SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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): December 31, 1998
Grand Casinos, Inc.
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(Exact Name of Registrant as
Specified in Charter)
Minnesota 0-19565 41-1689535
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(State or Other (Commission (IRS Employer
Jurisdiction of File Identification
Incorporation) Number) No.)
130 Cheshire Lane
Minnetonka, Minnesota 55305
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(Address of Principal
Executive Offices)
(612) 449-9092
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(Registrant's telephone
number, including area code)
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
On December 31, 1998, Park Place Entertainment Corporation ("Park
Place") acquired the Registrant by means of a merger (the "Merger"). At the
time of the Merger, the Registrant's assets consisted of the Registrant's
gaming operations located in the State of Mississippi. Immediately prior to
the Merger, the Registrant separated its Mississippi gaming business from its
non-Mississippi business (comprised primarily of the management of
Indian-owned casinos and certain other assets and liabilities), through the
distribution of all of the common stock of Lakes Gaming, Inc. to the
shareholders of the Registrant (the "Lakes Distribution"). Following the
Lakes Distribution, a wholly owned subsidiary of Park Place merged with and
into the Registrant, with the Registrant surviving the Merger and becoming a
wholly-owned subsidiary of Park Place. Shareholders of the Registrant
received one share of common stock of the Registrant, plus the associated
stockholders' rights, in exchange for each share of Registrant's common stock
in the Merger.
A copy of Park Place's press release dated December 31, 1998 is attached
hereto as Exhibit 99.1 and incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99.1 Press Release of Park Place Entertainment Corporation dated
December 31, 1998.
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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.
GRAND CASINOS, INC.
Dated: January 14, 1999 By: /s/ Scott A. LaPorta
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Name: Scott A. LaPorta
Title: Executive Vice President
and Chief Financial Officer
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