Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Miller Gregory James
2. Date of Event Requiring Statement (Month/Day/Year)
05/02/2012
3. Issuer Name and Ticker or Trading Symbol
CAESARS ENTERTAINMENT Corp [CZR]
(Last)
(First)
(Middle)
ONE CAESARS PALACE DRIVE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP of Domestic Development
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

LAS VEGAS, NV 89109
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 6,968 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option   (2) 02/27/2018 Common Stock 11,060 (1) $ 20.09 (5) D  
Stock Option   (3) 02/23/2020 Common Stock 16,670 (1) $ 20.09 (6) D  
Stock Option   (4) 11/29/2021 Common Stock 8,710 (1) $ 20.09 (7) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Miller Gregory James
ONE CAESARS PALACE DRIVE
LAS VEGAS, NV 89109
      SVP of Domestic Development  

Signatures

/s/ Gregory J. Miller, by Jill Eaton, Attorney-in-Fact 05/03/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Gives effect to the 1.742-for-1 stock split on February 8, 2012.
(2) Exercisable in five equal installments on 1/28/2009, 1/28/2010, 1/28/2011, 1/28/2012 and 1/28/2013.
(3) Exercisable in four equal installments on 2/23/2012, 2/23/2013, 2/23/2014 and 2/23/2015.
(4) Exercisable in four equal installments on 9/30/2012, 9/30/2013, 9/30/2014, and 9/30/2015.
(5) Original price at grant date was $100.00. The options were re-priced on 7/8/2011 to $35.00. The current price has been adjusted to reflect the 1.742-for-1 stock split on 2/8/2012.
(6) Original price at grant date was $56.08. The options were re-priced on 7/8/2011 to $35.00. The current price has been adjusted to reflect the 1.742-for-1 stock split on 2/8/2012.
(7) Original price at grant date was $35.00; the price has been adjusted to reflect the 1.742-for-1 stock split on 2/8/2012.
 
Remarks:
Mr. Miller's title is pending all required regulatory approvals.

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