SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 20)*
THE MARCUS CORPORATION
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, $1.00 par value
- --------------------------------------------------------------------------------
(Title of Class of Securities)
566330 10 6
--------------------------------------------------
(CUSIP Number)
December 31, 1998
--------------------------------------------------
(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)
[ ] Rule 13d-1(c)
[X] Rule 13d-1(d)
* 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).
(Continued on following page(s))
Page 1 of 4 Pages
<PAGE>
- ----------------------------
CUSIP No. 566330 10 6
- ----------------------------
================================================================================
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Ben Marcus (###-##-####)
================================================================================
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS) (a) [ ]
(b) [ ]
Not Applicable
================================================================================
3 SEC USE ONLY
================================================================================
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
================================================================================
5 SOLE VOTING POWER
NUMBER OF 794.29
SHARES =============================================================
6 SHARED VOTING POWER
BENEFICIALLY 4,888,042
OWNED BY =============================================================
7 SOLE DISPOSITIVE POWER
EACH 794.29
REPORTING =============================================================
8 SHARED DISPOSITIVE POWER
PERSON 4,888,042
WITH
================================================================================
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,888,836.29
================================================================================
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS) [ ]
N/A
================================================================================
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
16.33%
================================================================================
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
================================================================================
Page 2 of 4 Pages
<PAGE>
- --------------------------
CUSIP No. 566330 10 6
- --------------------------
This Amendment No. 20 to Schedule 13G with regard to The Marcus
Corporation is being filed on behalf of the undersigned to amend Item 4 of the
originally filed Schedule 13G. Except as expressly stated herein, there have
been no material changes in the information set forth in the Schedule 13G.
Item 4. Ownership (as of December 31, 1998):
(a) Amount Beneficially Owned: 4,888,836.29
(b) Percent of Class: 16.33%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
794.29 Shares
(ii) shared power to vote or to direct the vote:
4,888,042 Shares
(iii) sole power to dispose or to direct the
disposition of: 794.29 Shares
(iv) shared power to dispose or to direct the
disposition of: 4,888,042 Shares
The 794.29 shares which Mr. Marcus has sole voting and dispositive
power result from his participation in The Marcus Corporation's profit sharing
plan. 4,888,042 of the reported beneficial ownership of Common Stock results
from the beneficial ownership of shares of Class B Common Stock, which are
convertible at any time into Common Stock on a share-for-share basis. The
percent of class figure assumes conversion of all outstanding shares of Class B
Common Stock into shares of Common Stock. Since each share of Class B Common
stock is entitled to 10 votes as opposed to 1 vote for each share of Common
Stock, it is extremely unlikely that Mr. Marcus would alone convert a
significant portion of his Class B Common Stock into Common Stock.
Mr. Marcus' beneficial ownership consists of:
(i) 794.29 shares of Common Stock resulting from Mr. Marcus'
participation in The Marcus Corporation's profit sharing plan;
(ii) 3,342,205 shares of Class B Common Stock held by the Ben Marcus
and Celia Marcus Revocable Trust;
(iii) 1,240,749 shares of Class B Common Stock held by the Celia Marcus
and Ben Marcus Revocable Trust; and
(iv) 305,088 shares of Common Stock held by the Ben Marcus and Celia
Marcus Revocable Trust.
Page 3 of 4 Pages
<PAGE>
- ---------------------------
CUSIP No. 566330 10 6
- ---------------------------
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.
February 10, 1999
Date
/s/ Stephen H. Marcus
By Stephen H. Marcus as attorney-in-fact
pursuant to a power of attorney previously
filed with the Commission and
incorporated by reference.
