<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Hollywood Casino Corporation
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(Name of Issuer)
Class A Common Stock, par value $0.0001 per share
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(Title of Class of Securities)
436132203
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(CUSIP Number)
William D. Pratt, Executive Vice President, Secretary and General
Counsel,
Hollywood Casino Corporation, Two Galleria Tower, Suite 2200,
13455 Noel Road, LB 48, Dallas, Texas 75240, (972) 392-7777
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(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
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DECEMBER 17, 1997
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(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. [ ]
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).
<PAGE>
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CUSIP NO. 436132203 13D PAGE 2 OF 17 PAGES
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- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jack E. Pratt
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [X]
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SEC USE ONLY
3
- ------------------------------------------------------------------------------
SOURCE OF FUNDS*
4
N/A
- ------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e)
5 [_]
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CITIZENSHIP OR PLACE OF ORGANIZATION
6
United States
- ------------------------------------------------------------------------------
SOLE VOTING POWER
7
NUMBER OF
5,431,594 (1)
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
OWNED BY 0
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
9
REPORTING
5,431,594 (1)
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
0
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
5,431,594 (1)
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12 [_]
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
21.7%
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TYPE OF REPORTING PERSON*
14
IN
- ------------------------------------------------------------------------------
(1) Represents Common Stock owned of record by Jack E. Pratt (716,329 shares),
J.E. Pratt Co. No. 1 (1,799,387), the W.D. Pratt Family Trust (1,003,867
shares), C.A. Pratt Partners, Ltd. (1,282,123 shares), Jack E. Pratt,
Custodian for Michael Eldon Pratt (229,444 shares), Jack E. Pratt,
Custodian for Caroline de La Fontaine Pratt (229,444 shares), MEP Family
Partnership (14,000 shares) and CLP Family Partnership (7,000 shares), and
also includes currently exercisable options held by Jack E. Pratt to
purchase 150,000 shares of Common Stock.
<PAGE>
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CUSIP NO. 436132203 13D PAGE 3 OF 17 PAGES
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- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
J. E. Pratt Co. No. 1
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [X]
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SEC USE ONLY
3
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SOURCE OF FUNDS*
4
N/A
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e)
5 [_]
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CITIZENSHIP OR PLACE OF ORGANIZATION
6
Texas
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SOLE VOTING POWER
7
NUMBER OF
1,799,387 (1)
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
OWNED BY 0
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
9
REPORTING
1,799,387 (1)
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
0
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
1,799,387
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12 [_]
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
7.22%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14
PN
- ------------------------------------------------------------------------------
(1) Power is exercised through its Managing General Partner, Jack E. Pratt.
<PAGE>
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CUSIP NO. 436132203 13D PAGE 4 OF 17 PAGES
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
W.D. Pratt Family Trust
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [X]
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SEC USE ONLY
3
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SOURCE OF FUNDS*
4
N/A
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e)
5 [_]
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
Texas
- ------------------------------------------------------------------------------
SOLE VOTING POWER
7
NUMBER OF
1,003,867 (1)
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
OWNED BY 0
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
9
REPORTING
1,003,867 (1)
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
0
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
1,003,867
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12 [_]
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
4.03%
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TYPE OF REPORTING PERSON*
14
00-Trust
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(1) Power is exercised through its Trustee, Jack E. Pratt.
<PAGE>
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CUSIP NO. 436132203 13D PAGE 5 OF 17 PAGES
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
C.A. Pratt Partners, Ltd.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [X]
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SEC USE ONLY
3
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SOURCE OF FUNDS*
4
N/A
- ------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e)
5 [_]
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CITIZENSHIP OR PLACE OF ORGANIZATION
6
Texas
- ------------------------------------------------------------------------------
SOLE VOTING POWER
7
NUMBER OF
1,282,123 (1)
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
OWNED BY 0
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
9
REPORTING
1,282,123 (1)
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
0
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
1,282,123
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12 [_]
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
5.15%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14
PN
- ------------------------------------------------------------------------------
(1) Power is exercised through its General Partner, Jack E. Pratt.
<PAGE>
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CUSIP NO. 436132203 13D PAGE 6 OF 17 PAGES
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
MEP Family Partnership
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [X]
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SEC USE ONLY
3
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SOURCE OF FUNDS*
4
N/A
- ------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e)
5 [_]
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
Texas
- ------------------------------------------------------------------------------
SOLE VOTING POWER
7
NUMBER OF
14,000 (1)
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
OWNED BY 0
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
9
REPORTING
14,000 (1)
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
0
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
14,000
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12 [_]
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
Less than 0.1%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14
PN
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(1) Power is exercised through its Managing Partner, Jack E. Pratt.
<PAGE>
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CUSIP NO. 436132203 13D PAGE 7 OF 17 PAGES
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
CLP Family Partnership
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [X]
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SEC USE ONLY
3
- ------------------------------------------------------------------------------
SOURCE OF FUNDS*
4
N/A
- ------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e)
5 [_]
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
Texas
- ------------------------------------------------------------------------------
SOLE VOTING POWER
7
NUMBER OF
7,000 (1)
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
OWNED BY 0
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
9
REPORTING
7,000 (1)
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
0
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
7,000
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12 [_]
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
Less than 0.1%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14
PN
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(1) Power is exercised through its Managing Partner, Jack E. Pratt.
<PAGE>
Item 1. Security and Issuer.
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This statement relates to the Class A Common Stock, par value $0.0001 per
share (the "Common Stock"), of Hollywood Casino Corporation, a Delaware
corporation (the "Company"). The address of the principal executive offices of
the Company is Two Galleria Tower, 13455 Noel Road, Suite 2200, Dallas, Texas
75240.
Item 2. Identity and Background.
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This statement is filed on behalf of Jack E. Pratt, individually, as
Custodian for Michael Eldon Pratt, a minor, and as Custodian for Caroline de La
Fontaine Pratt, a minor; J.E. Pratt Co. No. 1 (the "Partnership"); the W.D.
Pratt Family Trust (the "Trust"); C.A. Pratt Partners, Ltd. (the "Limited
Partnership"); MEP Family Partnership ("MEP Partnership"); and CLP Family
Partnership ("CLP Partnership") (collectively, the "Reporting Persons"). The
Reporting Persons expressly disclaim the existence of any "group" within the
meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended,
between themselves or with any other person, with respect to the Common Stock.
Jack E. Pratt's business address is Two Galleria Tower, 13455 Noel Road,
Suite 2200, Dallas, Texas 75240, and his present principal occupation or
employment at such address is serving as the Chairman of the Board and Chief
Executive Officer of the Company. The Company owns and operates distinctive
Hollywood-themed casino entertainment facilities under the service mark
Hollywood Casino in Aurora, Illinois and Tunica County, Mississippi. Jack E.
Pratt acts as the appointed Custodian of his minor children Michael Eldon Pratt
and Caroline de La Fontaine Pratt.
The Partnership is organized as a general partnership under the laws of the
State of Texas and is located in Texas. Jack E. Pratt is the Managing General
Partner of the Partnership. The general partners of the Partnership are Jack E.
Pratt; C.A. Pratt Partners, Ltd., which is controlled by Jack E. Pratt, its
General Partner; Jill P. LaFerney, whose principal employment is owning and
operating an ice cream business and whose principal business address is 9054
Briarwood, Dallas, Texas 75209; and John R. Pratt, whose occupation is project
manager for HWCC Development Corporation, a construction and development
company, and whose principal business address is Two Galleria Tower, 13455 Noel
Road, Suite 2200, Dallas, Texas 75240. The principal business of the Partnership
is to hold investments for the benefit of its partners. The address of the
Partnership's principal business office is Two Galleria Tower, 13455 Noel Road,
Suite 2200, Dallas, Texas 75240.
The Trust is governed by the laws of the State of Texas and is located in
Texas. Jack E. Pratt is the Trustee of the Trust. The primary beneficiaries of
the Trust are William D. Pratt, Jr., who is currently on medical leave from the
Company and whose principal business address is 13455 Noel Road, Suite 2200,
Dallas, Teaxas 75240; Shawn Denise Bradshaw, a homemaker; Michael Shannan Pratt,
whose occupation is serving as Vice President of Operations of Hollywood Casino-
Aurora, Inc., which owns a casino in Aurora, Illinois, and whose principal
business address is 49 West Galena Blvd., Aurora, Illinois 60506; and Linda M.
Pratt, a homemaker. The principal business of the Trust is to hold
-8-
<PAGE>
investments for the benefit of its beneficiaries. The address of the Trust's
principal business office is Two Galleria Tower, 13455 Noel Road, Suite
2200, Dallas, Texas 75240.
The Limited Partnership is organized as a limited partnership under the
laws of the State of Texas and is located in Texas. Jack E. Pratt is the sole
General Partner of the Limited Partnership and acts as its Managing Partner.
The principal business of the Limited Partnership is to hold investments for the
benefit of its partners. The address of the Limited Partnership's principal
business office is Two Galleria Tower, 13455 Noel Road, Suite 2200, Dallas,
Texas 75240.
MEP Partnership is organized as a general partnership under the laws of the
State of Texas and is located in Texas. Jack E. Pratt and Aileene M. Pratt are
the Managing General Partners of MEP Partnership. The general partners of MEP
Partnership are Jack E. Pratt; Aileene M. Pratt, a homemaker; and Lizette Mejia,
as Custodian for Michael Eldon Pratt (a minor), whose occupation is memorabilia
archivist for HWCC Development Corporation, a construction and development
company, and whose principal business address is Two Galleria Tower, 13455 Noel
Road, Suite 2200, Dallas, Texas 75240. The principal business of MEP
Partnership is to hold investments for the benefit of its partners. The address
of MEP Partnership's principal business office is Two Galleria Tower, 13455 Noel
Road, Suite 2200, Dallas, Texas 75240.
CLP Partnership is organized as a general partnership under the laws of the
State of Texas and is located in Texas. Jack E. Pratt and Aileene M. Pratt are
the Managing General Partners of CLP Partnership. The general partners of CLP
Partnership are Jack E. Pratt; Aileene M. Pratt; and Lizette Mejia, as Custodian
for Caroline de La Fontaine Pratt (a minor). The principal business of CLP
Partnership is to hold investments for the benefit of its partners. The address
of CLP Partnership's principal business office is Two Galleria Tower, 13455 Noel
Road, Suite 2200, Dallas, Texas 75240.
To the best knowledge of Jack E. Pratt, in his personal capacity and his
capacity as Managing General Partner of the Partnership, Trustee of the Trust,
General Partner of the Limited Partnership, Custodian for Michael Eldon Pratt
and Caroline de La Fontaine Pratt and Managing Partner of MEP Partnership and
CLP Partnership, none of the Reporting Persons, general partners of the
Partnership, the primary beneficiaries of the Trust, the limited partners of the
Limited Partnership or the general partners of MEP Partnership or CLP
Partnership have, during the last five years, been convicted in a criminal
proceeding (excluding traffic violations and similar misdemeanors).
To the best knowledge of Jack E. Pratt, in his personal capacity and his
capacity as Managing General Partner of the Partnership, Trustee of the Trust,
General Partner of the Limited Partnership, Custodian for Michael Eldon Pratt
and Caroline de La Fontaine Pratt and Managing Partner of MEP Partnership and
CLP Partnership, none of the Reporting Persons, general partners of the
Partnership, the primary beneficiaries of the Trust, the limited partners of the
Limited Partnership or the partners of MEP Partnership or CLP Partnership have,
during the last five years, been a party to a court proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to a judgment, decree or final order enjoining future
violations or, prohibiting or
-9-
<PAGE>
mandating activities subject to, federal or state securities laws or finding any
violation with respect to such laws.
Jack E. Pratt, Jill P. LaFerney, John R. Pratt, William D. Pratt, Jr.,
Shawn Denise Bradshaw, Michael Shannan Pratt, Linda M. Pratt, Aileen M. Pratt,
Michael Eldon Pratt, Caroline de La Fontaine Pratt and Lizette Mejia are
citizens of the United States of America.
Item 3. Source and Amounts of Funds or Other Consideration.
- ------ --------------------------------------------------
Not applicable.
Item 4. Purpose of the Transaction.
- ------ --------------------------
William D. Pratt, the brother of Jack E. Pratt, served as Trustee of the
J.E. Pratt Family Trust (the "Pratt Family Trust"). In the prior 13G filings of
William D. Pratt relating to the Company, William D. Pratt, as Trustee, was
reported as the beneficial owner of the shares of Common Stock owned by the
Pratt Family Trust. On December 17, 1997, the Pratt of Family Trust distributed
4,588,867 shares of Common Stock to its beneficiaries (the "Distribution").
Pursuant to the Distribution and concurrent gifts from certain beneficiaries of
the Pratt Family Trust of Common Stock which such beneficiaries received in the
Distribution, the beneficial ownership of 1,147,217 shares of Common Stock of
the Company was shifted from William D. Pratt, as Trustee, to Jack E. Pratt,
individually.
No consideration was paid by the beneficiaries of the Pratt Family Trust in
return for the shares received in the Distribution. The acquisition of the
above Common Stock by Jack E. Pratt involved no independent action on his
behalf.
MEP Partnership acquired all of the shares of Common Stock held of record
by it pursuant to a purchase of 7,000 shares of Common Stock in the open market,
on October 1, 1997, and a gift of an additional 7,000 shares of Common Stock by
Jack E. Pratt, individually, on December 31, 1996.
CLP Partnership acquired all of the shares of Common Stock held of record
by it pursuant to a purchase of 7,000 shares of Common Stock in the open market
on October 1, 1997.
The Reporting Persons hold such shares for investment purposes. The
Reporting Persons have no present plans or intentions which would result in or
relate to any of the transactions described in Subparagraphs (a) through (j) of
Item 4 of Schedule 13D.
The Reporting Persons reserve the right to acquire additional securities of
the Company, to dispose of such securities at any time, or to formulate other
purposes, plans or proposals regarding the Company or any of its securities, to
the extent deemed advisable in light of their investment goals, market
conditions or other factors.
-10-
<PAGE>
Item 5. Interest in Securities of the Issuer.
- ------ ------------------------------------
(a) Jack E. Pratt, individually, owns of record 1,175,217 shares of Common
Stock of the Company, of which 229,444 shares are owned as Custodian for Michael
Eldon Pratt and 229,444 shares are owned as Custodian for Caroline de La
Fontaine Pratt (representing approximately 4.69% of the shares of Common Stock
outstanding on December 31, 1997, based on information supplied by the Company
to the Reporting Persons). Jack E. Pratt may be deemed to be the beneficial
owner of an aggregate of 5,431,594 shares of Common Stock (representing
approximately 21.7% of the shares of Common Stock outstanding on December
31,1997, based on information supplied by the Company to the Reporting Persons),
which number includes, in addition to the 716,329 shares owned of record by him,
1,799,387 shares owned of record by the Partnership; 1,003,867 shares owned of
record by the Trust; 1,282,123 shares owned of record by the Limited
Partnership; 229,444 shares owned of record by Jack E. Pratt, Custodian for
Michael Eldon Pratt; 229,444 shares owned of record by Jack E. Pratt, Custodian
for Caroline de La Fontaine; 14,000 shares owned of record by MEP Family
Partnership; 7,000 shares owned of record by CLP Family Partnership; and
currently exercisable options held by Jack E. Pratt to purchase 150,000 shares
of Common Stock.
The Partnership owns of record and beneficially an aggregate of 1,799,387
shares of Common Stock of the Company (representing approximately 7.22% of the
shares of Common Stock outstanding on December 31, 1997, based on information
supplied by the Company to the Reporting Persons).
The Trust owns of record and beneficially an aggregate of 1,003,867 shares
of Common Stock of the Company (representing approximately 4.03% of the shares
of Common Stock outstanding on December 31,1997, based on information supplied
by the Company to the Reporting Persons).
The Limited Partnership owns of record and beneficially an aggregate of
1,282,123 shares of Common Stock of the Company (representing approximately
5.15% of the shares of Common Stock outstanding on December 31, 1997, based on
information supplied by the Company to the Reporting Persons).
MEP Partnership owns of record and beneficially an aggregate of 14,000
shares of Common Stock of the Company (representing less than 0.1% of the shares
of Common Stock outstanding on December 31, 1997, based on information supplied
by the Company to the Reporting Persons).
CLP Partnership owns of record and beneficially an aggregate of 7,000
shares of Common Stock of the Company (representing less than 0.1% of the shares
of Common Stock outstanding on December 31, 1997, based on information supplied
by the Company to the Reporting Persons).
Aileene M. Pratt owns beneficially an aggregate of 21,000 shares of Common
Stock of the Company (representing less than 0.1% of the shares of Common Stock
outstanding on December 31, 1997, based on information supplied by the Company
to the Reporting Persons).
-11-
<PAGE>
None of Jill P. LaFerney, John R. Pratt, or Lizette Mejia own of record or
beneficially any shares of Common Stock.
The Reporting Persons hereby expressly disclaim the existence of any
"group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of
1934, as amended, between themselves or with any other person, with respect to
the Common Stock.
(b) Jack E. Pratt has sole voting power and sole dispositive power with
respect to the 716,329 shares of Common Stock owned of record by him; the
1,799,387 shares of Common Stock owned of record by the Partnership; the
1,003,867 shares of Common Stock owned of record by the Trust; the 1,282,123
shares of Common Stock owned of record by the Limited Partnership; the 229,444
shares of Common Stock owned of record by Jack E. Pratt, as Custodian for
Michael Eldon Pratt; and the 229,444 shares of Common Stock owned of record by
Jack E. Pratt, as Custodian for Caroline de La Fontaine Pratt. Jack E. Pratt
has shared voting powers and shared dispositive powers with respect to the
14,000 shares of Common Stock owned of record by MEP Partnership; and the 7,000
shares of Common Stock owned of record by CLP Partnership, for a total of
5,281,594 aggregate shares of Common Stock of the Company.
The Partnership has sole voting power and sole dispositive power with
respect to the 1,799,387 shares of Common Stock owned of record by it.
The Trust has sole voting power and sole dispositive power with respect to
the 1,003,867 shares of Common Stock owned of record by it.
The Limited Partnership has sole voting power and sole dispositive power
with respect to the 1,282,123 shares of Common Stock owned of record by it.
MEP Partnership has sole voting power and sole dispositive power with
respect to the 14,000 shares of Common Stock owned of record by it.
CLP Partnership has sole voting power and sole dispositive power with
respect to the 7,000 shares of Common Stock owned of record by it.
None of Jill P. LaFerney, John R. Pratt or Lizette Mejia have the power to
vote or direct the vote, shared power to vote or to direct the vote, sole power
to dispose or direct the disposition, or shared power to dispose or direct the
disposition of any shares of Common Stock.
(c) The only transaction by the Reporting Persons in the Common Stock of
the Company during the past 60 days is the Distribution and gifts described in
Item 4 above. The description of the Distribution and gifts in Item 4 is hereby
incorporated by this reference.
(d) Jack E. Pratt has the sole right to receive and the power to direct
the receipt of dividends from or the proceeds from the sale of the 716,329
shares of Common Stock owned of record by him; the 229,444 shares of Common
Stock owned of record by him, as Custodian
-12-
<PAGE>
for Michael Eldon Pratt; and the 229,444 shares of Common Stock owned of record
by him, as Custodian for Caroline de La Fontaine Pratt. The Partnership has the
sole right to receive and the power to direct the receipt of dividends from or
the proceeds from the sale of the 1,799,387 shares of Common Stock owned of
record by it. The Trust has the sole right to receive and the power to direct
the receipt of dividends from or the proceeds from the sale of the 1,003,867
shares of Common Stock owned of record by it. The Limited Partnership has the
sole right to receive and the power to direct the receipt of dividends from or
the proceeds from the sale of the 1,282,123 shares of Common Stock owned of
record by it. MEP Partnership has the sole right to receive and the power to
direct the receipt of dividends from or the proceeds from the sale of the 14,000
shares of Common Stock owned of record by it. CLP Partnership has the sole right
to receive and the power to direct the receipt of dividends from or the proceeds
from the sale of the 7,000 shares of Common Stock owned of record by it. Jack E.
Pratt and Aileene M. Pratt have the shared right to receive and the power to
direct the receipt of dividends from or the proceeds from the sale of the 21,000
shares of Common Stock owned of record by MEP Partnership and CLP Partnership.
None of Jill P. LaFerney, John R. Pratt or Lizette Mejia have the right to
receive or the power to direct the receipt of dividends from or the proceeds
from the sale of any shares of Common Stock.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
- ------ ---------------------------------------------------------------------
to Securities of the Issuer.
---------------------------
Jack E. Pratt is the Managing General Partner of the Partnership and the
Limited Partnership; the Trustee of the Trust; Custodian for Michael Eldon Pratt
and Caroline de La Fontaine Pratt; and Managing Partner of MEP Partnership and
CLP Partnership, all of which own Common Stock of the Company.
Attached hereto as Exhibit 7.1 and incorporated herein by reference is a
-----------
copy of a Joint Filing Agreement.
Item 7. Material to be Filed as Exhibits.
- ------ --------------------------------
7.1 Joint Filing Agreement.
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<PAGE>
SIGNATURES
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.
Date: February 10, 1998
JACK E. PRATT
/s/ Jack E. Pratt
-------------------------
W.D. PRATT FAMILY TRUST
/s/ Jack E. Pratt
-------------------------
By: Jack E. Pratt
Trustee
J.E. PRATT CO. NO. 1
/s/ Jack E. Pratt
-------------------------
By: Jack E. Pratt
Managing General Partner
C.A. PRATT PARTNERS, LTD.
/s/ Jack E. Pratt
-------------------------
By: Jack E. Pratt
General Partner
MEP FAMILY PARTNERSHIP
/s/ Jack E. Pratt
-------------------------
By: Jack E. Pratt
Managing Partner
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<PAGE>
CLP FAMILY PARTNERSHIP
/s/ Jack E. Pratt
-------------------------
By: Jack E. Pratt
Managing Partner
-15-
<PAGE>
EXHIBIT 7.1
JOINT FILING AGREEMENT
----------------------
In accordance with Rule 13d-1(f) promulgated under the Securities and
Exchange Act of 1934, as amended, the persons named below agree to the joint
filing on behalf of each of them of a Statement on Schedule 13D (including any
amendments thereto) with regard to the common stock of Hollywood Casino
Corporation, and further agree that this Joint Filing Agreement may be included
as an Exhibit to such joint filings. In evidence thereof, the undersigned, being
duly authorized, hereby execute this Agreement as of the 10th day of February,
1998.
JACK E. PRATT
/s/ Jack E. Pratt
-------------------------
W.D. PRATT FAMILY TRUST
/s/ Jack E. Pratt
-------------------------
By: Jack E. Pratt
Trustee
J.E. PRATT CO. NO. 1
/s/ Jack E. Pratt
-------------------------
By: Jack E. Pratt
Managing General Partner
C.A. PRATT PARTNERS, LTD.
/s/ Jack E. Pratt
-------------------------
By: Jack E. Pratt
General Partner
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<PAGE>
MEP FAMILY PARTNERSHIP
/s/ Jack E. Pratt
-------------------------
By: Jack E. Pratt
Managing Partner
CLP FAMILY PARTNERSHIP
/s/ Jack E. Pratt
-------------------------
By: Jack E. Pratt
Managing Partner
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