--------------------------
OMB APPROVAL
--------------------------
OMB Number: 3235-0145
Expires: December 31, 1997
Estimated average burden
hours per response...14.90
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Amendment No. 2)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b),(c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
dick clark productions, inc.
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $.01 per share
- --------------------------------------------------------------------------------
(Title of Class of Securities)
181512-10-4
-----------------------------------
(CUSIP Number)
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)
- -------------------
*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 in 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).
SEC 1745 (2-95)
Page 1 of 5 pages
<PAGE>
13G
CUSIP No. 181512-10-4 Page 2 of 5 Pages
----------- --- ---
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Richard W. Clark
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
N/A
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. Citizen
NUMBER OF 5 SOLE VOTING POWER
SHARES
BENEFICIALLY 5,856,506 -- See response to Item 6
OWNED BY (Ownership on Behalf of Another Person).
EACH
REPORTING
PERSON
WITH 6 SHARED VOTING POWER
N/A
7 SOLE DISPOSITIVE POWER
2,773,265
8 SHARED DISPOSITIVE POWER
N/A
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,856,506
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[X]
708,750 shares of Class A Common Stock
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
73%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
SEC 1745 (2-95)
Page 2 of 5 pages
<PAGE>
13G
CUSIP No. 181512-10-4 Page 3 of 5 Pages
----------- --- ---
AMENDMENT NO. 2
TO
SCHEDULE 13G
-------------------
Item 1(a). Name of Issuer:
dick clark productions, inc. (the "Company").
Item 1(b). Address of Issuer's Principal Executive Offices:
3003 West Olive Avenue
Burbank, California 91510-7811
Item 2(a). Name of Person Filing:
Richard W. Clark
Item 2(b). Address of Principal Business Office or, if None, Residence:
c/o dick clark productions, inc.
3003 West Olive Avenue
Burbank, California 91510-7811
Item 2(c). Citizenship:
United States
Item 2(d). Title of Class of Securities:
Common Stock, $.01 par value
Item 2(e). CUSIP Number:
181512-10-4
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b), check whether the person filing is a:
Not Applicable
SEC 1745 (2-95)
Page 3 of 5 pages
<PAGE>
13G
CUSIP No. 181512-10-4 Page 4 of 5 Pages
----------- --- ---
Item 4. Ownership. As of December 31, 1998:
(a) Amount beneficially owned: 5,856,506 shares of Common Stock.
(b) Percent of class: 73%
(c) Number of shares as to which such person has:
(i) Sole power to vote or direct the vote: 5,856,506
(ii) Shared power to vote or direct the vote: 0
(iii) Sole power to dispose or direct the disposition of:
2,773,265
(iv) Shared power to dispose or 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 hereof 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.
The number of shares listed as being beneficially owned by Mr. Clark
(5,856,506) includes:
o 3,083,241 shares of Common Stock beneficially owned by Karen W.
Clark, Mr. Clark's wife. Pursuant to a voting trust agreement
between Mr. Clark and Ms. Clark, Mr. Clark has the sole voting
power over the shares owned by Ms. Clark. Ms. Clark has the right
to receive dividends or the proceeds from the sale of such shares;
and
o 375,270 shares of Common Stock held by Olive Enterprises,
Inc., a Pennsylvania corporation, controlled by Mr. Clark.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company.
Not Applicable
Item 8. Identification and Classification of Members of the Group.
Not Applicable
Item 9. Notice of Dissolution of Group.
Not Applicable
SEC 1745 (2-95)
Page 4 of 5 pages
<PAGE>
13G
CUSIP No. 181512-10-4 Page 5 of 5 Pages
----------- --- ---
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 and are not
held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were not
acquired and are not held in connection with or as a participant in
any transaction having that purpose or effect.
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.
Dated: February 16, 1999
/s/ Richard W. Clark
----------------------
Richard W. Clark
SEC 1745 (2-95)
Page 5 of 5 pages
