EXHIBIT 10.17 FIRST AMENDMENT TO THE CLUBCORP EMPLOYEE STOCK OWNERSHIP PLAN AND CLUBCORP EMPLOYEE STOCK OWNERSHIP TRUST AGREEMENT

                                 EXHIBIT 10.17

                             FIRST AMENDMENT TO THE
                     CLUBCORP EMPLOYEE STOCK OWNERSHIP PLAN
                                     AND
                CLUBCORP EMPLOYEE STOCK OWNERSHIP TRUST AGREEMENT

     Amendment  made  effective  January 27, 1999, by ClubCorp, Inc., a Delaware
corporation,  formerly  ClubCorp  International,  Inc.,  (the  Company").

                             W I T N E S S E T H:
                             - - - - - - - - - -

     Whereas,    the Company established the ClubCorp Stock Investment Plan (the
"Prior  Plan")  and the ClubCorp Stock Investment Trust (the "Prior Trust"); and

     WHEREAS,  the  Company amended and restated the Prior Plan and Prior Trust,
effective  January  1,  1999,  as  the  ClubCorp  Employee  Stock Ownership Plan
("ESOP")  and  the  ClubCorp  Employee  Stock  Ownership  Trust  Agreement,
respectively;  and

     WHEREAS,  effective  January  27,  1999,  the Company changed its name from
ClubCorp  International,  Inc.  to  ClubCorp, Inc.;  and

     WHEREAS,  the  Company  now desires to amend the ESOP to change the name of
the  Company, as defined therein, from ClubCorp International, Inc. to ClubCorp,
Inc.  effective  as  of  the  date  the  Company  changed  its  name;  and

     WHEREAS,  the ESOP may be amended by the Company pursuant to the provisions
of  Article  15  of  the  ESOP,  and  the  company  desires  to  amend the ESOP.

     NOW,  THEREFORE,  the  ESOP  is  amended as follows, effective as set forth
above:

     1.     All  references  to  the  name  of  the Corporation and its state of
incorporation, as "Club Corporation International, a Nevada corporation" in each
and every  place  it  may appear in the Plan are deleted,  and  "ClubCorp, Inc.,
a  Delaware  corporation"  is  substituted in each place where "Club Corporation
International,  a  Nevada  corporation"  is  deleted.

     2.   Existing Section 2.10 is deleted in its entirety, and the following is
substituted  in  its  place:

          "2.10"  "Company"  means  ClubCorp,  Inc.,  or  its  successor."

     IN  WITNESS  WHEREOF,  ClubCorp,  Inc.,  acting  by  and  through  its duly
authorized  officer,  has  executed  this document on this 26th day of February,
1999.

CLUBCORP, INC., a Delaware corporation

By:    /s/Xxx X. Xxxxx
Its: