-----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, V/19bYNNaqcMlqrhao48Xq16tfjtUStjP5HrJr2HO5h6i1Dvj2h4J45STHKyN5kH Ng4MnsAznEXCGjoAazJ57w== 0000950137-03-003829.txt : 20030717 0000950137-03-003829.hdr.sgml : 20030717 20030717155719 ACCESSION NUMBER: 0000950137-03-003829 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20030717 GROUP MEMBERS: BANK ONE TRUST AS TRUSTEE OF OLIVER TRUST #262-00051-01 GROUP MEMBERS: BANK ONE TRUST AS TRUSTEE OF OLIVER TRUST #262-00051-03 GROUP MEMBERS: BANK ONE TRUST AS TRUSTEE OF OLIVER TRUST #262-00051-05 GROUP MEMBERS: BANK ONE TRUST AS TRUSTEE OF OLIVER TRUST #262-00051-07 GROUP MEMBERS: ROSS J. MANGANO GROUP MEMBERS: TROON & CO. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MEGO FINANCIAL CORP CENTRAL INDEX KEY: 0000736035 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE DEALERS (FOR THEIR OWN ACCOUNT) [6532] IRS NUMBER: 135629885 STATE OF INCORPORATION: NY FISCAL YEAR END: 2003 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-34539 FILM NUMBER: 03791338 BUSINESS ADDRESS: STREET 1: 1645 VILLAGE CENTER CIRCLE # 200 CITY: LAS VEGAS STATE: NV ZIP: 89134 BUSINESS PHONE: 7029924200 MAIL ADDRESS: STREET 1: 1645 VILLAGE CENTER CIRCLE #200 CITY: LAS VEGAS STATE: NV ZIP: 89134 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MANGANO ROSS J CENTRAL INDEX KEY: 0001013724 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O OLIVER ESTATE INC STREET 2: 112 W JEFFERSON STREET SUITE 613 CITY: SOUTH BEND STATE: IN ZIP: 46601 BUSINESS PHONE: 2192328213 MAIL ADDRESS: STREET 1: 112 WEST FEFFERSON BOULEVARD STREET 2: SUITE 613 CITY: SOUTH BEND STATE: IN ZIP: 46634 SC 13D/A 1 c78272a2sc13dza.htm AMENDMENT TO SCHEDULE 13D Amendment to Schedule 13D
 

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934
(Amendment No. 2)*

MEGO FINANCIAL CORP.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

585162100

(Cusip Number)

Ross J. Mangano
Oliver Estate, Inc.
112 West Jefferson Boulevard
Suite 613
South Bend, Indiana 46601
Telephone no. 219-232-8213

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

July 11, 2003

(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 that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* 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. 585162100
  1. Name of Reporting Person:
Troon & Co. FEIN: 35-6224732		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) x  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
WC
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Indiana
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
1,750,000 (1)
8. Shared Voting Power:
-0-
9. Sole Dispositive Power:
1,750,000 (1)
10.Shared Dispositive Power:
-0-
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
2,500,000
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
o
  13.Percent of Class Represented by Amount in Row (11):
37.9% (2)
  14.Type of Reporting Person (See Instructions):
PN

(1)   Includes 325,000 shares of Common Stock, promissory notes convertible into 175,000 shares of Common Stock, and warrants to purchase a total of 1,250,000 shares of Common Stock.
 
(2)   Based on an aggregate of 6,591,393 outstanding shares of Common Stock as disclosed in the Company’s Form 10-Q dated September 30, 2002.

2

 

             
CUSIP No. 585162100
  1. Name of Reporting Person:
Joseph D. Oliver Trust - GO Cunningham Fund FEIN: 36-6010982		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) x  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
WC
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Illinois
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
172,125 (3)
8. Shared Voting Power:
-0-
9. Sole Dispositive Power:
172,125 (3)
10.Shared Dispositive Power:
-0-
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
2,500,000
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
o
  13.Percent of Class Represented by Amount in Row (11):
37.9% (4)
  14.Type of Reporting Person (See Instructions):
OO

(3)   Includes 22,813 shares of Common Stock, promissory notes convertible into 63,250 shares of Common Stock and warrants to purchase a total of 86,063 shares of Common Stock.
 
(4)   Based on an aggregate of 6,591,393 outstanding shares of Common Stock as disclosed in the Company’s Form 10-Q dated September 30, 2002.

3

 

             
CUSIP No. 585162100
  1. Name of Reporting Person:
Joseph D. Oliver Trust - James Oliver II Fund FEIN: 36-6010984		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) x  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
WC
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Illinois
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
172,125 (5)
8. Shared Voting Power:
-0-
9. Sole Dispositive Power:
172,125 (5)
10.Shared Dispositive Power:
-0-
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
2,500,000
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
o
  13.Percent of Class Represented by Amount in Row (11):
37.9% (6)
  14.Type of Reporting Person (See Instructions):
OO

(5)   Includes 22,813 shares of Common Stock, promissory notes convertible into 63,250 shares of Common Stock and warrants to purchase a total of 86,063 shares of Common Stock.
 
(6)   Based on an aggregate of 6,591,393 outstanding shares of Common Stock as disclosed in the Company’s Form 10-Q dated September 30, 2002.

4

 

             
CUSIP No. 585162100
  1. Name of Reporting Person:
Joseph D. Oliver Trust - Joseph D. Oliver Jr. Fund FEIN: 36-6010986		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) x  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
WC
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Illinois
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
172,125 (7)
8. Shared Voting Power:
-0-
9. Sole Dispositive Power:
172,125 (7)
10.Shared Dispositive Power:
-0-
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
2,500,000
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
o
  13.Percent of Class Represented by Amount in Row (11):
37.9% (8)
  14.Type of Reporting Person (See Instructions):
OO

(7)   Includes 22,812 shares of Common Stock, promissory notes convertible into 63,250 shares of Common Stock and warrants to purchase a total of 86,062 shares of Common Stock.
 
(8)   Based on an aggregate of 6,591,393 outstanding shares of Common Stock as disclosed in the Company’s Form 10-Q dated September 30, 2002.

5

 

             
CUSIP No. 585162100
  1. Name of Reporting Person:
Joseph D. Oliver - Susan C. Oliver Fund FEIN: 36-6010988		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) x  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
WC
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Illinois
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
172,125 (9)
8. Shared Voting Power:
-0-
9. Sole Dispositive Power:
172,125 (9)
10.Shared Dispositive Power:
-0-
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
2,500,000
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
o
  13.Percent of Class Represented by Amount in Row (11):
37.9% (10)
  14.Type of Reporting Person (See Instructions):
OO

(9)   Includes 22,812 shares of Common Stock, promissory notes convertible into 63,250 shares of Common Stock and warrants to purchase a total of 86,062 shares of Common Stock.
 
(10)   Based on an aggregate of 6,591,393 outstanding shares of Common Stock as disclosed in the Company’s Form 10-Q dated September 30, 2002.

6

 

             
CUSIP No. 585162100
  1. Name of Reporting Person:
Ross J. Mangano		 I.R.S. Identification Nos. of above persons (entities only):
  2. Check the Appropriate Box if a Member of a Group (See Instructions):
    (a) o  
    (b) x  
  3. SEC Use Only:
  4. Source of Funds (See Instructions):
PF
  5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o
  6. Citizenship or Place of Organization:
Indiana
Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
7. Sole Voting Power:
61,500 (11)
8. Shared Voting Power:
-0-
9. Sole Dispositive Power:
61,500 (11)
10.Shared Dispositive Power:
-0-
  11.Aggregate Amount Beneficially Owned by Each Reporting Person:
2,500,000
  12.Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
o
  13.Percent of Class Represented by Amount in Row (11):
37.9% (12)
  14.Type of Reporting Person (See Instructions):
IN

(11)   Includes 8,750 shares of Common Stock, promissory notes convertible into 22,000 shares of Common Stock and warrants to purchase 92,250 shares of Common Stock.
 
(12)   Based on an aggregate of 6,591,393 outstanding shares of Common Stock as disclosed in the Company’s Form 10-Q dated September 30, 2002.

7

 

ITEM 1. SECURITY AND ISSUER.

          This Second Amendment (this “Amendment”) amends the Schedule 13D previously filed by Ross J. Mangano on December 21, 2001 and amended by that certain First Amendment filed on April 14, 2003 on behalf of the following entities and individuals (collectively referred to herein as the “Filing Group”):

          (i) Troon & Co., an Indiana general partnership (“Troon”), with respect to shares beneficially owned by it;

          (ii) the following sub-trusts that compose the Oliver Illinois Trust (collectively “Oliver”):

            (A) Bank One Trust Company, N.A., as trustee of Oliver Illinois Trust No. 262-00051-03 (Joseph D. Oliver Trust — James Oliver II Fund) with respect to shares beneficially owned by it;

            (B) Bank One Trust Company, N.A., as trustee of Oliver Illinois Trust No. 262-00051-01 (Joseph D. Oliver Trust — GO Cunningham Fund) with respect to shares beneficially owned by it;

            (C) Bank One Trust Company, N.A., as trustee of Oliver Illinois Trust No. 262-00051-07 (Joseph D. Oliver — Susan C. Oliver Fund) with respect to shares beneficially owned by it; and

            (D) Bank One Trust Company, N.A., as trustee of Oliver Illinois Trust No. 262-00051-05 (Joseph D. Oliver Trust —Joseph D. Oliver, Jr. Fund), with respect to shares beneficially owned by it, and

          (iii) Ross J. Mangano with respect to shares beneficially owned by him. Mr. Mangano disclaims ownership of any shares of Common Stock owned by Troon and Oliver.

          This Amendment relates to the common stock (the “Common Stock”) of MEGO Financial Corp., a New York corporation (the “Company”). The principal executive offices of the Company are located at 4310 Paradise Road, Las Vegas, Nevada 89109.

          This Amendment discloses Mr. Mangano’s resignation as a director of the Company effective as of July 11, 2003 pursuant to the resignation attached hereto as Exhibit 99.1.

8

 

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.

         
Dated:  July 15, 2003        
         
        TROON & CO., an Indiana general partnership
         
        By:       /s/ Ross J. Mangano
        Name:        Ross J. Mangano
        Title:        Partner
         
        JOSEPH D. OLIVER TRUST — GO CUNNINGHAM
FUND, an Illinois trust
         
        By:       /s/ Ross J. Mangano
        Name:        Ross J. Mangano
        Title:        Trustee
         
        JOSEPH D. OLIVER TRUST — JAMES OLIVER II
FUND, an Illinois trust
         
        By:       /s/ Ross J. Mangano
        Name:        Ross J. Mangano
        Title:        Trustee
         
        JOSEPH D. OLIVER TRUST —JOSEPH D. OLIVER,
JR. FUND, an Illinois trust
         
        By:       /s/ Ross J. Mangano
        Name:        Ross J. Mangano
        Title:        Trustee
         
        JOSEPH D. OLIVER — SUSAN C. OLIVER FUND,
an Illinois trust
         
        By:       /s/ Ross J. Mangano
        Name:        Ross J. Mangano
        Title:        Trustee
         
               /s/ Ross J. Mangano
                Ross J. Mangano

9 EX-99.1 3 c78272a2exv99w1.htm RESIGNATION FOR MR. MANGANO'S Resignation for Mr. Mangano's

 

EXHIBIT 99.1

ROSS J. MANGANO
112 WEST JEFFERSON
SUITE 613
SOUTH BEND, INDIANA 46634

VIA FACSIMILE and
FEDERAL EXPRESS

July 11, 2003

     
Mego Financial Corp. d/b/a    
Leisure Industries Corporation   Mr. Michael H. Greco
4310 Paradise Road   President and CEO
Las Vegas, Nevada 89109   4310 Paradise Road
Attention: Board of Directors   Las Vegas, Nevada 89109
     
Re:   Resignation from the Board of Directors of Mego Financial Corp. d/b/a Leisure Industries Corporation (the “Company”)

Ladies and Gentlemen:
I hereby resign as a member of the Board of Directors of the Company, effective immediately.

Sincerely,

Ross J. Mangano

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