Contractual Commitments and Contingent Liabilities

Contractual Commitments

During the three months ended March 31, 2015, we have entered into no material contractual commitments outside of the ordinary course of business.

Interest Payments

As of March 31, 2015, our estimated interest payments for the rest of the year ending December 31, 2015 are $505 million, for the years ended December 31, 2016 through 2019 are $580 million, $598 million, $607 million, and $600 million, respectively, and $811 million in total thereafter through maturity. See Note 12 for details of our debt outstanding.

Contingent Liabilities

Self-Insurance

We are self-insured for employee health, dental, vision and other insurance and our insurance claims and reserves includes accruals of estimated settlements for known claims, as well as accruals of actuarial estimates of incurred but not reported claims. As of March 31, 2015 and December 31, 2014, we had total self-insurance liability accruals of $185 million and $204 million, respectively. As of December 31, 2014, $35 million of the total liability related to CEOC and was subsequently deconsolidated.

Deferred Compensation and Employee Benefits

Deferred Compensation Plans

As of March 31, 2015, certain current and former employees of CEC, and our subsidiaries and affiliates, have balances under the Harrah’s Entertainment, Inc. Executive Supplemental Savings Plan, the Harrah’s Entertainment, Inc. Executive Supplemental Savings Plan II, the Park Place Entertainment Corporation Executive Deferred Compensation Plan, the Harrah’s Entertainment, Inc. Deferred Compensation Plan, and the Harrah’s Entertainment, Inc. Executive Deferred Compensation Plan. These plans are deferred compensation plans that allow certain employees an opportunity to save for retirement and other purposes.

Each of the plans is now frozen and is no longer accepting contributions. However, participants may still earn returns on existing plan balances based upon their selected investment alternatives, which are reflected in their deferral accounts.

Plan obligations in respect of all of these plans were previously included in CEC’s consolidated financial statements as liabilities due to the consolidation of CEOC. As of March 31, 2015, CEC has recorded in the accompanying financial statements $53 million in liabilities, representing the estimate of its obligations under the deferred compensation plans described above. The additional liability in respect of these plans that CEC has not recorded is $28 million.

Trust Assets

CEC is a party to a trust agreement and an escrow agreement, each structured as so-called “rabbi trust” arrangements, which hold assets that may be used to satisfy obligations under the deferred compensation plans above. Amounts held pursuant to the trust agreement were $66 million as of March 31, 2015, and amounts held pursuant to the escrow agreement were $56 million as of March 31, 2015.

The accompanying financial statements record the assets held pursuant to the trust agreement as long-term restricted assets on CEC’s balance sheet. The accompanying financial statements do not record the assets held pursuant to the escrow agreement on CEC’s balance sheet as we continue to assess the escrow agreement and its historical funding.

The amounts recorded as assets and liabilities are based upon CEC’s current conclusions regarding ownership of assets and obligation to pay liabilities in respect of the plans and trust assets described above. These amounts may change as a result of many factors, including but not limited to the following: further analyses by CEC, events occurring in connection with discussions with CEOC creditors, and CEOC’s Chapter 11 cases. Such changes, if they occur, could eliminate or reduce the assets or liabilities recorded on CEC’s balance sheet, increase the asset for all or some portion of the assets held pursuant to the escrow agreement, or increase the liabilities not recorded. CEC believes that it may have claims to all or some portion of the assets held pursuant to the escrow agreement.

Guarantee of Collection of CEOC Term Loans

In 2014, CEOC amended its senior secured credit facilities (the “Bank Amendment”) resulting in, among other things, a modification of CEC’s guarantee under the senior secured credit facilities such that CEC’s guarantee will be limited to a guarantee of collection (“CEC Collection Guarantee”) with respect to obligations owed to the lenders who consent to the Bank Amendment. The CEC Collection Guarantee requires the creditors to exhaust all rights and remedies at law and in equity that the creditors or their agents may have against CEOC or any of its subsidiaries and its and their respective property to collect, or obtain payment of, the guaranteed amounts, including, without limitation, through foreclosure or similar proceedings, a Chapter 11 case, a Chapter 7 case, or any other proceeding under a Debtor Relief Law with respect to CEOC or any of its subsidiaries, litigation, and collection on all applicable insurance policies, and termination of all commitments to advance additional funds to CEOC under the Loan Documents (it being understood that, in the event of a Chapter 11 case, the effective date of a plan of reorganization shall constitute the exhaustion of all remedies).



(In millions)	March 31, 2015
Maturities of debt guaranteed by such guarantee of collection, total	$	5,354
Contractual interest payments guaranteed by such guarantee of collection, annually	426

CEC and CEOC have entered into a Restructuring Support Agreement (RSA) under which certain offers have been made which are expected to satisfy, amend, or remove this guarantee of collection in conjunction with the overall restructuring of CEOC. Because these negotiations are: (1) contingent upon the overall restructuring, (2) include many factors interconnected with the restructuring as described in the preceding paragraph, (3) assume the CAC plan of merger, among other items; we have not accrued any amounts due under this guarantee of collection as they are not currently estimable. Such an estimation would require assumptions as to the amounts ultimately not collected by the holders of the guarantee through the end of the restructuring and emergence by CEOC, which we are currently unable to make, because we do not control the proceedings while CEOC is in bankruptcy.

CEOC Reorganization

As described in Note 4, the Debtors voluntarily filed for reorganization under Chapter 11. Under the proposed restructuring plan, Caesars Entertainment will make substantial cash and other contributions as part of implementing the ultimate restructuring plan when it is agreed upon by the applicable parties and approved by the Bankruptcy Court. Caesars Entertainment has agreed to, among other things, (i) contribute $406 million for the restructuring and forbearance fees; (ii) contribute an additional $75 million to the Debtors if there is insufficient liquidity at closing of the restructuring; and (iii) purchase up to $969 million of new equity in the restructured Debtors. The completion of the previously announced merger of Caesars Entertainment and CAC will allow Caesars Entertainment to make these contributions without the need for any significant outside financing. If the merger with CAC is not completed for any reason, Caesars Entertainment would still be liable for these contributions.

If there is not a comprehensive out of court restructuring of CEOC's debt securities or a prepackaged or prearranged in-court restructuring with requisite voting support from each of the first and second lien secured creditor classes in accordance with an agreement with CEC, CEOC and certain holders of CEOC’s outstanding 6.50% Senior Notes due 2016 and 5.75% Senior Notes due 2017 for a private refinancing (the “Notes Transaction”), CEOC and CEC agreed that CEC will be obligated to make an additional payment to CEOC of $35 million. We have accrued this liability in accrued expenses and other current liabilities on the consolidated condensed balance sheet.