8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                              ---------------------


                                    FORM 8-K

                                 CURRENT REPORT

     PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



 Date of Report (Date of earliest event reported): May 30, 2001 (May 25, 2001)


                          HARRAH'S ENTERTAINMENT, INC.
             (Exact name of registrant as specified in its charter)


              DELAWARE                   1-10410                62-1411755
   (State or other jurisdiction        (Commission           (I.R.S. Employer
         of incorporation)             File Number)         Identification No.)


         ONE HARRAH'S COURT
         LAS VEGAS, NEVADA                                         89119
(Address of Principal Executive Offices)                        (Zip Code)



                                 (702) 407-6000
                  ---------------------------------------------
              (Registrant's telephone number, including area code)


                  ---------------------------------------------
          (Former name or former address, if changed since last report)







ITEM 5.  OTHER EVENTS

      On May 25, 2001, Harrah's Entertainment, Inc. issued a press release, a
copy of which is attached hereto as Exhibit 99(1) and incorporated herein by
reference.


ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

         (c) Exhibits

             99(1)  Text of press release, dated May 25, 2001, of the
                    Registrant.








                                    SIGNATURE

      Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.

                                    HARRAH'S ENTERTAINMENT, INC.


Date:    May 30, 2001               By:   /s/ Brad L. Kerby
                                          -----------------------------------
                                    Name:    Brad L. Kerby
                                    Title:   Corporate Secretary

EX-99.1

                                                                   EXHIBIT 99(1)


      Harrah's Operating Company Announces Extension Of Exchange Offer

      LAS VEGAS, May 25, 2001 -Harrah's Operating Company, Inc. announced today
that its pending offer to exchange (the "Exchange Offer") any and all of its
outstanding 8.00 percent Senior Notes due 2011 (the "Old Notes") for 8.00
percent Senior Notes due 2011 (the "Exchange Notes") that have been registered
under the Securities Act of 1933, as amended, currently scheduled to expire at
5:00 p.m. Eastern Daylight Time on May 25, 2001, has been extended until 5:00
p.m. Eastern Daylight Time on June 4, 2001.

      Tenders with respect to approximately $445.7 million aggregate principal
amount of the Old Notes, out of a total of $500.0 million aggregate principal
amount eligible to participate in the exchange, have been received to date.

      This announcement is not an offer to exchange or a solicitation of an
offer to exchange, with respect to the Old Notes. The Exchange Offer is being
made solely by the Prospectus dated April 17, 2001, and the Exchange Offer, as
extended hereby, remains subjected to the terms and conditions stated therein.


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