0000945621-01-500125.txt : 20011106 0000945621-01-500125.hdr.sgml : 20011106 ACCESSION NUMBER: 0000945621-01-500125 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20011101 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TRANS WORLD CORP CENTRAL INDEX KEY: 0000914577 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 133738518 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-46403 FILM NUMBER: 1773163 BUSINESS ADDRESS: STREET 1: 545 FIFTH AVE STREET 2: STE 940 CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2129833355 MAIL ADDRESS: STREET 1: 545 FIFTH AVE STREET 2: STE 940 CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: TRANS WORLD GAMING CORP DATE OF NAME CHANGE: 19941027 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BAKER CHRISTOPHER P CENTRAL INDEX KEY: 0001059102 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 133738518 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 120 BOYLSTON STREET CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 6174231080 MAIL ADDRESS: STREET 1: 120 BOYLSTON STREET CITY: BOSTON STATE: MA ZIP: 02116 SC 13D 1 sc13dbody.txt TRANS WORLD CORP. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 10) TRANS WORLD CORPORATION (formerly Trans World Gaming Corp.) (Name of Issuer) One Penn Plaza, Suite 1503 New York, New York 10119-0002 Common Stock (Title of Class of Securities) 893375105 (CUSIP number)* Copy to: Christopher P. Baker Christopher G. Karras 120 Boylston St. Dechert Price & Rhoads Boston, Massachusetts 02116 4000 Bell Atlantic Tower (617) 423-1080 1717 Arch Street Philadelphia, Pennsylvania 19103-2793 (Name, address and telephone number of Person Authorized to Receive Notices and Communications) October 25, 2001 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. This information required on 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). CUSIP NO. 853375105 Page 3 of 4 ---------------------------------- ----------------------------------- 1) Name of Reporting Person Christopher P. Baker SS. Or I.R.S. Identification No. of Above Person ###-##-#### 2) Check the Appropriate Box (a) if a Member of a Group (b) 3) SEC Use Only 4) Source of Funds 00 5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6) Citizenship or Place of Organization U.S.A. Number of Shares 7) Sole Voting Beneficially Owned By Each Power 4,060,537 ------------------------------------------- Reporting Person With 8) Shared Voting Power 0 ------------------------------------------ 9) Sole Dispositive Power 4,060,537 ------------------------------------------- 10) Shared Dispositive Power 0 11) Aggregate Amount Beneficially Owned by Each Reporting Person 4,060,537 12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares * 13) Percent of Class Represented by Amount in Row (11) 29.54% 14) Type of Reporting Person IN 1) Name of Reporting Person CP Baker LLC SS. Or I.R.S. Identification 04-3323325 No. of Above Person 2) Check the Appropriate Box (a) if a Member of a Group (b) 3) SEC Use Only 4) Source of Funds 00 5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6) Citizenship or Place of Organization Delaware Number of Shares 7) Sole Voting Beneficially Owned By Each Power 1,135,667 ----------------------------------------- Reporting Person With 8) Shared Voting Power 0 ----------------------------------------- 9) Sole Dispositive Power 1,135,667 ----------------------------------------- 10) Shared Dispositive Power 0 11) Aggregate Amount Beneficially Owned by Each Reporting Person 1,135,667 12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) 9.55% 14) Type of Reporting Person CO 1) Name of Reporting Person Anasazi Partners, Limited Partnership SS. Or I.R.S. Identification No. of Above Person 04-3326588 2) Check the Appropriate Box (a) if a Member of a Group (b) 3) SEC Use Only 4) Source of Funds WC 5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6) Citizenship or Place of Organization Massachusetts Number of Shares 7) Sole Voting Beneficially Owned By Each Power 1,135,667 ----------------------------------------------- Reporting Person With 8) Shared Voting Power 0 ----------------------------------------------- 9) Sole Dispositive Power 1,135,667 ----------------------------------------------- 10) Shared Dispositive Power 0 11) Aggregate Amount Beneficially Owned by Each Reporting Person 1,135,667 12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13) Percent of Class Represented by Amount in Row (11) 9.55% 14) Type of Reporting Person PN This Amendment No. 10 to Schedule 13D amends and supplements the Schedule 13D filed with the Securities and Exchange Commission on April 3, 1998, as amended by Amendment No. 1 thereto filed with the Securities and Exchange Commission on April 3, 1998, Amendment No. 2 thereto filed with the Securities and Exchange Commission on April 10, 1998, Amendment No. 3 thereto filed with the Securities and Exchange Commission on December 14, 1998, Amendment No. 4 thereto filed with the Securities and Exchange Commission on January 12, 1999, Amendment No. 5 thereto filed with the Securities and Exchange Commission on May 5, 1999, Amendment No. 6 thereto filed with the Securities and Exchange Commission on July 28, 1999, Amendment No. 7 thereto filed with the Securities and Exchange Commission on July 20, 2000, Amendment No. 8 thereto filed with the Securities and Exchange Commission on August 16, 2000, Amendment No.9 thereto filed with the Securities and Exchange Commission on April 26, 2001 on behalf of Christopher P. Baker, C.P. Baker & Company, Ltd., CP Baker LLC, Anasazi Partners, Limited Partnership, and C.P. Baker Venture Fund I, Limited Partnership. Capitalized terms used herein without definition shall have the respective meanings ascribed thereto in such Schedule 13D. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION On October 24, 2001, Christopher Baker used his working capital to make an open market purchase of 678,000 shares of common stock at $0.03 per share. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a-b) ____ Mr. Baker may be deemed to be the beneficial owner with sole power to vote and dispose of a total of 4,060,537 shares of Common Stock (or 29.54% of the outstanding Common Stock as calculated in accordance with Rule 13d-3(d)), which includes the following: 1,058,000 shares of Common Stock of which Mr. Baker is the record holder; 1,227,642 shares of Common Stock that may be acquired upon the exercise of the Amended Warrants and the New Warrants owned by Mr. Baker; 10,000 shares of Common Stock of which Baker Ltd. is the record holder; 410,366 shares of Common Stock that may be acquired upon exercise of the Amended Warrants owned by Baker Ltd.; 218,862 shares of Common Stock that may be acquired upon exercise of the Amended Warrants owned by Venture Fund; 200,000 shares of Common Stock that may be acquired upon exercise of the New Warrants owned by Anasazi Partners; 666,667 shares of Common Stock that may be acquired upon exercise of the Consent Warrants owned by Anasazi Partners; and the 269,000 shares of Common Stock held of record by Anasazi Partners. Anasazi Partners may be deemed to be the beneficial owner with sole power to vote and dispose of 1,135,667 shares of Common Stock (or 9.55% of the outstanding Common Stock as calculated in accordance with Rule 13d-3(d)). CP Baker LLC, the general partner of Anasazi Partners, may be deemed to be the beneficial owner with sole power to vote and dispose of the same securities. The 1,135,667 shares of Common Stock include 269,000 shares of Common Stock held of record by Anasazi Partners; 200,000 shares of Common Stock that may be acquired upon exercise of the New Warrants owned by Anasazi Partners; and 666,667 shares of Common Stock that may be acquired upon exercise of the Consent Warrants owned by Anasazi Partners. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS Exhibit 1 Agreement among Christopher P. Baker, C.P. Baker & Company, Ltd., CP Baker LLC, C.P. Baker Venture Fund I, Limited Partnership and Anasazi Partners, Limited Partnership regarding the filing of Schedule 13D. Signature After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated October 26, 2001 /s/ Christopher P. Baker ------------------------ CHRISTOPHER P. BAKER Signature After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this statement is true, complete and correct. C.P. BAKER & COMPANY, LTD. Dated October 26, 2001 By: /s/ Christopher P. Baker -------------------------- Name: Christopher P. Baker Title: President Signature After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this statement is true, complete and correct. CP BAKER LLC Dated: October 26, 2001 By: /s/Christopher P. Baker ------------------------- Name: Christopher P. Baker Title: President Signature After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this statement is true, complete and correct. ANASAZI PARTNERS, LIMITED PARTNERSHIP By: CP BAKER LLC, its general partner Dated: October 26, 2001 By: /s/Christopher P. Baker ------------------------- Name: Christopher P. Baker Title: President Signature After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this statement is true, complete and correct. CP BAKER VENTURE FUND I LIMITED PARTNERSHIP By: C.P. BAKER & COMPANY, LTD. Dated: October 26, 2001 By: /s/Christopher P. Baker ------------------------- Name: Christopher P. Baker Title: President EXHIBIT INDEX Exhibit 1 Agreement among Christopher P. Baker, C.P. Baker & Company, Ltd., CP Baker LLC, C.P. Baker Venture Fund I, Limited Partnership and Anasazi Partners, Limited Partnership regarding the filing of Schedule 13D. Exhibit 1 AGREEMENT The undersigned each agree to the filing of a single Schedule 13D with respect to their respective ownership interests in Trans World Corporation (formerly Trans World Gaming Corp.) Dated: October 26, 2001 /s/Christopher P. Baker ----------------------- CHRISTOPHER P. BAKER C.P. BAKER & COMPANY, LTD. Dated: October 26, 2001 By: /s/Christopher P. Baker ----------------------- Name: Christopher P. Baker Title: President CP BAKER LLC Dated: October 26, 2001 By: /s/Christopher P. Baker ------------------------- Name: Christopher P. Baker Title: President ANASAZI PARTNERS, LIMITED PARTNERSHIP By: C.P. BAKER LLC, its general partner Dated: October 26, 2001 By: /s/Christopher P. Baker ------------------------ Name: Christopher P. Baker Title: President C.P. BAKER VENTURE FUND I, LIMITED PARTNERSHIP By: C.P. BAKER & COMPANY, LTD. By: /s/Christopher P. Baker ------------------------ Name: Christopher P. Baker Dated: October 26, 2001 Title: President * Excludes 5,000 shares of Common Stock and a Warrant for 54,728 shares of Common Stock owned by Mr. Baker's spouse. Mr. Baker disclaims beneficial ownership of such securities.