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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): OCTOBER 7, 1996
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TRUMP'S CASTLE FUNDING, INC.
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(Exact name of registrant as specified in its charter)
NEW JERSEY 1-9029 11-2739203
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(State or other jurisdiction (Commission File number) (I.R.S. Employer
of incorporation) Identification No.)
ONE CASTLE BOULEVARD
ATLANTIC CITY, NEW JERSEY 08401
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (609) 441-6060
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TRUMP'S CASTLE ASSOCIATES, L.P.
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(Exact name of registrant as specified in its charter)
NEW JERSEY 1-9029 22-2608486
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(State or other jurisdiction (Commission File number) (I.R.S. Employer
of incorporation) Identification No.)
ONE CASTLE BOULEVARD
ATLANTIC CITY, NEW JERSEY 08401
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (609) 441-6060
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ITEM 5 OTHER EVENTS.
On October 7, 1996, Trump Hotels & Casino Resorts Holdings, L.P. ("THCR
Holdings"), a subsidiary of Trump Hotels & Casino Resorts, Inc. ("THCR"),
acquired from Donald J. Trump ("Trump") all of the outstanding equity of Trump's
Castle Associates ("Castle Associates"), the owner and operator of Trump's
Castle Casino Resort (the "Acquisition"). In connection with the Acquisition,
(i) Trump received limited partnership interests in THCR Holdings exchangeable
into 5,837,700 shares of THCR's Common Stock, par value $.01 per share, and
$884,500 in cash; (ii) Trump's Castle Hotel & Casino Inc. ("TCHI") became a
wholly owned subsidiary of THCR Holdings; (iii) for each common stock warrant of
TCHI, $.8845 in cash was delivered to TCHI's common stock warrant agent on
behalf of the holders of such warrants; and (iv) Castle Associates was
designated a limited partnership with THCR Holdings as a 99% limited partner and
TCHI as a 1% general partner.
On October 16, 1996, a stockholder of THCR filed a derivative action in the
United States District Court, Southern District of New York (96 Civ. 7820)
against each member of the Board of Directors of THCR, THCR, THCR Holdings,
Castle Associates, Trump Casinos, Inc., Trump Casinos II, Inc. (formerly known
as TC/GP, Inc.) ("TCI-II"), TCHI and Salomon Brothers Inc ("Salomon"). The
plaintiff claims that the defendants breached their fiduciary duties and engaged
in ultra vires acts in connection with the Acquisition and that Salomon was
negligent in the issuance of its fairness opinion with respect to the
Acquisition. The plaintiff also alleges violations of the federal securities
laws for alleged omissions and misrepresentations in THCR's proxies, and that
Trump, TCI-II and TCHI breached their agreement with THCR by supplying THCR with
untrue information for inclusion in the proxy statement delivered to THCR's
stockholders in connection with the Acquisition. The plaintiff seeks removal of
the directors of THCR, an injunction, rescission and damages. THCR and the other
defendants in the action believe that this suit is without merit and intend to
contest vigorously the allegations against them.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each
registrant has duly caused this Current Report to be signed on its behalf by the
undersigned hereunto duly authorized.
TRUMP'S CASTLE FUNDING, INC..
October 22, 1996 /s/ DONALD J. TRUMP
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By: Donald J. Trump
Title: President and Treasurer
TRUMP'S CASTLE ASSOCIATES, L.P.
October 22, 1996 /s/ JOHN P. BURKE
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By: John P. Burke
Title: Treasurer
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