EXHIBIT 10.1
TWELFTH AMENDMENT TO
2001 RESTATEMENT OF
THE HARRAH’S ENTERTAINMENT,
INC.
SAVINGS AND RETIREMENT
PLAN
WHEREAS, Harrah’s
Entertainment, Inc., a Delaware corporation (the
“Company”), has established and maintains the
Harrah’s Entertainment, Inc. Savings and Retirement Plan (the
“Plan”) for the benefit of its eligible employees and
the eligible employees of certain participating companies;
and
WHEREAS, Section 14.2 of the
Plan provides that the Board or the HRC has the authority to amend
the Plan; and
WHEREAS, amendment of the Plan is
desirable to suspend the Fixed Matching Contributions under the
Plan.
NOW, THEREFORE, BE IT RESOLVED that,
this Twelfth Amendment to the 2001 Restatement of the Plan is
adopted and shall supersede the provisions of the Plan to the
extent those provisions are inconsistent with the provisions of
this Amendment.
BE IT FURTHER RESOLVED that,
pursuant to the power and authority reserved by Section 14.2
of the Plan, the Plan is hereby amended as follows, effective as of
February 9, 2009:
1. By substituting for
Section 3.4(a)(i) of the Plan the following:
“(i) Fixed Matching
Contribution . (A) For Plan Years ending on or before
December 31, 2008, the Employers shall contribute, on behalf
of each Participant who satisfies Section 2.1(b) and makes
401(k) Contributions and/or After Tax Contributions during the Plan
Year, an amount equal to 50% of the first 6% of Compensation
contributed under Section 3.3 either as 401(k) Contributions
and/or After Tax Contributions.
(B) For purposes of the Plan Year
ending on December 31, 2009, the Employe
