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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No.1)
Under the Securities Exchange Act of 1934
TOTAL ENTERTAINMENT RESTAURANT CORP.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
89150E 10 0
(CUSIP Number)
Michael M. Stewart, Esq.
Crowe & Dunlevy, A Professional Corporation
1800 Mid-America Tower
20 North Broadway
Oklahoma City, OK 73102
(405) 235-7700
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
April 18, 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(e), Rule 13d-1(f) or Rule 13d-1(g), check the
following box [_].
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the Schedule, including all exhibits. See Rule 13d-7(b) 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 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).
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CUSIP No. 89150E l0 0 Page 2 of 4
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
JAMIE B. COULTER
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) [_]
(B) [_]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
PF,OO
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(D) OR 2(E) [_]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
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7 SOLE VOTING POWER 2,136,667
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NUMBER OF
SHARES 8 SHARED VOTING POWER 0
BENEFICIALLY
OWNED BY -------- ------------------------------------------
EACH
REPORTING 9 SOLE DISPOSITIVE POWER 2,136,667
PERSON
WITH -------- ------------------------------------------
10 SHARED DISPOSITIVE POWER 0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,136,667
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS) [_]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
24.2%
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14 TYPE OF REPORTING PERSON*
IN
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CUSIP No. 89150E l0 0 Page 3 of 4
This Amendment No. 1 to Schedule 13D ("Amendment No. 1") relates to the Schedule
13D dated December 3,1997, filed with the Securities and Exchange Commission on
December 12, 1997, on behalf of Jamie B. Coulter, with regard to his beneficial
ownership of shares of the common stock of Total Entertainment Restaurant Corp.
("Issuer"). The original Schedule 13D, as amended by this Amendment No. 1, is
referred to herein as the "Schedule 13D." This Amendment No. 1 is being filed
pursuant to Rule 13d-2 promulgated under the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), to report: a change in the percentage of ownership
following exercise of certain options to purchase shares of Common Stock, par
value $.01 per share ("Common Stock") of the Issuer. All capitalized terms not
otherwise defined herein shall have the meanings ascribed thereto in the
Schedule 13D. The items specified below are hereby amended and supplemented as
specified herein.
ITEM 1. SECURITY AND ISSUER
No change in the information previously reported.
ITEM 2. IDENTIFY AND BACKGROUND
No change in the information previously reported.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATIONS
The information set forth in the Schedule 13D with respect to item 3 is
hereby amended and supplemented by adding the following:
On December 3, 1997, Mr. Coulter purchased 100,000 shares of Common
Stock of the Issuer for $6.6125 per share.
On April 18, 2002, Mr. Coulter exercised options to purchase 166,667
shares of Common Stock for $9.00 per share.
ITEM 4. PURPOSE OF TRANSACTION
No change in the information previously reported.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
The information set forth in the Schedule 13D with respect to Item 5 is
hereby amended and supplemented by adding the following:
As a result of these transactions, Mr. Coulter is the direct beneficial
owner of 2,136,667 shares of Common Stock, representing approximately
24.2% of the outstanding Common Stock of the Issuer. Such percentage is
based upon 8,664,193 shares of Common Stock
CUSIP No. 89150E l0 0 Page 4 of 4
outstanding as of the close of business on April 4, 2002, as reported
in the Issuer's Definitive Proxy Statement for the fiscal year ended
December 25, 2001, filed with the Securities and Exchange Commission on
April 17, 2002, plus 166,667 shares issued upon exercise of the option,
for a total of 8,830,860 shares of Common Stock outstanding.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER
No change in the information previously reported.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
No change in exhibits previously filed.
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.
Date: April 19, 2002 /s/ Jamie B. Coulter
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Jamie B. Coulter, Individually