Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Gates Capital Management, Inc.
2. Date of Event Requiring Statement (Month/Day/Year)
10/25/2007
3. Issuer Name and Ticker or Trading Symbol
DOVER DOWNS GAMING & ENTERTAINMENT INC [DDE]
(Last)
(First)
(Middle)
1177 AVENUE OF THE AMERICAS, 32ND FLOOR
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10036
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 1,685,893
I (1)
Investment Manager, see remarks below (1)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Gates Capital Management, Inc.
1177 AVENUE OF THE AMERICAS
32ND FLOOR
NEW YORK, NY 10036
    X    
Gates Capital Partners, L.P.
1177 AVENUE OF THE AMERICAS
32ND FLOOR
NEW YORK, NY 10036
    X    
Gates Jeffrey L
1177 AVENUE OF THE AMERICAS
32ND FLOOR
NEW YORK, NY 10036
    X    
ECF VALUE FUND L P
1177 AVENUE OF THE AMERICAS
32ND FLOOR
NEW YORK, NY 10036
    X    
ECF VALUE FUND II LP
1177 AVENUE OF THE AMERICAS
32ND FLOOR
NEW YORK, NY 10036
    X    
ECF VALUE FUND INTERNATIONAL LTD
1177 AVENUE OF THE AMERICAS
32ND FLOOR
NEW YORK, NY 10036
    X    

Signatures

Gates Capital Management, Inc. Gates Capital Partners, L.P. Jeffrey L. Gates ECF Value Fund, L.P. ECF Value Fund II, L.P. ECF Value Fund International Ltd. By: Jeffrey L. Gates, President, Gates Capital Management, Inc., an authorized person 10/29/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Gates Capital Management, Inc., which is controlled by Jeffrey L. Gates, is the general partner of Gates Capital Partners, L.P., which is the general partner of ECF Value Fund, L.P. and ECF Value Fund II, L.P. and thereby is solely responsible for the trading and investment decisions of ECF Value Fund, L.P. and ECF Value Fund II, L.P. Gates Capital Management, Inc. is also the investment manager of ECF Value Fund International, Ltd. and thereby is solely responsible for the trading and investment decisions of ECF Value Fund International, Ltd. The following persons shall be considered to be Reporting Persons for purposes of this Form: Gates Capital Management, Inc., Gates Capital Partners, L.P., Jeffrey L. Gates, ECF Value Fund, L.P., ECF Value Fund II, L.P. and ECF Value Fund International, Ltd. For purposes of this Form, the securities reported herein are deemed to be beneficially owned collectively by the Reporting Persons.

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