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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(RULE 13D-102)
INFORMATION STATEMENT PURSUANT TO RULES 13D-1 AND 13D-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )/*/
MEDALLION FINANCIAL CORP.
(Name of Issuer)
COMMON STOCK, $.01 PAR VALUE
(Title of Class of Securities)
583928 10 6
(CUSIP Number)
____________________
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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SCHEDULE 13G
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CUSIP NO. 583928 10 6 PAGE 2 OF 6 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Andrew Murstein
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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NUMBER OF SOLE VOTING POWER
5
SHARES 1,250,000
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BENEFICIALLY SHARED VOTING POWER
6
OWNED BY 0
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EACH SOLE DISPOSITIVE POWER
7
REPORTING 1,250,000/1/
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PERSON SHARED DISPOSITIVE POWER
8
WITH 0
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9
1,250,000/1/
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ]
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11
15.2%
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TYPE OF REPORTING PERSON*
12
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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/1/All of these shares are held in the Andrew Murstein Family Trust.
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SCHEDULE 13G
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CUSIP NO. 583928 10 6 PAGE 3 OF 6 PAGES
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ITEM 1(A). NAME OF ISSUER:
Medallion Financial Corp.
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
205 East 42nd Street, Suite 2020, New York, NY 10017
ITEM 2(A). NAME OF PERSON FILING:
Andrew Murstein
ITEM 2(B). ADDRESS OF PRINCIPAL OFFICES OR, IF NONE, RESIDENCE:
Medallion Financial Corp.
205 East 42nd Street, Suite 2020
New York, NY 10017
ITEM 2(C). CITIZENSHIP:
United States of America
ITEM 2(D). TITLE OF CLASS OF SECURITIES:
Common Stock, $.01 par value
ITEM 2(E). CUSIP NUMBER:
583928 10 6
ITEM 3. IF THE STATEMENT IS BEING FILED PURSUANT TO RULE 13D-1(B), OR 13D-
2(B), CHECK WHETHER THE FILING PERSON IS A: Not applicable.
(a) [_] Broker or dealer registered under Section 15 of the Act,
(b) [_] Bank as defined in Section 3(a)(6) of the Act,
(c) [_] Insurance Company as defined in Section 3(a)(19) of the Act,
(d) [_] Investment Company registered under Section 8 of the Investment
Company Act,
(e) [_] Investment Adviser registered under Section 203 of the Investment
Advisers Act of 1940,
(f) [_] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of 1974 or
Endowment Fund; see 13d-1(b)(1)(ii)(F),
(g) [_] Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G); see
Item 7,
(h) [_] Group, in accordance with Rule 13d-1(b)(1)(ii)(H).
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SCHEDULE 13G
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CUSIP NO. 583928 10 6 PAGE 4 OF 6 PAGES
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ITEM 4. OWNERSHIP.
(a) Amount beneficially owned:
1,250,000 shares/2/
(b) Percent of class:
15.2%
(c) Number of shares as to which such person has:
(i) Sole power to vote or direct the vote:
1,250,000/2/
(ii) Shared power to vote or direct the vote:
0
(iii) Sole power to dispose or to direct the disposition of:
1,250,000/2/
(iv) Shared power to dispose or to direct the disposition of:
0
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
If this statement is being filed to report the fact that as of the date hereof
the reporting person had ceased to be the beneficial owner of more than five
percent of the class of securities, check the following [ ].
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
Not applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
Not applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not applicable.
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/2/ See footnote 1, above
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SCHEDULE 13G
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CUSIP NO. 583928 10 6 PAGE 5 OF 6 PAGES
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ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
ITEM 10. CERTIFICATION.
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired in the ordinary course of business
and were not acquired for the purpose of and do not have the effect of changing
or influencing the control of the issuer of such securities and were not
acquired in connection with or as a participant in any transaction having such
purpose or effect.
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SCHEDULE 13G
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CUSIP NO. 583928 10 6 PAGE 6 OF 6 PAGES
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Dated: February 10, 1997
/s/ Andrew Murstein
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Andrew Murstein, individually and as
Trustee under the Andrew Murstein
Family Trust
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative other than an executive
officer or general partner of the filing person, evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
Note. Six copies of this statement, including all exhibits, should be filed with
the Commission.
Attention. Intentional misstatements or omissions of fact constitute Federal
criminal violations (See 18 U.S.C. 1001).
