-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BSgD4lWCbjni76MhL6A8P4mNm81tI5lr86FBzLI/TtpA1lD6NhaLaJBLbioLRUvl xRQWLcVX41fBRS3AYf6Nrg== 0000912057-00-005805.txt : 20000214 0000912057-00-005805.hdr.sgml : 20000214 ACCESSION NUMBER: 0000912057-00-005805 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000211 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HARRAHS ENTERTAINMENT INC CENTRAL INDEX KEY: 0000858339 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 621411755 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-41450 FILM NUMBER: 535940 BUSINESS ADDRESS: STREET 1: 1023 CHERRY ROAD CITY: MEMPHIS STATE: TN ZIP: 38117 BUSINESS PHONE: 9017628600 MAIL ADDRESS: STREET 1: 1023 CHERRY ROAD CITY: MEMPHIS STATE: TN ZIP: 38117 FORMER COMPANY: FORMER CONFORMED NAME: PROMUS COMPANIES INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HARRAHS ENTERTAINMENT INC CENTRAL INDEX KEY: 0000858339 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 621411755 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1023 CHERRY ROAD CITY: MEMPHIS STATE: TN ZIP: 38117 BUSINESS PHONE: 9017628600 MAIL ADDRESS: STREET 1: 1023 CHERRY ROAD CITY: MEMPHIS STATE: TN ZIP: 38117 FORMER COMPANY: FORMER CONFORMED NAME: PROMUS COMPANIES INC DATE OF NAME CHANGE: 19920703 SC 13G/A 1 SCHEDULE 13-G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G RULE 13d-102 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 6)* HARRAH'S ENTERTAINMENT, INC. ---------------------------- (Name of Issuer) COMMON ------ (Title of Class of Securities) 413619 10 7 ----------- (CUSIP Number) DECEMBER 31, 1999 ----------------- (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |X| Rule 13d-1 (b) |_| Rule 13d-1 (c) |_| Rule 13d-1 (d) - ----------- *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 1 of 7 Pages -------------------------------------- CUSIP No. 413619 10 7 -------------------------------------- - ------------------------------------------------------------------------------- 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person TRUSTEES OF THE HARRAH'S ENTERTAINMENT, INC. SAVINGS AND RETIREMENT PLAN 62-1412645 - ------------------------------------------------------------------------------- 2 Check the Appropriate Box if a Member of a Group (a) |_| N/A (b) |_| N/A - ------------------------------------------------------------------------------- 3 SEC Use Only - ------------------------------------------------------------------------------- 4 Citizenship or Place of Organization TRUST ORGANIZED UNDER THE LAWS OF TENNESSEE - ------------------------------------------------------------------------------- 5 Sole Voting Power Number Of 0 (1) -------------------------------------------------- Shares 6 Shared Voting Power Beneficially Owned By 5,067,157 (1) -------------------------------------------------- Each 7 Sole Dispositive Power Reporting Person 0 (1) -------------------------------------------------- With 8 Shared Dispositive Power 0 (1) - ------------------------------------------------------------------------------- 9 Aggregate Amount Beneficially Owned by Each Reporting Person 5,067,157 SHARES - ------------------------------------------------------------------------------- 10 Check Box if the Aggregate Amount in Row 9 Excludes Certain Shares* - ------------------------------------------------------------------------------- 11 Percent of Class Represented By Amount in Row 9 4.07% - ------------------------------------------------------------------------------- 12 Type of Reporting Person* EP - ------------------------------------------------------------------------------- - ------------ (1) See Exhibit A Page 2 of 7 Pages SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 ITEM 1(a) Name of Issuer HARRAH'S ENTERTAINMENT, INC. ITEM 1(b) Address of Issuer's Principal Executive Offices 5100 WEST SAHARA BOULEVARD LAS VEGAS, NV 89146 ITEM 2(a) Name of Person Filing TRUSTEES OF THE HARRAH'S ENTERTAINMENT, INC. SAVINGS AND RETIREMENT PLAN ITEM 2(b) Address of Principal Business Office or Residence 1023 CHERRY ROAD MEMPHIS, TN 38117 ITEM 2(c) Citizenship TRUST ORGANIZED UNDER THE LAWS OF TENNESSEE ITEM 2(d) Title of Class of Securities COMMON ITEM 2(3) CUSIP Number 413619 10 7 Page 3 of 7 Pages SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 ITEM 3 If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b), check whether the person filing is a (a) ( ) Broker or Dealer registered under Section 15 of the Act (b) ( ) Bank as defined in Section 3(a)(6) of the Act (c) ( ) Insurance Company as defined in Section 3(a)(19) of the Act (d) ( ) Investment Company registered under Section 8 of the Investment Company Act (e) ( ) Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940 (f) ( X ) Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see[167] 240.13d-1(b)(1) (ii)(F) (g) ( ) Parent Holding Company, in accordance with[167]240.13d-1(b) (ii)(G) (Note: See Item 7) (h) ( ) Group, in accordance with Section 240.13d-1(b)(ii)(H) ITEM 4 Ownership (a) Amount Beneficially Owned 5,067,157 SHARES (b) Percent of Class 4.07% (c) Number of shares as to which such person has (i) sole power to vote or to direct the vote: 0 (ii) shared power to vote or to direct the vote: 5,067,157 (iii) sole power to dispose or to direct the disposition of: 0 (iv) shared power to dispose or to direct the disposition of: 0 SEE EXHIBIT A. ITEM 5 Ownership of Five Percent or Less of a Class If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the securities, check the following ( X ). Page 4 of 7 Pages SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 ITEM 6 Ownership of More than Five Percent on Behalf of Another Person SEE EXHIBIT A ITEM 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company NOT APPLICABLE ITEM 8 Identification and Classification of Members of the Group NOT APPLICABLE ITEM 9 Notice of Dissolution of Group NOT APPLICABLE ITEM 10 Certification BY SIGNING BELOW I CERTIFY THAT, TO THE BEST OF MY KNOWLEDGE AND BELIEF, THE SECURITIES REFERRED TO ABOVE WERE ACQUIRED AND ARE HELD IN THE ORDINARY COURSE OF BUSINESS AND WERE NOT ACQUIRED AND ARE NOT HELD FOR THE PURPOSE OF OR WITH THE EFFECT OF CHANGING OR INFLUENCING THE CONTROL OF THE ISSUER OF THE SECURITIES AND WERE NOT ACQUIRED AND ARE NOT HELD IN CONNECTION WITH OR AS A PARTICIPANT IN ANY TRANSACTION HAVING THAT PURPOSE OR EFFECT. AFTER REASONABLE INQUIRY AND TO THE BEST OF MY KNOWLEDGE AND BELIEF, I CERTIFY THAT THE INFORMATION SET FORTH IN THIS STATEMENT IS TRUE, COMPLETE AND CORRECT. FEBRUARY 11, 2000 - ----------------- Date /s/ Marilyn G. Winn - --------------------------- Signature MARILYN WINN, AUTHORIZED TRUSTEE - -------------------------------- Name/Title Page 5 of 7 Pages EXHIBIT A ITEM 4 - OWNERSHIP The participants in the Harrah's Entertainment, Inc. Savings and Retirement Plan have the right to direct the disposition of the securities held in their accounts by changing their investment elections and withdrawing or borrowing funds from their accounts pursuant to the terms of the Plan. No one participant has such rights with respect to more than 5% of the security class. Participants in the Plan have the right to instruct the trustees how to vote the securities allocated to their Plan accounts. The trustees have the right to vote any securities for which instructions are not received. The trustees do not have investment power over any of the shares listed. Pursuant to the terms of the Plan, the participants in the Plan have the right to direct the disposition of the securities held in their respective accounts and to direct the trustees in writing as to how to respond to a tender offer evidenced by the filing of a statement on Schedule 14D-1 or similar transaction. No participant has such rights with respect to more than 5% of the security class. The trustees of the Plan are Patrick Dennehy, Joseph A. Domenico, Tom Jenkin, Dee A. Wallace, Marilyn G. Winn, Herbert R. Wolfe and Judy T. Wormser. Page 6 of 7 Pages HARRAH'S ENTERTAINMENT, INC. SAVINGS AND RETIREMENT PLAN CERTIFICATE OF SECRETARY I, Vincent G. De Young, the duly authorized and acting Secretary of the Harrah's Entertainment, Inc. Savings and Retirement Plan (the "Plan"), do hereby certify that by resolution of the Trustees of the Plan on July 25, 1997, any Trustee of the Plan and the Director of the Plan, Ken Billett, are each authorized to execute filings with the Securities and Exchange Commission. WITNESS MY SIGNATURE this 11th day of February, 2000. /s/ Vincent G. De Young ------------------------------------------- Vincent G. De Young, Secretary Harrah's Entertainment, Inc. Savings and Retirement Plan Page 7 of 7 Pages -----END PRIVACY-ENHANCED MESSAGE-----