MILLION DOLLAR SALOON INC
SC 13D, 1998-05-20
HOTELS & MOTELS
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                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                 SCHEDULE 13D

                 Under the Securities Exchange Act of 1934
                            (Amendment No.   N/A    )*
                                          ---------

               Million Dollar Saloon, Inc., a Nevada Corporation
           --------------------------------------------------------
                                (Name of Issuer)

                          Common Stock ($0.01 par value)
           --------------------------------------------------------
                          (Title of Class of Securities)


           --------------------------------------------------------
                                 (CUSIP Number)

          Linda Weaver, 12805 Williams Court, Oklahoma City, OK 73152
                             Telephone: 405-752-1746
          -----------------------------------------------------------
           (Name, Address and Telephone Number of Person Authorized
                     to Receive Notices and Communications)

                                  March 20, 1998
           --------------------------------------------------------
            (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  which  is the  subject  of this  Schedule 13D,  and is
filing this  schedule  because of Rule 13d-1(b)(3) or (4),  check the following
box / /.

   NOTE:  Six copies of this statement, including all exhibits, should be filed
with the Commission.  See Rule 13d-1(a) 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).


                        (Continued on following page(s))


<PAGE>

CUSIP No.                             13D                 Page  1  of  1  Pages
          ---------                                            ---    --- 


- -------------------------------------------------------------------------------
 (1) Names of Reporting Persons.  S.S. or I.R.S. Identification Nos. of Above
     Persons
Linda Weaver
SSN: ###-##-####
See also, Exhibit "A" attached containing special instruction information.
- -------------------------------------------------------------------------------
 (2) Check the Appropriate Box if a Member     (a)  / /
     of a Group*                               (b)  /X/
- -------------------------------------------------------------------------------
 (3) SEC Use Only

- -------------------------------------------------------------------------------
 (4) Source of Funds*
            PF
- -------------------------------------------------------------------------------
 (5) Check if Disclosure of Legal Proceedings is Required Pursuant to
     Items 2(d) or 2(e)
- -------------------------------------------------------------------------------
 (6) Citizenship or Place of Organization
           United States Citizen
- -------------------------------------------------------------------------------
Number of Shares              (7) Sole Voting
 Beneficially Owned                 Power                               600,000
 by Each Reporting           --------------------------------------------------
 Person With                  (8) Shared Voting
                                    Power                                   N/A
                             --------------------------------------------------
                              (9) Sole Dispositive
                                    Power                               600,000
                             --------------------------------------------------
                             (10) Shared Dispositive
                                    Power                                   N/A
- -------------------------------------------------------------------------------
(11) Aggregate Amount Beneficially Owned by Each Reporting Person
        600,000
- -------------------------------------------------------------------------------
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares*

- -------------------------------------------------------------------------------
(13) Percent of Class Represented by Amount in Row (11)
        11.1% (600,000 of 5,409,451 issued shares of subject class).
- -------------------------------------------------------------------------------
(14) Type of Reporting Person*
        IN
- -------------------------------------------------------------------------------
                    *SEE INSTRUCTION BEFORE FILLING OUT!


<PAGE>
                                                          Page     of     Pages
                                                               ---    --- 

ITEM 1.  SECURITY AND ISSUER

     The issuer is Million Dollar Saloon, Inc., a Nevada corporation 
(hereafter, "the Corporation") whose principal offices are: 6848 Greenville 
Avenue, Dallas, Texas 75231.

     The title of the class of equity securities to which this statement 
relates is the common stock of the Corporation, having a par value of $0.01.


ITEM 2.  IDENTITY AND BACKGROUND

     The person filing this statement is a natural person, not a member of a 
group.

     (a)  NAME:  Linda Weaver

     (b)  RESIDENCE OR BUSINESS ADDRESS:
               12805 Williams Court
               Oklahoma City, Oklahoma 73142

     (c)  PRESENT PRINCIPAL OCCUPATION, ETC.
               Self-employed (personal investments).

     (d)  WHETHER OR NOT, DURING THE LAST FIVE YEARS, SUCH PERSON HAS BEEN 
          CONVICTED IN A CRIMINAL PROCEEDING, ETC.:
               No.

     (e)  WHETHER OR NOT, DURING THE LAST FIVE YEARS, SUCH PERSON WAS A PARTY 
          TO A CIVIL PROCEEDING ... AND AS A RESULT OF SUCH PROCEEDING WAS OR 
          IS (ENJOINED FROM) ... ACTIVITIES SUBJECT TO FEDERAL OR STATE 
          SECURITIES LAWS, ETC.
               No.

     (f)  CITIZENSHIP:  United States Citizen.

<PAGE>

ITEM 3.  SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

     The source of funds were personal funds of Linda Weaver. The purchase 
price of the 600,000 shares of common stock subject to this statement was the 
sum of $600,000.


ITEM 4.  PURPOSE OF TRANSACTION

     The purpose of this transaction was for personal investment. The 
purchaser did not purchase these securities with any present intent for 
resale, although ultimate sale of some or all the subject securities (under 
restrictions imposed by Rule 144, promulgated under the Securities Act of 
1933, as amended) may ultimately occur in the regular course of investment.

     For further response to the enumerated possibilities ("a" through "j") 
of Item 4), the purchaser states that under the terms of the acquisition 
agreement, she will purchase an additional 400,000 shares of the same class 
as reported herein on or before July 15, 1998, at the purchase price of $1.10 
per share, and at which time she will file a first amendment to this 
statement. Further, under the terms of the purchase the purchaser has an 
option, which she may exercise at her sole discretion, to purchase an 
additional One Million (1,000,000) shares of the same class of stock for the 
agreed amount of $1.25 per share. If purchaser does exercise such option, 
further amendment will be made to this statement. Note: this paragraph 
response is made to Item 4.a.

ITEM 5.  INTEREST IN SECURITIES OF THE ISSUER

RESPONSE TO SUBPART (a): Purchaser, Linda Weaver, purchased 600,000 shares of 
     issued stock out of a total number of issued shares of that class of 
     5,409,451, which resulted in purchaser receiving and holding 11.1% of 
     that class.

RESPONSE TO SUBPART (b): Purchaser, Linda Weaver, has and maintains the sole 
     power to vote or direct the vote, and has the sole power to dispose of 
     or to direct the disposition of the 600,000 shares which are the subject 
     of this statement.

<PAGE>

RESPONSE TO SUBPART (c): N/A

RESPONSE TO SUBPART (d): N/A

RESPONSE TO SUBPART (e): N/A

ITEM 6.  CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
  TO SECURITIES OF THE ISSUER.

None.


ITEM 7.  MATERIAL TO BE FILED AS EXHIBITS

     Purchaser does not believe that there exist any agreement(s) as described 
in Item 7, which would need to be attached as exhibits.





                                  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. These answers have been prepared with the assistance of counsel: 
Gary W. Gardenhire, 629 24th Ave. S.W., Norman, OK 73069.

                                       March 30, 1998
                                       ----------------------------------------
                                       (Date

                                       /s/ Linda Weaver
                                       ----------------------------------------
                                       (Signature)

                                       LINDA WEAVER, Purchaser
                                       ----------------------------------------
                                       (Name/Title)




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