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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 1)
Under the Securities Exchange Act of 1934/1/
CASINO MAGIC CORP.
________________________________________________________________________________
(Name of Issuer)
COMMON STOCK, $.01 PAR VALUE
________________________________________________________________________________
(Title of Class of Securities)
147590 10 3
________________________________________________________________________________
(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
________________________________________________________________________________
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
June 5, 1998
________________________________________________________________________________
(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 disclosures provided in a prior cover page.
The information required on 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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NAMES OF REPORTING PERSONS
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Hollywood Park, Inc.
IRS Identification No. 95-3667491
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [X]
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SEC USE ONLY
3
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SOURCE OF FUNDS*
4
WC
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [_]
5
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CITIZENSHIP OR PLACE OF ORGANIZATION
6
Delaware
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SOLE VOTING POWER
7
NUMBER OF 443,568
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
7,954,500
OWNED BY
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EACH SOLE DISPOSITIVE POWER
9
REPORTING 443,568
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
0
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
8,398,068**
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12
[_]
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
23.5%
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TYPE OF REPORTING PERSON*
14
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. 1 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 (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. 1 is being filed in connection with Parent's purchase in
open market transactions of 443,568 shares of Common Stock of the Company as
described in Item 5 below.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Item 3 is hereby amended by adding the following:
Parent financed 100% of the $900,997.50 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 443,568 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 and 6,000 shares were purchased on
June 11, 1998, all in open market transactions at a price per share of $2.00.
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
23.5% 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 the Merger
Agreement to have been outstanding as of February 17, 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: June 12, 1998 By: /s/ G. Michael Finnigan
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G. Michael Finnigan,
President, Sports and
Entertainment
