Exhibit 10(6)

                    Amendment dated November 15, 1995 to the

                    Promus Hotel Corporation ("the Company")

                    Savings and Retirement Plan ("the Plan")

Pursuant  to Section 11.1  of the  Plan, this  Amendment to  the Plan,  upon the
recommendation of  the Human Resources  Committee, has been adopted  on November
15, 1995 by an action of the Board  of Directors of the Company, effective as of
December  31,  1995 and  after  the spin-off  of  the  Company's Employee  Stock
Ownership Plan.


          1.   Section 3.3 of the Plan is hereby amended by adding the following
phrase to the end of such section: 

               ;  provided, however,  that no  Employee who  is employed  in the
               capacity  of  an   (1) Embassy  Suitekeeper,  (2)   Hampton  Room
               Attendant  or (3)  Homewood  Suitekeeper  shall  be  an  Eligible
               Employee;  and provided, further,  that any Employee  hired after
               December 31,  1995 shall not  be an Eligible Employee  until such
               Employee attains age 21.
 .
                                     * * * *


     I certify that  this amendment was adopted by  the Promus Hotel Corporation
Board  of Directors  upon recommendation  of  the Human  Resources Committee  on
November 15, 1995.


___________________________________
Ralph B. Lake, Secretary