doesn't need as a city depends on whether you live here or not. If you don't live here, then you don't need much more than the Las Vegas strip, do you? You could literally pare away the rest of Las Vegas and ninety-five percent of the tourists wouldn't care and wouldn't notice. Now the other million and a half people who live here, that's a different story.

Patricia Cunningham: I think Las Vegas always finds a way to succeed because I think people are eternal optimists. I think people need to believe that there has to be a pot of gold at the end of the rainbow, you just haven't found it yet. And Las Vegas encourages you to come here and see if you can find it.

Dave Hickey: It's just promise, you know, and it has to do with the idea that you don't bet on the past. You know, you bet on the future. There is a kind of structural optimism built into gambling cultures. I mean it's not like stupid optimism, like everything's going to be all right, but it's sort of practical optimism like whatever happens, I can handicap it. And that's just part of the culture. I mean, you can't have gambling without optimism.

John L. Smith: I think there will always be a part of the American psyche and soul that is very much Las Vegas. Our country is headed more toward Las Vegas than away from it. But I think the people who run the town will always make sure that we're out ahead, banging the right drums, and shaking the right tambourines to make this a wilder place than the nation as a whole.

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