Exhibit-10.2

                                  AMENDMENT TO

                        THE HARRAH'S ENTERTAINMENT, INC.

                             1990 STOCK OPTION PLAN

          Harrah's Entertainment, Inc. (the "Company") hereby adopts this
Amendment to the Harrah's Entertainment, Inc. 1990 Stock Option Plan (the
"Plan"), subject to stockholder approval, which approval is expected to occur on
April 27, 2000:

         The following language is added at the end of Section D.2 of the Plan:

                  "Effective February 23, 2000, the number of authorized common
                  shares that may be issued pursuant to the options and stock
                  appreciation rights granted by the Committee under the Plan is
                  increased by an additional 1,800,000 shares. No options or
                  stock appreciation rights may be granted under this Pan with
                  respect to such 1,800,000 shares after February 28, 2008, and
                  options utilizing these shares will be subject to the same
                  repricing restrictions contained in the provisions of the
                  first sentence of Section B.3 of the Plan that apply to the
                  3,500,000 shares authorized by the Plan Amendment dated
                  February 26, 1998";

          This Amendment was duly approved by the Human Resources Committee of
the Board of Directors on February 23,2000.

                                   By: /s/ STEPHEN H. BRAMMELL
                                       ------------------------
                                       Stephen H. Brammell
                                       Secretary of Harrah's Entertainment, Inc.