UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
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PREMIER PARKS INC.
(Name of Issuer)
Common Stock, $.05 par value
(Title of Class of Securities)
886506
(CUSIP Number)
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Paul A. Biddelman
Hanseatic Corporation
450 Park Avenue, Suite 2302
New York, New York 10022
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
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June 4, 1996
(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.
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Check the following box if a fee is being paid with the statement.
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(A fee is not required only if the reporting person: (a) has a
previous statement on file reporting beneficial ownership of more
than five percent of the class of securities described in Item 1;
and (2) has filed no amendment subsequent thereto reporting
beneficial ownership of five percent or less of such class.) (See
Rule 13d-7.)
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.
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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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CUSIP NO. 886506
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Hanseatic Corporation
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
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(b)
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3 SEC USE ONLY
4 SOURCE OF FUNDS*
00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)
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6 CITIZENSHIP OR PLACE OR ORGANIZATION
New York
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7 SOLE VOTING POWER
3,020,063
8 SHARED VOTING POWER
--
9 SOLE DISPOSITIVE POWER
3,020,063
10 SHARED DISPOSITIVE POWER
--
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,020,063
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
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<PAGE>
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
26.6% (see footnote 1)
14 TYPE OF REPORTING PERSON*
CO
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(1) Based upon an aggregate of 11,357,232 shares outstanding.
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CUSIP NO. 886506
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wolfgang Traber
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
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(b)
-----
3 SEC USE ONLY
4 SOURCE OF FUNDS*
Not applicable
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)
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6 CITIZENSHIP OR PLACE OR ORGANIZATION
Germany
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7 SOLE VOTING POWER
--
8 SHARED VOTING POWER
3,020,063 (see footnote 1)
9 SOLE DISPOSITIVE POWER
--
10 SHARED DISPOSITIVE POWER
3,020,063 (see footnote 1)
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,020,063 (see footnote 1)
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
-----
<PAGE>
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
26.6% (see footnote 2)
14 TYPE OF REPORTING PERSON*
IN
- ---------------
(1) Represents shares beneficially owned by Hanseatic Corporation;
Wolfgang Traber holds in excess of a majority of the shares of
capital stock of Hanseatic Corporation.
(2) Based upon an aggregate of 11,357,232 shares outstanding.
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INTRODUCTORY STATEMENT
Pursuant to Reg. Section 240.13d-2, this Amendment No. 6 to
Schedule 13D discloses changes in the Statement on Schedule 13D
dated October 30, 1992, as amended by Amendment No. 1 thereto dated
March 8, 1993, Amendment No. 2 thereto dated July 28, 1993,
Amendment No. 3 thereto dated October 12, 1994, Amendment No. 4
dated August 15, 1995 and Amendment No. 5 dated March 11, 1996
(together, the "Amended Statement on Schedule 13D"), filed jointly
by Hanseatic Corporation ("the "Stockholder") and Wolfgang Traber
("Traber"), and therefore does not restate the items therein in
their entirety.
On June 4, 1996, as more fully described under items 3 and
5(c) herein, the Stockholder acquired 1,695,334 shares (the "New
Conversion Shares") of common stock, $.05 par value ("Common
Stock"), of Premier Parks, Inc. (the "Corporation") upon the
conversion of all shares of Series A 7% Cumulative Convertible
Preferred Stock, $1.00 par value (the Preferred Stock"), of the
Corporation beneficially owned, within the meaning of Rule 13d-3
under the Securities and Exchange Act of 1934 (the "Exchange Act"),
by the Stockholder. Shares reported herein give effect to the
Corporation's one-for-five reverse split of the Common Stock
effected on May 6, 1996.
Item 1. Security and Issuer.
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This statement relates to shares of the common stock, $.05 par
value, of Premier Parks Inc., a Delaware corporation. The principal
executive offices of the Corporation are located at 11501 Northeast
Expressway, Oklahoma City, OK 73131.
Item 3. Source and Amount of Funds or
Other Consideration.
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On June 4, 1996, the Stockholder acquired the New Conversion
Shares upon the conversion of all shares of Preferred Stock
beneficially owned by the Stockholder.
Effective March 11, 1996, a participating interest in an
aggregate of 2,512,561 shares of Common Stock theretofore
beneficially owned by the Stockholder (including 1,350,303 shares
issuable upon conversion of 111,400 shares of the Preferred Stock
theretofore beneficially owned by the Stockholder, without
accounting for dividends accrued and unpaid thereon), was
contributed to Hanseatic Americas LDC, a Bahamian limited duration
company in which the sole managing member is Hansabel Partners,
L.L.C., a Delaware limited liability company in which the sole
managing member is the Stockholder.
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Item 5. Interest in Securities of the Issuer.
------------------------------------
(a) As of December 9, 1996, the Stockholder beneficially
owned, for purposes of Rule 13d-3 under the Exchange Act, 3,020,063
shares of Common Stock, constituting, to the best of the knowledge
of the Stockholder, 26.6% of the issued and outstanding shares of
Common Stock. The foregoing calculation is based upon an aggregate
of 11,357,232 shares of Common Stock outstanding.
Traber holds in excess of a majority of the shares of capital
stock of the Stockholder and, accordingly, may be deemed
beneficially to own the securities of the Corporation held by the
Stockholder. As disclosed by such persons to the Stockholder, none
of the executive officers or directors of the Stockholder set forth
on Annex 1 to the Amended Statement on Schedule 13D beneficially
own any shares of the Common Stock.
(b) All of the shares stated above as beneficially owned by
the Stockholder are held by the Stockholder with sole power to vote
or to direct the vote thereof, and with sole power to dispose or to
direct the disposition thereof. All securities of the Corporation
that may be deemed to be beneficially owned by Traber are held with
shared power to vote or to direct the vote thereof, and with shared
power to dispose or to direct the disposition thereof, with the
Stockholder.
(c) On June 4, 1996, the Stockholder acquired the New
Conversion Shares upon the conversion of all shares of Preferred
Stock beneficially owned by the Stockholder (after accounting for
accrued and unpaid dividends thereon).
Effective March 11, 1996, a participating interest in an
aggregate of 2,512,561 shares of Common Stock theretofore
beneficially owned by the Stockholder (including 1,350,303 shares
issuable upon conversion of Preferred Stock, but without accounting
for dividends accrued and unpaid thereon), was contributed to
Hanseatic Americas LDC, a Bahamian limited duration company in
which the sole managing member is Hansabel Partners L.L.C., a
Delaware limited liability company in which the sole managing
member is the Stockholder.
(d) The right to receive or the power to direct the receipt
of dividends from, or the proceeds from the sale of, 2,588,695
shares of Common Stock, constituting approximately 22.8% of the
outstanding Common Stock, is held by Hanseatic Americas LDC, a
Bahamian limited duration company in which the sole managing member
is Hansabel Partners, L.L.C., a Delaware limited liability company
in which the sole managing member is the Stockholder. Certain
additional clients of the Stockholder who provided funds for the
acquisition by the Stockholder of its investment in the Corporation
(including the Preferred Shares) have the right to receive or the
power to direct the receipt of dividends from, or the proceeds from
the sale of, the remaining shares of Common Stock beneficially
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owned by the Stockholder. No such client's interest in such
dividends or proceeds relates to more than five percent of the
outstanding Common Stock.
(e) Not applicable.
Item 7. Materials to be Filed as Exhibits.
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Exhibit A - Agreement pursuant to Rule 13d-1(f)(iii)
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SIGNATURE
After reasonable inquiry and to the best of our knowledge and
belief, we certify that the information set forth in this statement
is true, complete and correct.
Dated: December 9, 1996 HANSEATIC CORPORATION
By s/Paul A. Biddelman
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Paul A. Biddelman, Treasurer
Dated: December 9, 1996 s/Wolfgang Traber
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Wolfgang Traber
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EXHIBIT A
Pursuant to Rule 13d-1(f)(l)(iii) promulgated by the
Securities and Exchange Commission, the undersigned agree that the
statement to which this Exhibit is attached is filed on their
behalf and in the capacities set out herein below.
Dated: December 9, 1996 HANSEATIC CORPORATION
By s/Paul A. Biddelman
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Paul A. Biddelman, Treasurer
Dated: December 9, 1996 s/Wolfgang Traber
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Wolfgang Traber
