SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------- FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 1999 GB PROPERTY FUNDING CORP. GB HOLDINGS, INC. GREATE BAY HOTEL AND CASINO, INC. (Exact name of Registrant as specified in its Charter) Delaware 75-2502290 Delaware 75-2502293 Delaware 33-69716 22-2242014 -------------------------------------------------------- (State or other juris- (Commission (IRS Employer diction of incorporation) File Number) Identification Number) c/o Sands Hotel & Casino Indiana Avenue and Brighton Park, 9th Floor Atlantic City, New Jersey 08401 (Address of principal executive office) (Zip Code) Registrant's telephone number including area code: (609) 441-4517 -------------- Not Applicable --------------------------------------------------- (Former name and former address, as changed since last report) Item 5. Other Events On June 1, 1999, GB Property Funding Corp. ("GB Property Funding"), GB Holdings, Inc. ("Holdings"), and Greate Bay Hotel & Casino, Inc. ("GBHC"), (collectively, the "Debtors") filed with the United States Bankruptcy Court for the District of New Jersey a plan of reorganization and disclosure statement (the "Plan") which provides for, among other things, the distribution to holders of first mortgage notes for the benefit of GBHC issued by GB Property Funding of $80 million, principal amount of new First Mortgage Notes and 100% of the new Common Stock of Holdings. The Plan also provides that all of the outstanding Common Stock of Holdings, GB Property Funding and GBHC will be cancelled and that new Common Stock of GB Property Funding and GBHC will be issued to Holdings. There can be no assurance that the Plan will be confirmed in its present form or that the transactions contemplated thereby will be consummated. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. GB PROPERTY FUNDING CORP. Dated: June 15, 1999 By: /s/ Timothy A. Ebling ---------------------------------------- Name: Timothy A. Ebling Title: Executive Vice President and Chief Financial Officer GB HOLDINGS, INC. Dated: June 15, 1999 By: /s/ Timothy A. Ebling ---------------------------------------- Name: Timothy A. Ebling Title: Executive Vice President and Chief Financial Officer GREATE BAY HOTEL AND CASINO, INC. Dated: June 15, 1999 By: /s/ Timothy A. Ebling ---------------------------------------- Name: Timothy A. Ebling Title: Executive Vice President and Chief Financial Officer