1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(RULE 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
(Amendment No. 8)(1)
Paxson Communications Corporation
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
704231 10 9
(CUSIP Number)
Anthony L. Morrison, Paxson Communications Corporation
601 Clearwater Park Road
West Palm Beach, Florida 33401
(561) 659-4122
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
June 4, 2001
(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 that is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 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.
(Continued on following pages)
(Page 1 of 5 pages)
--------
(1) 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 the disclosures provided in a prior cover page.
The information required in 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).
2
--------------------------------------------- --------------
CUSIP No. 704231 10 9 Page 2 of 5
--------------------------------------------- --------------
-------------- -----------------------------------------------------------------
Names of Reporting Person:
1 LOWELL W. PAXSON
I.R.S. Identification No. of Above Person (entity only)
-------------- -----------------------------------------------------------------
2 Check the Appropriate Box if a Member of a Group*
(a) [ ]
NOT APPLICABLE (b) [ ]
-------------- -----------------------------------------------------------------
SEC use only
3
-------------- -----------------------------------------------------------------
Source of Funds*
4
NOT APPLICABLE
-------------- -----------------------------------------------------------------
Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e)
5 [ ]
-------------- -----------------------------------------------------------------
Citizenship or Place of Organization
6
United States Citizen
---------------------------- ------- -------------------------------------------
Sole voting power
7 29,016,615
------- -------------------------------------------
Number of shares Shared voting power
beneficially 8 -0-
Owned by each
------- -------------------------------------------
Reporting person with Sole dispositive power
9 29,016,615
------- -------------------------------------------
Shared dispositive power
10 -0-
-------------- -----------------------------------------------------------------
Aggregate Amount Beneficially Owned by Each Reporting Person
11 29,016,615
-------------- -----------------------------------------------------------------
Check box if the Aggregate Amount in Row (11)
Excludes Certain Shares* [ ]
12
NOT APPLICABLE
-------------- -----------------------------------------------------------------
Percent of Class Represented by Amount in Row (11) [ ]
13 44.84%
-------------- -----------------------------------------------------------------
Type of Reporting Person*
14
IN
-------------- -----------------------------------------------------------------
3
--------------------------------------------- --------------
CUSIP No. 704231 10 9 Page 3 of 5
--------------------------------------------- --------------
ITEM 1. SECURITY AND ISSUER.
The title of the class of equity securities to which this statement
relates is the Class A Common Stock, par value $0.001 per share, issued by
Paxson Communications Corporation, a Delaware corporation (the "Company"). The
address of the principal executive office of the Company is 601 Clearwater Park
Road, West Palm Beach, Florida 33401.
ITEM 2. IDENTITY AND BACKGROUND.
ITEM 2.(a) The person filing this statement is
Mr. Lowell W. Paxson.
ITEM 2.(b) The business address of Mr. Paxson is
601 Clearwater Park Road, West Palm Beach,
Florida 33401.
ITEM 2.(c) The present principal occupation of Mr. Paxson is
Chairman of the Board of the Company.
ITEM 2.(d) During the last five years, Mr. Paxson has not
been convicted in a criminal proceeding.
ITEM 2.(e) During the last five years, Mr. Paxson has not
been a party to any civil proceeding of a judicial or
administrative body of competent jurisdiction as a
result of which Mr. Paxson was or is subject to any
judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or
finding any violation with respect to such laws.
ITEM 2.(f) Mr. Paxson is a citizen of the United States.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
NOT APPLICABLE
ITEM 4. PURPOSE OF TRANSACTION.
NOT APPLICABLE
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
ITEM 5.(a) Mr. Paxson beneficially owns an aggregate of
29,016,615 shares of Class A Common Stock, which is
the class of securities identified pursuant to Item 1
above. Pursuant to Rule 13d-3(d)(1) of the Act, the
above number and other references herein to the
number of shares of Class A Common Stock Mr. Paxson
beneficially owns generally includes 8,311,639 shares
of Class B Common Stock of the Company beneficially
owned by Mr. Paxson, which may be converted to an
equal number of shares of Class A Common Stock at any
time, and fully vested options to purchase 333,333
shares of Class A Common Stock.
4
--------------------------------------------- --------------
CUSIP No. 704231 10 9 Page 4 of 5
--------------------------------------------- --------------
The Company's Quarterly Report on Form 10Q for the
Quarter Ended March 31, 2001, filed May 11, 2001,
reports that as of April 30, 2001, there were
56,067,036 shares of Class A Common Stock and
8,311,639 shares of Class B Common Stock issued and
outstanding. Accordingly, Mr. Paxson beneficially
owns approximately 44.84% of the Company's
outstanding Class A Common Stock (which includes
8,311,639 shares of Class B Common Stock and vested
options to purchase 333,333 shares of Class A Common
Stock).
ITEM 5.(b) Mr. Paxson has sole power to vote or direct the
vote of, and sole power to dispose or direct the
disposition of 29,016,615 shares of Class A Common
Stock. No shares are held with shared voting or
dispositive power.
ITEM 5.(c) On June 4, 2001, Mr. Paxson effected the sale
of 635,000 shares of Class A Common Stock in the
Company held in the name of Second Crystal Diamond
Limited Partnership, which is controlled by Mr.
Paxson, at an average price of $11.65 per share. All
of the sales were effected pursuant to Rule 144 and
were accomplished through OTA Limited Partnership as
broker.
ITEM 5.(d) Not Applicable
ITEM 5.(e) Not Applicable
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
NOT APPLICABLE
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
NONE
5
--------------------------------------------- --------------
CUSIP No. 704231 10 9 Page 5 of 5
--------------------------------------------- --------------
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.
Dated: June 4, 2001.
/s/ Lowell W. Paxson
--------------------
Lowell W. Paxson
The original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative (other than an
executive officer or general partner of this filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name of and any title of each person who signs the statement shall be typed
or printed beneath his signature.
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE
FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).