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

 

April 5, 2006

Date of Report (Date of earliest event reported)

 

Harrah’s Entertainment, Inc.

(Exact name of registrant as specified in its charter)

 

 

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)

 

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 8.01         Other Events.

 

In connection with the filing of a registration statement under the Securities Act on Form S-3, the Registrant is filing this Current Report on Form 8-K to report the unaudited pro forma condensed combined financial statements of Harrah’s Entertainment, Inc. for the year ended December 31, 2005, which give effect to, among other things, Harrah’s acquisition of Caesars Entertainment, Inc.  The unaudited pro formas are attached hereto as Exhibit 99.1 and incorporated by reference herein.

 

Item 9.01         Financial Statements and Exhibits.

 

(d) Exhibits.  The following exhibit is being filed herewith:

 

99.1         Harrah’s Entertainment, Inc.’s Unaudited Pro Forma Condensed Combined Financial Statements for the year ended December 31, 2005.

 

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SIGNATURES

 

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:	April 5, 2006		By:	/s/ Michael D. Cohen
				Michael D. Cohen
				Vice President, Associate General Counsel
				and Corporate Secretary

 

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EXHIBIT INDEX

 

Exhibit Number		Document Description
99.1		Harrah’s Entertainment, Inc.’s Unaudited Pro Forma Condensed Combined Financial Statements for the year ended December 31, 2005.

 

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