<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. _____ )*
Sinclair Broadcast Group, Inc.
--------------------------------------------------
(Name of Issuer)
Class A Common Stock, $0.01 par value
--------------------------------------------------
(Title of Class of Securities)
829266 10 9
------------------------------
(CUSIP Number)
April 8, 1998
------------------------------------------------------
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* The remainder of this cover page shall be filed 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 coverage 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).
- ------------------
*See Item 1.
<PAGE> 2
SCHEDULE 13G
- -------------------------------------------------------------------------------
CUSIP NO. 829266 10 9
- --------------------------------------------------------------------------------
1. NAME OF REPORTING PERSON Bankers Trust Company
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON EIN No. 13-4941247
- --------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [X]
- --------------------------------------------------------------------------------
3. SEC USE ONLY
- --------------------------------------------------------------------------------
4. CITIZENSHIP OR PLACE OF ORGANIZATION
New York
- --------------------------------------------------------------------------------
NUMBERS OF 5. SOLE VOTING POWER
SHARES 172,300
BENEFICIALLY
OWNED BY EACH -------------------------------------------------------
REPORTING PERSON 6. SHARED VOTING POWER
WITH
0
-------------------------------------------------------
7. SOLE DISPOSITIVE POWER
198,500
-------------------------------------------------------
8. SHARED DISPOSITIVE POWER
0
- --------------------------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
198,500
- --------------------------------------------------------------------------------
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
- --------------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
.43%
- --------------------------------------------------------------------------------
12. TYPE OF REPORTING PERSON (See Instructions)
BK, IA
- --------------------------------------------------------------------------------
<PAGE> 3
SCHEDULE 13G
- --------------------------------------------------------------------------------
CUSIP NO. 829266 10 9
- --------------------------------------------------------------------------------
1. NAME OF REPORTING PERSON BT Alex.Brown Incorporated
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON EIN No. 13-3311934
- --------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [X]
- --------------------------------------------------------------------------------
3. SEC USE ONLY
- --------------------------------------------------------------------------------
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- --------------------------------------------------------------------------------
NUMBERS OF 5. SOLE VOTING POWER
SHARES
BENEFICIALLY 6,000
OWNED BY EACH -------------------------------------------------------
REPORTING PERSON
WITH 6. SHARED VOTING POWER
0
-------------------------------------------------------
7. SOLE DISPOSITIVE POWER
10,000
-------------------------------------------------------
8. SHARED DISPOSITIVE POWER
0
- --------------------------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,000
- --------------------------------------------------------------------------------
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
- --------------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
.02%
- --------------------------------------------------------------------------------
12. TYPE OF REPORTING PERSON (See Instructions)
BD
- --------------------------------------------------------------------------------
<PAGE> 4
SCHEDULE 13G
- --------------------------------------------------------------------------------
CUSIP NO. 829266 10 9
- --------------------------------------------------------------------------------
1. NAME OF REPORTING PERSON ALEX.BROWN INVESTMENT MANAGEMENT
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON EIN No.
- --------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [X]
- --------------------------------------------------------------------------------
3. SEC USE ONLY
- --------------------------------------------------------------------------------
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- --------------------------------------------------------------------------------
NUMBERS OF 5. SOLE VOTING POWER
SHARES
BENEFICIALLY 1,329,000
OWNED BY EACH ------------------------------------------------------
REPORTING PERSON 6. SHARED VOTING POWER
WITH
0
-------------------------------------------------------
7. SOLE DISPOSITIVE POWER
1,329,000
-------------------------------------------------------
8. SHARED DISPOSITIVE POWER
0
- --------------------------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,329,000
- --------------------------------------------------------------------------------
10.CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
- --------------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.83%
- --------------------------------------------------------------------------------
12. TYPE OF REPORTING PERSON (See Instructions)
IA
- --------------------------------------------------------------------------------
<PAGE> 5
SCHEDULE 13G
- --------------------------------------------------------------------------------
CUSIP NO. 829266 10 9
- --------------------------------------------------------------------------------
1. NAME OF REPORTING PERSON Bankers Trust Corporation
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON EIN No. 13-6180473
- --------------------------------------------------------------------------------
2.CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [X]
- --------------------------------------------------------------------------------
3. SEC USE ONLY
- --------------------------------------------------------------------------------
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- --------------------------------------------------------------------------------
NUMBERS OF 5. SOLE VOTING POWER 0
SHARES
BENEFICIALLY -------------------------------------------------------
OWNED BY EACH 6. SHARED VOTING POWER 0
REPORTING PERSON
WITH -------------------------------------------------------
7. SOLE DISPOSITIVE POWER 0
-------------------------------------------------------
8. SHARED DISPOSITIVE POWER 0
- --------------------------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
- --------------------------------------------------------------------------------
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
- --------------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0*
- --------------------------------------------------------------------------------
12. TYPE OF REPORTING PERSON
CO
- --------------------------------------------------------------------------------
- --------
* Bankers Trust Company is a direct, and BT Alex.Brown Incorporated is an
indirect, wholly-owned subsidiary of Bankers Trust Corporation. Alex.Brown
Investment Management is 50% owned indirectly by Bankers Trust Corporation. As
a result, Bankers Trust Corporation may be deemed to be the indirect beneficial
owner of the shares of Common Stock beneficially owned by Bankers Trust
Company, BT Alex.Brown Incorporated and Alex.Brown Investment Management.
<PAGE> 6
SCHEDULE 13G
ITEM 1.
(a) This statement on Schedule 13G relates to Sinclair Broadcast Group,
Inc., a Maryland corporation (the "Issuer").
(b) The principal executive offices of the Issuer are located at 2000 W.
41st Street, Baltimore, Maryland 21211.
ITEM 2.
(a) Persons filing:
This Schedule 13G is being filed by (i) Bankers Trust Company, a
New York banking corporation ("BTCo."), with respect to shares of
Common Stock beneficially held as fiduciary on behalf of its
customers; (ii) BT Alex. Brown Incorporated, formerly known as BT
Securities Corporation, a Delaware corporation ("BT Alex. Brown"),
with respect to shares of Common Stock beneficially owned by it as
principal and acquired by it in the ordinary course of business in
market making transactions and as fiduciary on behalf of its
customers; (iii) Alex.Brown Investment Management, a Maryland
limited partnership that is 50% owned indirectly by Bankers Trust
Corporation ("ABIM") with respect to shares of Common Stock
benefically owned by it as a fiduciary; and (iv) Bankers Trust
Corporation, a New York corporation formerly known as Bankers Trust
New York Corporation ("BTNY"), which, as a direct or indirect
parent of each of BTCo., BT Alex. Brown and ABIM may be deemed to
be the indirect beneficial owner of the shares of the Issuer.
(b) Addresses of persons filing:
BTCo., BT Alex.Brown and BTNY
130 Liberty Street
New York, New York 10006
ABIM
One South Street
Baltimore, Maryland 21202
(c) Citizenship of Persons filing:
See Item 2(a).
<PAGE> 7
(d) Title of Class of Securities:
Class A Common Stock, par value $.01 per share
(e) CUSIP Number: 829226 10 9
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT SECTIONS 240.13d-1(b) OR
240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
(a) |X| Broker or dealer registered under section 15 of the Act (15
U.S.C.78).
(BT Alex.Brown Incorporated)
(b) |X| Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(Bankers Trust Company)
(c) | | Insurance company as defined in Section 3(a)(19) of the
Act (15 U.S.C.78c).
(d) | | Investment company registered under Section 8 of the
Investment Company Act of 1940 (15 U.S.C.80a-8).
(e) |X| An investment adviser in accordance with
Section 240.13d-1(b)(1)(ii)(E);
(Bankers Trust Company, Alex.Brown Investment Management)
(f) | | An employee benefit plan or endowment fund in accordance
with Section 240.13d-1(b)(I)(ii)(F);
(g) |X| A parent holding company or control person in accordance
with Section 240.13d-1(b)(ii)(G);
(Bankers Trust Corporation)
(h) | | A savings associations as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C.1813);
(i) | | A church plan that is excluded from the definition of an
investment company under section 3(c) (14) of the Investment
Act of 1940 (15 U.S.C.80a-3);
(j) | | Group, in accordance with Section 240.13d-1(b)(1)(ii)(J).
<PAGE> 8
ITEM 4. OWNERSHIP.
(a)-(b) BTCo. beneficially owned as of December 31, 1998 198,500 shares of
Common Stock as fiduciary on behalf of its customers, constituting
.43% of the issued and outstanding shares of Common Stock.
BT Alex. Brown beneficially owned as of December 31, 1998 10,000
shares of Common Stock as fiduciary on behalf of its customers,
constituting .02% of the issued and outstanding shares of Common
Stock.
ABIM beneficially owned as of December 31, 1998 1,329,900 shares of
Common Stock as fiduciary on behalf of its customers, constituting
2.83% of the issued and outstanding shares of Common Stock.
(c) BTCo. had as of December 31, 1998 the sole power to vote 172,300
shares and the sole power to dispose of 198,500 shares of Common
Stock. Although it is deemed to be the beneficial owner thereof,
it had no power to vote 26,200 shares.
BT Alex.Brown had as of December 31, 1998 the sole power to vote
6,000 shares and the sole power to dispose of 10,000 shares of
Common Stock. Although it is deemed to be the beneficial owner
thereof, it had no power to vote 4,000 shares of Common Stock.
ABIM had as of December 31, 1998 the sole power to vote and dispose
of 1,329,900 shares of Common Stock.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
If this statement is being filed to report the fact that as of the
date hereof, the reporting person ceased to be the beneficial owner of more
than five percent of the class of securities, check the following: [ ].
This report is being filed as an amendment to a previously filed
statement on Schedule 13D. A report on Schedule 13D was filed on June 23, 1996,
and amended on January 24, 1997 (the "Original 13D"), on behalf of BTNY and
certain of its direct and indirect subsidiaries, including Pyramid Ventures,
Inc., a licensed small business investment company ("Pyramid"). See the
Original 13D, as previously filed.
The Original 13D was filed to, among other things, disclaim
membership in a group composed, to the best knowledge of the persons filing
this report, of Barry Baker, Boston Ventures Limited Partnership IV, Boston
Ventures Limited Partnership IVA and BancBoston Investments (the "BCI Group").
Pyramid and the members of the BCI Group held shares of Series B Convertible
Preferred Stock (the "Preferred Stock") of the Issuer that were convertible in
shares of Common Stock. To the best knowledge of the persons filing this
report, the BCI Group terminated on April 8, 1998.
On April 14, 1998, following the filing on April 8, 1998, of a
registration statement by the Issuer with respect to the Common Stock, Pyramid
converted the shares of Preferred Stock held by it into shares of Common Stock,
and on April 14, 1998, and on July 27, 1998, Pyramid sold the shares of Common
Stock held by it. Because Pyramid is not a person identified in Section
240.13d(1)(b), BTNY was not, until the disposition by Pyramid of shares of
Common Stock of the Issuer, entitled to file this report on Schedule 13G; BTNY
is now entitled to file on Schedule 13G.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
No other person has the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, any shares of the
Common Stock of the Issuer.
<PAGE> 9
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY.
Bankers Trust Company Items 3(b), 3(e)
BT Alex.Brown Incorporated Item 3(a)
Alex.Brown Investment Management Item 3(c)
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
Not applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
See the response to Item 5 with respect to the BCI Group.
ITEM 10. CERTIFICATION
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held in the ordinary
course of business and 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.
February 16, 1999
BANKERS TRUST CORPORATION
By: /s/ James T. Byrne, Jr.
--------------------------------
Name: James T. Byrne, Jr.
Title: Secretary
<PAGE> 1
JOINT FILING STATEMENT
Pursuant to Rule 13d-1(f)(1), each of the undersigned hereby consents to the
joint filing of a statement on Schedule 13G with respect to shares of Class A
Common Stock, $0.01 par value, of Sinclair Broadcast Group, Inc., on behalf
of each of them.
Date: February 16, 1999
Signature: BANKERS TRUST CORPORATION
By: /s/ James T. Byrne, Jr.
-------------------------------
Name: James T. Byrne, Jr.
Title: Senior Vice President
Signature: BANKERS TRUST COMPANY
By: /s/ James T. Byrne, Jr.
-------------------------------
Name: James T. Byrne, Jr.
Title: Managing Director
Signature: BT ALEX. BROWN INCORPORATED
By: /s/ James T. Byrne, Jr.
-------------------------------
Name: James T. Byrne, Jr.
Title: Secretary
Signature: ALEX. BROWN INVESTMENT MANAGEMENT
By: /s/ J. Dorsey Brown, III
-------------------------------
Name: J. Dorsey Brown, III
Title: Chief Executive Officer
