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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3 )*
_______
PRIMADONNA RESORTS, INC.
_______________________________________________________________________________
(Name of Issuer)
Common Stock, $.01 par value
_______________________________________________________________________________
(Title of Class of Securities)
741548 10 1
_____________________________
(CUSIP Number)
Check the following box if a fee is being paid with this statement ___. (A fee
is not required only if the filing 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).
*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 the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purposes 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).
SEC 1745 (2-95) Page 1 of 9 pages
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CUSIP No. 741548 10 1 13G Page 2 of 9 Pages
____________ ___ ___
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Gary E. Primm
SSN ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) X
(b) ___
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
9,808,162
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING 6 SHARED VOTING POWER
PERSON 0
WITH
7 SOLE DISPOSITIVE POWER
9,808,162
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,808,162
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
34.0%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP No. 741548 10 1 13G Page 3 of 9 Pages
____________ ___ ___
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Gary E. Primm as Trustee of the Gary Ernest Primm Family Trust
(u/t/d April 10, 1985
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) X
(b) ___
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Nevada
5 SOLE VOTING POWER
8,527,462
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING 6 SHARED VOTING POWER
PERSON 0
WITH
7 SOLE DISPOSITIVE POWER
8,527,462
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,527,462
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
29.5%
12 TYPE OF REPORTING PERSON*
OO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP No. 741548 10 1 13G Page 4 of 9 Pages
____________ ___ ___
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Gary E. Primm as Trustee of the Gary E. Primm Charitable Trust
(u/t/d December 27, 1995
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) X
(b) ___
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Nevada
5 SOLE VOTING POWER
1,280,000
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING 6 SHARED VOTING POWER
PERSON 0
WITH
7 SOLE DISPOSITIVE POWER
1,280,000
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,280,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.4%
12 TYPE OF REPORTING PERSON*
OO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP No. 741548 10 1
Item 1.
(a) Name of Issuer
Primadonna Resorts, Inc.
(b) Address of Issuer's Principal Executive Offices
P.O. Box 95997
Las Vegas, Nevada 89193-5997
Item 2.
(a) Name of Person Filing
This statement is filed by (I) the Gary Ernest Primm Family
Trust (u/t/d: April 10, 1985), a trust established under
Nevada law (the "Primm Trust"), (ii) the Gary E. Primm
Charitable Trust (u/t/d: December 27, 1995), a trust
established under Nevada law (the "Charitable Trust"), and
(iii) Gary E. Primm. The Primm Trust is an intervivos
revocable family trust where Mr. Primm serves as the sole
trustee and beneficiary. The Charitable Trust is a charitable
trust where Mr. Primm serves as the sole trustee and
beneficiary. The Primm Trust, the Charitable Trust and Mr.
Primm hereinafter collectively referred to as the "Reporting
Person".
(b) Address of Principal Business Officer or, if none, Residence
Mr. Primm P.O. Box 95997
Las Vegas, Nevada 89193-5997
Primm Trust P.O. Box 95997
Las Vegas, Nevada 89193-5997
Charitable Trust P.O. Box 95997
Las Vegas, Nevada 89193-5997
(c) Citizenship
Mr. Primm United States
Primm Trust Nevada
Charitable Trust Nevada
(d) Title of Class of Securities
Common Stock, $.01 par value
(e) CUSIP Number
741548 10 1
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b),
check whether the person filing is a:
Not applicable
Page 5 of 9
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CUSIP No. 741548 10 1
Item 4. Ownership
(a) Amount Beneficially Owned
The Primm Trust holds 8,527,462 shares of Company common
stock, and Mr. Primm is the sole beneficiary of the Primm
Trust and has sole voting and investment power over securities
held in the Primm Trust including the power to dispose or to
direct the disposition of such securities. The Charitable
Trust holds 1,280,000 shares of Company common stock, and Mr.
Primm is the sole beneficiary of the Charitable Trust and has
sole voting and investment power over securities held in the
Charitable Trust including the power to dispose or to direct
the disposition of such securities. Mr. Primm holds 700 shares
of Company common stock in his name and has sole voting and
investment power over these.
(b) Percent of Class
Mr. Primm 34.0%
Primm Trust 29.5%
Charitable Trust 4.4%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote
Mr. Primm 9,808,162
Primm Trust 8,527,462
Charitable Trust 1,280,000
(ii) shared power to vote or to direct the vote
Mr. Primm 0
Primm Trust 0
Charitable Trust 0
(iii) sole power to dispose or to direct the disposition of
Mr. Primm 9,808,162
Primm Trust 8,527,462
Charitable Trust 1,280,000
(iv) shared power to dispose or to direct the disposition of
Mr. Primm 0
Primm Trust 0
Charitable Trust 0
Item 5. Ownership of Five Percent of Less of a Class.
Not applicable
Page 6 of 9
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CUSIP No. 741548 10 1
Item 6. Ownership of More than Five Percent of Behalf of Another Person.
Not applicable
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company.
Not applicable
Item 8. Identification and Classification of Members of the Group.
Not applicable
Item 9. Notice of Dissolution of Group.
Not applicable
Item 10. Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary course
of business and were not acquired for the purpose of and do not have the effect
of changing or influencing the control of the issuer of such securities and
were not acquired in connection with or as a participant in any transaction
having such purposes or effect.
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.
February 6, 1998
_________________
Date
/s/ Gary E. Primm
____________________
Gary E. Primm
THE GARY ERNEST PRIMM FAMILY
TRUST (u/t/d April 10, 1985)
/s/ Gary E. Primm
____________________
Gary E. Primm, Trustee
The GARY E. PRIMM CHARITABLE
TRUST (u/t/d December 27, 1995
/s/ Gary E. Primm
____________________
Gary E. Primm, Trustee
Page 7 of 9
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CUSIP No. 741548 10 1
EXHIBIT INDEX
Exhibit Sequentially
Numbered
No. Description
Page
________ ___________ _____________
1. Joint Acquisition Statement 8
Page 8 of 9
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EXHIBIT 1
JOINT ACQUISITION STATEMENT
PURSUANT TO RULE 13d-1(f)(1)
The undersigned acknowledges and agree that the foregoing statement on Schedule
13G is filed on behalf of each of the undersigned and that all subsequent
amendments to this statement on Schedule 13G shall be filed on behalf of each
of the undersigned without the necessity of filing additional joint acquisition
statements. The undersigned acknowledge that each shall be responsible for the
timely filing of such amendments, and for the completeness and accuracy of the
information concerning him or its contained therein, but shall not be
responsible for the completeness and accuracy of the information concerning the
other, except to the extent that he or it knows or has reason to believe that
such information is inaccurate.
Dated: February 6, 1998
THE GARY ERNEST PRIMM FAMILY
TRUST (u/t/d April 10, 1985)
/s/ Gary E. Primm
____________________
Gary E. Primm, Trustee
The GARY E. PRIMM CHARITABLE
TRUST (u/t/d December 27, 1995
/s/ Gary E. Primm
____________________
Gary E. Primm, Trustee
/s/ Gary E. Primm
____________________
Gary E. Primm
Page 9 of 9
