SEC FORM 4

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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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^*

JMG TRITON OFFSHORE FUND LTD

(Last)

(First)

(Middle)

CITCO BUILDING, WICKHAMS CAY

P.O. BOX 662

(Street)

ROAD TOWN, TORTOLA

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
READING INTERNATIONAL INC [ RDIA RDIB ]

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)
03/28/2003

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Non-Voting Common Stock	03/28/2003		S		1,100	D	$4.1918	3,465,494	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	03/31/2003		P		100	A	$4.2	3,465,594	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	04/03/2003		P		1,200	A	$4.1208	3,466,794	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	04/04/2003		P		1,600	A	$4.1575	3,468,394	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	04/07/2003		P		400	A	$4.205	3,468,794	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	04/09/2003		P		4,800	A	$4.0142	3,473,594	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	04/10/2003		P		400	A	$4.13	3,473,994	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	04/11/2003		P		2,400	A	$4.125	3,476,394	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	04/14/2003		P		6,000	A	$4.0283	3,482,394	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	04/15/2003		P		200	A	$4.15	3,482,594	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	04/21/2003		S		500	D	$3.95	3,482,094	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	04/25/2003		P		26,559	A	$4.05	3,482,094	I	See Notes⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾
Class A Non-Voting Common Stock	04/25/2003		S		26,559	D	$4.05	3,482,094	I	See Notes⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾
Class A Non-Voting Common Stock	04/25/2003		P		29,835	A	$4.05	3,482,094	I	See Notes⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾
Class A Non-Voting Common Stock	04/25/2003		S		29,835	D	$4.05	3,482,094	I	See Notes⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾
Class A Non-Voting Common Stock	04/30/2003		S		500	D	$4.25	3,481,594	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	05/05/2003		P		3,000	A	$4.39	3,484,594	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	05/07/2003		P		300	A	$4.4	3,484,894	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	05/16/2003		P		400	A	$4.485	3,485,294	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	05/19/2003		P		600	A	$4.4033	3,485,894	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	05/20/2003		P		1,900	A	$4.2932	3,487,794	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	05/21/2003		P		1,400	A	$4.2907	3,489,194	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	05/22/2003		P		1,300	A	$4.3731	3,490,494	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	05/23/2003		P		300	A	$4.59	3,490,794	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	05/23/2003		P		1,700	A	$4.8971	3,492,494	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	05/27/2003		P		2,200	A	$5.0432	3,494,694	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	05/28/2003		P		400	A	$5.0075	3,495,094	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Non-Voting Common Stock	05/28/2003		S		300	D	$5.19	3,494,794	I	See Notes⁽¹⁾⁽²⁾⁽³⁾
Class A Common Preference Stock	04/28/2000		P		1,700	A	$4.32	686,294	I	See Notes⁽¹⁾⁽²⁾⁽³⁾⁽⁵⁾
Class A Common Preference Stock	05/18/2000		P		200	A	$3.88	686,494	I	See Notes⁽¹⁾⁽²⁾⁽³⁾⁽⁵⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

JMG TRITON OFFSHORE FUND LTD

(Last)

(First)

(Middle)

CITCO BUILDING, WICKHAMS CAY

P.O. BOX 662

(Street)

ROAD TOWN, TORTOLA

(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^*

PACIFIC CAPITAL MANAGEMENT INC

(Last)

(First)

(Middle)

(Street)

(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^*

JMG CAPITAL MANAGEMENT INC

(Last)

(First)

(Middle)

(Street)

(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^*

GLASER JONATHAN M

(Last)

(First)

(Middle)

(Street)

(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^*

RICHTER ROGER

(Last)

(First)

(Middle)

(Street)

(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^*

PACIFIC ASSET MANAGEMENT LLC

(Last)

(First)

(Middle)

1999 AVENUE OF THE STARS 2530

(Street)

LOS ANGELES

90067

(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^*

JMG CAPITAL MANAGEMENT LLC

(Last)

(First)

(Middle)

1999 AVENUE OF THE STARS

SUITE 2530

(Street)

LOS ANGELES

90067

(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^*

DAVID DANIEL ALBERT

(Last)

(First)

(Middle)

(Street)

(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. The reporting persons (the "Reporting Persons") are Pacific Capital Management, Inc., a Delaware corporation ("PCM"), Pacific Assets Management, LLC ("PAM"), an investment adviser registered with the Securities and Exchange Commission (the "SEC") and a Delaware limited liability company, JMG Capital Management, Inc., a California corporation ("JMG Inc."), JMG Capital Management, LLC, also an SEC-registered investment adviser and a Delaware limited liability company ("JMG LLC"), Jonathan M. Glaser, Daniel Albert David, Roger Richter and JMG Triton Offshore Fund, Ltd., an international business company organized under the laws of the British Virgin Islands (the "Fund"). PAM is the investment adviser to the Fund and PCM is a member of PAM. Mr. Glaser, Mr. David and Mr. Richter are control persons of PCM and PAM. JMG LLC is the investment adviser to an investment fund and JMG Inc. is a member of JMG LLC. Mr. Glaser is the control person of JMG Inc. and JMG LLC.

2. PCM, PAM, JMG Inc., JMG LLC, Mr. Glaser, Mr. David and Mr. Richter are filing this Form 4 jointly as a group within the meaning of Rule 13d-5(b) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), but disclaim membership in a group with any other person. The Fund is filing this Form 4 jointly with the other Reporting Persons, but not as a member of a group, and it expressly disclaims membership in a group with any other person.

3. These securities are or were held directly by investment funds of which PAM or JMG LLC is the general partner and/or the investment adviser, including the Fund, for the benefit of their investors, and indirectly by PCM, PAM, JMG Inc., JMG LLC, Mr. Glaser, Mr. David and Mr. Richter. The Reporting Persons, except for the Fund, disclaim beneficial ownership of such securities except to the extent of their respective pecuniary interest therein. The filing of this Form 4 on behalf of the Fund should not be construed as an admission that it is, and it disclaims that it is, the beneficial owner as defined in Rule 13d-3 under the Exchange Act, of any of the securities covered by this Form 4. No client account of PAM or JMG LLC, other than the Fund, holds or ever held more than ten percent of the outstanding shares of any class of securities of the Issuer or any company that was consolidated with the Issuer.

4. These securities were purchased by the Fund from investment funds to which JMG LLC is the investment adviser. Such purchases were executed through a broker not affiliated with any Reporting Person at the prevailing market price at the time of the transaction. Before the reported transactions, these securities were held directly by those investment funds for the benefit of their investors, and indirectly by JMG Inc., JMG LLC and Mr. Glaser. After the transactions reported, these securities were held directly by the Fund for the benefit of its investors, and indirectly by PCM, PAM, Mr. Glaser, Mr. David and Mr. Richter. The total amount of these securities held by all of the Reporting Persons remained unchanged.

5. These are transactions in the securities of Craig Corporation. Craig Corporation and Reading Entertainment, Inc. were consolidated with Citadel Holding Corporation on January 1, 2002 (the "Consolidation"). As part of the Consolidation, Citadel Holding Corporation changed its name to Reading International, Inc.

	Pacific Capital Management, Inc., by Jonathan M. Glaser, Vice President	10/29/2003
	JMG Capital Management, Inc., by Jonathan M. Glaser, Vice President	10/29/2003
	Jonathan M. Glaser	10/29/2003
	Roger Richter	10/29/2003
	Pacific Asset Management, LLC, by by Jonathan M. Glaser, Member Manager	10/29/2003
	JMG Capital Management, LLC, by by Jonathan M. Glaser, Member Manager	10/29/2003
	Daniel Albert David	10/29/2003
	JMG Triton Offshore Fund, Ltd., by Anthony L.M. Inder rieden, Director	10/29/2003
	** 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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