SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

KANIEWSKI SCOTT A

(Last)

(First)

(Middle)

C/O MONTICELLO RACEWAY

ROUTE 17B

(Street)

MONTICELLO

12701

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
EMPIRE RESORTS INC [ NYNY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/12/2004

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, $.01 par value per share	01/12/2004		P		132,656	A	⁽¹⁾	134,096	D
Common Stock, $.01 par value per share	01/12/2004		P		434	A	⁽²⁾	28,940	I	By Limited Partnership⁽³⁾
Common Stock, $.01 par value per share	01/12/2004		P		434	A	⁽⁴⁾	34,986	I	By Trust⁽⁵⁾
Common Stock, $.01 par value per share	01/12/2004		P		506,899	A	⁽⁶⁾	506,899⁽⁷⁾⁽⁸⁾	I	By Watertone Holdings, L.P.

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. These shares of common stock of the Issuer (the "Shares") were issued to Mr. Kaniewski in consideration for Mr. Kaniewski's holdings in Monticello Raceway Development Company, LLC ("MRD") pursuant to that certain Amended and Restated Securities Contribution Agreement, dated as of December 12, 2003 (the "Contribution Agreement"). The aggregate market value of these holdings, based on the market price of the consideration received at closing ($9.10 per share), was $1,207,169.60.

2. These Shares of the Issuer were issued to the Kaniewski Family Limited Partnership ("KFLP") in consideration for KFLP's holdings in MRD pursuant to the Contribution Agreement. The aggregate market value of these holdings, based on the market price of the consideration received at closing ($9.10 per share), was $3,949.40.

3. These Shares are held by KFLP. Mr. Kaniewski is a 1% limited partner and the general partner of KFLP and he has sole voting and dispositive power over the Shares held by KFLP. Mr. Kaniewski disclaims beneficial ownership of all the Shares owned by KFLP for any purpose other than voting and dispositive power.

4. The Shares were issued to KFP Trust ("KFPT") in consideration for KFPT's holdings in MRD pursuant to the Contribution Agreement. The aggregate market value of these holdings, based on the market price of the consideration received at closing ($9.10 per share), was $3,949.40.

5. These Shares are held by KFPT, whose sole trustee is Mr. Kaniewski's wife, and whose sole beneficiaries are Mr. Kaniewski's children. Mr. Kaniewski disclaims beneficial ownership of all the Shares held by KFPT.

6. These Shares represent a portion of the 4,565,010 Shares issued to Watertone Holdings, L.P. ("Watertone") in consideration for Watertone's holdings in Monticello Casino Management, LLC, Mohawk Management, LLC and Monticello Raceway Management, Inc. pursuant to the Contribution Agreement.

7. Through BKB, LLC ("BKB"), 15.3% of which is owned by Mr. Kaniewski, Mr. Kaniewski indirectly holds a general partnership interest of .00153% of Watertone, representing an indirect interest in 6,984 of the Shares issued to Watertone pursuant to the Contribution Agreement. KFLP, of which Mr. Kaniewski is a 1% limited partner and the general partner with sole voting and dispositive power, holds a 4.95% limited partnership interest in Watertone, representing an indirect interest in 225,968 of the Shares issued to Watertone. KFPT, whose sole trustee is Mr. Kaniewski's wife, and whose sole beneficiaries are Mr. Kaniewski's children, holds a 6% limited partnership interest in Watertone, representing an indirect interest in 273,901 of the Shares issued to Watertone.

8. Both KFLP and KFPT hold 0.05% of BKB, and through BKB both hold a general partnership interest of .000005% of Watertone, each representing an indirect interest in 23 of the Shares issued to Watertone. Mr. Kaniewski disclaims beneficial ownership of the Shares owned by KFPT and, other than for purposes of voting and dispositive powers, of the Shares owned by KFLP. The aggregate market value of Mr. Kaniewski's beneficial ownership interest in Watertone's holdings (referenced in notes 6,7 and 8), based on the market price of the consideration received at closing ($9.10 per share), was $4,612,780.90.

Remarks:

	/s/ Kaniewski, Scott A.	01/13/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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