The terror alert has recently hit orange and Attorney General John Ashcroft says that Al Qaeda may be planning to blow holes in U.S. apartment buildings and hotels. But the sleek, silvery bar of Nine Steakhouse—in Las Vegas's popular hotel du jour, The Palms Casino Resort—is packed with partygoers this February night. A group hollering at the Tyson-Etienne fight on the big screen gets drowned out by a sloppy bachelor party. All around, biceps are tanned and bulging, breasts spill out of tops, skirts are up to here. Terrorists? This crowd is just trying not to spill its martinis.

Across the space-age—m0dern dining roorn—almost identical to the original Nine in Chicago’s West Loop—a group of older, well-dressed gentlemen probe their steaks like pathologists. They don’t notice the moussed guy a few tables over who looks like he stepped off the set of Ocean’: Eleven as he stands up, clutching a tumbler, and bellows, like to make an announcement!” No one pays attention, even at his own table, so he sits back down.

In the corner, beyond the granite Champagne-and-caviar bar, Michael Morton, a partner in Nine, is yukking it up with cronies, and for good reason: He and his partner, Scott DeGraff—they’ve been best friends since grade school in Highland Park—are currently kings of the Vegas nighttime world. The restaurant is full tonight, and the lines for their clubs—celeb-magnets Ghostbar and Rain in the Desert—snake halfway through The Palms Casino.

A cheer goes up near the TV: Tyson has knocked down Etienne. Before the ref gets to six, every man in the bar has lost interest, shifting attention to a fivesome of spaghetti-strapped nymphs who have just wandered in. It’s Saturday night in Vegas, and Al Qaeda might as well be a new club at the Luxor.

ALL OVER TOWN, THE STORY IS THE SAME: LAS VEGAS HAS reinvented itself once again. “In the last 15 years, Las Vegas has gone from gambling to gaming to tourism to entertainment,” says Hal Rothman, author of Neon Metropolis: How Las Vegas Started the Twenty-First Century. On its journey to respectability, Vegas has become the biggest tourist draw in America. The club kids are chasing free-spending celebrities in the panoply of high-tech nightclubs, and upscale diners fill the tables of every big-name satellite restaurant in town—of which there are dozens, and counting. Morton and DeGraff have found themselves at the center of the action.

No one would describe Chicago as a proto-Vegas, but thc city by the lake has been a ternplate—albeit in a small way—for the restaurant/club combo that is playing so well in tht desert. Nine was conceived for Chicago in 2000, but the hip metallic roorn was definitely slicker than your average downtown steak house. “When people walked into Nine in Chicao and it was changing colors every 90 minutes,” Michael Mortun says, “they thought it looked like Vegas.”

In 2001, Morton and DeGraff rolled the dice at The Palms With Nine and Ghostbar, the latter an open-air 55th floor lounge. Both had enjoyed successful test runs on Chicago’s West Randolph, and the Vegas outposts blew the competition away. Ghostbar's sexy vibe has drawn stars from Nicolas Cage to Roger Glemens, and Nine straddles the line between fine diners and night crawlers. “We’ve got the 30-year-old hipster dipsters,” DeGraff says. “And they’re sinjng next to a 65-year-old who still likes to fun and enjoy the visuals.” Robin Leach, the chronicler of the rich and famous, says Morton and DeGraff have become local legends. “Scott and Michael have cleaned the clock of everyone in town,” says Leach, who now calls Las Vegas home. “They’ve had the best run of anyone ever in this city.” The Palms is planning to "start construction on a second tower on its 33 acres this fall. For phase two, not only are DeGraff and Morton developing two more spots—one an Italian/Mediterranean restaurant—but they are helping design the hotel itself.

They are joined in Vegas by a stable of Chicago restaurateurs. Rich Melman’s Lettuce Entertain You Enterprises “went Vegas” in 1999, taking two of Chicago’s best-known chefs, Gabino Sotelino (Mon Ami Gabi, Ambria) and Jean Joho (Everest, Brasserie) to the Paris Las Vegas hotel on the Snip. The Vegas Mon Ami Gabi, an outpost of the Lincoln Park bistro, was an instant hit, and Tower was voted 2002 restaurant of the year by the readers of Taste of Vegas, a local entertainment guide. Business at both is through the roof, and Melman is just warming up. “We’ve got big plans,” he says.

If so, he is in the right spot. For 17 years, Las Vegas has been the fastest growing city in the United States. In 1940, its population was under 25,000; by 1990, it was more than 250,000. Since then, the population has doubled. According to the Las Vegas Chamber of Commerce, the metropolitan area has averaged 4,000 to 5,000 new residents every month for several years. Locals grumble that the cost of living is rising and the quality of life is dropping, but you do not hear the patrons of Nine or Mon Ami Gabi complaining. That is because they're tourists, and 35 million of them pass through town annually (by comparison, the Grand Canyon draws five million people a year) and drop $32 billion before they leave.

Much of that figure is spent at the gigantic theme hotels—the Bellagio, MGM Grand, Mandalay Bay—where visitors enjoy world-class restaurants, nightclubs, shops, and art. “I’ve seen more $50 and $100 bills pass in Vegas in a week than in 20 years in Chicago,” says MK’s Michael Kornick, a limited partner and menu consultant at Nine Vegas. By 1997, gaming made up only 48 percent of the city’s total revenue: Betting may always be Vegas’s anchor, but it’s no longer the main draw—entertainment is. Somewhere, Wayne Newton is smiling.

And the Las Vegas Convention & Visitors Authority will do anything to keep the town’s buzz going. It spent an astronomical sum—$88.1 million—garnering tourism last year, recently putting a showgirl on Southwest Airlines flights out of Phoenix to give away free cocktails and Vegas trips to passengers. Guess when it comes to promoting this town, not even the sky is the limit.

LAST SUMMER, WHEN SCOTT DEGRAFF AND Michael Morton attended their 20th class reunion for Highland Park High, former classmates remembered them as party animals. “We did throw a lot of parties in high school,” DeGraff, 39, says. “People were saying, ‘You guys haven’t changed at just figured out how to make a living doing it.’” Both come from hospitality backgrounds: Morton, 38, is practically restaurant royalty; he is the son of the steak house legend Arnie Morton and the brother of Hard Rock Cafe’s frontman Peter Morton; DeGraff's family owned Winklestein’s Delicatessen in River North (and later on the Gold Coast).

In 1992, the old friends opened Drink and Eat Too, a sprawling psychedelic – dance club on West Fulton with inventive touches like a VIP bar in an elevator shaft and drinks served in baby bottles. Athletes and entertainers made it their clubhouse; Michael Jordan was a regular. During a 1994 trip to Las Vegas, Morton and DeGraff noticed something strange: There were virtually no dance clubs. A few months later they began construction of a freestanding Drink and Eat Too half a mile off the Strip. Again, they hit it big—so big that within three years, every hotel in Vegas had its own highflying nightclub. Drink could no longer compete, and it closed. “Las Vegas can imitate so well and so quickly that it defies the imagination," Hal Rothman says. But the boys from Highland Park had learned the terrain of Vegas and knew how to draw a crowd.

Back in Chicago, in 2000 they leased commercial space on West Randolph Street. “I used to work for my ther at Morton’s,” recalls Michael Morton, “and I thought, Why can’t a steakhouse be high quality and fun?” Their vision on Randolph was Nine Steakhouse, and it was a spectacle: a sculptural waterfall, disco-ball mirror tiles, plasma TV screens over the men’s urinals. Its up. stairs lounge, Ghostbar, would serve glow-in-the-dark Midori martinis. Michael Kornick, who had grown up with Morton and DeGraff, would mastermind Nine’s menu and eventually come the managing member. This was an anti-Morton’s if ever there was one (Today, Nine earns one and a half stars in Chicago magazine’s dining guide.)

The Palms Casino Resort in Vegas was still in the planning stages, and its owner, George Maloof Jr. (whose family also owns the NBA’s Sacramento Kings), came to Chicago to check out Nine and Ghostbar mid-construction. “He basically saw a concrete box,” says Morton. But Maloof sensed something, and when he heard their plans, he knew he had found The Palms’ signatures.

Maloof, 38, a former cornerback for the University of Nevada-Las Vegas football team, allowed DeGraff and Morton to think so far out of the box that they quickly realized there was no box. “We really went crazy,” says DeGraff. Their collaboration led to the ldnd of ideas only a group of gee—whiz kids with a pile of cash could come up with. They conceived Rain in the Desert, a sensual 25,000-square-foot club that shoots 16-foot plumes of fire over its dance floor and offers thumbprint scanning access to $1,000 skyboxes. Ghostbar's 55th-story deck features a transparent floor that allows patrons to look straight down 700 feet. Maloof is a confirmed culture junkie who has deejayed at Ghostbar on occasion-he loves stuff like this. “He dresses like his guests,” Kornick says, “and he lives like his guests.”

When The Palms opened in November 2001, Nine, Ghostbar, and Rain exploded onto the scene as the hottest one-two-three punch in town, moving thousands of bodies in and out every night. The Palms is currently a 33-acre, $265-million hotel-and-entertainment resort with seven restaurants, 14 movie theaters, and a 95,000-square-foot casino. By local standards, that’s practically a boutique hotel. The swank Bellagio Hotel, an Italian-themed resort that opened on the strip in 1998 with a world-class art collection, cost $2.1 billion—and Le Réve, entrepreneur Steve Wynn’s Strip resort scheduled to open in 2005 complete with a Ferrari dealership, is a $2.6-billion endeavor. In Vegas, if you gild it, they will come.

So how did the relatively modest Palms become the biggest party in town, a quarter of a mile off the Strip? Chalk it up to Maloof’s clever marketing. Along with DeGraff and Morton, he seized upon the image of Vegas as a place where mything goes and has promoted his hotel the epicenter of fun. At the hotel’s star-studded first birthday weekend last November, Maloof hosted event after went, and guests partied amid showgirls fmlicking in oversize nlartini glasses and buxom models lying on buffet tables clad only in sushi and bikinis.

When he learned that MTV was planning to film The Real World in Vegas last year, Maloof offered to build a $2-million, 28th-floor suite for the cast. MTV’s producers said yes, please; the seven cast members moved into the hotel, and Morton and DeGraff gave them jobs at Rain in the Desert and Skin Pool Lounge. The Real World’s season concluded on April 1st; now every kid with cable has seen endless reruns of the cast members’ steamy three-way hot tub tryst in their suite—complete with the Strip’s beckoning lights as a backdrop—and they all want to go party at Ghostbar like their reality show heroes.

Las Vegas is only 270 miles from Los Angeles, making it the ultimate star magnet. “Whether the rockers from razzmamzz or the moguls from Malibu, every celebrity agrees that in the last 12 months Las Vegas has become the number one Party Central in the world,” says Robin Leach, never given to understatement. People still tell stories about Leonardo DiCaprio’s 28th birthday bash that coincided with the hotel's party last November. He ate steaks at Nine with Tobey Maguire and Fred Durst; drank martinis at Ghostbar; Saw No Doubt live at Rain in the Desert. And he didn’t sleep much, even though gave his crew the Real World suite. “They partied for four days,
which is what you do when you’re single and you’ve got your 15 best buddies,” says Morton. He and DeGraff are both married with kids, but they are still young enough to think this is all pretty cool.

The taxonomy is simple: Where the movie stars, rock royalty, and NBA players go, the silicone set follows, and where the silicone set goes, 29-year-old guys quoting Swingers are not far behind. “All week long I’m calling from Chicago to put people on the guest list in Vegas,” says Michael Kornick. “It’s not just my MK customers who want to get in—it’s also the guy from Elgin who bought carpet from my uncle.” The entire hierarchy of thrill seekers have made The Palms their home base, and in the spring of 2005, they could double their pleasure when The Palms’ second tower is scheduled to open. “People come to Vegas for one thing,” Maloof told USA Today in February 2002. “To party.”

WHEN IT COMES TO LAS VEGAS'S ALL-STAR dining scene, Wolfgang Puck fired the first shot from the kitchen in 1992. Vegas was a culinary ghost town, and he defied all logic by opening Spago in Caesar’s Palace. Don’t do it, he was warned; Vegas has no taste. (In the end, it took a check for $500,000 from Caesar’s owners to get him to commit.) “Puck set the tone, but even he was reluctant at first,” says Max Jacobson, the food editor of Las Vegas Life magazine. “He thought people wanted prime rib and 24-hour coffee shops.” The naysayers were not too far legend has it that in Spago’s first week, befuddled cowboys in town for the rodeo mistook the open kitchen for a buffet line.

For years, the city had a lousy cultural self-image. “People from Las Vegas lean to the apologetic about their town,” says Hal Rothman. “They announce their nativity with the flush of embarrassment, and outsiders ask them what hotel they live in.” But when Spago struck gold, the groundwork was laid. Now, Rothman says, locals are quick to point to the dining scene and its award-winning chefs as proof that their city has class.

Las Vegas’s restaurant roster includes many of the world’s biggest chefs (or their names, anyway): Jean-Georges Vongerichten. Charlie Palmer. Nobu Matsuhisa. Emeril Lagasse has two restaurants. Puck currently has four. Daniel Boulud and Thomas Keller are part of the latest wave en route; even Alain Ducasse is reportedly in negotiations to open a restaurant in the Bellagio. The Robb Report, self-appointed arbiter of all things chichi, crowned Las Vegas the top dining city in the world. Whether or not anyone agreed, the message was clear: Vegas was no longer Disney in the Desert, and foodies had better start mking the place seriously.

Chicago’s prime foodie, Lettuce Entertain You Enterprises’ chairman Rich Melman, had been turning down opportunities to open in Vegas for years, when Arthur Goldberg, the late chairman of Park Place Entertainment (which owns several hotels in Vegas), finally got him. “He told me, ‘Rich, you’re making a mistake,”’ Melman says. As usual, Melrnan was waiting for the right deal. VVhen he signed on the dotted line in 1999, it was with the new Paris Las Vegas. In the heart of the Strip, the 2,916-room hotel created a cartoon version of the French capital, complete with cobblestone paths, an Arc du Triomphe, and employees ing off suspiciously twangy bonjoms.
On the ground floor, Mehnan teamed with Gabino Sotelino for Mon Ami Gabi, a bistro full of velvet drapes and mahogany details. It immediately turned into a Strip sensation—as much for the sizzling steak frites as for its terrace’s front row view of the Fountains of Bellagio across the street. (The extravagant water show kicks in every half-hour during the day and every 15 minutes at night.) Lettuce’s Jean Joho vehicle, the intimately lit Tower Restaurant, holds court on the 11th floor of the hotel’s Eiffel Tower replica. Most of the diners are vying for cherished window tables boasting a glittery, panoramic view of the Strip (and of, yes, the Bellagio fountains).
Melman says he is only beginning.

Cafe Ba-Ba-Reeba!—an offshoot of Melman and Sotelino’s Lincoln Park spot that kicked off Chicago’s tapas craze in the eighties—is scheduled to open in the Vegas Strip’s upscale Fashion Show Mall in early 2004. By this summer, look for Lettuce to ink deals that will bring two more concepts to the Strip; for now, Melman won’t say which. In the restaurant world, timing is everything, and in Vegas, the right time is always now.

STILL, CLEANING UP IN LAS VEGAS IS no sure thing. You need the right lease, the right contacts, the right set of circumstances. “I’ve known a good number of restaurateurs who’ve gone to Vegas and not made it,” Melman says. Case in point: Charlie Trotter. Chicago’s haute prince was ahead of the curve in 1994 when he followed Puck and unveiled a Charlie Trotter’s in the MGM Grand Hotel, hoping to re-create his Lincoln Park gastronomic temple. At the time, hotels were in a mad rush to attract big spenders, so the MGM poured $2 million into a refined 68seat dining room, which it wanted as an invitation-only restaurant for high rollers— essentially making it a private club. But Trotter wielded his power, and when it opened, it opened to the public.

Trotter and the MGM Grand were an odd match. For one thing, the hotel was gigantic: At 5,034 rooms, it is still North America’s largest. “We had to buy an electric truck to get down to the loading dock so our food wouldn’t melt in the desert heat,” says Mark Signorio, Trotter’s director of communications. At the time, the hotel was decked out in a Wizard of Oz theme, with Trotter’s haven tucked quietly beyond the chingchingching of the casino’s slot machines. But from the beginning, the critics raved and the public—who had never seen anything like quinoa and curried couscous with artichokes and fava beans—buzzed. “I ate there when it opened, and it was tremendous,” says Las Vegas Life’s Jacobson.

But after a year, Trotter was done. The MGM lost $6.6 million in the second quarter of 1995, forcing the majority stockholder, Kirk Kerkonan, to replace his entire board of directors. The new board wanted Charlie Trotter’s to be more family friendly, the restaurant equivalent of asking Miles Davis to play a kazoo. Trotter said he would do it, but if so, he would not allow the restaurant to bear his name. The MGM balked; and in the end, the hotel invoked a buyout clause with nine years remaining on Trotter’s ten-year contract. “It was unfortunate that the new management team wanted us to be something that we were not,” Trotter says. “From an artistic standpoint, it was really frustrating to have to try and deal with individuals who, frankly, just didn’t get it.”

Trotter was too far ahead of his time, Jacobson says, and many of his patrons were equally befuddled. “They were saying, ‘Where’s the silver dome?’ Some insiders insist that if Trotter were to return today, he would find a dining public—and hotel management—that had caught up with him. (After all, the MGM Grand now boasts restaurants from Puck and Lagasse.) Jacobson isn’t so sure. As much as the scene has grown, he says, menus in Vegas are still following trends, not creating them. “Take a Chicago restaurant like Tru: You don’t see that kind of creativity here. There are no flavor combinations that far out of the mainstream, and a place like Tru would be too scary for partners here.” Or, as Leach says, “Charlie Trotter is a Rembrandt; chefs in Vegas have to be Bank of America.”

More than that, they have to be willing to give up control. These restaurateurs are businessmen with ventures all over the country, and they can’t be everywhere at once. Rick Bayless of Frontera Grill and Topolobarnpo has been approached by interested Vegas parties more times than he can count; he always says no, citing a need to be hands-on at any restaurant bearing his name. (His two restaurants in River North are separated by a mere wall.)

Charlie Palmer and Puck are in Vegas constantly, overseeing their local operations, Jacobson says. “Puck is everywhere at once; the guy’s a maniac.” Meanwhile, Kornick, Sotelino, and rarely spend more than a few days a month in their Vegas kitchens; Jacobson, in a review of Eiffel Tower, went so far as to call an “absentee chef.” But helped assemble the Eiffel Tower crew, and he insists he has complete faith in them. “Even when I’m not there, my staff knows exactly what we expect for the customer.” They had better; patrons are shelling out $47 for tournedos Rossini. But nobody puts a slouch chef in his Vegas restaurant, Rothman says, because the ante in the game is simply too high.

Either way, it’s not clear that the dinners in Vegas sit down with haute expectations. "Hey, the world isn't made up of foodies," Melman says. "They're only like three percent. There are a lot of wealthy people who don't want foie gras, they just want a steak. Sotelino, who is adjusting Cafe Ba-Ba-Reeba's menu for the Vegas clientele, is more straightforward: "No doubt about it," he says: "Chicagoans' tastes are more sophisticated than Vegas's."

During my stay in Las Vegas in February, the Eiffel Tower, Mon Ami Ga and Nine were packed and boisterous—and all three restaurants were ultimately discouraging. I was smprised by the outdated (and not-especially-French) menu at Eiffel Tower; at Mon Ami Gabi, the team of servers was so hapless that none of the three staffers I asked could name the pallid selections on my plate of "fine artisan cheeses.” Many of the patrons surrounding me were paying less attention to their meals than to Bellagio's fountains across the street. My waiter at Nine summed it up best after observing that my overcooked porterhouse had gone mostly uneaten: “In Chicago, dining out is the destination for the evening. In Vegas, it’s still just a pit stop.”

EXPECT MORE RETAURATEURS TO JOIN the desert gold rush. There are developers who claim that Las Vegas—with its low taxes, low crime rate, and endless sunshine—is still underretailed. Puck is in talks with MGM Grand for his fifth local spot; even Trotter would not rule out the possibility of a return. Morton and DeGraff, for their part, have got the foodies and the “hipster dipsters” right wherel they want them: in the same room. “My father’s 81 and he loves Nine,” Michael Morton says of his famous beef-loving pa. “He just thinks the music is too loud.‘

It may have to get louder: The town went wild in February when the MGM Grand opened the $7-million Tabú Ultra Lounge, a surreal club full of interactive projections that make tables come to life, responding to touch and motion. Immediately, Ghostbar’s see-through floor seemed almost quaint. “In Vegas, you're only 85 good as what you’re doing today,” DeGraff says, laughing. No one’s sure what he and Morton have planned for their two upcoming nightspots, but in the desert these days, anything short of mind-blowing would be a disappointment.