-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, GJrtHMivJmicoWa6Ge27MlYAqQlu8lFZ6FYWMlaXjvDjrqPZRRxxQKLTbZ3MClmr FmKKKbc+kES4RH9zwCyOzw== 0000884534-94-000008.txt : 19940209 0000884534-94-000008.hdr.sgml : 19940209 ACCESSION NUMBER: 0000884534-94-000008 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19940208 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CIRCUS CIRCUS ENTERPRISES INC CENTRAL INDEX KEY: 0000725549 STANDARD INDUSTRIAL CLASSIFICATION: 7990 IRS NUMBER: 880121916 STATE OF INCORPORATION: NV FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 34 SEC FILE NUMBER: 005-35737 FILM NUMBER: 94505043 BUSINESS ADDRESS: STREET 1: 2880 LAS VEGAS BLVD S CITY: LAS VEGAS STATE: NV ZIP: 89109 BUSINESS PHONE: 7027340410 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ENGEMANN J ROGER CENTRAL INDEX KEY: 0000884534 STANDARD INDUSTRIAL CLASSIFICATION: 0000 IRS NUMBER: 550600355 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 600 NORTH ROSEMEAD BOULEVARD CITY: PASADENA STATE: CA ZIP: 91107 BUSINESS PHONE: 8183516427 SC 13G/A 1 CIRCUS CIRCUS 13G FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Circus Circus Enterprises, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 172909103 (CUSIP Number) Check the following if a fee is being paid with this statement (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1: and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). *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 the disclosures provided in a prior cover page. The information required in 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). SEC 1745 (10-88) PAGE 1 Of 10 Pages CUSIP NO. 172909103 SCHEDULE 13G PAGE 2 of 10 Pages COVER PAGE 2 1. NAME OF REPORTING PERSONS S.S. or I.R.S. Identification No. of Above Person J. Roger Engemann ###-##-#### 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 4,641,156 Shares 6. SHARED VOTING POWER None 7. SOLE DISPOSITIVE POWER 4,641,156 Shares 8. SHARED DISPOSITIVE POWER None 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,641,156 Shares 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.3% 12. TYPE OF REPORTING PERSON* IN CUSIP NO. 172909103 SCHEDULE 13G PAGE 3 of 10 Pages COVER PAGE 2 1. NAME OF REPORTING PERSONS S.S. or I.R.S. Identification No. of Above Person Pasadena Capital Corporation 95-4187880 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION California Corporation NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER None 6. SHARED VOTING POWER 4,641,156 Shares 7. SOLE DISPOSITIVE POWER None 8. SHARED DISPOSITIVE POWER 4,641,156 Shares 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,641,156 Shares 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.3% 12. TYPE OF REPORTING PERSON* HC CUSIP NO. 172909103 SCHEDULE 13G PAGE 4 of 10 Pages COVER PAGE 2 1. NAME OF REPORTING PERSONS S.S. or I.R.S. Identification No. of Above Person Roger Engemann & Associates, Inc. 95-2955531 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION California Corporation NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER None 6. SHARED VOTING POWER 4,641,156 Shares 7. SOLE DISPOSITIVE POWER None 8. SHARED DISPOSITIVE POWER 4,641,156 Shares 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,641,156 Shares 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.3% 12. TYPE OF REPORTING PERSON* IA CUSIP NO. 172909103 SCHEDULE 13G PAGE 5 of 10 Pages COVER PAGE 2 1. NAME OF REPORTING PERSONS S.S. or I.R.S. Identification No. of Above Person Roger Engemann Management co., Inc. 95-3997288 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION California Corporation NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER None 6. SHARED VOTING POWER 731,100 Shares 7. SOLE DISPOSITIVE POWER None 8. SHARED DISPOSITIVE POWER 731,100 Shares 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 731,100 Shares 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.8% 12. TYPE OF REPORTING PERSON* IA CUSIP NO. 172909103 PAGE 6 of 10 PAGES SCHEDULE 13G Item 1: (a) Circus Circus Enterprises, Inc. (b) 2880 Las Vegas Boulevard South Las Vegas, Nevada 89109 Item 2: (a) J. Roger Engemann and controlled entities - see Item 7 (b) 600 North Rosemead Boulevard, Pasadena, California 91107 (c) U.S.A. (d) Common Stock (e) 172909103 Item 3: (g) Parent Holding Company Item 4: (a) 4,641,156 Shares (b) 5.3% (c) ( i) 4,641,156 Shares ( ii) 0 (iii) 4,641,156 Shares ( iv) 0 Item 5: Inapplicable Item 6: The shares covered by this report are held for the benefit of discretionary accounts of Roger Engemann & Associates, Inc. and Roger Engemann Management Co., Inc. See Item 7 Exhibit. Item 7: See Exhibit Item 8: Inapplicable Item 9: Inapplicable CUSIP NO. 172909103 PAGE 7 of 10 PAGES SCHEDULE 13G Item 10: By signing below we each certify that, to the best of our knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect. SIGNATURE After reasonable inquiry and to the best of our knowledge and belief, each of the undersigned certify that the information set forth in this statement is true, complete and correct. February 7, 1994 J. Roger Engemann by Attorney-in-fact Pasadena Capital Corporation by J. Roger Engemann, President by Attorney-in-fact Roger Engemann & Associates, Inc. by Senior Vice President Roger Engemann Management Co., Inc. by Senior Vice President CUSIP NO. 172909103 PAGE 8 of 10 Pages SCHEDULE 13G ITEM 7 EXHIBIT The joint filers are 1) J. Roger Engemann, an individual, 2) Pasadena Capital Corporation, a holding company, 3) Roger Engemann & Associates, Inc., an investment adviser, and 4) Roger Engemann Management Company, Inc., an investment adviser. The relationships of the joint filers are as follows: 1. J. Roger Engemann, in his individual capacity, is the majority owner of Pasadena Capital Corporation. 2. Pasadena Capital Corporation, a holding company, owns 100% of Roger Engemann & Associates, Inc. 3. Roger Engemann & Associates, Inc., an investment adviser, owns 93.5% of Roger Engemann Management Co., Inc. Number of Shares by Joint Filer Control Shares Person J. Roger Engemann 0 4,641,156 Pasadena Capital Corporation 0 4,641,156 Roger Engemann & Associates, Inc. 3,910,056(1) 4,641,156 Roger Engemann Management Co., Inc. 731,100(1) 731,100 (1)These shares are beneficially owned by and held in the accounts of various clients of the above-named investment advisers, which advisers have investment discretion and voting authority with respect to such shares. CUSIP NO. 172909103 PAGE 10 of 10 Pages SCHEDULE 13G JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(f)(1) This Agreement is made pursuant to Rule 13d-1(f)(1) under the Securities Exchange Act of 1934 (the "Act") by and between (among) the parties listed below, each referred to herein as a "Joint Filer." The Joint Filers agree that a statement of beneficial ownership as required by Section 13(d) of the Act and the Rules thereunder may be filed on each of their behalf on Schedule 13D or Schedule 13G, as appropriate, and that said joint filing may thereafter be amended by further joint filings. The Joint Filers state that they each satisfy the requirements for making a joint filing under Rule 13d-1. J. Roger Engemann by Attorney-in-fact Pasadena Capital Corporation by J. Roger Engemann, President by Attorney-in-fact Roger Engemann & Associates, Inc. by Senior Vice President Roger Engemann Management Co., Inc. by Senior Vice Prsident -----END PRIVACY-ENHANCED MESSAGE-----