-----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, TGHFSckepodi44ND5sO95bomSAaTjacxVHvZi7RG6ASrLqAKTcHeIzVyQfifd+hN ktdZocfnoCpovfb6C/jpbg== 0001301235-04-000011.txt : 20040927 0001301235-04-000011.hdr.sgml : 20040927 20040924182055 ACCESSION NUMBER: 0001301235-04-000011 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040927 DATE AS OF CHANGE: 20040924 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: UNGAR JONATHAN CENTRAL INDEX KEY: 0000946044 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 2243 NORTH POINT CITY: SAN FRANSICO STATE: CA ZIP: 94123 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: VENTURE CATALYST INC CENTRAL INDEX KEY: 0000318291 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 841433978 STATE OF INCORPORATION: UT FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-53953 FILM NUMBER: 041045862 BUSINESS ADDRESS: STREET 1: 591 CAMINO DE LA REINA STREET 2: STE 418 CITY: SAN DIEGO STATE: CA ZIP: 92108 BUSINESS PHONE: 858-385-1000 MAIL ADDRESS: STREET 1: 591 CAMINO DE LA REINA STREET 2: SUITE 418 CITY: SAN DIEGO STATE: CA ZIP: 92108 FORMER COMPANY: FORMER CONFORMED NAME: INLAND ENTERTAINMENT CORP DATE OF NAME CHANGE: 19980113 FORMER COMPANY: FORMER CONFORMED NAME: INLAND CASINO CORP DATE OF NAME CHANGE: 19950524 FORMER COMPANY: FORMER CONFORMED NAME: TWIN CREEK EXPLORATION CO INC DATE OF NAME CHANGE: 19920703 SC 13D 1 ventdocument.txt VENTURE CATALYST, INC. 13D PRIMARY DOCUMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No._)* Venture Catalyst Inc - -------------------- (Name of Issuer) Common Stock, par value $.001 per share - --------------------------------------- (Title of Class of Securities) 92326Q106 - --------- (CUSIP Number) Jonathan Ungar 7 Dunham Road Scarsdale, New York 10583 914-723-0519 - ------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 23, 2004 - ------------- (Date of Event which Requires Filing of this statement) 1. Names of Reporting Person: Jonathan Ungar 2. N/A 3. SEC Use Only 4. Source of Funds: PF 5. N/A 6. Citizenship of Place of Organization: US Number of shares Beneficially Owned by Each Reporting Person With: 7. Sole Voting Power: 495,987 shares 8. N/A 9. Sole Dispositive Power: 495,987 shares 10. 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person: 495,987 shares 12. N/A 13. Percent of Class Represented by Amount in Row (11): approx.6.9% 14. Type of Reporting Person: IN This Schedule 13D (the "Statement") is being filed on behalf of Mr. Jonathan Ungar to replace a schedule filed in paper format August 2, 2004 with respect to his beneficial ownership of shares of the common stock, par value $.001 per share, of Venture Catalyst Inc. (the "Common Stock"). Item 1. Security and Issuer This statement relates to the Common Stock of Venture Catalyst Inc. (the "Issuer"). The Issuer's principal executive offices are located at 591 Camino De La Reina, San Diego, California, 92108. Item 2. Identity and Background (a) This Statment is being filed on behalf of Mr. Jonathan Ungar. (b) Mr. Ungar's business address is 30 Liberty Ship Way, Sausalito, California, 94965. (c) Mr. Ungar's principal occupation is Manager Member of Headwaters Capital LLC, 30 Liberty Ship Way, Sausalito, California, 94965. (d) During the last five years, Mr. Ungar has not been convicted in a criminal proceeding (excluding traffic violations or similar mis- demeanors). (e) During the last five years, Mr. Ungar has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction that resulted in Mr. Ungar being subject to a judgement, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Mr. Ungar is a citizen of the United States. Item 3. Source and Amount of Funds or Other Consideration Mr. Ungar purchased these shares in open market transactions with personal funds. Item 4. Purpose of Transactions Mr. Ungar purchased these shares for investment purposes only. Mr. Ungar does not have any other plans or proposals which would result in: (i)an extraordinary corporate transaction, such as a merger, reorganization or liquidation of the issuer or any of its subsidiaries, (ii)a sale or transfer of a material amount of assets of the issuer; (iii)any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (iv)any material change in the present capitalization or dividend policy of the Issuer;(v)any other material change in the Issuer's business or corporate structure;(vi)changes in the Issuer's charter, by-laws or instruments corresponding thereto or other actions which may impede the acquisition or control of the Issuer by an person;(vii)causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer system of a registered national securities association;(viii)causing a class of equity securities of the Issuer to become eligible for termination of registration pursuant to Section 12(g)(4) of the Exchange Act; or (ix)any action similar to any of those enumerated above. Mr. Ungar reserves the right at any time to acquire additional shares of Common Stock of the Issuer or to dispose of any shares of such Common Stock. Item 5. Interest in Securities of the Issuer (a) Based on 7,207,000 shares of Common Stock of the Issuer outstanding, on or about July 30, 2004, Mr. Ungar beneficially owns 495,987 shares of Common Stock, or approximately 6.9% of Common Stock currently outstanding. (b) Mr. Ungar has sole power to vote and dispose of the shares of Common Stock identified in this Statement. (c) Mr. Ungar has effected the following transactions: (i) On July 21, 2004, Mr. Ungar purchased 3,500 shares of Common Stock at a price of $.38 per share in an open market transaction. (ii) On July 23, 2004, Mr. Ungar purchased 7,000 shares of Common Stock at a price of $.38 per share in an open market transaction. (d) N/A (e) N/A Item 6. Contracts Arrangements, Understandings or Relationships with Respect to Securities of the Issuer Mr. Ungar does not have any contracts, arrangements, understandings or relationships (legal or otherwise) with any person with respect to securities of the Issuer, including, but not limited to, transfer or voting of any of the securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss or the giving or withholding of proxies. Item 7. Material to Be filed as Exhibits None Signiture 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. August 31, 2004 - --------------- Date /s/ Jonathan Ungar - ------------------ Signature Jonathan Ungar - -------------- Name -----END PRIVACY-ENHANCED MESSAGE-----