UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT #1 TO SCHEDULE 13D
Under the Securities Exchange Act of 1934
GIANT GROUP LTD
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
Common Stock
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(CUSIP Number)
Don C. Whitaker, President
Don C. Whitaker, Inc.
23 Beechwood
Irvine, California 92604 (949) 857-6008
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
May 08, 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.
* 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).
<PAGE>
SCHEDULE 13D
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ITEM 1. SECURITY AND ISSUER.
This statement relates to shares of Common Stock of Giant Group, Ltd. (the
"Company"). The principal executive office of the Company is located at 9000
Sunset Blvd., Los Angeles, California 90069.
ITEM 2. IDENTITY AND BACKGROUND.
(a) Don C. Whitaker, a natural person
(b) 23 Beechwood, Irvine, California 92604
(c) President of Don C. Whitaker, Inc., 23 Beechwood, Irvine, California
92604, a firm whose primary purpose is investment opportunities.
(d) During the last five years, Don C. Whitaker has not been convicted in
a criminal proceeding or been a party to a civil proceeding of a judicial or
administrative body as a result of which he was or is subject to a judgment,
decree or final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities laws or finding any
violation with respect to such laws.
(e) Court or Administrative Proceedings: During the last five years,
the Reporting Person has not been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction as a result of which the Reporting
Person was or is subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such laws.
(f) Don C. Whitaker is a citizen of the United States of America.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Mr. Whitaker has purchased a total, net of dispositions, of 268,900 common
shares of the Company. All of these purchases were market purchases for a total
net consideration of approximately $1,719,932. All such shares were purchased
for cash in personal accounts and Individual Retirement Accounts of Mr.
Whitaker.
ITEM 4. PURPOSE OF TRANSACTION
The above-described purchases of Common shares of stock of the Company were
made for investment purposes only. Mr. Whitaker may in the future determine to
purchase additional securities of the Company, or to dispose of some or all of
the securities he presently owns, depending upon price, market conditions,
availability of funds, evaluation of alternative investments and other
considerations.
Except as described above, Mr. Whitaker has no present plans or proposals
that relate to or would result in:
a) the acquisition by any person of additional securities of the company,
or the disposition of securities of the company;
b) an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the company or any of its subsidiaries;
c) a sale or transfer of a material amount of assets of the company or any
of its subsidiaries;
d) any change in the present board of directors or management of the
company, including any plans or proposals to change the number or term of
directors or to fill any existing vacancies on the board;
e) any material change in the present capitalization or dividend policy of
the company;
f) any other material change in the company's business or corporate
structure;
g) changes in the company's charter, bylaws or instruments corresponding
thereto or other actions which may impede the acquisition of control of the
company by any person;
h) causing a class of securities of the company to be delisted from a
national securities exchange or to cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities association;
i) a class of equity securities of the company becoming eligible for
termination of registration pursuant to Section 12 (g) (4) of the Act; or
j) any action similar to any of those enumerated above.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
Mr. Whitaker is the beneficial owner of an aggregate of 268,900 shares of
Common stock of the Company, which constitutes 8.45% of the outstanding shares
of Common stock. Mr. Whitaker possesses the sole power to vote or dispose of
all of such shares.
Within the past 60 days, Mr. Whitaker has engaged in the following
transactions in shares of the company's Common stock, all of which were ordinary
market transactions:
<TABLE>
<CAPTION>
Date Shares Purchased (Sold) Price Per Share
- ------- ----------------------- ---------------
<S> <C> <C>
3/31/98 (500) 5-5/8
4/1/98 (1,500) 5-5/8
4/15/98 500 5-5/8
4/22/98 (1,500) 5-13/16
4/24/98 (100) 5-3/4
4/28/98 70,400 5-11/16
4/28/98 1,000 5-3/4
4/29/98 500 5-15/16
4/29/98 2,000 6-1/16
4/29/98 1,000 6-3/16
5/1/98 2,400 6-3/16
5/1/98 14,400 6-1/4
5/1/98 4,800 6-5/16
5/4/98 800 6-3/16
5/5/98 5,500 6-1/8
5/5/98 2,000 6-3/16
5/8/98 5,300 6-1/8
5/11/98 17,100 6-1/4
5/12/98 10,000 6-1/4
5/14/98 (5,000) 6-7/8
5/14/98 1,300 6-11/16
5/15/98 1,000 6-11/16
5/15/98 1,200 6-5/8
5/15/98 1,600 6-3/4
5/18/98 (1,000) 6-7/8
5/18/98 (2,000) 6-15/16
5/19/98 (5,000) 6-15/16
5/20/98 (500) 6-7/8
5/20/98 (2,900) 6-13/16
5/20/98 400 6-11/16
</TABLE>
No other person is known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of, the
securities of the Company described above.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE COMPANY
None.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
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.
Dated this 27nd day of May, 1998.
By: /s/ Don C. Whitaker
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Don C. Whitaker