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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
(Amendment No. 6) *
Under the Securities Exchange Act of 1934
Meritage Hospitality Group Inc., a Michigan corporation
________________________________________________________
(Name of issuer)
Common Stock, $.01 par value
_______________________________________________________
(Title of class of securities)
59000K 10 1
_______________________________________________________
(CUSIP number)
Robert E. Schermer, Jr.
Executive Vice President
Meritage Capital Corp.
40 Pearl Street, N.W., Suite 900
Grand Rapids, Michigan 49503
(616) 776-2600
__________________________________________________________
(Name, address and telephone number of person authorized to
receive notices and communications)
August 29, 1996
(Date of event which required filing of this statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b) (3) or (4), check the
following box [ ].
Check the following box if a fee is being paid with the statement [ ].
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five
percent of the class of securities described in Item 1; and (2) has filed
no amendment subsequent thereto reporting beneficial ownership of five
percent or less of such class.) (See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-1(a) for other parties to whom
copies are to be sent.
*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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CUSIP NO. 59000K Schedule 13D
10 1
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Meritage Capital Corp.
65 - 0457574
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [X]
3 SEC USE ONLY
4 SOURCE OF FUNDS
SC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO TIME 2(d) OR 2(e)
[ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Florida, United States
7 SOLE VOTING POWER
-0-
NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY 1,551,300
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON WITH -0-
10 SHARED DISPOSITIVE POWER
1,551,300
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,551,300
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
48.6%
14 TYPE OF REPORTING PERSON
CO
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CUSIP NO. 59000K Schedule 13D
10 1
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Christopher B. Hewett
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [X]
3 SEC USE ONLY
4 SOURCE OF FUNDS
PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO TIME 2(d) OR 2(e)
[ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
7 SOLE VOTING POWER
8,000
NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY 1,551,300
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON WITH 8,000
10 SHARED DISPOSITIVE POWER
1,551,300
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,559,300
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
48.8%
14 TYPE OF REPORTING PERSON
IN
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CUSIP NO. 59000K Schedule 13D
10 1
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Robert E. Schermer, Jr.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [X]
3 SEC USE ONLY
4 SOURCE OF FUNDS
PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO TIME 2(d) OR 2(e)
[ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
7 SOLE VOTING POWER
1,200
NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY -0-
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON WITH 1,200
10 SHARED DISPOSITIVE POWER
-0-
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,200
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.04%
14 TYPE OF REPORTING PERSON
IN
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This is the sixth amendment to a statement on Schedule 13D
originally filed on September 29, 1995 (the Original Statement ) with
respect to the common stock, $.01 par value of Meritage Hospitality Group
Inc., a Michigan corporation formerly known as Thomas Edison Inns, Inc.
(the Issuer ). This amendment is being filed for clarification
purposes, not because of a specific event requiring the filing of an
amendment.
Item 1. Security and Issuer.
Item 1 is amended with the following changes:
Thomas Edison Inns, Inc. (the Issuer ) changed its name to Meritage
Hospitality Group Inc. on May 21, 1996.
Item 2. Identity and Background.
Item 2 is amended with the following changes:
Meritage Hospitality Group Incorporated, a Florida corporation
( MCC ), changed its name to Meritage Capital Corp. on March 11, 1996.
Christopher B. Hewett ( Hewett ) is currently the Issuer s President
and Chief Executive Officer and a member of the Issuer s Board of
Directors.
(c) Robert E. Schermer, Jr. ( Schermer ) is currently the Issuer s
Executive Vice President and Treasurer and a member of the Issuer s Board
of Directors.
(d) Gerard Belisle, Jr. is currently the Issuer s Senior Vice
President.
Item 3. Source and Amount of Funds or Other Consideration.
Item 3 is amended with the following changes:
On August 19, 1996, MCC used available funds in the amount of $4.35
per share to acquire 1,300 shares of the Issuer s Common Stock which MCC
holds individually. On August 19, 1996, Hewett used personal funds in
the amount of $4.35 per share to acquire 5,000 shares of Common Stock
which he holds individually. On April 23, 1996, Schermer used personal
funds in the amount of $6.25 per share to acquire 600 shares of Common
Stock, 500 of which he holds individually and 100 of which he holds as a
custodian for a minor child. On August 26, 1996, Schermer used personal
funds in the amount of $4.35 per share to acquire 500 shares of Common
Stock which he holds individually.
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Item 4. Purpose of Transaction.
Item 4 is amended with the following changes:
MCC, Hewett and Schermer purchased additional Common Stock in the
Issuer for investment purposes. MCC, Hewett and Schermer may acquire
further shares of Common Stock from time to time in the market, in
private transactions or otherwise.
Item 5. Interest in Securities of the Issuer.
Item 5 is amended with the following changes:
(a) MCC beneficially owns 1,551,300 shares of Common Stock,
constituting approximately 48.6% of the issued and outstanding shares of
Common Stock.
Hewett beneficially owns 1,559,300 shares of Common Stock
constituting approximately 48.8% of the issued and outstanding shares of
Common Stock. The number of shares of Common Stock beneficially owned by
Hewett includes 1,551,300 shares beneficially owned by MCC. Hewett is a
67% shareholder in MCC.
Schermer beneficially owns 1,200 shares of Common Stock,
constituting approximately 0.04% of the issued and outstanding shares of
Common Stock. Schermer is a 33% shareholder in MCC.
Changes in the percentage of ownership of the Issuer s Common Shares
since the last report on Form 13D are a result of the purchases described
above and the issuance of additional Common Shares by the Issuer.
(b) Ownership of the shares disclosed above, and the power of MCC,
Hewett and Schermer to vote and dispose of such shares, is described
below:
NO. OF SHARES MANNER OWNED VOTING POWER DISPOSITIVE POWER
_____________ ____________ ____________ _________________
1,551,300 MCC Shared 1 Shared 1
8,000 Hewett Sole Sole
Individually
1,200 Schermer Sole Sole
Individually
1 Voting and dispositive power is shared between MCC and Hewett by virtue
of Hewett being a 67% shareholder in MCC.
(c) The only transactions in the Common Stock by MCC, Hewett or
Schermer during the past sixty (60) days were the purchase of 1,300
shares by MCC on August 19, 1996, the purchase of 500 shares individually
and 100 shares as custodian for a minor child by Schermer on April 23,
1996, the purchase of 500 shares by Schermer on August 26, 1996, and the
purchase of 5,000 by Hewett on August 19, 1996.
SIGNATURE
After reasonable inquiry and to the best of their knowledge and
belief, the undersigned certify that the information set forth in this
statement is true, complete and correct.
Dated: August 29, 1996 MERITAGE CAPITAL CORP.
/s/ Christopher B. Hewett
By:___________________________
Christopher B. Hewett
President
/s/ Christopher B. Hewett
______________________________
Christopher B. Hewett
Individually
/s/ Robert E. Schermer, Jr.
_______________________________
Robert E. Schermer, Jr.
Individually
