Termination Of Employment Agreement

EXHIBIT 10(23)


INTEROFFICE MEMO


TO: Kell Houssels


FROM: Phil Satre


DATE: November 25, 1998


RE: Termination of Employment and Commencement of Consulting Agreement


Kell, this memo will outline the terms of the mutual understanding between you and Harrah's Entertainment, Inc. and Showboat, Inc. regarding the termination of your employment and the commencement of your consulting services. In setting forth these terms, it is our mutual intention to fulfill and reflect the provisions of your employment agreement dated June 1, 1998, and your consulting agreement which is attached to your employment agreement.


1. In accordance with our mutual understanding, your employment will terminate effective December 31, 1998. This will be considered termination without cause under your employment agreement. You will continue to receive your current salary through December 31, 1998.


2. You will receive all of the financial remuneration as provided in your employment agreement upon termination without cause, as follows:


(a) A $1.1 million cash payment which will be paid on December 31,
1998.


(b) Payment of PTO accrued under our PTO plan through December 31,
1998.


(c) Payment of accrued Showboat vacation of 205.33 hours x $192.31
($39,487.01).


(d) Payment of any financial counseling services incurred through
December 31, 1998, per the Company's financial counseling plan
(up to $7,500 for the period 6/1/98 - 1/3/99).


(e) Payment of any deferred compensation per your deferral
e ...