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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13D
(AMENDMENT NO. 2)
UNDER THE SECURITIES EXCHANGE ACT OF 1934/1/
CASINO MAGIC CORP.
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(Name of Issuer)
COMMON STOCK, $.01 PAR VALUE
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(Title of Class of Securities)
147590 10 3
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(CUSIP Number)
G. Michael Finnigan
Hollywood Park, Inc.
1050 South Prairie Ave.
Inglewood, California 90301
Tel: (310) 419-1500
With a copy to:
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Alvin Segel, Esq.
Irell & Manella LLP
1800 Avenue of the Stars,
Suite 900
Los Angeles, California 90067
Tel: (310) 277-1010
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
July 20, 1998
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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. Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are to
be sent.
(Continued on following pages)
(PAGE 1 OF 4 PAGES)
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/1/ 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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SCHEDULE 13D
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CUSIP NO. 147590 10 3 PAGE 2 OF 4 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON
Hollywood Park, Inc.
IRS Identification No. 95-3667491
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [x]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) [_]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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7 SOLE VOTING POWER
NUMBER OF 782,900
SHARES -----------------------------------------------------------
8 SHARED VOTING POWER
BENEFICIALLY
7,954,500
OWNED BY
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EACH 9 SOLE DISPOSITIVE POWER
REPORTING 782,900
PERSON -----------------------------------------------------------
10 SHARED DISPOSITIVE POWER
WITH
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
8,737,400**
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[_]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
24.5%
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14 TYPE OF REPORTING PERSON*:
CO
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*SEE INSTRUCTIONS BEFORE FILLING OUT
** The filing of this Schedule 13D shall not be construed as an admission that
the reporting person is, for the purposes of Section 13(d) or 13(g) of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), the
beneficial owner of any securities covered by this Schedule 13D.
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PAGE 3 OF 4 PAGES
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This Amendment No. 2 amends and supplements the following items of the
Schedule 13D of Hollywood Park, Inc., a Delaware corporation ("Parent"),
originally filed on February 27, 1998 with the Securities and Exchange
Commission, as amended by Amendment No. 1 thereto ("Amendment No. 1") filed June
12, 1998 (as amended, the "Schedule 13D") with respect to shares of common
stock, $.01 par value per share (the "Common Stock") of Casino Magic Corp., a
Minnesota corporation (the "Company"). Unless otherwise indicated, all
capitalized terms used but not defined herein have the meanings set forth in the
Schedule 13D.
This Amendment No. 2 is being filed in connection with Parent's purchase in
open market transactions of an additional 339,332 shares of Common Stock of the
Company since the filing of Amendment No. 1.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Item 3 is hereby amended by deleting the last paragraph thereto added by
Amendment No. 1 and adding the following in its place:
Parent financed 100% of the $1,594,326.38 total purchase price of the
Purchased Shares (as defined in Item 5) through working capital.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
Part (a) of Item 5 is hereby amended and restated in its entirety to read as
follows:
(a) Parent is the beneficial owner of 782,900 shares of Common Stock (the
"Purchased Shares"), of which 400,000 shares were purchased on June 5, 1998,
37,568 shares were purchased on June 8, 1998, 6,000 shares were purchased on
June 11, 1998, 6,000 shares were purchased on June 12, 1998, 8,000 shares were
purchased on June 16, 1998, 83,900 shares were purchased on June 17, 1998,
35,432 shares were purchased on June 18, 1998, 8,000 shares were purchased on
June 19, 1998, 38,000 shares were purchased on June 23, 1998, 10,000 shares were
purchased on June 25, 1998, 20,000 shares were purchased on June 26, 1998, and
1,000 shares were purchased on June 30, 1998, all in open market transactions at
a price per share of $2.00, and of which 75,000 shares were purchased on July
16, 1998, 5,000 shares were purchased on July 17, 1998, 19,000 shares were
purchased on July 20, 1998, and 30,000 shares were purchased on July 23, 1998,
all in open market transactions at a price per share of $2.03125.
Parent may also be deemed to be the beneficial owner of the 7,954,500 Proxy
Shares which are held by Torguson and are subject to the voting and other
provisions of the Voting Agreement.
The Purchased Shares and the Proxy Shares together constitute approximately
24.5% of the outstanding shares of Common Stock, based on the total number of
35,722,124 shares of Common Stock represented by the Company in its Form 10-Q
filed May 15, 1998 to have been outstanding as of May 12, 1998. To the best
knowledge of Parent, no director or executive officer of Parent is the
beneficial owner of any shares of Common Stock.
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PAGE 4 OF 4 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.
HOLLYWOOD PARK, INC.
Dated: July 22, 1998 By: /s/ G. Michael Finnigan
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G. Michael Finnigan,
President, Sports and
Entertainment