U.S. SECURITIES AND EXCHANGE COMMISSION
FORM 3 Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility Holding Company Act of 1935 or
Section 30(f) of the Investment Company Act of 1940
1. Name and Address of Reporting Person*
Four Partners (1)
c/o Thomas J. Tisch
667 Madison Avenue
New York, New York 10021
2. Date of Event Requiring Statement (Month/Day/Year)
4/30/98
3. IRS or Social Security Number of Reporting Person (Voluntary)
4. Issuer Name and Ticker or Trading Symbol
Neurogen Corporation (NRGN)
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
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Officer (give title below) Other (specify below)
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6. If Amendment, Date of Original (Month/Day/Year)
7. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
----
X Form filed by More than One Reporting Person
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Table 1 - Non-Derivative Securities Beneficially Owned
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<TABLE>
<S> <C> <C> <C>
1. Title of Security 2. Amount of Securities 3. Ownership Form: 4. Nature of Indirect Beneficial
(Instr. 4) Beneficially Owned Direct (D) or Ownership
(Instr. 4 ) Indirect (I) (Instr. 5)
(Instr. 5)
Common Stock, $0.025 par value 1,207,800 D (1)
Common Stock, $0.025 par value 300,000 D (2)
</TABLE>
Reminder: Report on a separate line for each class of securities beneficially
owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction
5(b)(v).
<PAGE>
FORM 3 (continued)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls,
warrants, options, convertible securities)
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<TABLE>
<S> <C> <C> <C> <C> <C>
1. Title of Derivative 2. Date Exer- 3. Title and Amount of Securities 4. Conver- 5. Ower- 6. Nature of
Security cisable and Underlying Derivative Security sion or ship Indirect
(Instr. 4) Expiration (Instr. 4) Exercise Form of Beneficial
Date Price of Deriv- Ownership
(Month/Day/ Derivative ative (Instr.5)
Year) Security Security:
Direct (D)
Date Expir- Title Amount or or In-
Exer- ation Number of direct (I)
cisable Date Shares (Instr. 5)
- -------------------------- ---------- ------ ------------------------------------ --------------- ----------------- ---------------
- -------------------------- ---------- ------ ------------------------------------ --------------- ----------------- ---------------
</TABLE>
Explanation of Responses: See Attachment
FOUR PARTNERS
/s/Thomas J. Tisch May 6, 1998
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**Signature of Date
Reporting Person
Thomas J. Tisch
Manager of Four Partners
**Intentional misstatements or omissions of facts constitute Federal Criminal
Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed.
If space provided is insufficient, see Instruction 6 for procedure.
Potential persons who are to respond to the collection of information contained
in this form are not required to respond unless the form displays a currently
valid OMB Number.
<PAGE>
ATTACHMENT TO FORM 3 OF FOUR PARTNERS
IN RESPECT OF COMMON STOCK $0.025
OF NEUROGEN CORPORATION
This Form 3 is being filed jointly by Four Partners ("FP"), a New York
general partnership, and Four-Fourteen Partners LLC ("4-14P"), a Delaware
limited liability company.
Explanation of Responses:
(1) These securities are owned by FP. The sole partners of FP are Andrew H.
Tisch 1991 Trust, for which Andrew H. Tisch is the managing trustee, Daniel
R. Tisch 1991 Trust, for which Daniel R. Tisch is the managing trustee,
James S. Tisch 1991 Trust, for which James S. Tisch is the managing
trustee, and Thomas J. Tisch 1991 Trust, for which Thomas J. Tisch is the
managing trustee. Thomas J. Tisch has been appointed the Manager of FP.
Andrew H. Tisch, Daniel R. Tisch, James S. Tisch and Thomas J. Tisch are
referred to herein as the "Messrs. Tisch."
(2) These securities are owned by 4-14P. The members of 4-14P are trusts for
the benefit of the offspring of the Messrs. Tisch, partnerships the
partners of which are such trusts and partnerships the partners of which
are such partnerships. The Messrs. Tisch serve as the trustees of such
trusts. Thomas J. Tisch has been appointed the Manger of 4-14P.
Joint Filer Information
Name: Four-Fourteen Partners LLC
Address: c/o Thomas J. Tisch, 667 Madison Avenue, New York, NY 10021
Designated Filer: Four Partners
Issuer and Ticker Symbol: Neurogen Corporation (NRGN)
FOUR-FOURTEEN PARTNERS LLC
By:/s/Thomas J. Tisch
Thomas J. Tisch
Manager of Four-Fourteen Partners LLC
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