SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
HISPANIC TELEVISION NETWORK, INC.
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(Name of Issuer)
formerly known as, AMERICAN INDEPENDENT NETWORK, INC.
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(Former name of registrant)
Common Stock, par value $0.01
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(Title of Class of Securities)
43357C 10 2
(CUSIP Number)
Douglas K. Miller, 3113 S. University Drive, 6th Floor, Forth Worth, Texas 76109
(817) 927-0050
(Name, Address, and Telephone Number
of Person Authorized to Receive Notices and Communications)
December 15, 1999
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D and is filing this
schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box. [ ]
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See 240,13d-7(b) for other
parties to whom copies are to be sent.
* 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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CUSIP No. 43357C 10 2 Page 2 of 6
1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE
PERSONS:
Douglas K. Miller
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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 SOURCE OF FUNDS (SEE INSTRUCTIONS)
OO
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) [_]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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NUMBER OF 7 SOLE VOTING POWER 1,050,000
SHARES --------------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER -0-
OWNED BY EACH --------------------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER 1,050,000
PERSON WITH --------------------------------------------------------------
10 SHARED DISPOSITIVE POWER -0-
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH REPORTING PERSON 4,232,178
This amount includes 3,182,178 Shares owned by Woodcrest Capital, L.L.C. which
is 25% owned by Mr. Miller, who is not a control person of Woodcrest Capital,
L.L.C.
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) [_]
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CUSIP No. 43357C 10 2 Page 3 of 6
13 PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11) 5.4%
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14 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN
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CUSIP No. 43357C 10 2 Page 4 of 6
ITEM 1 Security and Issuer
This statement is filed with respect to Shares of common stock par value $0.01
(the "Shares") of Hispanic Television Network, Inc. (formerly, American
Independent Network, Inc.)("HTVN ", the "Company", the "Registrant" or the
"Issuer"), whose address is 6125 Airport Freeway, Suite 200
Haltom City, Texas 76117.
ITEM 2. Identity and Background
(a) Douglas K. Miller ("Mr. Miller")
(b) Business address: 3113 S. University Drive, 6th Floor, Forth Worth,
Texas 76109.
(c) Mr. Miller is a Director of HTVN, which operates a television network,
whose address is 6125 Airport Freeway, Suite 200 Haltom City, Texas
76117, President of Woodcrest Enterprises, Inc., a real estate firm,
and a member of Woodcrest Capital, L.L.C., which invests in media
companies whose address is 3113 S. University Drive, 6th Floor, Forth
Worth, Texas 76109.
(d) Mr. Miller has not, during the last five years, been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) Mr. Miller was not, during the last five years, a party to a civil
proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding was not or is not
subject to a judgment, decree or final order enjoining future
violations, or prohibiting or mandating activities subject to, federal
or state securities laws or finding any violation with respect to such
laws.
(f) U.S.A.
ITEM 3. Source and Amount of Funds or Other Consideration
As to these 4,232,178 Shares: On December 15, 1999, the merger of HTVN and
Hispano Television Ventures, Inc. became effective. Mr. Miller was a
shareholder of Hispano Television Ventures, Inc. Woodcrest Capital, L.L.C. was
also a shareholder of Hispano Television Ventures, Inc. As a result of the
merger, Mr., Miller and Woodcrest Capital, L.L.C. exchanged their shares of
Hispano Television Ventures, Inc. for Shares of HTVN.
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CUSIP No. 43357C 10 2 Page 5 of 6
ITEM 4. Purpose of Transaction
The shareholders of HTVN and the shareholders of Hispano Television
Ventures, Inc. voted to merge. HTVN is the surviving entity. Mr. Miller
acquired these securities as a result of the merger. Mr. Miller is now a
Director and the CFO of HTVN. Mr. Miller was elected as a Director by the
shareholders of HTVN. Mr. Miller may acquire more Shares of HTVN by open
market purchase or through private transactions.
(a) Mr. Miller may, from time to time, acquire additional securities of
HTVN for investment purposes. In connection with Mr. Miller's position
as Director of HTVN, Mr. Miller could receive options to acquire
Shares of common stock of HTVN under a compensation plan, although no
such plan presently exists.
(b) Mr. Miller has no present plans or proposals for an extraordinary
corporate transaction involving HTVN.
(c) Mr. Miller has no present plans or proposals involving the sale or
transfer of a material amount of assets of HTVN or any of its
subsidiaries.
(d) Mr. Miller has no present plans or proposals involving any change in
the present board of directors or management of HTVN, nor any plans or
proposals to change the number or term of directors or to fill any
existing vacancies on the board.
(e) Mr. Miller has no present plans or proposals for material change in
the present capitalization or dividend policy of HTVN.
(f) Mr. Miller has no present plans or proposals for material change in
HTVN's business or corporate structure.
(g) Mr. Miller has no present plans or proposals for changes in HTVN's
charter or bylaws, or instruments corresponding thereto or other
actions that may impede the acquisition of control of HTVN by any
person.
(h) Mr. Miller has no present plans or proposals for causing a class of
securities of HTVN to be delisted from a national securities exchange
or to cease to be authorized to be quoted in an inter-dealer quotation
system of a registered national securities association.
(i) Mr. Miller has no present plans or proposals for a class of securities
of HTVN becoming eligible for termination of registration pursuant to
Section 12(g)(4) of the Act.
(j) Mr. Miller has no present plans or proposals for any actions similar
to those enumerated above.
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CUSIP No. 43357C 10 2 Page 6 of 6
ITEM 5. Interest in Securities of the Issuer
(a) Mr. Miller is the beneficial owner of 4,232,178 Shares of HTVN, which
represents 5.4% of the class of securities.
(b) Mr. Miller has sole voting and dispositive power for 1,050,000 Shares
of HTVN.
(c) All of the transactions described herein occurred during the last 60
days. All of the Shares of which Mr. Miller acquired beneficial
ownership in connection with the merger were so acquired on December
15, 1999.
(d) The Shares reported in this Schedule 130-D include 3,182,178 of the
Shares owned by Woodcrest Capital, L.L.C. which is 25% owned by Mr.
Miller, who is the control person of Woodcrest Capital, L.L.C.
(e) Not applicable.
ITEM 6. Contract, Agreements, Understandings or Relationships with Respect to
Securities of the Issuer
Mr. Miller was elected as a Director by the shareholders of HTVN, and
in such a capacity Mr. Miller may vote to issue Share of HTVN for
business purposes.
The Shares reported in this Schedule 130-D include 3,182,178 Shares
out of the 12,728,712 Shares owned by Woodcrest Capital, L.L.C. which
is 75% owned by Mr. James A. Ryffel, who is the control person of
Woodcrest Capital, L.L.C.
James A. Ryffel owns 75% of Woodcrest Capital, L.L.C. Mr. Ryffel has
the right to receive or direct the receipt of 75% of the dividends
from or proceeds of the sale of Shares owned by Woodcrest Capital,
L.L.C., which represents Mr. Ryffel's interest in 9,546,534 Shares
that are owned by Woodcrest Capital, L.L.C.
Douglas K. Miller owns 25% of Woodcrest Capital, L.L.C. Mr. Miller has
the right to receive or direct the receipt of 25% of the dividends
from or proceeds of the sale of Shares owned by Woodcrest Capital,
L.L.C., which represents Mr. Miller's interest in 3,182,178 Shares
that are owned by Woodcrest Capital, L.L.C.
ITEM 7. Material to be Filed as Exhibits
Merger Agreement.
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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.
(signed) ______________________________
January 4, 2000 /s/ Douglas K. Miller
- ----------------- Douglas K. Miller
Date
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