SC 13D/A 1 blhk1.txt UNITED STATES SECURITIES & EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.1)* Black Hawk Gaming & Development Co., Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 092067107 (CUSIP Number) Vicki Z. Holleman c/o Loeb Partners Corporation 61 Broadway, N.Y., N.Y., 10006 (212) 483-7047 (Name, address and Telephone Number of Person Authorized to Receive Notices and Communications) February 12, 2002 (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 [ ]. Check the following box if a fee is being paid with statement [ ]. (A fee is not required only if the following reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described is 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.) 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. The information required on the remained 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). SCHEDULE 13D CUSIP NO. 092067107 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Loeb Partners Corporation 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* WC, O 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 7 SOLE VOTING POWER SHARES 20,807 Shares of Common stock BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 20,510 Shares of Common stock EACH 9 SOLE DISPOSITIVE POWER REPORTING 20,807 Shares of Common stock PERSON WITH 10 SHARED DISPOSITIVE POWER 20,510 Shares of Common stock 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 41,317 Shares of Common stock 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.99% 14 TYPE OF REPORTING PERSON* PN, BD, IA SCHEDULE 13D CUSIP NO. 092067107 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Loeb Arbitrage Fund 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS WC, O 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED [ ] PURSUANT TO ITEMS 2(d) or 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION New York NUMBER OF 7 SOLE VOTING POWER SHARES 302,183 Shares of Common stock BENEFICIALLY 8 SHARED VOTING POWER OWNED BY ----- EACH 9 SOLE DISPOSITIVE POWER REPORTING 302,183 Shares of Common stock PERSON WITH 10 SHARED DISPOSITIVE POWER ----- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 302,183 Shares of Common stock 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.27% 14 TYPE OF REPORTING PERSON* PN, BD Item 1. Security and Issuer. This statement refers to the Common Stock of Black Hawk Gaming & Development Co., Inc., 240 Main Street, Black Hawk, CO. 80422. Item 2. Identity and Background. No change. Item 3. Source and Amount of Funds or Other Compensation. No change. Item 4. Purpose of Transaction. No change. Item 5. Interest in Securities of the Issuer. (a) The persons reporting hereby owned the following shares of Stock as of February 12, 2002. Shares of Common Stock Loeb Arbitrage Fund 302,183 Loeb Partners Corporation* 41,317 343,500 The total shares of Common Stock constitute 8.27% the 4,154,400 outstanding shares of Common Stock as reported by the issuer. ------------------------- *Including 20,510 shares of Common Stock purchased for the accounts of two customers of Loeb Partners Corporation as to which it has investment discretion. (b) See paragraph (a) above. (c) The following purchases of Common Stock have been made in the last sixty (60) days by the following: Purchases of Common Stock Holder Date Shares Average Price Loeb Partners Corp.* 01-08-02 1150 $11.41 01-08-02 1050 11.43 01-09-02 350 11.42 01-10-02 150 11.37 01-11-02 325 11.41 01-14-02 250 11.42 01-15-02 250 11.46 01-22-02 1350 11.51 01-24-02 360 11.51 01-25-02 600 11.52 01-30-02 600 11.50 02-01-02 14100 11.79 02-04-02 350 11.80 02-05-02 125 11.62 02-05-02 145 11.80 02-06-02 125 11.62 02-06-02 212 11.76 02-08-02 650 11.85 02-11-02 325 11.83 02-12-02 5050 11.82 Holder Shares Average Price Loeb Arbitrage Fund 01-08-02 9850 $11.41 01-08-02 5650 11.43 01-09-02 1750 11.42 01-10-02 875 11.37 01-11-02 2650 11.42 01-14-02 1750 11.42 01-15-02 1800 11.47 01-22-00 10150 11.51 01-24-02 2440 11.51 01-25-02 4400 11.52 01-30-02 4200 11.50 02-01-02 105200 11.794 02-04-02 2450 11.802 02-05-02 875 11.615 02-05-02 1055 11.795 02-06-02 875 11.615 02-06-02 1688 11.765 02-08-02 4050 11.844 02-11-02 2175 11.825 02-12-02 29950 11.815 -------------------- *Including 20,510 shares of Common Stock purchased for the accounts of two customers of Loeb Partners Corporation as to which it has investment discretion. All reported transactions were effected on NASDAQ. (d) Not applicable. (e). Not applicable. Item 6.Contracts, Arrangements, Understandings or Relationships with Respect to the Issuer. None. Item 7. Materials to be Filed as Exhibits. None. 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. February 14, 2002 Loeb Partners Corporation By: /s/ Arthur E. Lee Executive Vice President February 14, 2002 Loeb Arbitrage Fund By: Loeb Arbitrage Management, Inc. By: /s/ Arthur E. Lee President