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Harrah's Names 2 Replacement Directors to JCC Holding Board

Satre, who remains Harrah's Chairman and Chief Executive Officer, and Sanfilippo, who remains President of Harrah's Central Division, both resigned as JCC directors earlier today.

Loveman, Harrah's Entertainment President and Chief Operating Officer, has assumed the JCC board position formerly held by Satre. Brammell, Harrah's Senior Vice President and General Counsel, has taken over the JCC seat previously held by Sanfilippo.

Both Loveman and Brammell have been found suitable by Louisiana gaming regulators, as was also the case for Satre and Sanfilippo. However, neither Loveman nor Brammell is or has been a director or officer of Harrah's New Orleans Management Company (HNOMC), the Harrah's Entertainment subsidiary that manages the New Orleans casino. Loveman and Brammell will join Eddie N. Williams, a director of Harrah's Entertainment, as Harrah's representatives on the JCC board.

Earlier this week, in addition to casting more than 96 percent of the vote for Satre's re-election, JCC stockholders voted by an almost 2-to-1 margin to replace Rudy Cerone with New Orleans businessman Dr. Charles Teamer as a JCC director. Cerone was one of four JCC directors who opposed Harrah's nomination of Dr. Teamer as an independent board member.

A Delaware Court of Chancery judge recently found in favor of Harrah's on this issue and ordered that Dr. Teamer's name be placed in nomination for election to the JCC board. JCC has appealed the Delaware court's decision. However, Dr. Teamer is expected to assume his new board position upon appropriate suitability findings by Louisiana gaming regulatory authorities. In accordance with JCC's charter, Mr. Cerone's term of office has expired.

The appointment of Loveman and Brammell may avert yet another round of litigation between Harrah's and JCC. Late last week, the non-Harrah's directors declared that Satre and Sanfilippo were disqualified as directors under the JCC charter because of their parallel roles with HNOMC. The allegation was made even though Satre and Sanfilippo had served as JCC directors since last year without objection from JCC or the non-Harrah's directors.

"While we continue to strongly disagree with the attempt to remove Anthony Sanfilippo and me as JCC board members under the non-Harrah's directors' interpretation of JCC's charter, we don't believe it's a prudent expenditure of JCC's precious financial resources to litigate the issue at this time," Satre said. "We hope Mr. Cerone will step down as required by the charter, since his term has expired.

"We believe it's far more important to all of JCC's shareholders to focus this board on the critical decisions that need to be made by JCC, without the distraction caused by a dispute over who is qualified to sit on its board of directors," Satre said.

"As a result of our actions, JCC will be able to preserve the capital that needs to be invested in its own business," Satre added.

The decision by Satre and Sanfilippo to resign as directors of JCC Holding Company does not end other litigation between Harrah's and the non-Harrah's directors, including a derivative action pending in the Delaware Court of Chancery over compensation awarded to certain non-Harrah's directors.

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