THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Harrah's Entertainment, Inc. (HET)

3/14/2006 Proxy Information

Mr. Hilton is Co-Chairman and Mr. Bollenbach is Co-Chairman and Chief Executive Officer of Hilton Hotels Corporation. We own 50% interest in Windsor Casino Limited, which operates Casino Windsor in Ontario, Canada. Hilton Hotels owns the other 50% of Windsor Casino Limited. In addition, we paid Hilton Hotels approximately $450,000 during 2005 related to the use of the “Hilton” name at our Reno Hilton property.

The Board has not determined Mr. Martin to be independent due to a previous landlord/tenant relationship with the Company that ended in all material respects in 2003. However, the Board has determined that Mr. Martin would be independent except for the application of the "look-back" periods included within the NYSE's corporate governance rules and our categorical standards regarding director independence.

6/13/2005 8K Information

Stephen F. Bollenbach served as Chairman of Caesars Entertainment, Inc., a gaming spin-off from Hilton, from December 31, 1998 to mid-June 2005.

3/3/2005 Proxy Information

Philip G. Satre served as Chairman of Harrah's Entertainment, Inc. from January 1997 to January 2005 and was Chief Executive Officer from April 1994 through December 2002.

Ralph Horn, one of our directors, was Chairman of the Board until December 31, 2003, and R. Brad Martin, another of our directors, remains a director, of First Tennessee National Corporation, the parent company of First Tennessee Bank National Association ("First Tennessee"). First Tennessee is one of the lending banks under a loan agreement that we have with several banks (the "Bank Facility"). Pursuant to the Bank Facility, First Tennessee has committed to loan to our subsidiary, Harrah's Operating Company, Inc., $15,000,000, representing a 0.8% share of the total commitment covered by the Bank Facility. As of December 31, 2003, $7,419,865 of this amount was outstanding in loans and in unfunded standby letters of credit. In connection with this commitment, First Tennessee received interest and fees of $290,389 during 2003. In addition, Mr. Martin and two of his family members own a company which purchased the property on which our former Memphis corporate headquarters is located in October 1999. The entire property includes approximately 25.5 acres of real estate, a three-story building containing 59,159 usable square feet, a two-story building containing 54,397 usable square feet, a former residence converted to use as an office building, a pool house/cafeteria building, a facility/security building, parking structures containing 167 parking spaces, surface parking for 228 cars, and all furniture, fixtures, and equipment used in connection with the maintenance or operation of the buildings, with the exception of specifically designated items. Until September 2003, the Company leased a portion of the property, including the three-story building and the two-story building from Mr. Martin's company for terms of 17.5 years and 12.5 years, respectively, at a rental of $20.00 per usable square foot in years one through five (approximately $2,271,220 per year), increasing to $22.10 and then $23.90 in subsequent periods. We were also responsible for annual operating expenses related to the leased property in excess of $7.10 per usable square foot. In September 2003, the portion of the property leased by the Company was sold to a third party, and the Company now leases this property from the third party. However, we continue to use certain facilities on the portion of the property not sold by Mr. Martin's company, for which we reimburse expenses incurred by Mr. Martin's company and pay a nominal rental amount of $618 per month. In 2003, we paid $1,701,383 in rent and reimbursed Mr. Martin's company for $250,184 in expenses.

3/4/2004 Proxy Information

Ralph Horn, one of our directors, was Chairman of the Board until December 31, 2003, and R. Brad Martin, another of our directors, remains a director, of First Tennessee National Corporation, the parent company of First Tennessee Bank National Association ("First Tennessee"). First Tennessee is one of the lending banks under a loan agreement that we have with several banks (the "Bank Facility"). Pursuant to the Bank Facility, First Tennessee has committed to loan to our subsidiary, Harrah's Operating Company, Inc., $15,000,000, representing a 0.8% share of the total commitment covered by the Bank Facility. As of December 31, 2003, $7,419,865 of this amount was outstanding in loans and in unfunded standby letters of credit. In connection with this commitment, First Tennessee received interest and fees of $290,389 during 2003. In addition, Mr. Martin and two of his family members own a company which purchased the property on which our former Memphis corporate headquarters is located in October 1999. The entire property includes approximately 25.5 acres of real estate, a three-story building containing 59,159 usable square feet, a two-story building containing 54,397 usable square feet, a former residence converted to use as an office building, a pool house/cafeteria building, a facility/security building, parking structures containing 167 parking spaces, surface parking for 228 cars, and all furniture, fixtures, and equipment used in connection with the maintenance or operation of the buildings, with the exception of specifically designated items. Until September 2003, the Company leased a portion of the property, including the three-story building and the two-story building from Mr. Martin's company for terms of 17.5 years and 12.5 years, respectively, at a rental of $20.00 per usable square foot in years one through five (approximately $2,271,220 per year), increasing to $22.10 and then $23.90 in subsequent periods. We were also responsible for annual operating expenses related to the leased property in excess of $7.10 per usable square foot. In September 2003, the portion of the property leased by the Company was sold to a third party, and the Company now leases this property from the third party. However, we continue to use certain facilities on the portion of the property not sold by Mr. Martin's company, for which we reimburse expenses incurred by Mr. Martin's company and pay a nominal rental amount of $618 per month. In 2003, we paid $1,701,383 in rent and reimbursed Mr. Martin's company for $250,184 in expenses.

Some of our direct and indirect subsidiaries maintained deposit accounts with First Tennessee during 2003. The average ledger balance during 2003 was $5,679,580. Deposit account service fees paid to First Tennessee in excess of the earning credit assigned to these accounts were approximately $224,524 during 2003.

Philip G. Satre was Chief Executive Officer from April 1994 through December 2002, a member of the three-executive Office of the President from May 1999 to April 2001, and President from April 1991 to May 1999.