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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): June 20, 1997
BAY MEADOWS OPERATING
CALIFORNIA JOCKEY CLUB COMPANY
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(Exact name of registrant (Exact name of registrant
as specified in its charter) as specified in its charter)
Delaware Delaware
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(State of Incorporation) (State of Incorporation)
001-9319 001-9320
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(Commission File Number) (Commission File Number)
94-0358820 94-2878485
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(IRS Employer Identification (IRS Employer Identification
Number) Number)
2600 South Delaware Street 2600 South Delaware Street
San Mateo, California 94403 San Mateo, California 94403
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(Address of principal (Address of principal
executive offices) executive offices)
(415) 573-4514 (415) 573-7223
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(Registrant's telephone (Registrant's telephone
number, including area code) number, including area code)
(former name or address, (former name or address,
if changed since last report) if changed since last report)
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Item 5. Other Events.
On June 20, 1997, California Jockey Club ("Cal Jockey") and
Bay Meadows Operating Company ("Bay Meadows") filed a joint registration
statement with the Securities and Exchange Commission (the "Commission") that,
upon being declared effective by the Commission, would allow the issuance from
time to time of shares of common and preferred stock at an aggregate public
offering price of, for Cal Jockey and Bay Meadows, up to $500,000,000. The
shares of Cal Jockey and Bay Meadows common stock are paired and trade as a
single unit on the American Stock Exchange.
A copy of the Joint Press Release of Cal Jockey and Bay
Meadows dated June 20, 1997 is attached hereto as Exhibit 99.1 and is
incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) The following exhibit is filed as part of this Report:
99.1 Joint Press Release of California Jockey Club and Bay
Meadows Operating Company dated June 20, 1997.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrants have duly caused this report to be signed on their behalf
by the undersigned hereunto duly authorized.
Dated: June 23, 1997
CALIFORNIA JOCKEY CLUB BAY MEADOWS OPERATING
COMPANY
By: /s/ Kjell H. Qvale By: /s/ F. Jack Liebau
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Name: Kjell H. Qvale Name: F. Jack Liebau
Title: Chairman of the Board Title: President and
Chief Executive Officer
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EXHIBIT INDEX
Exhibits
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99.1 Joint Press Release.
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Exhibit 99.1
NEWS RELEASE
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SITRICK AND COMPANY INC.
Los Angeles/New York
Contact: Kjell H. Qvale
California Jockey Club
(415) 573-4514
F. Jack Liebau
Bay Meadows Operating Company
(415) 573-7223
FOR IMMEDIATE RELEASE
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CAL JOCKEY AND BAY MEADOWS FILE $500 MILLION SHELF
SAN MATEO, CA - JUNE 20, 1997 - California Jockey Club ("Cal Jockey")
and Bay Meadows Operating Company ("Bay Meadows") (AMEX:CJ) officials today
announced they have filed a joint shelf registration statement with the
Securities and Exchange Commission that, upon being declared effective by the
SEC, would allow the issuance from time to time of shares of common and
preferred stock at an aggregate public offering price of, for Cal Jockey and
Bay Meadows, up to $500 million. The nature and terms of the securities and the
amounts issued by each company will be established at the time of their sale.
The net proceeds of any offering will be used for general corporate and
working capital purposes, including, without limitation, repayment of
indebtedness, investment in new properties and maintenance of currently owned
properties.
Although a registration statement relating to the securities has been
filed with the SEC, it is not now effective. The securities may not be sold,
nor may offers to buy be accepted, prior to the time the registration statement
becomes effective. This press release will not constitute an offer to sell or
the solicitation of an offer to buy nor shall there be any sale of these
securities in
- more -
2029 Century Park East, Suite 1750
Los Angeles, CA 90067
(810) 788-2850 Fax: (310) 788-2855
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any state in which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such state.
Shares of Cal Jockey and Bay Meadows are paired together and trade on
the American Stock Exchange. Cal Jockey is a real estate investment trust that
leases substantially all of its property in San Mateo to Bay Meadows, which
operates the Bay Meadows Racetrack in San Mateo, California. As previously
announced, on July 1, 1997, Cal Jockey and Bay Meadows will each hold a special
stockholders meeting for the purpose of approving the proposed merger of
Patriot American Hospitality, Inc. with and into Cal Jockey.
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