Exhibit 10(12)

                            Description of Amendment
                        to Harrah's Entertainment, Inc's
                          Annual Management Bonus Plan

      In November, 1999, the Human Resources Committee of the Board of
Directors approved an amendment to the bonus matrix for the Annual Management
Bonus Plan. This amendment applies to employees in grades 30 and above which
includes executive officers. The amendment eliminates a specified maximum
amount of bonus which can be earned by reason of exceeding target
performance. The target bonus of 50% to 60% of base salary, depending on the
executive, remains the same and a minimum financial achievement is required
to pay any bonus unless an exception is approved by the Committee.