ELSINORE CORP
8-K, 1998-03-25
MISCELLANEOUS AMUSEMENT & RECREATION
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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: March 24, 1998




                              ELSINORE CORPORATION
            (Exact name of registration as specified in its charter)


   STATE OF NEVADA                        1-7831                   880117544
   (State or other                   (Commission File            (IRS Employer
   Jurisdiction)                          Number)              of Incorporation
                                                             Identification No.)



   202 Fremont Street                                                89101
   Las Vegas, Nevada                                              (Zip Code)
   (Address of principal
   executive offices)



           Registrant's telephone, including area code: (702) 385-4011



<PAGE>


Item 5.  Other Events.

         On March 23, 1998, Elsinore  Corporation (the "Company") issued a press
release,  a copy of which is attached  hereto as Exhibit 99 and  incorporated by
reference  herein,  regarding  the notice the Company  received  from R&E Gaming
Corp.  ("R&E")  about the Agreement and Plan of Merger dated as of September 15,
1997 (the "Merger  Agreement").  The  notice  reports  R&E's  intention  not  to
proceed with the acquisition of the Company.

Item 7.  Financial Statements and Exhibits

Exhibit No.                     Description                          Page Number


    99              Press Release of the Company                         3
                    dated March 23, 1998





                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly caused this Current  Report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.

         Date:  March 24, 1998


                                    ELSINORE CORPORATION

                                    By: /s/ Jeffrey T. Leeds
                                    Jeffrey T. Leeds
                                    President


                                    By: /s/ S. Barton Jacka
                                    S. Barton Jacka
                                    Secretary and Treasurer


<PAGE>


                                   EXHIBIT 99

                                  PRESS RELEASE

                              ELSINORE CORPORATION
                               202 FREMONT STREET
                               LAS VEGAS, NV 89101

FOR IMMEDIATE RELEASE
Monday, March 23, 1998


  Paulson's Company Notifies Elsinore Of Intention Not To Proceed With Merger


LAS VEGAS,  Nevada, March 23,  1998...Elsinore  Corporation has been notified by
R&E Gaming Corp.  ("R&E"),  through its  president,  Allen E. Paulson,  of R&E's
intention not to proceed with the  acquisition  of Elsinore.  As the grounds for
its position, R&E has alleged, among other things, violations by Elsinore of its
merger  agreement  with  R&E,  violations  of  law  and   misrepresentations  by
Elsinore's   controlling   shareholder  and  the   non-satisfaction  of  certain
conditions to completing the merger. Elsinore rejects the allegations against it
by R&E and is of the view that R&E is required to complete  the merger,  subject
to approval by gaming authorities. Elsinore is reserving all of its rights  with
respect to R&E's legal obligations.


CONTACT:  Elsinore Corporation (702)385-4011.


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