-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EsqHjEWcwNwojvlPZylW+ro+ll4nvdyuPU+2Fqh/8RVp8Sj/NP3ilvbeqG8MzL3p 0cs8xpN2rw0OsKyt3KhQ8A== 0000893750-99-000083.txt : 19990215 0000893750-99-000083.hdr.sgml : 19990215 ACCESSION NUMBER: 0000893750-99-000083 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990212 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MTR GAMING GROUP INC CENTRAL INDEX KEY: 0000834162 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 841103135 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-50735 FILM NUMBER: 99537675 BUSINESS ADDRESS: STREET 1: ROUTE 2 STREET 2: PO BOX 356 CITY: CHESTER STATE: WV ZIP: 26034 BUSINESS PHONE: 3043875712 MAIL ADDRESS: STREET 1: ROUTE 2 STREET 2: P O BOX 356 CITY: CHESTER STATE: WV ZIP: 26034 FORMER COMPANY: FORMER CONFORMED NAME: WINNERS ENTERTAINMENT INC DATE OF NAME CHANGE: 19931117 FORMER COMPANY: FORMER CONFORMED NAME: EXCALIBUR HOLDING CORPORATION DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: EXCALIBUR SECURITY SERVICES INC DATE OF NAME CHANGE: 19920202 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BREEDEN RICHARD C CENTRAL INDEX KEY: 0001077421 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: TWO CLINTON SQUARE CITY: SYRACUSE STATE: NY ZIP: 13202 BUSINESS PHONE: 3154229000 MAIL ADDRESS: STREET 1: TWO CLINTON SQUARE CITY: SYRACUSE STATE: NY ZIP: 13202 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 3) MTR Gaming Group, Inc. (Name of Issuer) Common Stock, $0.00001 par value per share (Title of Class of Securities) 300 64J 10 8 (CUSIP Number) Richard C. Breeden, Trustee The Bennett Funding Group, Inc. and Bennett Management & Development Corp. Two Clinton Square Syracuse, New York 13202 (315) 422-9000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) February 4, 1999 (Date of Event Which Requires Filing of this Statement) 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 / /. 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. (Continued on following pages) (Page 1 of 5 Pages) ____________________ [FN] 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 disclosures provided in a prior cover page. The information required on 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). CUSIP No. 300 64J 10 8 13D Page 2 of 5 Pages 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Richard C. Breeden, as Trustee 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 3 SECURITIES USE ONLY 4 SOURCE OF FUNDS* WC 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) /x/ 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF 7 SOLE VOTING POWER SHARES BENEFICIALLY 948,200 OWNED BY EACH 8 SHARED VOTING POWER REPORTING PERSON 0 WITH 9 SOLE DISPOSITIVE POWER 948,200 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 948,200 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.5% 14 TYPE OF REPORTING PERSON* 00 *SEE INSTRUCTIONS BEFORE FILLING OUT! -2- The cover page and Items 5 and 6 of the Statement filed pursuant to Rule 13d-1 under Section 13(d) of the Securities Exchange Act of 1934, as amended, on behalf of The Bennett Funding Group, Inc. ("BFG") and Bennett Management & Development Corp. ("BMDC"), with respect to a reportable event occurring on October 22, 1996, as amended by Amendment No. 1 dated January 20, 1999 and Amendment No. 2 dated January 20, 1999, are amended and restated as set forth herein. Item 5. Interest in Securities of the Issuer. (a) According to MTR's Quarterly Report on Form 10-Q for the quarter ended September 30, 1998, there were 20,855,775 shares of Common Stock issued and outstanding as of November 9, 1998. The total number of shares beneficially owned by the Estate and by the Trustee, after the transactions described in Item 5(c) below, is 948,200 shares, representing approximately 4.5% of the total issued and outstanding shares of Common Stock. (b) After the transactions described in Item 5(c) below, the Trustee has sole power to vote or direct the vote as to 948,200 shares and sole power to dispose or direct the disposition of 948,200 shares. (c) The Trustee disposed of a total of 581,800 shares of Common Stock as follows:
Price Number of Shares Date Sold Per Share Manner 9,000 November 17, 1998 $2.3958 open market sale 10,000 November 18, 1998 $2.3750 open market sale 10,600 November 20, 1998 $2.5059 open market sale 12,500 November 25, 1998 $2.5060 open market sale 6,000 November 27, 1998 $2.5885 open market sale 10,000 November 30, 1998 $2.5625 open market sale 5,000 December 1, 1998 $2.4375 open market sale 9,000 December 1, 1998 $2.3958 open market sale 1,700 December 2, 1998 $2.4375 open market sale 9,000 December 3, 1998 $2.3750 open market sale 10,000 December 9, 1998 $2.3400 open market sale 2,000 December 10, 1998 $2.3438 open market sale 16,000 December 11, 1988 $2.3750 open market sale 12,500 December 16, 1998 $2.1250 open market sale 13,000 December 17, 1998 $2.1538 open market sale 37,000 December 18, 1998 $2.3378 open market sale 20,000 December 21, 1998 $2.3547 open market sale 15,000 December 22, 1998 $2.2940 open market sale 8,500 December 23, 1998 $2.3879 open market sale 22,500 January 15, 1999 $2.3125 open market sale 15,000 January 19, 1999 $2.2658 open market sale 10,000 January 20, 1999 $2.3156 open market sale 6,000 January 21, 1999 $2.2552 open market sale 5,000 January 22, 1999 $2.2250 open market sale 16,000 January 25, 1999 $2.1895 open market sale 28,000 January 26, 1999 $2.2154 open market sale 29,000 January 27, 1999 $2.2263 open market sale 25,000 January 28, 1999 $2.2613 open market sale 29,100 January 29, 1999 $2.2652 open market sale 25,000 February 1, 1999 $2.2825 open market sale 8,300 February 2, 1999 $2.3031 open market sale 33,000 February 3, 1999 $2.2509 open market sale 30,000 February 4, 1999 $2.2500 open market sale 21,000 February 5, 1999 $2.2902 open market sale 40,000 February 8, 1999 $2.3125 open market sale 7,000 February 9, 1999 $2.3125 open market sale 13,100 February 10, 1999 $2.2500 open market sale 2,000 February 11, 1999 $2.2500 open market sale
-3- (d) Not applicable. (e) The Estate and the Trustee ceased to be the beneficial owners of five percent of MTR's Common Stock on February 4, 1999. Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer. The Amendment of Construction Loan Agreement, dated September 19, 1996, among the Trustee, MPI and MTR, grants the Trustee certain registration rights relating to the shares of MTR issued pursuant to the Construction Loan Agreement, to the extent the public sale of such shares is restricted. -4- SIGNATURE After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. DATED: February 12, 1999 /s/ Richard C. Breeden --------------------------------------- Name: Richard C. Breeden, as Trustee -5- -----END PRIVACY-ENHANCED MESSAGE-----