-----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, ErOUKmE4lOOSLT7eU4U+QGDniuicD6+RvrerUapyXGhHmaZWxriTbFxCr1/34+xy mK9dMWNwMUdhcFn/lM3dMA== 0001200952-04-000110.txt : 20040212 0001200952-04-000110.hdr.sgml : 20040212 20040212161429 ACCESSION NUMBER: 0001200952-04-000110 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040212 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HOLLYWOOD ENTERTAINMENT CORP CENTRAL INDEX KEY: 0000905895 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-VIDEO TAPE RENTAL [7841] IRS NUMBER: 930981138 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-43241 FILM NUMBER: 04591853 BUSINESS ADDRESS: STREET 1: 9275 SW PEYTON LANE CITY: WILSONVILLE STATE: OR ZIP: 97070 BUSINESS PHONE: 5035701600 MAIL ADDRESS: STREET 1: 9275 SW PEYTON LANE CITY: WILSONVILLE STATE: OR ZIP: 97070 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WATTLES MARK J CENTRAL INDEX KEY: 0000938576 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 9275 SW PEYTON LANE CITY: WILSONVILLE STATE: OR ZIP: 97070 BUSINESS PHONE: 5035701615 MAIL ADDRESS: STREET 1: 9275 SW PEYTON LANE STREET 2: ATTN: BETH M. PIERSON CITY: WILSONVILLE STATE: OR ZIP: 97070 SC 13G/A 1 he_13g40212wattles.txt AMENDMENT 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Hollywood Entertainment Corporation - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock - -------------------------------------------------------------------------------- (Title of Class of Securities) 436141 10 5 -------------------------------- (CUSIP Number) December 31, 2003 ------------------------------------------------------- (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 13G CUSIP No. 436141-10-5 - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Mark J. Wattles - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_| (b) |_| - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America - -------------------------------------------------------------------------------- NUMBER OF 5 SOLE VOTING POWER SHARES BENEFICIALLY OWNED BY 6,637,600 EACH REPORTING PERSON -------------------------------------------------------- WITH 6 SHARED VOTING POWER 0 -------------------------------------------------------- 7 SOLE DISPOSITIVE POWER 6,637,600 -------------------------------------------------------- 8 SHARED DISPOSITIVE POWER 0 -------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,637,600 - -------------------------------------------------------------------------------- 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* - -------------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 10.3% - -------------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* IN - -------------------------------------------------------------------------------- Page 2 of 5 pages ITEM 1. ISSUER (a) The name of the Issuer is Hollywood Entertainment Corporation. (b) The Issuer's principal executive offices are located at 9275 SW Peyton Lane, Wilsonville, Oregon 97070. ITEM 2. REPORTING PERSON AND SECURITY (a) This Statement is filed by Mr. Mark J. Wattles, an individual. (b) Mr. Wattles' business address is 9275 SW Peyton Lane, Wilsonville, Oregon 97070. (c) Mr. Wattles is a citizen of the United States of America. (d) This Statement relates to shares of Common Stock of Hollywood Entertainment Corporation. (e) The CUSIP number assigned to the Common Stock of the Issuer is 436141-10-5. ITEM 3. FILINGS PURSUANT TO RULE 13D-1(B) OR 13D-2(B) CHECK WHETHER THE PERSON FILING IS A: (a) / / Broker of dealer registered under Section 15 of the Exchange Act; (b) / / Bank as defined in section 3(a)(6) of the Exchange Act; (c) / / Insurance company as defined in section 3(a)(19) of the Exchange Act; (d) / / Investment company registered under section 8 of the Investment Company Act of 1940; (e) / / An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) / / An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) / / A parent holding company or control person, in accordance with Rule 13d-1(b)(ii)(G); (h) / / A savings association, as defined in Section 3(b) of the Federal Deposit Insurance Act; (i) / / A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940; (j) / / Group, in accordance with Rule 13d-1(b)(1)(ii)(J). ITEM 4. OWNERSHIP (a) Under the rules and regulations of the Securities and Exchange Commission, Mr. Wattles may be deemed to be the beneficial owner of a total of 6,637,600 shares of Issuer Common Stock. This amount includes 3,500,000 shares subject to options that are currently exercisable or become exercisable within 60 days of December 31, 2003. (b) Mr. Wattles' beneficial ownership of Issuer Common Stock represented approximately 10.3% of the Issuer's 64,331,051 issued and outstanding shares on October 13, 2003. For the purpose of computing the percentage of outstanding securities beneficially owned, the number of shares issued and outstanding is based on the amount reported in the Issuer's most recently filed quarterly report and includes those shares subject to Mr. Wattles' options. Page 3 of 5 pages (c) Mr. Wattles has sole power to vote or direct the voting and to dispose or to direct disposition of the outstanding shares that he beneficially owns. ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS Not applicable. ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON Not applicable. 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. ITEM 10. 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. Page 4 of 5 pages 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. February 10, 2004 ------------------------------------ Date /s/ MARK J. WATTLES ------------------------------------ Mark J. Wattles Page 5 of 5 pages -----END PRIVACY-ENHANCED MESSAGE-----