DUNES HOTELS & CASINOS INC
8-K, 1997-02-12
REAL ESTATE DEALERS (FOR THEIR OWN ACCOUNT)
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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) February 4, 1997

                   DUNES HOTELS AND CASINOS INC.       
(Exact name of registrant as specified in charter)

                             New York
(State or other jurisdiction of incorporation)

        1-4385                              11-1687244
(Commission File Number)        (IRS Employer Identification No.)

4045 South Spencer St., Ste. 206, Las Vegas, Nevada      89119
(Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code (702) 732-7474

                          Not Applicable
(Former name or former address, if changed since last report)

ITEM 5.  OTHER EVENTS

     The Company previously reported the matter known as FEDERAL
DEPOSIT INSURANCE CORPORATION ("FDIC"), ET AL. V. JOHN B.
ANDERSON, ET AL. (COLLECTIVELY, THE "ANDERSON PARTIES"),
United States District Court, District of Nevada, Case No.,
CV-S-95-00679-PMP (LRL).  Mr. Anderson, directly or indirectly,
beneficially owns approximately 4,280,756 shares or 67.2% of the
outstanding voting shares of the Company.  In August 1996, a
consent judgment was entered against the Anderson Parties in the
approximate amount of $67,000,000 and a receiver was appointed to
administer the assets of the Anderson Parties.  The FDIC,
however, retained possession of approximately 3,000,000 shares or
47.1% of the outstanding voting shares of Dunes Hotels and
Casinos Inc. (the "Company") pursuant to the judgment.  In
December 1996, the receiver requested that the court terminate
the receivership, discharge the receiver and appoint a special
liquidating master.  On February 4, 1997, the United States
District Court, District of Nevada, terminated the receivership,
discharged the receiver, and appointed a special liquidating
master.  The special liquidating master is to sell the assets of
the Anderson Parties that serve as collateral for the obligations
due the FDIC on terms and conditions ordered by the court. 
Included among the assets that the special liquidating master may
sell are the outstanding voting shares of the Company presently
in the possession of the FDIC.  If the special master or the FDIC
obtains court approval and the Company's shares are in fact sold
to either persons or entities other than Mr. Anderson or entities
controlled by Mr. Anderson, a change of control of the Company
will occur.

     At the present time, the Company cannot predict the time or
likelihood that such sale of shares or such change of control
will occur, or whether other actions, proceedings or otherwise
will occur that may block, impede or otherwise prevent or
postpone such sale of shares or potential change of control.


                            SIGNATURES

     Pursuant to the requirements of the Securities and Exchange
Act of 1934, the Registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly authorized.

                              DUNES HOTELS AND CASINOS INC.      
                                       (Registrant)



Dated:  February 12, 1997     By:  /s/ James H. Dale
                                   James H. Dale, Treasurer



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