UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
COINSTAR, INC.
(Name of Issuer)
Common Stock, $.001 par value
(Title of Class of Securities)
19259P300
(CUSIP Number)
OCTOBER 27, 1999
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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).
(Page 1 of 5 pages)
<PAGE>
SCHEDULE 13G
CUSIP No. 19259P300 Page 2 of 5 Pages
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1 NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE
PERSONS
Mark A. Riely
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)[ ] (b)[ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OR ORGANIZATION
United States
5 NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
VOTING POWER
149,500
6 NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
VOTING POWER
965,800
7 NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
DISPOSITIVE POWER
149,500
8 NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
DISPOSITIVE POWER
965,800
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,115,300
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.6%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
page 2 of 5 pages
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ITEM 1(a). Name of Issuer:
Coinstar, Inc.
ITEM 1(b). Address of Issuer's Principal Executive Offices:
1800 114th Avenue S.E., Suite 200
Bellevue, WA 98004
ITEM 2(a). Name of Person Filing:
This statement is filed by:
Mark A. Riely ("Riely") with respect to the shares of Common Stock, par
value $.001 per share ("Common Stock") of the Company which may be deemed to be
beneficially owned by Riely, including 149,500 shares of Common Stock owned of
record by Riely, 110,800 shares of Common Stock owned by Media Group
Investments, Ltd., which has as its investment advisor Vercingetorix Corp., of
which Riely is a 50% shareholder, 709,000 shares of Common Stock owned by Media
Group Investors, L.P., which has a sole general partner, Media Group Management,
Inc., of which Riely is a 75% shareholder, and 146,000 shares of Common Stock
owned by an account of Goldman Sachs Strategic Tech Fund, which account is
managed by Vercingetorix Corp., of which Riely is a 50% shareholder.
ITEM 2(b). Address of Principal Business Office, or, if None, Residence:
The address of Riely is 260 West Broadway, Suite 2-D, New
York, New York 10013.
ITEM 2(c). Citizenship:
Riely is a United States citizen.
ITEM 2(d). Title of Class of Securities:
This statement relates to the Company's Common Stock, par
value $.001 per share.
ITEM 2(e). CUSIP Number:
19259P300
ITEM 3. If this statement is filed pursuant to rule 13d-1(b)
or 13d-2(b) or (c), check whether the person is a:
(a) [ ] Broker or dealer registered under Section 15 of the Act,
(b) [ ] Bank as defined in Section 3(a)(6) of the Act,
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act,
(d) [ ] Investment Company registered under Section 8 of the Investment
Company Act,
(e) [ ] Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E),
(f) [ ] Employee Benefit Plan or Endowment Fund in accordance with Rule
13d-1(b)(1)(ii)(F),
(g) [ ] Parent Holding Company or control person in accordance with Rule
13d-1(b)(1)(ii)(G),
(h) [ ] Savings Association as defined in Section 3(b) of the Federal
Deposit Insurance Act,
(i) [ ] Church Plan that is excluded from the definition of an investment
company under Section 3(c)(14) of the Investment Company Act.
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c) check this box. [X]
(Page 3 of 5 pages)
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ITEM 4. OWNERSHIP.
(a) Amount beneficially owned: 1,115,300
(b) Percent of class: 5.6%
(c) (i) Sole power to vote or direct the vote: 149,500
(ii) Shared power to vote or direct the vote: 965,800
(iii) Sole power to dispose or direct the disposition: 149,500
(iv) Shared power to dispose or direct the disposition: 965,800
As of November 8, 1999 Riely has the sole power to vote and dispose of
149,500 shares of Common Stock owned of record by Riely. Riely has the shared
power to vote and dispose of 110,800 shares of Common Stock owned by Media Group
Investments, Ltd., which has as its investment advisor Vercingetorix Corp., of
which Riely is a 50% shareholder, 709,000 shares of Common Stock owned by Media
Group Investors, L.P. which has a sole general partner, Media Group Management,
Inc., of which Riely is a 75% shareholder, and 146,000 shares of Common Stock
owned by an account of Goldman Sachs Strategic Tech Fund, which account is
managed by Vercingetorix Corp., of which Riely is a 50% shareholder.
ITEM 5. Ownership of Five Percent or Less or a Class.
Not applicable.
ITEM 6. Ownership of More than Five Percent on Behalf of Another
Person.
See Item 4.
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.
(Page 4 of 5 pages)
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ITEM 10. Certification.
Riely hereby makes the following certification:
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were not acquired and are not held
for the purpose of or with the effect of changing or influencing the control of
the issuer of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having that purpose 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.
Dated: November 8, 1999
/s/Mark A. Riely
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Mark A. Riely
(Page 5 of 5 pages)
