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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
Amendment No.: 1
Name of Issuer: LodgeNet Entertainment Corporation
Title of Class of Securities: Common Stock, $1 par value
CUSIP Number: 540211109
(Name, Address and Telephone Number of Person
Authorized To Receive Notices and Communications)
Richard Cooperstein
Red Coat Capital Management, L.L.C.
350 Park Avenue, 5th Floor
New York, New York 10022
(Date of Event which Requires Filing of this Statement)
October 17, 2000
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(e), 13d-1(f) or 13d-1(g), check the following box
[X]
Note: Schedules filed in paper format shall include a
signed original and five copies of the schedule, including
all exhibits. See Rule 13d-7(b) 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 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 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).
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CUSIP No.: 540211109
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Red Coat Capital Management, L.L.C.
2. Check the Appropriate Box if a Member of a Group
a.
b.
3. SEC Use Only
4. Source of Funds
OO
5. Check if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e)
6. Citizenship or Place of Organization
Delaware
Number of Shares Beneficially Owned by Each Reporting Person
With:
7. Sole Voting Power:
8. Shared Voting Power:
1,321,300
9. Sole Dispositive Power:
10. Shared Dispositive Power:
1,321,300
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11. Aggregate Amount Beneficially Owned by Each Reporting
Person
1,321,300
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares [ ]
13. Percent of Class Represented by Amount in Row (11)
10.85%
14. Type of Reporting Person
OO
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CUSIP No.: 540211109
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Red Coat Capital Partners, L.P.
2. Check the Appropriate Box if a Member of a Group
a.
b.
3. SEC Use Only
4. Source of Funds
WC
5. Check if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e)
6. Citizenship or Place of Organization
Delaware
Number of Shares Beneficially Owned by Each Reporting Person
With:
7. Sole Voting Power:
8. Shared Voting Power:
820,880
9. Sole Dispositive Power:
10. Shared Dispositive Power:
820,880
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11. Aggregate Amount Beneficially Owned by Each Reporting
Person
820,880
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares [ ]
13. Percent of Class Represented by Amount in Row (11)
6.74%
14. Type of Reporting Person
PN
5
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CUSIP No.: 540211109
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Kenneth L. Londoner
2. Check the Appropriate Box if a Member of a Group
a.
b.
3. SEC Use Only
4. Source of Funds
OO
5. Check if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e)
6. Citizenship or Place of Organization
United States
Number of Shares Beneficially Owned by Each Reporting Person
With:
7. Sole Voting Power:
8. Shared Voting Power:
1,321,300
9. Sole Dispositive Power:
10. Shared Dispositive Power:
1,321,300
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11. Aggregate Amount Beneficially Owned by Each Reporting
Person
1,321,300
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares [ ]
13. Percent of Class Represented by Amount in Row (11)
10.85%
14. Type of Reporting Person
IN
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The purpose of this Schedule 13D is to report the ownership
of Red Coat Capital Management, L.L.C. ("RCCM"), Red Coat
Capital Partners, L.P. ("RCCP") and Kenneth L. Londoner
(collectively, the "Reporting Persons") in the Common Stock
(the "Common Stock") of LodgeNet Entertainment Corporation
(the "Issuer") of 10.85%, 6.74% and 10.85%, respectively, of
the outstanding Common Stock.
Item 1. Security and Issuer
The title of the class of equity securities to
which this statement relates is: Common Stock.
The name and address of the principal executive and
business office of the Issuer is:
LodgeNet Entertainment Corporation
3900 West Innovation Street
Sioux Falls, South Dakota 57107
Item 2. Identity and Background
This statement is being filed on behalf of RCCM, a
Delaware limited liability corporation, RCCP, a Delaware
limited partnership and Kenneth L. Londoner, together the
"Reporting Persons." RCCM has investment discretion over
certain private investment funds for which it serves as
general partner or investment manager. RCCP, a Delaware
limited partnership, is a private investment fund which is
managed by RCCM. Mr. Londoner is the managing member of
RCCM. The principal office of the Reporting Persons is at
350 Park Avenue, 5th Floor, New York, New York 10022.
None of the Reporting Persons has, during the last
five years, been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors).
None of the Reporting Persons has, during the last five
years, been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction which resulted
in a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities
subject to federal or state securities laws or finding any
violations with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration
The funds for the purchase of the Common Stock
deemed to be beneficially owned by RCCM and Mr. Londoner
came from the working capital of their investment management
clients. The funds for the purchase of the Common Stock
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owned by RCCP came from its own working capital. No funds
were borrowed to purchase any of the Common Stock.
Item 4. Purpose of Transactions
The Common Stock deemed to be beneficially owned by
the Reporting Persons is held for investment purposes.
The Reporting Persons have not entered into any
agreements or arrangements relating to the Common Stock.
The Reporting Persons do not have any plan or
proposal which relates to, or would result in, any of the
actions enumerated in Item 4 of the instructions to the
Schedule 13D. The Reporting Persons reserves the right to
acquire additional Common Stock, dispose of all or some of
the Common Stock from time to time, or continue to hold the
Common Stock.
Item 5. Interest in Securities of Issuer
As of the date hereof, RCCM, RCCP and Mr. Londoner
are deemed to beneficially own 1,321,300, 820,880 and
1,321,300 shares of the Common Stock. Based on information
contained in the Issuer's Form 10-Q dated August 11, 2000,
as of July 31, 2000 there were 12,184,199 shares of Common
Stock outstanding. Therefore, RCCM, RCCP and Mr. Londoner
are deemed to beneficially own 10.85%, 6.74 and 10.85%,
respectively of the outstanding shares of Common Stock. The
Reporting Persons have the shared power to vote or direct
the vote of all 1,321,300 shares of the Common Stock. The
Reporting Persons have the power to dispose of or direct the
disposition of all 1,321,300 shares of the Common Stock.
All transactions in the Common Stock effected by the
Reporting Persons during the sixty days prior to October 18,
2000 through the date of this filing were effected in
open-market transactions and are set forth in Exhibit B
hereto.
The Reporting Persons may be deemed to be
beneficially owners of the shares of Common Stock. Pursuant
to Rule 13d-4 promulgated under the Securities Exchange Act
of 1934, the Reporting Persons hereby declare that the
filing of this Schedule 13D shall not be construed as an
admission that the Reporting Persons are the beneficial
owners of the Common Stock.
Item 6. Contracts, Arrangements, Understandings or
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Relationships with Respect to Securities of the Issuer
N/A
Item 7. Material to be Filed as Exhibits
1. An agreement relating to the filing of a joint
statement as required by Rule 13d-1(f) under
the Securities Exchange Act of 1934 is filed
herewith as Exhibit A.
2. A description of the transactions in the
Common Stock that were effected by the
Reporting Persons during the 60 days prior to
October 18, 2000 through the date of this
filing is filed herewith as Exhibit B.
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Signature
The undersigned, after reasonable inquiry and to
the best of their knowledge and belief, certify that the
information set forth in this statement is true, complete
and correct.
RED COAT CAPITAL MANAGEMENT, L.L.C.
By: /s/ Kenneth L. Londoner
_____________________________
Kenneth L. Londoner
Managing Member
RED COAT CAPITAL PARTNERS, L.P.
By: Red Coat Capital Management,
L.L.C.
General Partner
By: /s/ Kenneth L. Londoner
_____________________________
Kenneth L. Londoner
Managing Member
/s/ Kenneth L. Londoner
_____________________________
Kenneth L. Londoner
October 24, 2000
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Exhibit A
AGREEMENT
The undersigned agree that this Schedule 13D dated
October 24, 2000 relating to the Common Stock of LodgeNet
Entertainment Corporation shall be filed on behalf of the
undersigned.
RED COAT CAPITAL MANAGEMENT, L.L.C.
By: /s/ Kenneth L. Londoner
_____________________________
Kenneth L. Londoner
Managing Member
RED COAT CAPITAL PARTNERS, L.P.
By: Red Coat Capital Management,
L.L.C.
General Partner
By: /s/ Kenneth L. Londoner
_____________________________
Kenneth L. Londoner
Managing Member
/s/ Kenneth L. Londoner
_____________________________
Kenneth L. Londoner
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Exhibit B
SCHEDULE OF TRANSACTIONS
Price Per Share
Date Shares Purchased or (Sold) (excluding commission)
____ __________________________ _____________________
Oct 17 2000 (77,500) 15.438
Oct 17 2000 (67,400) 15.438
Oct 17 2000 (142,500) 14.875
Oct 17 2000 (34,016) 14.875
Oct 17 2000 (823,484) 14.875
Oct 18 2000 (6,400) 14.25
Oct 18 2000 (93,600) 14.25
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02108003.AB4
