SEC Form 3

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* Black Horse Capital Advisors LLC (Last) (First) (Middle) 45 ROCKEFELLER CENTER, 20TH FLOOR (Street) NEW YORK NY 10111 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 10/18/2006	3. Issuer Name and Ticker or Trading Symbol METROMEDIA INTERNATIONAL GROUP INC [ MTRM ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) X Other (specify below) See (1)	5. 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 Beneficially Owned
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	783,078	D(1)(2)(8)(9)
Common Stock	3,422,514	D(1)(3)(8)(9)
Common Stock	1,015,989	D(1)(4)(8)(9)
Common Stock	58,600	D(1)(5)(7)(8)(9)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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
Convertible Preferred Stock	09/16/1997(6)	(6)	Common Stock	94,472	$15	D(2)(8)(9)
Convertible Preferred Stock	09/16/1997(6)	(6)	Common Stock	402,830	$15	D(3)(8)(9)
Convertible Preferred Stock	09/16/1997(6)	(6)	Common Stock	119,021	$15	D(4)(8)(9)
Convertible Preferred Stock	09/16/1997(6)	(6)	Common Stock	2,797	$15	D(5)(7)(8)(9)

1. Name and Address of Reporting Person* Black Horse Capital Advisors LLC (Last) (First) (Middle) 45 ROCKEFELLER CENTER, 20TH FLOOR (Street) NEW YORK NY 10111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) See (1)

1. Name and Address of Reporting Person* BLACK HORSE CAPITAL LP (Last) (First) (Middle) 45 ROCKEFELLER PLAZA 20TH FL (Street) NEW YORK NY 10111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) See (1)

1. Name and Address of Reporting Person* Black Horse Capital Offshore Ltd. (Last) (First) (Middle) C/O M&C CORPORATE SERVICES, PO 30UGL UGLAND HOUSE, SOUTH CHURCH STREET (Street) GEORGE TOWN, GRAND CAYMAN E9 00000 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) See (1)

1. Name and Address of Reporting Person* BLACK HORSE CAPITAL QP L P (Last) (First) (Middle) 45 ROCKEFELLER PLAZA 20TH FL (Street) NEW YORK NY 10111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) See (1)

1. Name and Address of Reporting Person* Black Horse Capital Management LLC (Last) (First) (Middle) 45 ROCKEFELLER CENTER, 20TH FLOOR (Street) NEW YORK NY 10111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) See (1)

1. Name and Address of Reporting Person* Sheehy Brian (Last) (First) (Middle) 45 ROCKEFELLER CENTER, 20TH FLOOR (Street) NEW YORK NY 10111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) See (1)

1. Name and Address of Reporting Person* Chappell Dale (Last) (First) (Middle) 45 ROCKEFELLER CENTER, 20TH FLOOR (Street) NEW YORK NY 10111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) See (1)

Explanation of Responses:

1. Black Horse Capital Advisors LLC (the "Black Horse Advisors") 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/A filed on October 20, 2006 by the Group Members.

2. Black Horse Advisors is the investment manager of Black Horse Capital Offshore Ltd. ("Black Horse Offshore Fund"). The Black Horse Offshore Fund directly owns 783,078 shares of common stock and 28,370 shares of Convertible Preferred Stock, which is convertible into 94,472 shares of common stock. Black Horse Advisors is deemed to indirectly beneficially own the shares of stock directly owned by Black Horse Offshore Fund.

3. Black Horse Capital LP ("Black Horse Capital Fund") directly owns 3,422,514 shares of common stock and 120,970 shares of Convertible Preferred Stock, which is convertible into 402,830 shares of common stock. Black Horse Capital Management LLC ("Black Horse Management") is the managing general partner of Black Horse Capital Fund and is deemed to indirectly beneficially own the shares of stock directly owned by Black Horse Capital Fund.

4. Black Horse Capital (QP) LP ("Black Horse QP Fund") directly owns 1,015,989 shares of common stock and 35,742 shares of Convertible Preferred Stock, which is convertible into 119,021 shares of common stock. Black Horse Management is the managing general partner of Black Horse QP Fund and is deemed to indirectly beneficially own the shares of stock directly owned by Black Horse QP Fund.

5. Brian Sheehy directly owns 58,600 shares of common stock and 840 shares of Convertible Preferred Stock, which is convertible into 2,797 shares of common stock.

6. The Convertible Preferred Stock is immediately exercisable and remains outstanding unless and until redeemed by the Issuer.

7. Brian Sheehy and Dale Chappell are the managing members of each of Black Horse Advisors and Black Horse Management and are deemed to indirectly beneficially own the shares of stock beneficially owned by them. Mr. Chappell does not directly own any shares of common stock or Convertible Preferred Stock.

8. For purposes of this Form 3, Black Horse Advisors, Black Horse Management, and Messrs. Sheehy and Chappell disclaim ownership of the shares of common stock owned by the funds reporting on this Form 3 except to the extent of their pecuniary interest therein.

9. The persons reporting on this Form 3 disclaim any pecuniary interest in the shares of common stock owned by the other Group Members.

	Dale Chappell, Managing Member of Black Horse Capital Advisors LLC	10/30/2006
	Dale Chappell, Managing Member of Black Horse Capital Management LLC, General Partner of Black Horse Capital LP	10/30/2006
	Dale Chappell, Managing Member of Black Horse Capital Management LLC, General Partner of Black Horse Capital (QP) LP	10/30/2006
	Dale Chappell, Director of Black Horse Capital Offshore Ltd.	10/30/2006
	Dale Chappell, Managing Member of Black Horse Capital Management LLC	10/30/2006
	Dale Chappell	10/30/2006
	Brian Sheehy	10/30/2006
	** 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).
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