FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 10/05/2006 |
3. Issuer Name and Ticker or Trading Symbol
METROMEDIA INTERNATIONAL GROUP INC [ MTRM ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 2,363,442 | I | See(1)(4) |
Common Stock | 551,031 | D(2)(4) | |
Common Stock | 155,000 | D(3)(4) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. Cadence Investment Management (as defined below) serves as the investment manager to Cadence Master Ltd. ("Cadence Master") and to separate managed accounts and is deemed to indirectly beneficially own the shares of common stock owned by Cadence Master and the separate accounts it manages. Philip R. Broenniman serves as the managing member of Cadence Investment Management and may be deemed to beneficially own the shares of common stock beneficially owned by Cadence Investment Management. |
2. Cadence Master directly owns 551,031 shares of common stock. |
3. Mr. Broenniman directly owns 155,000 shares of common stock. |
4. Cadence Investment Management, Cadence Master and Mr. Broenniman disclaim any pecuniary interest in the shares of common stock owned by the other Group Members (as defined below). |
Remarks: |
Cadence Investment Management, LLC ("Cadence Investment Management") may be deemed to be a member of a group within the meaning of Rule 13d-5 promulgated under the Securities Exchange Act of 1934, as amended, consisting of Mellon HBV Alternative Strategies LLC, Esopus Creek Value LP, D. E. Shaw Laminar Portfolios, L.L.C. and the other reporting persons (collectively, the "Group Members") identified in the Schedule 13D filed on October 10, 2006 by the Group Members. |
Philip R. Broenniman, Managing Member of Cadence Investment Managment, LLC | 10/16/2006 | |
** 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 5 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |