<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
Caribiner International, Inc.
(Name of Issuer)
Common Stock, Par Value $0.01
(Title of Class of Securities)
141888107
(CUSIP Number)
Marc Weingarten, Esq.
Schulte Roth & Zabel LLP
900 Third Avenue
New York, New York 10022
(212) 756-2000
(Name, address and telephone number of person
authorized to receive notices and communications)
May 14, 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 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 the disclosures provided in a prior cover
page.
The information required in the remainder of this cover page shall
not be deemed to be "filed" for purposes 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). <PAGE>
SCHEDULE 13D
CUSIP No. 14188107 Page 2 of 7 Pages
1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Raymond S. Ingleby
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A (a) [ ]
GROUP* (b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS [ ]
IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom
NUMBER OF 7 SOLE VOTING POWER
SHARES 1,657,882
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY EACH 0
9 SOLE DISPOSITIVE POWER
REPORTING 1,657,882
PERSON
WITH 10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
1,657,882
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [ ]
EXCLUDES CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(11)
7.0%
14 TYPE OF REPORTING PERSON*
IN
<PAGE>
SCHEDULE 13D Page 3 of 7 Pages
ITEM 1. SECURITY AND ISSUER.
This statement relates to the common stock, $0.01 par value per
share (the "Common Stock"), issued by Caribiner International, Inc., a
Delaware corporation (the "Company"), whose principal executive offices
are located at 16 West 61st Street, New York, New York 10023.
ITEM 2. IDENTITY AND BACKGROUND.
(a) This statement is filed by Raymond S. Ingleby. The
foregoing person is hereinafter sometimes referred to as the "Reporting
Person". Any disclosures herein with respect to a person other than the
Reporting Person are made on information and belief after making inquiry
to the appropriate party.
(b) The business address of the Reporting Person is 16 West 61st
Street, New York, New York 10023.
(c) The principal occupation of Mr. Ingleby is as Chairman and
Chief Executive Officer of the Company. Mr. Ingleby also serves as a
director of the Company.
(d) Mr. Ingleby has not, during the last five years, been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors).
(e) Mr. Ingleby has not, during the last five years, been a
party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was or is
subject to a judgment, decree or final order enjoining future violations
of, or prohibiting or mandating activities subject to, Federal or state
securities laws or finding any violation with respect to such laws.
(f) Mr. Ingleby is a citizen of United Kingdom.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The net investment cost (including commissions, if any) of the
shares of Common Stock held by Mr. Ingleby which are the subject of this
Schedule 13D is $5,467,350.60.
The shares of Common Stock purchased by Mr. Ingleby were purchased
with his personal funds.
The shares of Common Stock beneficially owned by Mr. Ingleby are
held in margin accounts maintained at Merrill Lynch & Co., Inc. and
Schroder & Co., which accounts may from time to time have debit
balances. Since other securities are held in such margin accounts, it
is not possible to determine the amounts, if any, of margin used with
respect to the shares of Common Stock purchased.
85,000 shares of the Common Stock beneficially owned by Mr.
Ingleby are held of record by the Raymond and Leigh Ingleby Foundation,
Inc. (the "Foundation") and are not held in a margin account.
<PAGE>
SCHEDULE 13D Page 4 of 7 Pages
Currently, the interest rate charged on various margin accounts
with Merrill Lynch & Co., Inc. is approximately 6.625% per annum and the
interest rate charged on various margin accounts with Schroder & Co.
Inc. is approximately 8.0%.
ITEM 4. PURPOSE OF THE TRANSACTION.
The Reporting Person acquired the shares of Common Stock for
investment purposes.
The Reporting Person has no plans or proposals which relate to, or
could result in, any of the matters referred to in paragraphs (a)
through (j), inclusive, of Item 4 of Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) The approximate aggregate percentage of shares of Common
Stock reported beneficially owned by Mr. Ingleby is based on 23,602,165
shares outstanding, which is the total number of shares of Common Stock
outstanding as of May 1, 1998, as reflected in the Company's quarterly
report on Form 10-Q filed with the Securities and Exchange Commission
(the "Commission") for the fiscal quarter ended March 31, 1998 (which is
the most recent Form 10-Q on file).
As of the close of business on May 26, 1998, Mr. Ingleby owns
beneficially 1,657,882 shares of Common Stock, constituting
approximately 7.0% of the shares outstanding, of which 85,000 shares
(constituting approximately 0.3%) of the Common Stock beneficially owned
by Mr. Ingleby are held of record by the Foundation, of which he is
Chairman of the Board and President.
(b) Mr. Ingleby has the sole power to dispose of and the sole
power to vote the shares of Common Stock beneficially owned by him.
(c) The trade dates, number of shares of Common Stock purchased
or sold and price per share for all transactions in the Common Stock
from the 60th day prior to May 14, 1998 until May 26, 1998 by Mr.
Ingleby are set forth in Schedule A. All such transactions were open
market transactions effected on the New York Stock Exchange.
(d) No person other than each respective record owner of shares
of Common Stock referred to herein is known to have the right to receive
or the power to direct the receipt of dividends from or the proceeds of
sale of such shares of Common Stock.
(e) Inapplicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
There are no contracts, arrangements, understandings or
relationships (legal or otherwise) among the person named in Item 2
<PAGE
SCHEDULE 13D Page 5 of 7 Pages
hereof or between such person and any other person with respect to any
securities of the Company including but not limited to transfer or
voting of any other securities, finder's fees, joint ventures, loan or
option arrangements, puts or calls, guarantees of profits, divisions of
profits or losses, or the giving or withholding of proxies.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None
<PAGE>
Page 6 of 7 Pages
SIGNATURES
After reasonable inquiry and to the best of my knowledge and
belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
DATED: May 26, 1998 /s/ Raymond S. Ingleby
<PAGE>
Page 7 of 7 Pages
Schedule A
Raymond S. Ingleby
Transactions in the Common Stock
Price Per Share
Date of Number of (including
Transaction Shares Purchased/(Sold) commissions, if any)
________________________________________________________________________
05/14/98 200,000 $23.795
05/14/98 7,000 23.850
05/14/98 4,000 22.975
05/14/98 2,000 23.455
05/14/98 700 23.268
05/14/98 2,000 23.830
05/14/98 3,000 23.018
05/14/98 5,300 23.330
05/15/98 2,000 24.415
05/15/98 2,000 24.350
05/15/98 2,000 24.205
