UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.5)
Amarillo Mesquite Grill, Inc.
(Name of Issuer)
Common Stock, $.01 par value
(Title of Class of Securities)
023014 10 3
(CUSIP Number)
December 31, 1999
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)
Page 1 of 5 Pages
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SCHEDULE 13G
CUSIP No. 023014 10 3 Page 2 of 5 Pages
1) NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
Starwood Investments, L.P. 48-1141853
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) / /
(b) / X /
3) SEC USE ONLY
4) CITIZENSHIP OR PLACE OR ORGANIZATION
United States
5) SOLE VOTING POWER
1,994,021(includes vested
options to purchase 250,000
shares)
NUMBER OF 6) SHARED VOTING POWER
SHARES 0
BENEFICIALLY
OWNED BY EACH 7) SOLE DISPOSITIVE POWER
REPORTING 1,994,021
PERSON WITH
8) SHARED DISPOSITIVE POWER
0
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,994,021 (includes vested options to purchase 250,000 shares)
10) CHECK BOX IF AGGREGATE AMOUNT IN ROW (11) EXCLUDED CERTAIN SHARES
/ /
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.3%
12) TYPE OF REPORTING PERSON
IN
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Schedule 13G
Page 3 of 5
Item 1.
(a) Name of Issuer:
Amarillo Mesquite Grill, Inc.
(b) Address of Issuer's Principal Executive Offices:
302 N. Rock Road, Suite 200
Wichita, KS 67206
Item 2.
(a) Name of Person Filing:
Starwood Investments, L.P.
(b) Address of Principal Business Office or, if none, Residence:
P.O. Box 8904
Wichita, KS 67208-0904
(c) Citizenship:
United States of America
(d) Title of Class of Securities:
Common Stock, $0.01 Par Value
(e) CUSIP Number:
023014 10 3
Item 3. If this Statement Is Filed Pursuant to 240.13d-1(b), or 240.13d-1(b)
or (c), Check Whether the Person Filing Is a
(a) [ ] Broker or Dealer registered under Section 15 of the Act (15
U.S.C. 780).
(b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c)
(c) [ ] Insurance Company as defined in section 3(a)(19) of the Act (15
U.S.C. 78c)
(d) [ ] Investment Company registered under section 8 of the Investment
Company Act of 1940 (15 U.S.C. 80a-8).
(e) [ ] An Investment Adviser in accordance with 240.13d-
1(b)(1)(ii)(E).
(f) [ ] An Employee Benefit Plan, or Endowment Fund in accordance with
240.13d-1(b)(1)(ii)(F).
(g) [ ] A Parent Holding Company or control person, in accordance with
240.13d-1(b)(ii)(G).
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Schedule 13G
Page 4 of 5
(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)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3).
(j) [ ] Group, in accordance with 240.13d-1(b)(1)(ii)(J).
Item 4. Ownership:
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in
Item 1.
(a) Amount Beneficially Owned:
1,994,021 shares (includes vested options to purchase 250,000 shares)
(b) Percent of Class:
23.3%
(c) Number of shares to which such person has:
(i) sole power to vote or to direct the vote: 1,994,021
(ii) shared power to vote or to direct the vote: 0
(iii) sole power to dispose or to direct the disposition of:
1,994,021
(iv) shared power to dispose or to direct the disposition of:
0
Item 5. Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as of the
date thereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check
the following [ ].
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:
Not Applicable
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Schedule 13G
Page 5 of 5
Item 8. Identification and Classification of Members of the Group:
Not Applicable
Item 9. Notice of Dissolution of Group: Not Applicable
Item 10. Certification: Not Applicable
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 1, 2000
Date
/s/Robert A. Geist
Signature
Starwood Investments, L.P. by Robert A.
Name
Geist as Trustee of the Robert A. Geist Revocable
Trust dated October 13, 1993; and as a General
Partner and Manager of Starwood Investments,
L.P., a Kansas Limited Partnership.
