UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May 28, 1999
Colonial Downs Holdings , Inc.
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(Exact name of registrant as specified in its charter)
VIRGINIA 333-18295 54-1826807
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
10515 Colonial Downs Parkway, New Kent, Virginia 23124
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(Address of principal executive offices)
Registrant's telephone number, including area code (804) 966-7223
Former name of former address, if changed since last report
<PAGE> 2
ITEM 5.
Change in NASDAQ Market Listing
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The listing of securities of Colonial Downs Holdings, Inc. (the
"Corporation") will be transferred from the NASDAQ National Market to the
NASDAQ SmallCap Market effective May 28, 1999. In late 1998, the
Corporation's stock price fell below the market value public float maintenance
and minimum bid requirements for inclusion on the NASDAQ National Market.
Because the Corporation satisfied these National Market requirements in April,
the Corporation sought continued listing of its securities on the NASDAQ
National Market before a Listing Qualifications Panel. However, the Panel
recommended that the Corporation's securities listing be transferred to the
SmallCap Market. The Corporation currently satisfies the listing requirements
of the SmallCap Market and will continue to list it securities under "CDWN".
COLONIAL DOWNS HOLDINGS, INC.
May 27, 1997 /s/ Ian M. Stewart
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Date Ian M. Stewart, President and Chief
Financial Officer
