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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D
(AMENDMENT NO. 1)(1)
Pancho's Mexican Buffet, Inc.
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(Name of Issuer)
Common Stock, $.10 par value per share
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(Title of Class of Securities)
698304 20 1
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(CUSIP Number)
Mark S. Weitz, Esq., Leonard, Street and Deinard, 150 S. Fifth St.,
Suite 2300, Minneapolis, Minnesota 55402
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 22, 2000
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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 that is the subject of this 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box / /.
NOTE. Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits. SEE
Rule 240.13d-7 for other parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 5 Pages)
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(1) 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 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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Page 2 of 5 Pages
CUSIP No. 698304 20 1 13D
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Stephen Oyster
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) / /
(b) /X/
3 SEC USE ONLY
4 SOURCE OF FUNDS
BK, PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
7 SOLE VOTING POWER
NUMBER OF 13,998
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 126,094
OWNED BY EACH 9 SOLE DISPOSITIVE POWER
REPORTING PERSON 13,998
WITH 10 SHARED DISPOSITIVE POWER
126,094
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
140,092
12 CHECK BOX IF THIS AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.57%
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Page 3 of 5 Pages
14 TYPE OF REPORTING PERSON*
IN
ITEM 1. SECURITY AND ISSUER.
Common Stock, $.10 Par Value Per Share
Pancho's Mexican Buffet, Inc.
ITEM 2(a). NAME OF PERSON FILING.
Stephen Oyster
ITEM 2(b). BUSINESS ADDRESS.
c/o Mark S. Weitz, Esq.
Leonard, Street and Deinard
150 S. Fifth St., Suite 2300
Minneapolis, Minnesota 55402
ITEM 2(c). PRESENT PRINCIPAL OCCUPATION.
Investor
ITEM 2(d). CONVICTION OF CRIMINAL PROCEEDING IN LAST FIVE YEARS.
Not applicable
ITEM 2(e). CONVICTION OF CIVIL PROCEEDING IN LAST FIVE YEARS.
Not applicable
ITEM 2(f). CITIZENSHIP.
U.S.A.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Stephen Oyster ("Oyster") used personal funds to
acquire the shares which are the subject of this
Schedule 13D (collectively, the "Shares"). The
aggregate purchase price of the Shares was
$559,325.15. By letter dated September 22, 2000,
Oyster made an offer to the board of directors of
Pancho's Mexican Buffet, Inc. (the "Company") to
purchase all of the Company's issued and outstanding
shares (the "Offer"), a copy of which is attached
hereto as EXHIBIT 1. If accepted, Oyster intends to
finance the transaction with personal funds and bank
financing. Oyster has made preliminary arrangements
for such financing. SEE EXHIBIT 2.
ITEM 4. PURPOSE OF TRANSACTION.
Oyster originally acquired the Shares for the purpose
of acquiring an additional equity investment in the
Company.
Oyster filed a Schedule 13G upon his initial
acquisition of shares. Oyster then filed a Schedule
13D on June 19, 2000.
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Page 4 of 5 Pages
Oyster is filing this Amendment No. 1 to Schedule 13D
to disclose the Offer, its terms, and preliminary
financing arrangements.
ITEMS 5(a)
AND (b). AGGREGATE NUMBER AND PERCENTAGE OF CLASS OF SECURITIES.
<TABLE>
<S> <C>
Stephen Oyster (9.57%)
Sole Voting Power: 13,998
Shared Voting Power: 126,094
Sole Dispositive Power: 13,998
Shared Dispositive Power: 126,094
</TABLE>
ITEM 5(c). TRANSACTIONS EFFECTED WITHIN THE LAST 60 DAYS.
<TABLE>
<S> <C> <C> <C>
August 7, 2000 500 shares $3.50 per share Transaction effected in
Austin, Texas via the
internet
August 10, 2000 700 shares $3.50 per share Transaction effected in
Austin, Texas via the
internet
August 14, 2000 800 shares $3.50 per share Transaction effected in
Austin, Texas via the
internet
August 16, 2000 5,000 shares $3.50 per share Transaction effected in
Austin, Texas via the
internet
August 31, 2000 600 shares $3.50 per share Transaction effected in
Austin, Texas via the
internet
September 5, 2000 1,500 shares $3.50 per share Transaction effected in
Austin, Texas via the
internet
September 5, 2000 900 shares $3.50 per share Transaction effected in
Austin, Texas via the
internet
</TABLE>
ITEM 5(d). ADDITIONAL INTERESTED PERSONS.
Other than the reporting person, not applicable
ITEM 5(E). OWNERSHIP OF LESS THAN FIVE PERCENT.
Not applicable
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
Not applicable
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
Exhibit 1 - The Offer
Exhibit 2 - Correspondence Regarding Preliminary
Financing Arrangements
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.
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October ____, 2000
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(Signature)
Stephen Oyster
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Page 5 of 5 Pages
The original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative (other than an
executive officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, PROVIDED, HOWEVER, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name of any title of each person who signs the statement shall be typed or
printed beneath his signature.
ATTENTION: Intentional misstatements or omissions of fact constitute
federal criminal violations (SEE 18 U.S.C. 1001).
