SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
WOLFINGTON CHRISTOPHER

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/02/2004
3. Issuer Name and Ticker or Trading Symbol
IGAMES ENTERTAINMENT INC [ IGME ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chairman, CEO and President
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 2,000 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Preferred Stock (1) (2) Common Stock 9,731,810 (3) D
Series A Preferred Stock (1) (2) Common Stock 2,703,280 (3) I By 2003 Grantor Retained Annuity Trust of Christopher M. Wolfington
Common Stock Warrants (right to buy) (4) 01/02/2014 Common Stock 2,395,000 $0.01 D
Stock Options (right to buy) (4) 01/02/2014 Common Stock 2,635,000 $0.01 D
Explanation of Responses:
1. The shares of Series A Preferred Stock shall automatically convert into shares of common stock on the date on which both (i) the Issuer's shareholders approve amendments to its Articles of Incorporation to increase its authorized shares of capital stock to at least (A) 150,000,000 shares of common stock, par value $.004 per share and (B) 20,000,000 shares of "blank check" preferred stock, par value $.001 per share (together, the "Amendments") and the State of Nevada accepts a Certificate of Amendment approving the Amendments and (ii) the Issuer consummates its acquisition of Chex Services, Inc., a Minnesota corporation. Additionally, the Reporting Person may elect to convert all, but not less than all, of his shares of Series A Preferred Stock into shares of common stock at any time after which the Issuer's shareholders approve the Amendments and the State of Nevada accepts a Certificate of Amendment approving the Amendments.
2. There is no expiration date for the Series A Preferred Stock.
3. Each share of Series A Preferred Stock is convertible into 10 shares of common stock of the Issuer.
4. Immediately
Christopher M. Wolfington 01/07/2004
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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