sc13g

0000892569-06-000122.txt : 20060214 0000892569-06-000122.hdr.sgml : 20060214 20060214164301 ACCESSION NUMBER: 0000892569-06-000122 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20060214 DATE AS OF CHANGE: 20060214 GROUP MEMBERS: ALAMO TITLE INSURANCE GROUP MEMBERS: CHICAGO TITLE INSURANCE COMPANY GROUP MEMBERS: FIDELITY NATIONAL TITLE INSURANCE COMPANY GROUP MEMBERS: SECURITY UNION TITLE INSURANCE COMPANY GROUP MEMBERS: TICOR TITLE INSURANCE COMPANY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NTN BUZZTIME INC CENTRAL INDEX KEY: 0000748592 STANDARD INDUSTRIAL CLASSIFICATION: TELEVISION BROADCASTING STATIONS [4833] IRS NUMBER: 311103425 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-42217 FILM NUMBER: 06616157 BUSINESS ADDRESS: STREET 1: 5966 LA PLACE CT STREET 2: STE 100 CITY: CARLSBAD STATE: CA ZIP: 92008 BUSINESS PHONE: 7604387400 MAIL ADDRESS: STREET 1: 5966 LA PLACE COURT STREET 2: STE 100 CITY: CARLSBAD STATE: CA ZIP: 92008 FORMER COMPANY: FORMER CONFORMED NAME: NTN COMMUNICATIONS INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: ALROY INDUSTRIES INC DATE OF NAME CHANGE: 19850411 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FIDELITY NATIONAL FINANCIAL INC /DE/ CENTRAL INDEX KEY: 0000809398 STANDARD INDUSTRIAL CLASSIFICATION: TITLE INSURANCE [6361] IRS NUMBER: 860498599 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 601 RIVERSIDE AVENUE STREET 2: , CITY: JACKSONVILLE STATE: FL ZIP: 32204 BUSINESS PHONE: 904-854-8100 MAIL ADDRESS: STREET 1: 601 RIVERSIDE AVENUE STREET 2: , CITY: JACKSONVILLE STATE: FL ZIP: 32204 SC 13G 1 a17365sc13g.htm SCHEDULE 13G sc13g


	OMB APPROVAL
	OMB Number: 3235-0145
	Expires: February 28, 2006
	Estimated average burden hours per response...11

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )*

NTN Buzztime, Inc.

(Name of Issuer)

Common Stock, par value $0.005 per share

(Title of Class of Securities)

629410309

(CUSIP Number)

August 8, 2003

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)

þ Rule 13d-1(c)

o Rule 13d-1(d)

* 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).

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 control number.


CUSIP No.		629410309		Page		1		of		11


1	NAMES OF REPORTING PERSONS: Fidelity National Financial, Inc.

	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
	86-0498599

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
	(a) o
	(b) o

3	SEC USE ONLY:



4	CITIZENSHIP OR PLACE OF ORGANIZATION:

	Delaware

		5	SOLE VOTING POWER:

NUMBER OF			613,400

SHARES		6	SHARED VOTING POWER:
BENEFICIALLY
OWNED BY			6,031,211

EACH		7	SOLE DISPOSITIVE POWER:
REPORTING
PERSON			613,400

WITH:		8	SHARED DISPOSITIVE POWER:

			6,031,211

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

	6,644,611

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):

	12.4%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):

	CO


CUSIP No.		629410309		Page		2		of		11


1	NAMES OF REPORTING PERSONS: Security Union Title Insurance Company

	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
	95-2216067

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
	(a) o
	(b) o

3	SEC USE ONLY:



4	CITIZENSHIP OR PLACE OF ORGANIZATION:

	California

		5	SOLE VOTING POWER:

NUMBER OF			0

SHARES		6	SHARED VOTING POWER:
BENEFICIALLY
OWNED BY			1,222,030

EACH		7	SOLE DISPOSITIVE POWER:
REPORTING
PERSON			0

WITH:		8	SHARED DISPOSITIVE POWER:

			1,222,030

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

	1,222,030

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):

	2.3%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):

	CO, IC


CUSIP No.		629410309		Page		3		of		11


1	NAMES OF REPORTING PERSONS: Alamo Title Insurance

	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
	74-0476580

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
	(a) o
	(b) o

3	SEC USE ONLY:



4	CITIZENSHIP OR PLACE OF ORGANIZATION:

	Texas

		5	SOLE VOTING POWER:

NUMBER OF			0

SHARES		6	SHARED VOTING POWER:
BENEFICIALLY
OWNED BY			1,170,679

EACH		7	SOLE DISPOSITIVE POWER:
REPORTING
PERSON			0

WITH:		8	SHARED DISPOSITIVE POWER:

			1,170,679

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

	1,170,679

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):

	2.2%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):

	CO, IC


CUSIP No.		629410309		Page		4		of		11


1	NAMES OF REPORTING PERSONS: Ticor Title Insurance Company

	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
	95-2410872

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
	(a) o
	(b) o

3	SEC USE ONLY:



4	CITIZENSHIP OR PLACE OF ORGANIZATION:

	California

		5	SOLE VOTING POWER:

NUMBER OF			0

SHARES		6	SHARED VOTING POWER:
BENEFICIALLY
OWNED BY			1,237,000

EACH		7	SOLE DISPOSITIVE POWER:
REPORTING
PERSON			0

WITH:		8	SHARED DISPOSITIVE POWER:

			1,237,000

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

	1,237,000

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):

	2.3%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):

	CO, IC


CUSIP No.		629410309		Page		5		of		11


1	NAMES OF REPORTING PERSONS: Chicago Title Insurance Company

	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
	36-2468956

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
	(a) o
	(b) o

3	SEC USE ONLY:



4	CITIZENSHIP OR PLACE OF ORGANIZATION:

	Missouri

		5	SOLE VOTING POWER:

NUMBER OF			0

SHARES		6	SHARED VOTING POWER:
BENEFICIALLY
OWNED BY			1,222,702

EACH		7	SOLE DISPOSITIVE POWER:
REPORTING
PERSON			0

WITH:		8	SHARED DISPOSITIVE POWER:

			1,222,702

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

	1,222,702

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):

	2.3%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):

	CO, IC


CUSIP No.		629410309		Page		6		of		11


1	NAMES OF REPORTING PERSONS: Fidelity National Title Insurance Company

	I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
	86-0417131

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
	(a) o
	(b) o

3	SEC USE ONLY:



4	CITIZENSHIP OR PLACE OF ORGANIZATION:

	California

		5	SOLE VOTING POWER:

NUMBER OF			0

SHARES		6	SHARED VOTING POWER:
BENEFICIALLY
OWNED BY			1,178,800

EACH		7	SOLE DISPOSITIVE POWER:
REPORTING
PERSON			0

WITH:		8	SHARED DISPOSITIVE POWER:

			1,178,800

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

	1,178,800

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):

	2.2%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):

	CO, IC

Item 1(a). Name of Issuer:

NTN Buzztime, Inc., a California corporation (“NTN”)

Item 1(b). Address of Issuer’s Principal Executive Offices:

5966 La Place Court
Suite 100
Carlsbad, CA 92008

Item 2(a). Name of Person Filing:

This Schedule 13G (the “Schedule 13G”) is being filed on behalf of each of the following persons (each, a “Reporting Person”):

	(i)		Fidelity National Financial, Inc. (“FNF”);

	(ii)		Security Union Title Insurance Company (“Security Union”);

	(iii)		Alamo Title Insurance (“Alamo”);

	(iv)		Ticor Title Insurance Company (“TTIC”);

	(v)		Chicago Title Insurance Company (“CTIC”); and

	(vi)		Fidelity National Title Insurance Company (“FNT”)

This Schedule 13G relates to shares held directly by FNF, as well as shares held directly by Security Union, Alamo, TTIC, CTIC and FNT.

FNF is the parent company of each of Security Union, Alamo, TTIC, CTIC and FNT, each of which is majority-owned by FNF.

An agreement among the Reporting Persons that this Schedule 13G be filed on behalf of each of them is attached hereto as Exhibit A.

Item 2(b). Address of Principal Business Office or, if None, Residence:

The address of the principal business office of FNF is 601 Riverside Avenue, Jacksonville, Florida 32204.

The address of the principal business office of Alamo is 10010 San Pedro, Suite 700, San Antonio, Texas 78216.

The address of the principal business office of each of Security Union and TTIC is 4050 Calle Real, Santa Barbara, California 93110.

The address of the principal business office of CTIC is 171 N. Clark Street, Chicago, Illinois 60601.

The address of the principal business office of FNT is 17911 Von Karman, Suite 300, Irvine, California 92614.

The address of each Reporting Person for correspondence with respect to this filing is c/o Fidelity National Financial, Inc., 601 Riverside Avenue, Jacksonville, FL 32204, Attn: Corporate Secretary.

Item 2(c). Citizenship:

	(i)		FNF is a Delaware corporation;

	(ii)		Security Union is a California corporation;

	(iii)		Alamo is a Texas corporation;

	(iv)		TTIC is a California corporation;

	(v)		CTIC is a Missouri corporation; and

	(vi)		FNT is a California corporation.

Item 2(d). Title of Class of Securities:

Common Stock, par value $0.005 per share (the “Common Stock”)

Item 2(e).CUSIP Number:

629410309


Item 3.		If This Statement is Being Filed Pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), Check Whether the Person Filing is a:


(a)	o	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)	o	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)	o	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)	o	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

(e)	o	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)	o	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)	o	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

(h)	o	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)	o	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)	o	Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Not applicable

Item 4. Ownership:

(a) — (c) The responses of the Reporting Persons to Rows 5, 6, 7, 8, 9 and 11 in each of their respective cover pages to this Schedule 13G are incorporated herein by reference. As of the date hereof, FNF is the direct beneficial owner of 613,400 shares of the Common Stock, and the other Reporting Persons in the aggregate are the direct beneficial owners of an additional 6,031,211 shares, beneficial ownership of which they may be deemed to share with FNF.

FNF and its subsidiaries hold the common stocks of a number of companies for investment purposes.

FNF became the beneficial owner of more than 5% of the Common Stock on August 8, 2003. Additional purchases were made from time to time from that date through September 20, 2005. All purchases were made in the open market. The ownership of the Reporting Persons as of the date hereof is reflected above.

Item 5. Ownership of Five Percent or Less of a Class:

Not applicable

Item 6. Ownership of More than Five Percent on Behalf of Another Person:

Not applicable


Item 7.		Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company:

The responses of the Reporting Person other than FNF to Rows 1, 4 and 12 in each of their respective cover pages hereto are incorporated herein by reference.

Item 8. Identification and Classification of Members of the Group:

Not applicable

Item 9. Notice of Dissolution of Group:

Not applicable

Item 10. Certification:

By signing below each of the Reporting Persons certifies that, to the best of such person’s knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURE

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.


	FIDELITY NATIONAL FINANCIAL, INC.
Date: February 14, 2006	By:	/s/ Todd C. Johnson
		Todd C. Johnson
		Senior Vice President and Secretary


	SECURITY UNION TITLE INSURANCE COMPANY
Date: February 14, 2006	By:	/s/ Todd C. Johnson
		Todd C. Johnson
		Senior Vice President and Secretary


	ALAMO TITLE INSURANCE
Date: February 14, 2006	By:	/s/ Todd C. Johnson
		Todd C. Johnson
		Senior Vice President and Secretary


	TICOR TITLE INSURANCE COMPANY
Date: February 14, 2006	By:	/s/ Todd C. Johnson
		Todd C. Johnson
		Senior Vice President and Secretary


	CHICAGO TITLE INSURANCE COMPANY
Date: February 14, 2006	By:	/s/ Todd C. Johnson
		Todd C. Johnson
		Senior Vice President and Secretary


	FIDELITY NATIONAL TITLE INSURANCE COMPANY
Date: February 14, 2006	By:	/s/ Todd C. Johnson
		Todd C. Johnson
		Senior Vice President and Secretary

EXHIBIT INDEX


99.		Joint Filing Agreement, dated as of February 14, 2006, by and among (i) Fidelity National Financial, Inc.; (ii) Security Union Title Insurance Company; (iii) Alamo Title Insurance; (iv) Ticor Title Insurance Company; (v) Chicago Title Insurance Company; and (vi) Fidelity National Title Insurance Company

EX-99 2 a17365exv99.htm EXHIBIT 99 exv99

Exhibit 99

Joint Filing Agreement

Joint Filing Agreement dated as of February 14, 2006 (this “Agreement”) among Fidelity National Financial, Inc. (“FNF”) and the other signatories hereto (collectively, the “Reporting Persons”).

Each of the undersigned hereby affirms that it is individually eligible to use Schedule 13G, and agrees that this Schedule 13G with respect to NTN Buzztime, Inc. is filed on its behalf.

This Agreement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original but all of which when taken together shall constitute a single contract. Delivery of an executed signature page to this Agreement by facsimile transmission shall be effective as delivery of a manually signed counterpart of this Agreement.

In witness whereof, this Agreement has been executed by the parties hereto as of the date first written above.


Fidelity National Financial, Inc.
By:	/s/ Todd C. Johnson
	Name:	Todd C. Johnson
	Title:	Senior Vice President and Secretary


Security Union Title Insurance Company
By:	/s/ Todd C. Johnson
	Name:	Todd C. Johnson
	Title:	Senior Vice President and Secretary


Alamo Title Insurance Company
By:	/s/ Todd C. Johnson
	Name:	Todd C. Johnson
	Title:	Senior Vice President and Secretary


Ticor Title Insurance Company
By:	/s/ Todd C. Johnson
	Name:	Todd C. Johnson
	Title:	Senior Vice President and Secretary


Chicago Title Insurance Company
By:	/s/ Todd C. Johnson
	Name:	Todd C. Johnson
	Title:	Senior Vice President and Secretary


Fidelity National Title Insurance Company
By:	/s/ Todd C. Johnson
	Name:	Todd C. Johnson
	Title:	Senior Vice President and Secretary