UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 12)
VIDEO LOTTERY TECHNOLOGIES, INC.
--------------------------------
(Name of Issuer)
Common Stock, $.01 par value
----------------------------
(Title of Class of Securities)
92656M10
--------
(CUSIP Number)
William Spier
444 Madison Avenue
38th Floor
New York, New York 10022
(212) 759-3287
---------------------------------------
(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)
- with a copy to -
Peter S. Golden, Esq.
Fried, Frank, Harris, Shriver & Jacobson
One New York Plaza
New York, New York 10004
(212) 820-8000
January 14, 1997
(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 / /.
Page 1 of 3 Pages
This Amendment No. 12 amends and supplements the
statement on Schedule 13D filed by William Spier on October 30,
1992 and, as a result of an amendment thereto, by Video
Investment Partners, L.P., Asgard Ltd., Parkway M&A Capital
Corporation, Alpine Associates, Ltd., Gabriel Capital, L.P.,
LBN Investment Associates, L.P., and Homer Noble (the "Schedule
13D") with respect to Common Stock, par value $.01 per share
(the "Shares"), of Video Lottery Technologies, Inc., a Delaware
corporation (the "Company").
Unless otherwise defined, all capitalized terms used
herein shall have the meaning given such terms in the
Schedule 13D.
Item 4 of the Schedule 13D is hereby amended to add
the following information.
Item 4. Purpose of Transaction
- ------ ----------------------
Mr. Spier has withdrawn his proposal to acquire the
Company in a transaction in which $6.00 per Share in cash would
have been paid for all Shares. Mr. Spier cited the continued
refusal of the Company's Board of Directors to seriously
consider the proposal and the majority of the Board's apparent
stubborn commitment to raising unreasonable obstacles to the
proposed transaction. Mr. Spier stated that he had waited two
months for the Company to respond to his proposal and the Board
had yet to provide him with any basis for concluding that the
proposal would be reviewed fairly and with the interests of the
Company's stockholders placed above those of the Company's
management. Mr. Spier noted his disappointment that the Board
had chosen to disregard a transaction structured to provide any
objective businessperson with confidence that it would be
consummated and, in any event, fully protected the Company
against all risks that it would not be consummated and which
the Company's financial advisor had stated was economically
feasible.
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.
ALPINE ASSOCIATES, LTD.
/s/ William Spier By: /s/ William Spier
- ----------------- -----------------
William Spier William Spier
Pursuant to Power of Attorney
VIDEO INVESTMENT PARTNERS, L.P. GABRIEL CAPITAL, L.P.
By: /s/ William Spier By: /s/ William Spier
----------------- -----------------
William Spier William Spier
Managing General Partner Pursuant to Power of Attorney
ASGARD LTD. LBN INVESTMENT ASSOCIATES, L.P.
By: /s/ William Spier By: /s/ William Spier
----------------- -----------------
William Spier William Spier
Pursuant to Power of Attorney Pursuant to Power of Attorney
PARKWAY M & A CAPITAL HOMER NOBLE
CORPORATION
By: /s/ William Spier By: /s/ William Spier
----------------- -----------------
William Spier William Spier
Pursuant to Power of Attorney Pursuant to Power of Attorney
Date: January 14, 1997
