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                                                                   EXHIBIT 10.43



                        Harrah's Entertainment Letterhead

                                February 29, 2000

Frederick W. Burford
JCC Holding Company
512 South Peters
New Orleans, Louisiana 70130

                           Re: Minimum Payment Guaranty

Dear Fred:

                  In connection with the matters described in your letters of
February 21 and 22, 2000, HET and HOCI are willing to make Daily Payments under
the Minimum Payment Guaranty Documents to the State up to a total amount of $40
million on the terms and conditions set forth in this letter as agreed to by JCC
Holding Company and Jazz Casino Company, LLC (collectively, "JCC") below.

                  HET and HOCI are willing to make Daily Payments up to a total
of $40 million without demanding repayment (or giving any notice in respect of
payment, nonpayment or collection) thereof prior to March 31, 2001; provided
that should HET and HOCI be required to make or make Daily Payments to the State
in an amount that exceeds $40 million, then HET and HOCI reserve all of their
rights under the existing contractual agreements to demand prompt reimbursement
for all Daily Payments in excess of $40 million prior to March 31, 2001.

                  In addition HET and HOCI agree to defer until March 31, 2001
any interest payments owed on any Daily Payments made by the HET and HOCI up to
a total of $40 million in Daily Payments. However, should HET or HOCI be
required to make or make Daily Payments in excess of $40 million, then HET and
HOCI reserve all of their rights under the existing contractual agreements to
demand prompt repayment from JCC for all interest due on the Daily Payments in
excess of $40 million made by HET or HOCI in addition to the principal amounts
in excess of $40 million as mentioned above.

                  Interest on the demand loan arising upon payment of Daily
Payments by HET or HOCI up to $40,000,000 shall bear interest at the non-default
interest rate referenced in Section 3 of the HET/JCC Agreement. Interest on any
demand loans arising upon any payment of Daily Payments by HET or HOCI in excess
of $40,000,000 shall bear interest at the rate referenced in Section 3 of the
HET/JCC Agreement, including at a default rate if any such demand loan is not
timely paid.


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                  In connection with the foregoing, the undersigned hereby
agree, represent and warrant that:

                  1.       They have obtained all necessary waivers, consents,
                           and approvals required to consummate the arrangements
                           described in this letter.

                  2.       The entering into such arrangement will not create
                           any default or event of default under any material
                           agreements of HET and HOCI.

                  3.       There are no other agreements or understandings by
                           HET, HOCI or their affiliates with respect to the
                           subject matter of this letter other than as set forth
                           herein or as contained in the existing documentation
                           relating to the New Orleans casino project.

                  4.       HET and HOCI expressly reserve all of their rights
                           under the existing documentation with respect to the
                           New Orleans Casino project and nothing herein shall
                           be construed to modify or impair any of the rights or
                           obligations of any party thereto except as
                           specifically set forth in this letter.

                  Please feel free to call me to discuss any of the foregoing.

                                Very truly yours,

                                HARRAH'S ENTERTAINMENT, INC.

                                By:      /s/ Charles L. Atwood
                                    --------------------------------------------
                                    Name:      Charles L. Atwood
                                         ---------------------------------------
                                    Title: Vice President and Treasurer
                                           -------------------------------------

                                HARRAH'S OPERATING COMPANY, INC.

                                By:
                                    --------------------------------------------
                                    Name:
                                         ---------------------------------------
                                    Title:
                                           -------------------------------------


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Consent, Agreements and Representations and Warranties of JCC


                  The undersigned consent and agree to the foregoing letter and
represent and warrant that:

                  1. They have obtained approval of all Class A directors on JCC
Holding Company's Board of Directors and all waivers, consents or approvals
required to consummate the arrangement set forth in the foregoing letter.

                  2. JCC entering into this arrangement will not create a
default or event of default in any of JCC's material contracts and JCC is not
presently in default under any such contracts.

                  3. Subject to the terms of the agreement set forth in this
letter, JCC and their affiliates affirm all agreements with HET and HOCI and
their affiliates are in full force and effect and remain valid and binding
obligations enforceable in accordance with their terms.

                  4. There are no other agreements or understandings by JCC or
its affiliates with respect to the subject matter of this letter other than as
set forth herein or as contained in the existing documentation relating to the
New Orleans casino project.

                  5. JCC expressly reserves all rights under the existing
documentation with respect to the New Orleans casino project and nothing herein
shall be construed to modify or impair any of the rights or obligations of the
parties hereto except as specifically set forth in this letter.



                                      JCC HOLDING COMPANY, a
                                      Delaware corporation

                                      By:
                                         ---------------------------------------
                                      Name:
                                           -------------------------------------
                                      Title:
                                            ------------------------------------

                                      JAZZ CASINO COMPANY, LLC, a
                                      Louisiana limited liability company

                                      By:
                                         ---------------------------------------
                                      Name:
                                           -------------------------------------
                                      Title:
                                            ------------------------------------


Dated as of February 29, 2000