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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
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The Players Network
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(Name of Issuer)
Common Stock, $.001 par value
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(Title of Class of Securities)
72811P-10-2
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(CUSIP Number)
Stephen Grogan
Grogan Financial Services, Inc.
2620 S. Maryland Parkway, #359
Las Vegas, Nevada 89109
Tel.No (702)737-7005
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
October 18, 2000
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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 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: Schedule filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule 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.
(Continued on following pages)
(Page 1 of 7 Pages)
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CUSIP No. 72811P-10-2 13D Page 2 of 7 Pages
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(1) Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above
Persons (ENTITIES ONLY)
ACTION GAMING INC.
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(2) Check the Appropriate Box if a Member (a) / /
of a Group* (b) / /
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(3) SEC Use Only
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(4) Source of Funds*
WC
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(5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)
/ /
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(6) Citizenship or Place of Organization
NEVADA
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Number of Shares (7) Sole Voting
Beneficially Owned Power 2,375,091
by Each Reporting --------------------------------------------------
Person With (8) Shared Voting
Power 0
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(9) Sole Dispositive
Power 2,375,091
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(10) Shared Dispositive
Power 0
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
2,375,091
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(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares*
/ /
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(13) Percent of Class Represented by Amount in Row (11)
21.80%
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(14) Type of Reporting Person*
CO
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*SEE INSTRUCTION BEFORE FILLING OUT!
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CUSIP No. 72811P-10-2 13D Page 3 of 7 Pages
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(1) Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above
Persons (ENTITIES ONLY)
ERNEST W. MOODY
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(2) Check the Appropriate Box if a Member (a) / /
of a Group* (b) / /
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(3) SEC Use Only
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(4) Source of Funds*
OO
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(5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)
/ /
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(6) Citizenship or Place of Organization
UNITED STATES OF AMERICA
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Number of Shares (7) Sole Voting
Beneficially Owned Power 2,375,091
by Each Reporting --------------------------------------------------
Person With (8) Shared Voting
Power 0
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(9) Sole Dispositive
Power 2,375,091
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(10) Shared Dispositive
Power 0
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
2,375,091
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(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares*
/ /
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(13) Percent of Class Represented by Amount in Row (11)
21.80%
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(14) Type of Reporting Person*
IN
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*SEE INSTRUCTION BEFORE FILLING OUT!
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CUSIP No. 72811P-10-2 13D Pages 4 of 7 Pages
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The reporting persons (the "Reporting Persons") listed on the cover pages
to this Schedule 13D hereby make the following statement (this "Statement")
pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), and the rules and regulations promulgated thereunder.
ITEM 1. SECURITY AND ISSUER
This Statement relates to the common stock, $.001 par value per share
(the "Common Stock"), of The Players Network, a Nevada corporation (the
"Issuer"). The Issuer's principal executive office is located at 4640 Polaris
Avenue, Las Vegas, Nevada 89103.
ITEM 2. IDENTITY AND BACKGROUND
Ernest W. Moody is the principal shareholder, President and Chief
Executive Officer of Action Gaming, Inc. a developer and designer of
electronic gaming devices for the casino industry.
The names, address and principal occupations of each executive officer
and director of Action Gaming, Inc., all of whom are United States citizens,
are as follows:
<TABLE>
<CAPTION>
NAME TITLE BUSINESS ADDRESS PRINCIPAL OCCUPATION
----------- ----------- ------------------- ----------------------
<S> <C> <C> <C>
Ernest W. Moody President, Secretary, 2116 Redbird Drive President and CEO of Action
Treasurer and Director Las Vegas, Nevada 89134 Gaming, Inc.
</TABLE>
None of Mr. Moody, Action Gaming, Inc., or to the knowledge of the
Reporting Persons, or any other person named in this Item 2 has, during the
last five years, (a) been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors) or (b) been a party to any 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.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The shares of Common Stock were acquired by Action Gaming, Inc. in a
private transaction utilizing its internal working capital sources.
ITEM 4. PURPOSE OF TRANSACTION
The Reporting Persons acquired the Common Stock primarily for investment
purposes and intend to hold the Common Stock for investment purposes. The
Reporting Persons expect to evaluate on an ongoing basis the Issuer's
financial condition, business operations and prospects, the market price of
the Common Stock, conditions in the securities markets generally, general
economic and industry conditions and other factors. Accordingly, the
Reporting Persons reserve the right to change their plans and intentions at
any time, as they deem appropriate. In particular, the Reporting Persons
may, subject to any restrictions contained in the Securities Act of 1933 (the
"Securities Act"), at any time and from time to time acquire additional
shares of Common Stock or securities convertible, exchangeable, or
exercisable for Common Stock in public or private transactions; dispose of
shares of Common Stock or other securities in public or private transactions;
and/or enter into privately negotiated derivative transactions with
institutional counterparts to hedge the market risk of some or all of their
positions in the Common Stock or other securities. Any such transactions may
be effected at any time from time to time.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) and (b) As of October 18, 2000, Action Gaming, Inc. and Ernest Moody
(by virtue solely of his equity ownership of Action Gaming, Inc.) may be
deemed to beneficially own 2,375,091 shares of Common Stock representing
approximately 21.80% of the outstanding shares of Common Stock, calculated
in accordance with Rule 13d-3 under the Exchange Act (based on 10,895,572
shares of Common Stock believed to be issued and outstanding as of October
18, 2000, giving effect to issuance of 2,241,758 shares of Common Stock
underlying options currently exercisable by Action Gaming, Inc. ). Action
Gaming, Inc. and Mr. Moody have the sole power to
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CUSIP No. 72811P-10-2 13D Pages 5 of 7 Pages
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vote and the sole power to dispose of the 2,375,091 shares of Common Stock
which they may be deemed to beneficially own.
As of October 18, 2000 (the "Acquitison Date"), Action Gaming, Inc. owned
133,000 shares of Common Stock, and options to acquire an additional
2,241,758 shares of Common Stock at prices ranging from $.52 to $1.50,
currently exercisable, and expiring on dates ranging from 1 month to 18
months from the Acquisition Date.
Because Mr. Moody is the is an officer, director and principal
shareholder of Action Gaming, Inc., he may be deemed, pursuant to Rule 13d-3
under the Exchange Act, to be the beneficial owner of the 2,375,091 shares of
Common Stock beneficially owned by Action Gaming, Inc. described above. Mr.
Moody disclaims beneficial ownership of any of the 2,375,091 shares of Common
Stock.
(c) There have been no other transactions in any securities of the Issuer
affected by Action Gaming, Inc. or Mr. Moody or during the past 60 days.
(d) Not Applicable.
(e) Not Applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
None
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Exhibit 1. Joint Filing Agreement
SIGNATURES
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: October 26, 2000
/s/ Ernst W. Moody
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ERNST W. MOODY
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CUSIP No. 72811P-10-2 13D Pages 6 of 7 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: October 26, 2000
ACTION GAMING, INC., a Nevada corporation
By: /s/ Ernest W. Moody
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ERNEST W. MOODY
President
