SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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X
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Azalea 2008 Trust

(Last) (First) (Middle)
C/O MILLER THOMSON LLP, SCOTIA PLAZA
40 KING STREET WEST, SUITE 5800

(Street)
TORONTO A6 M5H 3S1

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MAGNA ENTERTAINMENT CORP [ MECAQ ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/29/2009
4. If Amendment, Date of Original Filed (Month/Day/Year)
06/30/2009
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Subordinate Voting Stock 06/29/2009 S 628,570 D $0.01(1) 0 D(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Azalea 2008 Trust

(Last) (First) (Middle)
C/O MILLER THOMSON LLP, SCOTIA PLAZA
40 KING STREET WEST, SUITE 5800

(Street)
TORONTO A6 M5H 3S1

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
2191273 Ontario Inc.

(Last) (First) (Middle)
C/O MILLER THOMSON LLP, SCOTIA PLAZA
40 KING STREET WEST, SUITE 5800

(Street)
TORONTO A6 M5H 3S1

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Jones Timothy

(Last) (First) (Middle)
C/O MILLER THOMSON LLP, SCOTIA PLAZA
40 KING STREET WEST, SUITE 5800

(Street)
TORONTO A6 M5H 3S1

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. This Amendment to Form 4 is being filed to correct the price of the securities disposed of reported in column 4 of Table I. The price per share has been rounded. The aggregate purchase price was approximately USD$6,484.52 (converted from CAD$7,500.00, using an exchange rate of 1.1566), and not USD$7,500.00 as previously reported.
2. The shares reported herein were held directly by The Azalea 2008 Trust. Timothy Jones is the sole director and officer of 2191273 Ontario Inc., which is the trustee of The Azalea 2008 Trust. The reporting person and joint filers disclaim beneficial ownership of the securities covered by this statement in excess of their pecuniary interest therein.
/s/ Timothy Jones, Director of 2191273 Ontario Inc., as Trustee for The Azalea 2008 Trust 07/02/2009
** 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 4 (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).
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