U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
May 8, 2002
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Date of Report (date of earliest event reported)
ALL-AMERICAN SPORTPARK, INC.
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Exact Name of Registrant as Specified in its Charter
Nevada 0-24970 88-0203976
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State or Other Jurisdiction Commission File IRS Employer Identifi-
of Incorporation Number cation Number
6730 Las Vegas Boulevard South, Las Vegas, Nevada 89119
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Address of Principal Executive Officer, Including Zip Code
(702) 798-7777
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Registrant's Telephone Number, Including Area Code
1000 Highway 34, Matawan, New Jersey 07747
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Former Name or Former Address, if Changed Since Last Report
ITEM 1. CHANGES IN CONTROL OF REGISTRANT.
On May 8, 2002, Sports Entertainment Enterprises, Inc. ("SPEN") completed
a distribution of all of the shares of common stock of All-American SportPark,
Inc. (the "Company") held by SPEN to SPEN's shareholders of record on May 3,
2002. The 2,250,000 shares of common stock distributed represents
approximately 66.2% of the outstanding shares of the Company. As a result of
the distribution, SPEN no longer has any ownership interest in the Company.
As a result of the distribution, the principal shareholders have changed.
The following table sets forth, as of May 8, 2002, the stock ownership of each
person known by the Company to be the beneficial owner of five percent or more
of the Company's Common Stock, each Officer and Director individually, and all
Directors and Officers of the Company as a group. Except as noted, each
person has sole voting and investment power with respect to the shares shown.
Name and Address Amount and Nature Percent
of Beneficial Owners of Beneficial Ownership of Class
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Vaso Boreta 3,863 (1) 0.1%
6730 South Las Vegas Boulevard
Las Vegas, Nevada 89119
Ronald S. Boreta 975,463 (2) 26.2%
6730 South Las Vegas Boulevard
Las Vegas, Nevada 89119
Robert R. Rosburg 1,383 *
49-425 Avenida Club La Quinta
La Qunita, California 92253
William Kilmer 1,383 *
1853 Monte Carlo Way
Coral Springs, Florida 33071
Kirk Hartle 100,000 (6) 2.9%
6730 South Las Vegas Boulevard
Las Vegas, Nevada 89119
John Boreta 500,450 (3) 14.7%
6730 South Las Vegas Boulevard
Las Vegas, Nevada 89119
Boreta Enterprises, Ltd. (4) 360,784 10.6%
6730 South Las Vegas Boulevard
Las Vegas, Nevada 89119
ASI Group LLC (5) 637,044 18.7%
c/o Agassi Enterprises, Inc.
Suite 750
3960 Howard Hughes Parkway
Las Vegas, Nevada 89109
All Directors and Officers 1,082,092 28.3%
as a Group (5 persons)
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* Less than 0.1%.
(1) Includes 28 shares held directly and 3,835 shares which represents Vaso
Boreta's share of the Common Stock held by Boreta Enterprises, Ltd.
(2) Includes 402,229 shares held directly, 248,234 shares which represents
Ronald Boreta's share of the Common Stock held by Boreta Enterprises,
Ltd., and 325,000 shares underlying Stock Options held by Ronald Boreta.
(3) Includes 391,735 shares held directly, 108,715 shares which represents
John Boreta's share of the Common Stock held by Boreta Enterprises
Ltd.
(4) Boreta Enterprises Ltd. is a Nevada limited liability company whose
members and respective percentage ownership are as follows:
Ronald Boreta - 68.81%
John Boreta - 30.13%
Vaso Boreta - 1.06%
Ronald Boreta is the sole manager of Boreta Enterprises, Ltd.
(5) ASI Group LLC is a Nevada limited liability company whose members are
Andre K. Agassi and Perry Craig Rogers.
(6) Represents shares underlying options exercisable within 60 days held
by the named person.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned, hereunto duly authorized.
ALL-AMERICAN SPORTPARK, INC.
Dated: June 4, 2002 By:/s/ Kirk Hartle
Kirk Hartle, Chief Financial Officer
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