-----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, SngKSOVeRpVLh+/kEnXFziMlv7+vUHkls+NOZbm6bpdSvmpBuo24Dh3p5dvCoTvi k8m2uiv52xLEmMkJsraCbA== 0000897101-98-001209.txt : 19981204 0000897101-98-001209.hdr.sgml : 19981204 ACCESSION NUMBER: 0000897101-98-001209 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19981203 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CHILDRENS BROADCASTING CORP CENTRAL INDEX KEY: 0000882160 STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832] IRS NUMBER: 411663712 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-45343 FILM NUMBER: 98763670 BUSINESS ADDRESS: STREET 1: 724 1ST ST N STREET 2: 4TH FLOOR CITY: MINNEAPOLIS STATE: MN ZIP: 55401 BUSINESS PHONE: 6123383300 MAIL ADDRESS: STREET 1: 724 FIRST STREET NORTH STREET 2: FOURTH FLOOR CITY: MINNEAPOLIS STATE: MN ZIP: 55401 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DAHL CHRISTOPHER T CENTRAL INDEX KEY: 0000939483 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 724 1ST STREET NORTH CITY: MINNEAPOLIS STATE: MI ZIP: 55401 BUSINESS PHONE: 6123309500 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (RULE 13d-101) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2)* Children's Broadcasting Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 168755-20-5 (CUSIP Number) Lance W. Riley, Esq. Children's Broadcasting Corporation 724 First Street North, Fourth Floor Minneapolis, MN 55401 (612) 338-3300 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) November 10, 1998 (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(b)(3) or (4), check the following box |_|. - --------------------------- *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 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). (Continued on following page(s)) Page 1 of 4 CUSIP No. 168755-20-5 13D Page 2 of 4 Pages - -------------------------------------------------------------- --------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Christopher T. Dahl --------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_| --------------------------------------- 3 SEC USE ONLY --------------------------------------- 4 SOURCE OF FUNDS* N/A --------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) |_| --------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States --------------------------------------- 7 SOLE VOTING POWER 793,382 --------------------------------------- NUMBER OF 8 SHARED VOTING POWER SHARES BENEFICIALLY 22,500 OWNED BY EACH --------------------------------------- REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 793,382 --------------------------------------- 10 SHARED DISPOSITIVE POWER 22,500 --------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 815,882 --------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_| --------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 12.3% --------------------------------------- 14 TYPE OF REPORTING PERSON* IN --------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT!
The Reporting Person hereby amends his statements on this Schedule 13D originally filed on January 10, 1997, as amended on October 23, 1998, with respect to his beneficial ownership of shares of Common Stock, par value $.02 per share, of Children's Broadcasting Corporation, a Minnesota corporation (the "Issuer"). Item 5 of this Schedule 13D/A is hereby amended and restated as follows: Item 5: Interest in Securities of the Issuer (a) As of the date of this Schedule 13D, the Reporting Person beneficially owned 815,882 shares of Common Stock constituting approximately 12.3% of outstanding Common Stock of the Issuer. (b) The Reporting Person has the sole power to vote or to direct the vote and the sole power to dispose or to direct the disposition of 793,382 shares of Common Stock of the Issuer reported herein. The Reporting Person has shared power to vote or to direct the vote and shared power to dispose or to direct the disposition of 22,500 shares of Common Stock of the Issuer reported herein. (c) On October 30, 1998, options held by the Reporting Person to purchase an aggregate of 330,396 shares of the Issuer's Common Stock vested in full upon the Issuer's consummation of the sale of its assets to Catholic Radio Network, LLC. On November 10, 1998, the Reporting Person and Richard W. Perkins sold an aggregate of 171,000 shares of Common Stock of the Issuer to the Issuer in connection with the Issuer's share repurchase program. Such shares were sold at the actual cost paid by the Reporting Person and Mr. Perkins, including financing expenses associated therewith. (d) Not applicable. (e) Not applicable. Page 3 of 4 SIGNATURE After reasonable inquiring 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: December 3, 1998 /s/ Christopher T. Dahl Christopher T. Dahl Chairman of the Board, President and Chief Executive Officer of Children's Broadcasting Corporation Page 4 of 4 -----END PRIVACY-ENHANCED MESSAGE-----