EUROPA CRUISES CORP
SC 13D/A, 1998-01-30
WATER TRANSPORTATION
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                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                 SCHEDULE 13D

                 Under the Securities Exchange Act of 1934
                               (Amendment No. 2)*
                                       

                             EUROPA CRUISES CORP.
           --------------------------------------------------------
                                (Name of Issuer)

                     COMMON STOCK, PAR VALUE $.001 PER SHARE
           --------------------------------------------------------
                          (Title of Class of Securities)

                                    298738105
           --------------------------------------------------------
                                 (CUSIP Number)
                                       
                           STEPHEN D. SILBERT, ESQ.
         CHRISTENSEN, MILLER, FINK, JACOBS, GLASER, WEIL & SHAPIRO, LLP
                        2121 AVENUE OF THE STARS, 18TH FLOOR
                  LOS ANGELES, CALIFORNIA 90067 (310) 553-3000
         --------------------------------------------------------------
           (Name, Address and Telephone Number of Person Authorized
                     to Receive Notices and Communications)
                                       
                               JANUARY 21, 1998
           --------------------------------------------------------
            (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  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  ("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).


                        (Continued on following page(s))

<PAGE>

     Reference is hereby made to that certain Schedule 13D dated May 31, 1997 
as amended by Amendment No. 1 thereto (as amended, the "Schedule"), filed by 
Mammoth Construction Company, Inc. Retirement Trust, a trust organized under 
the laws of the State of California ("Mammoth"), and Jack Jevne with respect 
to the common stock, par value $0.001 per share (the "Common Stock") of 
Europa Cruises Corp., a Delaware corporation ("Europa"). Unless otherwise 
indicated, capitalized terms used herein have the meanings ascribed to them 
in the Schedule. Unless otherwise indicated herein, the information contained 
in the Schedule remains unchanged. The Schedule is hereby amended as follows:

ITEM 4.   PURPOSE OF TRANSACTION.

     Item 4 of the Schedule is hereby amended by adding the following:

     On January 21, 1998, Mr. Jevne resigned from the Board of Directors of 
Europa.

<PAGE>
                                       
                                  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.


January 26, 1998          MAMMOTH CONSTRUCTION COMPANY, INC. RETIREMENT TRUST


                               By:  /s/  JACK JEVNE
                                    -------------------------------------
                                    Jack Jevne, Trustee



January 26, 1998 


                               By:  /s/  JACK JEVNE
                                    -------------------------------------
                                    Jack Jevne




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