<PAGE>

As filed with the Securities and Exchange Commission on October 11, 2002
                                                 Registration No. 333-__________

--------------------------------------------------------------------------------


                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                      ------------------------------------

                                    FORM S-8
                             Registration Statement
                        Under the Securities Act of 1933

                      ------------------------------------

                           NEVADA GOLD & CASINOS, INC.
             (Exact name of Registrant as specified in its charter)

             NEVADA                                      88-0142032
  (State or other jurisdiction                        (I.R.S. Employer
       of incorporation or                         Identification Number)
          organization)

 3040 POST OAK BLVD., SUITE 675                      H. THOMAS WINN, CEO
      HOUSTON, TEXAS 77056                     3040 POST OAK BLVD., SUITE 675
         (713) 621-2245                             HOUSTON, TEXAS 77056
(Address, including zip code, and                      (713) 621-2245
   telephone number, including               (Name, address, including zip code,
   area code, of registrant's                  and telephone number, including
  principal executive offices)                area code, of agent for service)


               NEVADA GOLD & CASINOS, INC. 1999 STOCK OPTION PLAN
                            (Full Title of the Plans)

                                -----------------

                                    copy to:
                            Thomas C. Pritchard, Esq.
                              Cavas S. Pavri, Esq.
                           Three Riverway, Suite 1800
                              Houston, Texas 77056
                              Phone (713) 209-2950
                               Fax (713) 659-2430

                                -----------------

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
=================================================================================================================
            TITLE OF                                    PROPOSED MAXIMUM       PROPOSED MAXIMUM        AMOUNT OF
        SECURITIES TO BE             AMOUNT BEING        OFFERING PRICE            AGGREGATE         REGISTRATION
           REGISTERED                REGISTERED(1)        PER SHARE(2)         OFFERING PRICE(2)          FEE
-----------------------------------------------------------------------------------------------------------------
<S>                                  <C>                <C>                    <C>                   <C>
Common Stock, par value
$0.12 per share.................       1,300,000              $7.66               $ 9,958,000            $ 917
-----------------------------------------------------------------------------------------------------------------
TOTAL                                                                                                    $ 917
=================================================================================================================
</TABLE>

                                  ------------

(1)      Pursuant to Rule 416 under the Securities Act of 1933, as amended, the
         number of shares of the issuer's common stock registered hereunder will
         be adjusted in the event of stock splits, stock dividends, or similar
         transactions.
(2)      Estimated solely for the purpose of calculating the amount of the
         registration fee pursuant to Rule 457(h), on the basis of the high and
         low prices of the common stock as reported by the American Stock
         Exchange on October 8, 2002.
<PAGE>

                                EXPLANATORY NOTE

         As permitted by General Instruction E to Form S-8, this Registration
Statement incorporates by reference the information contained in the earlier
registration statement relating to the Nevada Gold & Casinos, Inc. 1999 Stock
Option Plan (the "Plan"): Registration Statement No. 333-79867, filed on June 3,
1999 and amended on June 4, 1999 (the "Prior Registration Statement"). Under the
Prior Registration Statement, the registrant registered 1,200,000 shares of its
common stock for issuance under the Plan. This Registration Statement is being
filed to reflect an amendment to the Plan that increased the number of shares
authorized to be issued thereunder from 1,200,000 to 2,500,000.


ITEM 8.  EXHIBITS

         The following exhibits are filed as part of this Registration
Statement:

EXHIBIT NO.                       IDENTIFICATION OF EXHIBIT
-----------                       -------------------------

4.1             Amended and Restated Articles of Incorporation of Nevada Gold &
                Casinos, Inc. (filed previously as Exhibit A to the company's
                definitive proxy statement, filed July 30, 2001)
4.2             Certificate of Amendment to the Amended and Restated Articles of
                Incorporation of Nevada Gold & Casinos, Inc.
4.3             Amended and Restated Bylaws of Nevada Gold & Casinos, Inc.
                (filed previously as Exhibit 3.2 to the company's Form 10-QSB,
                filed August 14, 2002)
4.4             Form of Common Stock Certificate (Incorporated by reference to
                Exhibit 4.1 of Form S-8/A file no. 333-79867)
4.5             Nevada Gold & Casinos, Inc. 1999 Stock Option Plan, as amended
5               Opinion of Brewer & Pritchard, P.C.
23.1            Consent of Brewer & Pritchard, P.C. (included in their opinion
                in Exhibit 5)
23.2            Consent of Pannell Kerr Forster of Texas, P.C., independent
                public accountants
<PAGE>

                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Houston, State of Texas, on the 10th day of October
2002.

                                          NEVADA GOLD & CASINOS, INC.



                                          By: /s/ H. Thomas Winn
                                             -----------------------------------
                                             H. Thomas Winn, Chairman, President
                                             and Chief Executive Officer

                          ----------------------------

         Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated:

<TABLE>
<CAPTION>
Signature                               Title                   Date
---------                               -----                   ----
<S>                         <C>                                 <C>
/s/ H. Thomas Winn          Chairman of the Board, President,   October 10, 2002
--------------------------  and Chief Executive Officer
H. Thomas Winn

/s/ Christopher C. Domijan  Chief Financial Officer,            October 10, 2002
--------------------------  Secretary, and, Treasurer
Christopher C. Domijan

/s/ Paul J. Burkett         Vice President and Director         October 10, 2002
--------------------------
Paul J. Burkett

/s/ William G. Jayroe       Director                            October 10, 2002
--------------------------
William G. Jayroe

/s/ James Wong              Director                            October 10, 2002
--------------------------
James Wong

/s/ Joseph Juliano          Director                            October 10, 2002
--------------------------
Joseph Juliano
</TABLE>
<PAGE>

                                  EXHIBIT INDEX

EXHIBIT NO.                       IDENTIFICATION OF EXHIBIT
-----------------------------------------------------------

4.1             Amended and Restated Articles of Incorporation of Nevada Gold &
                Casinos, Inc. (filed previously as Exhibit A to the company's
                definitive proxy statement, filed July 30, 2001)
4.2             Certificate of Amendment to the Amended and Restated Articles of
                Incorporation of Nevada Gold & Casinos, Inc.
4.3             Amended and Restated Bylaws of Nevada Gold & Casinos, Inc.
                (filed previously as Exhibit 3.2 to the company's Form 10-QSB,
                filed August 14, 2002)
4.4             Form of Common Stock Certificate (Incorporated by reference to
                Exhibit 4.1 of Form S-8/A file no. 333-79867)
4.5             Nevada Gold & Casinos, Inc. 1999 Stock Option Plan, as amended
5               Opinion of Brewer & Pritchard, P.C.
23.1            Consent of Brewer & Pritchard, P.C. (included in their opinion
                in Exhibit 5)
23.2            Consent of Pannell Kerr Forster of Texas, P.C., independent
                public accountants
[{"type": "S-8", "sequence": "1", "filename": "h00328sv8.txt", "description": "NEVADA GOLD & CASINOS, INC.-1999 STOCK OPTION PLAN", "secsgml_size_bytes": 9280}]
{"company-data": {"conformed-name": "NEVADA GOLD & CASINOS INC", "cik": "0000277058", "assigned-sic": "7990", "irs-number": "880142032", "state-of-incorporation": "NV", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-100517", "film-number": "02787706"}, "business-address": {"street1": "3040 POST OAK BLVD", "street2": "STE 675", "city": "HOUSTON", "state": "TX", "zip": "77056", "phone": "7136882211"}, "mail-address": {"street1": "3040 POST OAK BLVD", "street2": "SUITE 675", "city": "HOUSTON", "state": "TX", "zip": "77056"}, "former-company": [{"former-conformed-name": "PACIFIC GOLD & URANIUM INC", "date-changed": "19860925"}, {"former-conformed-name": "PACIFIC GOLD CORP", "date-changed": "19920703"}]}
As filed with the Securities and Exchange Commission on October 11, 2002
                                                 Registration No. 333-__________

--------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                      ------------------------------------

                                    FORM S-8
                             Registration Statement
                        Under the Securities Act of 1933

                      ------------------------------------

                           NEVADA GOLD & CASINOS, INC.
             (Exact name of Registrant as specified in its charter)

             NEVADA                                      88-0142032
  (State or other jurisdiction                        (I.R.S. Employer
       of incorporation or                         Identification Number)
          organization)

 3040 POST OAK BLVD., SUITE 675                      H. THOMAS WINN, CEO
      HOUSTON, TEXAS 77056                     3040 POST OAK BLVD., SUITE 675
         (713) 621-2245                             HOUSTON, TEXAS 77056
(Address, including zip code, and                      (713) 621-2245
   telephone number, including               (Name, address, including zip code,
   area code, of registrant's                  and telephone number, including
  principal executive offices)                area code, of agent for service)

               NEVADA GOLD & CASINOS, INC. 1999 STOCK OPTION PLAN
                            (Full Title of the Plans)

                                -----------------

                                    copy to:
                            Thomas C. Pritchard, Esq.
                              Cavas S. Pavri, Esq.
                           Three Riverway, Suite 1800
                              Houston, Texas 77056
                              Phone (713) 209-2950
                               Fax (713) 659-2430

                                -----------------

                         CALCULATION OF REGISTRATION FEE
=================================================================================================================
            TITLE OF                                    PROPOSED MAXIMUM       PROPOSED MAXIMUM        AMOUNT OF
        SECURITIES TO BE             AMOUNT BEING        OFFERING PRICE            AGGREGATE         REGISTRATION
           REGISTERED                REGISTERED(1)        PER SHARE(2)         OFFERING PRICE(2)          FEE
-----------------------------------------------------------------------------------------------------------------
Common Stock, par value
$0.12 per share.................       1,300,000              $7.66               $ 9,958,000            $ 917
-----------------------------------------------------------------------------------------------------------------
TOTAL                                                                                                    $ 917
=================================================================================================================
------------

(1)      Pursuant to Rule 416 under the Securities Act of 1933, as amended, the
         number of shares of the issuer's common stock registered hereunder will
         be adjusted in the event of stock splits, stock dividends, or similar
         transactions.
(2)      Estimated solely for the purpose of calculating the amount of the
         registration fee pursuant to Rule 457(h), on the basis of the high and
         low prices of the common stock as reported by the American Stock
         Exchange on October 8, 2002.
EXPLANATORY NOTE

         As permitted by General Instruction E to Form S-8, this Registration
Statement incorporates by reference the information contained in the earlier
registration statement relating to the Nevada Gold & Casinos, Inc. 1999 Stock
Option Plan (the "Plan"): Registration Statement No. 333-79867, filed on June 3,
1999 and amended on June 4, 1999 (the "Prior Registration Statement"). Under the
Prior Registration Statement, the registrant registered 1,200,000 shares of its
common stock for issuance under the Plan. This Registration Statement is being
filed to reflect an amendment to the Plan that increased the number of shares
authorized to be issued thereunder from 1,200,000 to 2,500,000.

ITEM 8.  EXHIBITS

         The following exhibits are filed as part of this Registration
Statement:

EXHIBIT NO.                       IDENTIFICATION OF EXHIBIT
-----------                       -------------------------

4.1             Amended and Restated Articles of Incorporation of Nevada Gold &
                Casinos, Inc. (filed previously as Exhibit A to the company's
                definitive proxy statement, filed July 30, 2001)
4.2             Certificate of Amendment to the Amended and Restated Articles of
                Incorporation of Nevada Gold & Casinos, Inc.
4.3             Amended and Restated Bylaws of Nevada Gold & Casinos, Inc.
                (filed previously as Exhibit 3.2 to the company's Form 10-QSB,
                filed August 14, 2002)
4.4             Form of Common Stock Certificate (Incorporated by reference to
                Exhibit 4.1 of Form S-8/A file no. 333-79867)
4.5             Nevada Gold & Casinos, Inc. 1999 Stock Option Plan, as amended
5               Opinion of Brewer & Pritchard, P.C.
23.1            Consent of Brewer & Pritchard, P.C. (included in their opinion
                in Exhibit 5)
23.2            Consent of Pannell Kerr Forster of Texas, P.C., independent
                public accountants
SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Houston, State of Texas, on the 10th day of October
2002.

                                          NEVADA GOLD & CASINOS, INC.

                                          By: /s/ H. Thomas Winn
                                             -----------------------------------
                                             H. Thomas Winn, Chairman, President
                                             and Chief Executive Officer

                          ----------------------------

         Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated:
Signature                               Title                   Date
---------                               -----                   ----
/s/ H. Thomas Winn          Chairman of the Board, President,   October 10, 2002
--------------------------  and Chief Executive Officer
H. Thomas Winn

/s/ Christopher C. Domijan  Chief Financial Officer,            October 10, 2002
--------------------------  Secretary, and, Treasurer
Christopher C. Domijan

/s/ Paul J. Burkett         Vice President and Director         October 10, 2002
--------------------------
Paul J. Burkett

/s/ William G. Jayroe       Director                            October 10, 2002
--------------------------
William G. Jayroe

/s/ James Wong              Director                            October 10, 2002
--------------------------
James Wong

/s/ Joseph Juliano          Director                            October 10, 2002
--------------------------
Joseph Juliano
EXHIBIT INDEX

EXHIBIT NO.                       IDENTIFICATION OF EXHIBIT
-----------------------------------------------------------

4.1             Amended and Restated Articles of Incorporation of Nevada Gold &
                Casinos, Inc. (filed previously as Exhibit A to the company's
                definitive proxy statement, filed July 30, 2001)
4.2             Certificate of Amendment to the Amended and Restated Articles of
                Incorporation of Nevada Gold & Casinos, Inc.
4.3             Amended and Restated Bylaws of Nevada Gold & Casinos, Inc.
                (filed previously as Exhibit 3.2 to the company's Form 10-QSB,
                filed August 14, 2002)
4.4             Form of Common Stock Certificate (Incorporated by reference to
                Exhibit 4.1 of Form S-8/A file no. 333-79867)
4.5             Nevada Gold & Casinos, Inc. 1999 Stock Option Plan, as amended
5               Opinion of Brewer & Pritchard, P.C.
23.1            Consent of Brewer & Pritchard, P.C. (included in their opinion
                in Exhibit 5)
23.2            Consent of Pannell Kerr Forster of Texas, P.C., independent
                public accountants