X0201 4 2000-11-17 0 0000716634 READING INTERNATIONAL INC RDIA RDIB 0001141729 JMG TRITON OFFSHORE FUND LTD CITCO BUILDING, WICKHAMS CAY P.O BOX 662 ROAD TOWN, TORTOLA D8 VIRGIN ISLANDS, BRITISH 0 0 1 0 0001264691 PACIFIC CAPITAL MANAGEMENT INC 0 0 1 0 0001264689 JMG CAPITAL MANAGEMENT INC 0 0 1 0 0001264694 GLASER JONATHAN M 0 0 1 0 0001264695 RICHTER ROGER 0 0 1 0 0001074264 PACIFIC ASSET MANAGEMENT LLC 1999 AVENUE OF THE STARS 2530 LOS ANGELES CA 90067 0 0 1 0 0001049347 JMG CAPITAL MANAGEMENT LLC 1999 AVENUE OF THE STARS SUITE 2530 LOS ANGELES CA 90067 0 0 1 0 0001264696 DAVID DANIEL ALBERT 0 0 1 0 Class A Non-Voting Common Stock 2000-11-17 4 P 0 800 2.3125 A 589472 I See Notes Class A Non-Voting Common Stock 2000-11-20 4 P 0 800 2.3125 A 590272 I See Notes Class A Non-Voting Common Stock 2000-11-21 4 P 0 400 2.3125 A 590672 I See Notes Class A Non-Voting Common Stock 2000-11-22 4 S 0 5000 2.625 D 585672 I See Notes Class A Non-Voting Common Stock 2000-12-28 4 P 0 100 2.1875 A 585772 I See Notes Class A Non-Voting Common Stock 2000-12-29 4 P 0 7600 2.449 A 593372 I See Notes Class A Non-Voting Common Stock 2001-01-26 4 P 0 100 2.375 A 593472 I See Notes Class A Non-Voting Common Stock 2001-01-31 4 P 0 1600 2.37 A 595072 I See Notes Class A Non-Voting Common Stock 2001-02-02 4 P 0 20400 2.497 A 615472 I See Notes Class A Non-Voting Common Stock 2001-02-05 4 P 0 1600 2.37 A 617072 I See Notes Class A Non-Voting Common Stock 2001-02-14 4 P 0 1200 2.37 A 618272 I See Notes Class A Non-Voting Common Stock 2001-02-23 4 P 0 4700 2.37 A 622972 I See Notes Class A Non-Voting Common Stock 2001-02-27 4 P 0 200 2.37 A 623172 I See Notes Class A Non-Voting Common Stock 2001-02-28 4 P 0 100 2.37 A 623272 I See Notes Class A Non-Voting Common Stock 2001-03-05 4 P 0 100 2.37 A 623372 I See Notes Class A Non-Voting Common Stock 2001-03-21 4 S 0 500 2.15 D 622872 I See Notes Class A Non-Voting Common Stock 2001-03-23 4 S 0 500 2.05 D 622372 I See Notes Class A Non-Voting Common Stock 2001-03-26 4 S 0 500 2 D 621872 I See Notes Class A Non-Voting Common Stock 2001-03-28 4 S 0 15000 1.81 D 606872 I See Notes Class A Non-Voting Common Stock 2001-03-29 4 S 0 600 1.81 D 606272 I See Notes Class A Non-Voting Common Stock 2001-04-11 4 P 0 500 1.76 A 606772 I See Notes Class A Non-Voting Common Stock 2001-04-12 4 P 0 1000 1.76 A 607772 I See Notes Class A Non-Voting Common Stock 2001-04-20 4 P 0 400 1.72 A 608172 I See Notes Class A Non-Voting Common Stock 2001-04-23 4 P 0 100 1.72 A 608272 I See Notes Class A Non-Voting Common Stock 2001-05-11 4 S 0 5000 1.75 D 603272 I See Notes Class A Non-Voting Common Stock 2001-05-14 4 P 0 2500 1.75 A 605772 I See Notes Class A Non-Voting Common Stock 2001-06-19 4 P 0 32000 1.401 A 637772 I See Notes Class A Non-Voting Common Stock 2001-07-18 4 P 0 1600 1.31 A 639372 I See Notes Class A Non-Voting Common Stock 2001-07-31 4 P 0 16000 1.8125 A 655372 I See Notes Class A Non-Voting Common Stock 2002-01-15 4 P 0 20000 1.7 A 2072356 I See Notes The reporting persons (the "Reporting Persons") are Pacific Capital Management, Inc., a Delaware corporation ("PCM"), Pacific Assets Management, LLC ("PAM"), an investment adviser registered with the Securities and Exchange Commission (the "SEC") and a Delaware limited liability company, JMG Capital Management, Inc., a California corporation ("JMG Inc."), JMG Capital Management, LLC, also an SEC-registered investment adviser and a Delaware limited liability company ("JMG LLC"), Jonathan M. Glaser, Daniel Albert David, Roger Richter and JMG Triton Offshore Fund, Ltd., an international business company organized under the laws of the British Virgin Islands (the "Fund"). PAM is the investment adviser to the Fund and PCM is a member of PAM. Mr. Glaser, Mr. David and Mr. Richter are control persons of PCM and PAM. JMG LLC is the investment adviser to an investment fund and JMG Inc. is a member of JMG LLC. Mr. Glaser is the control person of JMG Inc. and JMG LLC. PCM, PAM, JMG Inc., JMG LLC, Mr. Glaser, Mr. David and Mr. Richter are filing this Form 4 jointly as a group within the meaning of Rule 13d-5(b) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), but disclaim membership in a group with any other person. The Fund is filing this Form 4 jointly with the other Reporting Persons, but not as a member of a group, and it expressly disclaims membership in a group with any other person. These securities are or were held directly by investment funds of which PAM or JMG LLC is the general partner and/or the investment adviser, including the Fund, for the benefit of their investors, and indirectly by PCM, PAM, JMG Inc., JMG LLC, Mr. Glaser, Mr. David and Mr. Richter. The Reporting Persons, except for the Fund, disclaim beneficial ownership of such securities except to the extent of their respective pecuniary interest therein. The filing of this Form 4 on behalf of the Fund should not be construed as an admission that it is, and it disclaims that it is, the beneficial owner as defined in Rule 13d-3 under the Exchange Act, of any of the securities covered by this Form 4. No client account of PAM or JMG LLC, other than the Fund, holds or ever held more than ten percent of the outstanding shares of any class of securities of the Issuer or any company that was consolidated with the Issuer. These are transactions in the Issuer's securities when its name was Citadel Holding Corporation. Pacific Capital Management, Inc., by Jonathan M. Glaser, Vice President 2003-10-29 JMG Capital Management, Inc., by Jonathan M. Glaser, President 2003-10-29 Jonathan M. Glaser 2003-10-29 Roger Richter 2003-10-29 Pacific Asset Management, LLC, by Jonathan M. Glaser, Member Manager 2003-10-29 JMG Capital Management, LLC, by Jonathan M. Glaser, Member Manager 2003-10-29 Daniel Albert David 2003-10-29 JMG Triton Offshore Fund, Ltd., by Anthony L.M. Inder rieden, Director 2003-10-29