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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Inland Entertainment Corporation
--------------------------------
(Name of Issuer)
Common Stock
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(Title of Class of Securities)
457349 108
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(CUSIP Number)
September 8, 1999
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(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
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* 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 the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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CUSIP No. 457349 108 13G Page 2 of 5 Pages
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1 NAMES OF REPORTING PERSONS OR
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Jo Ann Speer
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [ ]
(b) [X]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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5 SOLE VOTING POWER
NUMBER
OF SHARES 374,000
BENEFICIALLY -------------------------------------------------
OWNED 6 SHARED VOTING POWER
BY EACH
REPORTING -0-
PERSON -------------------------------------------------
WITH 7 SOLE DISPOSITIVE POWER
374,000
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8 SHARED DISPOSITIVE POWER
-0-
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
374,000
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
[ ]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.9% (Based on 4,753,786 shares of the Issuer's common stock
reported as outstanding as of October 8, 1999.)
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12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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CUSIP No. 457349 108 13G Page 3 of 5 Pages
Item 1(a). Name of Issuer:
Inland Entertainment Corporation
Item 1(b). Address of Issuer's Principal Executive Offices:
16868 Via del Campo Court, Suite 200, San Diego, California
92127
Item 2(a). Name of Person Filing:
Jo Ann Speer
Item 2(b). Address of Principal Business Office or, if None, Residence:
5731 Loma Verde, Rancho Sante Fe, California 92067
Item 2(c). Citizenship:
U.S.A.
Item 2(d). Title of Class of Securities:
Common Stock
Item 2(e). CUSIP Number:
457349 108
Item 3. If this statement is filed pursuant to ss.ss.240.13d-1(b) or
240.13d-2(b) or (c), check whether the person is filing a:
(a) [ ] Broker or dealer registered under section 15 of the Act
(15 U.S.C. 78o);
(b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C.
78c);
(c) [ ] Insurance Company as defined in section 3(a)(19) of the
Act (15 U.S.C. 78c);
(d) [ ] Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) [ ] An investment adviser in accordance with
ss.240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance
with ss.240.13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance
with ss. 240.13d-1(b)(1)(ii)(G);
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CUSIP No. 457349 108 13G Page 4 of 5 Pages
(h) [ ] A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] Group, in accordance with ss. 240.13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to ss. 240.13d-1(c), check
this box [X].
Item 4. Ownership.
(a) Amount Beneficially Owned: 374,000
(b) Percent of Class: 7.9%
(Based on 4,753,786 shares of the issuer's common stock reported
as outstanding as of October 8, 1999.)
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: 374,000
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the
disposition of: 374,000
(iv) Shared power to dispose or to direct the
disposition of: 0
Note: Subsequent to the filing of the original Schedule 13G on May 4, 1998, Jo
Ann Speer sold an aggregate of 96,000 shares of the Issuer's common stock as
follows: 50,000 shares on December 3, 1998, 26,000 shares on January 22, 1999,
15,000 shares on May 17, 1999, and 5,000 shares on June 3, 1999. Effective on
September 8, 1999, Ms. Speer's former spouse, Lloyd D. Speer, II, transferred
100,000 shares of the Issuer's common stock to Ms. Speer, pursuant to a
court-approved Amendment No. 1 to the Amended and Restated Marital Settlement
Agreement between Ms. Speer and Mr. Speer, dated as of March 20, 1998.
Item 5. Ownership of Five Percent or Less of a Class.
Inapplicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Inapplicable.
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Item 7. Identification and Classification of the Subsidiary which
Acquired the Security Being Reported on by the Parent Holding
Company.
Inapplicable.
Item 8. Identification and Classification of Members of the Group.
Inapplicable.
Item 9. Notice of Dissolution of Group.
Inapplicable.
Item 10. Certification.
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not acquired and are not held in
connection with or as a participant in any transaction having
that purpose or effect.
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.
October 14, 1999
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Date
/s/ Jo Ann Speer
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Jo Ann Speer
