Amendment to Employment Agreement Between Harrah's Operating Company, Inc. and Stephen H. Brammell (August 2, 2000)

Summary

This amendment updates the employment agreement between Harrah's Operating Company, Inc. and executive Stephen H. Brammell. It clarifies how certain stock awards (TARSAP I and II) vest during periods when the executive is receiving continued salary after leaving the company. The amendment specifies that TARSAP I vesting rules apply only to TARSAP I, while TARSAP II vesting during salary continuation is at the discretion of the CEO and Human Resources Committee. If a change in control occurs, only the next vesting installment of TARSAP II may be earned; any unvested shares at the end of salary continuation are forfeited.

EX-10.3 4 a2029570zex-10_3.txt EX-10.3 Exhibit 10.3 Amendment to Employment Agreement With Stephen H. Brammell August 2, 2000 This Amendment amends the Employment Agreement dated July 30, 1999, between the undersigned Executive and Harrah's Operating Company, Inc. In consideration of the mutual agreements herein, it is agreed as follows: 1. The parties understand and agree that the provisions in Section 6 of the Employment Agreement which relate to TARSAP vesting during Salary Continuation were intended to only apply to TARSAP I. 2. The parties agree that the following provision applies regarding vesting of TARSAP II during a period of Salary Continuation: The next potential vesting installment of TARSAP II for Executive after the Separation Date if the installment is earned will vest for Executive (all, part or none) at the CEO's and HRC's discretion. If a Change in Control as defined in Executive's Severance Agreement occurs during Salary Continuation, Executive will only be entitled to the next potential vesting installment of TARSAP II not otherwise earned. Unvested shares at the end of Salary Continuation are forfeited. IN WITNESS WHEREOF, the parties have executed this Amendment as of this 2nd day of August, 2000. Executive: Harrah's Operating Company, Inc. /s/ STEPHEN H. BRAMMELL By: /s/ MARILYN G. WINN - --------------------------- ----------------------------- Title: Senior Vice President HR