<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)
Dover Downs Entertainment, Inc.
- ------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
- ------------------------------------------------------------------------------
(Title of Class of Securities)
260086103
- ------------------------------------------------------------------------------
(CUSIP Number)
March 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:
[ x ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
CUSIP No. 260086103 Page 1 of 9 pages
1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of above
persons
PNC Bank Corp. 25-1435979
2) Check the Appropriate Box if a Member of a Group (See Instructions)
a) [ ]
b) [ ]
3) SEC USE ONLY
4) Citizenship or Place of Organization Pennsylvania
Number of Shares 5) Sole Voting Power 174,125
Beneficially Owned
By Each Reporting
Person With 6) Shared Voting Power 0
7) Sole Dispositive Power 173,800
8) Shared Dispositive Power 0
9) Aggregate Amount Beneficially Owned by Each Reporting Person 174,125
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions) [ ]
11) Percent of Class Represented by Amount in Row (9) 5.8
12) Type of Reporting Person (See Instructions) HC
<PAGE> 2
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)
Dover Downs Entertainment, Inc.
- ------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
- ------------------------------------------------------------------------------
(Title of Class of Securities)
260086103
- ------------------------------------------------------------------------------
(CUSIP Number)
March 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:
[ x ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
CUSIP No. 260086103 Page 2 of 9 pages
1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of
above persons
PNC Bancorp, Inc. 51-0326854
2) Check the Appropriate Box if a Member of a Group (See Instructions)
a) [ ]
b) [ ]
3) SEC USE ONLY
4) Citizenship or Place of Organization Delaware
Number of Shares 5) Sole Voting Power 174,125
Beneficially Owned
By Each Reporting
Person With 6) Shared Voting Power 0
7) Sole Dispositive Power 173,800
8) Shared Dispositive Power 0
9) Aggregate Amount Beneficially Owned by Each Reporting Person 174,125
10) Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions) [ ]
11) Percent of Class Represented by Amount in Row (9) 5.8
12) Type of Reporting Person (See Instructions) HC
<PAGE> 3
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)
Dover Downs Entertainment, Inc.
- ------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
- ------------------------------------------------------------------------------
(Title of Class of Securities)
260086103
- ------------------------------------------------------------------------------
(CUSIP Number)
March 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:
[ x ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
CUSIP No. 260086103 Page 3 of 9 pages
1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of above
persons
PNC Bank, National Association 22-1146300
2) Check the Appropriate Box if a Member of a Group (See Instructions)
a) [ ]
b) [ ]
3) SEC USE ONLY
4) Citizenship or Place of Organization
Number of Shares 5) Sole Voting Power 174,125
Beneficially Owned
By Each Reporting
Person With 6) Shared Voting Power 0
7) Sole Dispositive Power 173,800
8) Shared Dispositive Power 0
9) Aggregate Amount Beneficially Owned by Each Reporting Person 174,125
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions) [ ]
11) Percent of Class Represented by Amount in Row (9) 5.8
12) Type of Reporting Person (See Instructions) BK
<PAGE> 4
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)
Dover Downs Entertainment, Inc.
- ------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
- ------------------------------------------------------------------------------
(Title of Class of Securities)
260086103
- ------------------------------------------------------------------------------
(CUSIP Number)
March 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:
[ x ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
CUSIP No. 260086103 Page 4 of 9 pages
1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of above
persons
BlackRock Advisers, Inc. (formerly known as BlackRock, Inc.) 23-2784752
2) Check the Appropriate Box if a Member of a Group (See Instructions)
a) [ ]
b) [ ]
3) SEC USE ONLY
4) Citizenship or Place of Organization Delaware
Number of Shares 5) Sole Voting Power 173,800
Beneficially Owned
By Each Reporting
Person With 6) Shared Voting Power 0
7) Sole Dispositive Power 173,800
8) Shared Dispositive Power 0
9) Aggregate Amount Beneficially Owned by Each Reporting Person 173,800
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions) [ ]
11) Percent of Class Represented by Amount in Row (9) 5.8
12) Type of Reporting Person (See Instructions) IA
<PAGE> 5
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)
Dover Downs Entertainment, Inc.
- ------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
- ------------------------------------------------------------------------------
(Title of Class of Securities)
260086103
- ------------------------------------------------------------------------------
(CUSIP Number)
March 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:
[ x ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
CUSIP No. 260086103 Page 5 of 9 pages
1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of above
persons
BlackRock Financial Management, Inc. (successor by merger
to PNC Equity Advisors Company) 13-3806691
2) Check the Appropriate Box if a Member of a Group (See Instructions)
a) [ ]
b) [ ]
3) SEC USE ONLY
4) Citizenship or Place of Organization Delaware
Number of Shares 5) Sole Voting Power 173,800
Beneficially Owned
By Each Reporting
Person With 6) Shared Voting Power 0
7) Sole Dispositive Power 173,800
8) Shared Dispositive Power 0
9) Aggregate Amount Beneficially Owned by Each Reporting Person 173,800
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions) [ ]
11) Percent of Class Represented by Amount in Row (9) 5.8
12) Type of Reporting Person (See Instructions) IA
<PAGE> 6
ITEM 1(a) - NAME OF ISSUER:
Dover Downs Entertainment, Inc.
ITEM 1(b) - ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
1131 North DuPont Hwy.
Dover, DE 19901
ITEM 2(a) - NAME OF PERSON FILING:
PNC Bank Corp.; PNC Bancorp, Inc.; PNC Bank, National Association; BlackRock,
Advisers, Inc.; and BlackRock Financial Management, Inc.
ITEM 2(b) - ADDRESS OF PRINCIPAL BUSINESS OFFICE, OR IF NONE, RESIDENCE:
PNC Bank Corp., One PNC Plaza, 249 5th Avenue, Pittsburgh, PA 15222-2707
PNC Bancorp, Inc., 222 Delaware Avenue, Wilmington, DE 19899
PNC Bank, National Association, One PNC Plaza, 249 Fifth Avenue, Pittsburgh, PA
15222-2707
BlackRock Advisers, Inc., 345 Park Avenue, New York, NY 10154
BlackRock Financial Management, Inc., 11 Penn Center, 1835 Market Street,
Philadelphia, PA 19103
ITEM 2(c) - CITIZENSHIP:
PNC Bank Corp. - Pennsylvania
PNC Bancorp, Inc. - Delaware
PNC Bank, National Association - United States
BlackRock Advisers, Inc. - Delaware
BlackRock Financial Management, Inc. - Delaware
ITEM 2(d) - TITLE OF CLASS OF SECURITIES:
Common Stock
ITEM 2(e) - CUSIP NUMBER:
260086103
<PAGE> 7
ITEM 3 - IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), or 13d-2(b),
CHECK WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or dealer registered under Section 15 of the Act
(15 U.S.C. 78c).
(b) [ X ] Bank as defined in Section 3(a)(6) of the Act.
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act.
(d) [ ] Investment Company registered under Section 8 of the Investment
Company Act.
(e) [ X ] An investment adviser in accordance with
Section 240.13d-1(b)(1)(ii)(E).
(f) [ ] An employee benefit plan or endowment fund in accordance with
Section 240.13(d)-1(b)(1)(ii)(F).
(g) [ X ] A parent holding company or control person in accordance with
Rule 13d-1(b)(1)(ii)(G).
(h) [ ] A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813).
(i) [ ] A church plan that is excluded from the definition of an investment
company under Section 3(c)(4) of the Investment Company Act of
1940 (15 U.S.C. 80a-3).
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Section 240.13(d)-1(c), check
this box [ ].
ITEM 4 - OWNERSHIP:
The following information is as of March 31, 1998:
(a) Amount Beneficially Owned: 174,125 shares
(b) Percent of Class: 5.8
(c) Number of shares to which such person has:
(i) sole power to vote or to direct the vote 174,125
(ii) shared power to vote or to direct the vote 0
(iii) sole power to dispose or to direct the disposition of 173,800
(iv) shared power to dispose or to direct the disposition of 0
<PAGE> 8
ITEM 5 - OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
Not applicable.
ITEM 6 - OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
Not applicable.
ITEM 7 - IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
Included are the following subsidiaries of PNC Bank Corp. - HC:
PNC Bancorp, Inc. - HC (wholly-owned subsidiary of PNC Bank Corp.)
PNC Bank, National Association - BK (wholly-owned subsidiary of PNC Bancorp
Inc.)
BlackRock Advisers, Inc. - IA (indirect subsidiary of
PNC Bank, National Association)*
BlackRock Financial Management, Inc. - IA (wholly-owned subsidiary of BlackRock
Advisers, Inc.)*
* Effective March 31, 1998, PNC Bank, National Association restructured certain
subsidiaries. PNC Equity Advisors Company merged into BlackRock Financial
Management, Inc., a wholly-owned subsidiary of BlackRock Advisers, Inc. (which
had changed its name from BlackRock, Inc.). BlackRock Advisers, Inc. is a
wholly-owned subsidiary of newly formed BlackRock, Inc., of which 84.6% is
owned by newly formed PNC Asset Management, Inc., which is wholly-owned by
newly formed PNC Investment Holdings, LLC. PNC Bank, National Association owns
50% of PNC Investment Holdings, LLC., with the remaining 50% being owned by PNC
Investment Holdings, Inc., a wholly-owned subsidiary of PNC Bank, National
Association.
ITEM 8 - IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not applicable.
ITEM 9 - NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
ITEM 10 - CERTIFICATION.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held in the ordinary
course of business and were not acquired for the purpose of and do not have the
effect of changing or influencing the control of the issuer of such securities
and were not acquired and are not held in connection with or as a participant in
any transaction having such purposes or effect.
<PAGE> 9
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.
April 9, 1998
-------------------------------------------------
Date
/s/ ROBERT L. HAUNSCHILD
-------------------------------------------------
Signature - PNC Bank Corp.
Robert L. Haunschild, Senior Vice President
and Chief Financial Officer
-------------------------------------------------
Name/Title
April 9, 1998
-------------------------------------------------
Date
/s/ PAUL L. AUDET
-------------------------------------------------
Signature - PNC Bancorp, Inc.
Paul L. Audet, Vice President
-------------------------------------------------
Name/Title
April 9, 1998
-------------------------------------------------
Date
/s/ THOMAS R. MOORE
-------------------------------------------------
Signature - PNC Bank, National Association
Thomas R. Moore, Vice President and Secretary
-------------------------------------------------
Name/Title
April 9, 1998
-------------------------------------------------
Date
/s/ SUSAN L. WAGNER
-------------------------------------------------
Signature - BlackRock Advisers, Inc.
Susan L. Wagner, Chief Financial Officer
-------------------------------------------------
Name/Title
April 9, 1998
-------------------------------------------------
Date
/s/ SUSAN L. WAGNER*
-------------------------------------------------
Signature - BlackRock Financial Management, Inc.
Susan L. Wagner, Chief Financial Officer
-------------------------------------------------
Name/Title
* By signing this amendment, BlackRock Financial Management, Inc., as
successor by merger to PNC Equity Advisors Company joins in, and agrees to be
bound by, the Agreement dated as of February 13, 1998 to file a joint statement
(which was filed as Exhibit A to Schedule 13G filed February 13, 1998).
