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Exhibit 99.4
NOTICE OF GUARANTEED DELIVERY
for
Tendered and Exercised Redeemable Warrants
of
CINEMASTAR LUXURY THEATERS, INC.
As set forth in the Prospectus dated ___________, 1996 (the
"Prospectus") under "The Offer--How to Tender and Exercise" this form or one
substantially equivalent hereto must be used to tender and exercise Redeemable
Warrants of CinemaStar Luxury Theaters, Inc., a California corporation, pursuant
to the Offer (as defined in the Prospectus) if the certificate(s) for the
Redeemable Warrants to be exercised are not immediately available, or the
procedure for book-entry transfer cannot be completed on a timely basis or a
Redeemable Warrantholder cannot deliver the certificate(s) and all other
required documents to the Depository at the address listed below prior to the
Expiration Date (as defined in the Prospectus). This form may be delivered by
hand or sent by facsimile transmission or mail to the Depository and must be
received by the Depository on or prior to the Expiration Date.
CONTINENTAL STOCK TRANSFER & TRUST COMPANY
(Depository)
By Mail: By Hand:
Two Broadway Two Broadway
New York, New York 10004 19th Floor
Attn: Corporate Trust Department New York, New York 10004
Telephone:
(212) 509-4000 ext. 253
Facsimile:
(212) 509-5150
DELIVERY OF THIS INSTRUMENT TO AN ADDRESS OR TRANSMISSION OF INSTRUCTIONS VIA A
FACSIMILE NUMBER OTHER THAN AS SET FORTH ABOVE WILL NOT CONSTITUTE A VALID
DELIVERY.
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Gentlemen:
The undersigned hereby tenders and exercises the number of
Redeemable Warrants of CinemaStar Luxury Theaters, Inc., a California
corporation, set forth below upon the terms and subject to the conditions set
forth in the Prospectus dated , 1996, receipt of which is hereby
acknowledged, together with cash or a certified or official bank check made
payable to "Continental Stock Transfer & Trust Company, Agent for CinemaStar
Luxury Theaters, Inc." or a wire transfer to the Depository for the benefit of
CinemaStar Luxury Theaters, Inc. in the amount of the aggregate exercise price
of the Redeemable Warrants tendered and exercised, pursuant to the guaranteed
delivery procedures set forth in the Prospectus under the caption "The
Offer--How to Tender and Exercise."
Number of Redeemable Warrants Name(s) of Record Holder(s):
to be Tendered and Exercised:
- ----------------------------- ------------------------------
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Certificate Nos. (if available) Please Print Address(es) Here:
- ----------------------------- ------------------------------
- ----------------------------- ------------------------------
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Check ONE box if Redeemable
Warrants will be exercised
by book-entry transfer: Area Code and Telephone Number:
/ / The Depository Trust
Company
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/ / Midwest Securities Trust
Company
/ / Philadelphia Depository
Trust Company Signature(s)
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Account Number Dated: , 1996
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GUARANTEE
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The undersigned, a member firm of a registered national
securities exchange or a member of the National Association of Securities
Dealers, Inc. or a commercial bank or trust company having an office or
correspondent in the United States, guarantees that (a) the above named
person(s) owns the Redeemable Warrants exercised hereby and (b) the undersigned
will deliver to the Depository the certificates representing the Redeemable
Warrants exercised hereby in proper form for tender and exercise with required
signature guarantees (or written confirmation of book-entry transfer of such
Redeemable Warrants into the Depository's account at The Depository Trust
Company, the Midwest Securities Trust Company or the Philadelphia Depository
Trust Company), together, in each case, with cash or a certified or official
bank check made payable to CinemaStar Luxury Theaters, Inc. or a wire transfer
to the Depository for the benefit of CinemaStar Luxury Theaters, Inc. in the
amount of the aggregate exercise price of the Redeemable Warrants exercised, and
any other required documents, all within three New York Stock Exchange trading
days after the Expiration Date.
- -------------------------------- ------------------------------
(Address) (Name of Firm)
- -------------------------------- ------------------------------
(Area Code and Telephone Number) (Authorized Signature)
Dated: , 1996
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