TRUMP ENTERTAINMENT RESORTS FUNDING INC
10.2
<DOCUMENT>
<TYPE>EX-10
<SEQUENCE>3
<FILENAME>mv9-22ex10_2.txt
<DESCRIPTION>10.2
<TEXT>
                                                                  Exhibit 10.2


                                     TRUMP
                          ENTERTAINMENT RESORTS, INC.
                                 1000 BOARDWALK
                            ATLANTIC CITY, NJ 08401
                                PH: 609-449-6496
                                FX: 609-449-6586


                                                 September 14, 2005


Rosalind Krause


Dear Rosalind:

         This letter agreement (the "Agreement") will confirm your employment
with Trump Taj Mahal Associates, LLC ("Trump"), a subsidiary of Trump
Entertainment Resorts Holdings, L.P. ("TERH").

         Your official starting date of employment will be September 19, 2005.

Position:             Assistant General Manager
                      (or such other position at any TERH affiliate owned casino
                      hotel as TERH may reasonably request and which you are
                      qualified for by training and experience)

Base Salary:          Weekly Salary of $6,250.00
                      (reviewed annually and adjusted in accordance with current
                      Trump policy)

Bonus:                Sign on bonus of $25,000 within 15 days of your start
                      date. $25,000 bonus paid February 1, 2006.

Annual Incentive
Bonus:                40% target - 60% maximum of base salary based upon
                      achievement of financial parameters as established by the
                      Compensation Committee of TERH.

Long Term Incentive:  Initial grant of 10,000 restricted shares, with all
                      restrictions lapsing in one third increments on September
                      30, 2006, 2007 and 2008. Will become eligible following
                      approval by the Compensation Committee for grants of
                      equity compensation awards or options under any long term
                      incentive compensation program adopted by TERH. Failing
                      the establishment of such an incentive, amounts will be
                      paid in cash.

Moving Expense
Reimbursement:        Per attached.

COBRA Reimbursement:  Up to six (6) months of your actual cost.

Benefits:             Benefits and perquisites which Trump provides to its
                      employees generally as determined by Trump.

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Vacation:             Two (2) weeks earned upon signing and then two (2) weeks
                      earned on your second anniversary.

Severance:            Upon termination of your employment without Cause you will
                      be entitled to receive a payment equal to twelve (12)
                      months of your then current salary. You will also be
                      reimbursed for your COBRA costs for an equivalent period.
                      You shall, in such event, execute any and all release
                      documents customarily used for executive terminations
                      requested by Trump as a condition precedent to obtaining
                      such sum. As used herein, the term "Cause" shall refer to
                      the following:

                      (i)        theft, fraud, dishonesty, gross negligence or
                                 willful malfeasance by you in connection with
                                 the performance of his duties hereunder;

                      (ii)       a material breach or material failure to
                                 fulfill and perform your duties hereunder,
                                 which breach or failure is not cured to the
                                 reasonable satisfaction of Trump within ten
                                 (10) days after written demand from Trump (if
                                 such breach is at all curable during such time
                                 in the reasonable determination of Trump);
                                 failing such determination, "Cause" shall have
                                 occurred upon the occurrence of such breach or
                                 failure;

                      (iii)      conviction of a felony or a crime involving
                                 moral turpitude; (iv) habitual neglect of
                                 duties or misconduct in the performance of your
                                 duties and responsibilities hereunder following
                                 an initial notice of warning from Trump with
                                 respect thereto;

                      (v)        in the event your Casino Control Commission
                                 license is terminated and/or suspended or
                                 revoked by the Commission; or

                      (vi)       a repeated or ongoing failure to comply with
                                 reasonable and lawful directions and
                                 instructions of management of Trump in
                                 connection with the performance of your duties
                                 and responsibilities hereunder following an
                                 initial notice of warning from Trump with
                                 respect thereto.

                      Upon termination for Cause, all of your rights under this
                      Agreement shall immediately terminate and Trump shall have
                      no further obligations. A termination of your employment
                      with Trump upon your voluntary resignation or voluntary
                      retirement shall be treated as a termination for Cause
                      hereunder. Upon a termination for Cause, you shall receive
                      in full satisfaction of all amounts due to you an amount
                      equal to the remainder of Base Compensation through date
                      of termination and any vested benefits then due.

Change of Control:    You may terminate your employment on your own initiative
                      within thirty days of a Change of Control and in such
                      event you shall be entitled to the severance set forth
                      above as if termination occurred without cause. Change of
                      Control shall hereby mean the sale of or transfer of
                      control over (whether by merger or otherwise) more than
                      50% of the undiluted common stock of the Company to or by
                      any person or entity or affiliates of such person or


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                      entity or the sale of substantially all of the assets of
                      the Company to a person or entity or affiliates of such
                      person or entity not currently owing more than 50% of the
                      undiluted common stock.

Non-compete:          a.         You agree that for a period of twelve (12)
                                 months after termination of your employment on
                                 your own initiative for any reason or for
                                 Cause, you will not accept employment, either
                                 as an employee, consultant or independent
                                 contractor, with or on behalf of any casino
                                 licensee or casino license applicant in any
                                 market where we operate or within 200 miles
                                 thereof;

                      b.         You agree that for a period of twelve (12)
                                 months after the termination of your employment
                                 with Trump you shall not solicit or contact,
                                 directly or through any other company, any
                                 customers whom you have met, serviced,
                                 developed or continued to develop during your
                                 tenure with Trump;

                      c.         You agree that for a period of twelve (12)
                                 months after the termination of your employment
                                 with Trump you shall not solicit or otherwise
                                 discuss employment with, directly or through
                                 any other company, any employees of Trump, or
                                 any of its related or affiliated companies.

                      d.         You acknowledge and agree that the restrictive
                                 covenants set forth herein are reasonable as to
                                 duration, terms and geographical area and that
                                 the same are necessary to protect the
                                 legitimate interests of Trump, impose no undue
                                 hardship on you and are not injurious to the
                                 public.

                      You acknowledge that upon your breach of this Agreement,
                      Trump would sustain irreparable harm from such breach,
                      and, therefore, you agree that in addition to any other
                      remedies which Trump may have under this Agreement or
                      otherwise, Trump's obligations to provide severance
                      benefits to you shall immediately terminate, you shall
                      have no claim to receive such benefits from Trump, the
                      release document referred to above shall remain in all
                      respects valid and binding, and Trump shall be entitled to
                      obtain equitable relief, including specific performance
                      and injunctions, restraining you from committing or
                      continuing any such violation of this section.

Indemnification:      Trump shall cover you under directors and officers
                      liability insurance both during, and while potential
                      liability exists, after your employment with Trump in
                      commercially reasonable amounts. Trump shall during and
                      after your employment indemnify and hold you harmless to
                      the fullest extent permitted by applicable law with regard
                      to your actions or inactions in the performance of your
                      duties as an officer, director and/or employee of Trump
                      and its affiliates or as a fiduciary of any benefit plan
                      of Trump and its affiliates.

Representation:       You acknowledge that your entering into this Agreement
                      does not violate any other agreement to which you or
                      anyone on your behalf is a party.


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Entire Agreement:     This Agreement constitutes the entire understanding of the
                      parties with respect to the subject matter hereof and
                      supersedes and voids any and all prior agreements or
                      understandings, written or oral, regarding the subject
                      matter hereof.

GOVERNING LAW:        This Agreement shall be governed by, and construed in
                      accordance with, the laws of the State of New Jersey.

            Your employment is contingent upon the following:

            o     obtaining or possessing a New Jersey Key license,

            o     satisfactorily completion of a background and reference check,

            o     your signing this Agreement, the TERH Code of Business Conduct
                  and the Trump Employee Handbook,

            o     compliance with all employment policies including the
                  successful completion of a drug test,

            o     your submission of appropriate documentation of employment
                  eligibility in the United States.


                                         Very truly yours,

                                         /s/ Craig Keyser
                                         -------------------------------------
                                         Craig Keyser
                                         Executive Vice President of
                                         Human Resources and Administration
                                         Trump Entertainment Resorts, Inc.


CK/ams



I agree and accept the terms of this Agreement.

/s/ Rosalind Krause
--------------------------------------
Rosalind Krause





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