SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Metromedia International Group, Inc.
------------------------------------
(Name of Issuer)
Common Stock, $0.01 par value
-----------------------------
(Title of Class of Securities)
591689104
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(CUSIP Number)
June 1, 2005
------------
(Date of Event Which Requires Filing of this Statement)
Check the following box to designate the rule pursuant to which the Schedule is
filed:
[ ] Rule 13d-1(b)
[ X ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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).
CUSIP NO. 591689104
1. NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
(ENTITIES ONLY)
D. E. Shaw Laminar Portfolios, L.L.C.
01-0577802
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(A) [ ]
(B) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 5. SOLE VOTING POWER
SHARES
BENEFICIALLY
OWNED BY -0-
EACH
REPORTING
PERSON WITH
6. SHARED VOTING POWER
4,845,000
7. SOLE DISPOSITIVE POWER
-0-
8. SHARED DISPOSITIVE POWER
4,845,000
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,845,000
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.2%
12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
CUSIP NO. 591689104
1. NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
(ENTITIES ONLY)
D. E. Shaw & Co., L.P.
13-3695715
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(A) [ ]
(B) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 5. SOLE VOTING POWER
SHARES
BENEFICIALLY
OWNED BY -0-
EACH
REPORTING
PERSON WITH
6. SHARED VOTING POWER
4,845,000
7. SOLE DISPOSITIVE POWER
-0-
8. SHARED DISPOSITIVE POWER
4,845,000
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,845,000
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.2%
12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA, PN
CUSIP NO. 591689104
1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
D. E. Shaw & Co., L.L.C.
13-3799946
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(A) [ ]
(B) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 5. SOLE VOTING POWER
SHARES
BENEFICIALLY
OWNED BY -0-
EACH
REPORTING
PERSON WITH
6. SHARED VOTING POWER
4,845,000
7. SOLE DISPOSITIVE POWER
-0-
8. SHARED DISPOSITIVE POWER
4,845,000
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,845,000
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.2%
12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
CUSIP NO. 591689104
1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
David E. Shaw
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(A) [ ]
(B) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF 5. SOLE VOTING POWER
SHARES
BENEFICIALLY
OWNED BY -0-
EACH
REPORTING
PERSON WITH
6. SHARED VOTING POWER
4,845,000
7. SOLE DISPOSITIVE POWER
-0-
8. SHARED DISPOSITIVE POWER
4,845,000
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,845,000
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.2%
12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
ITEM 1.
(A) NAME OF ISSUER:
Metromedia International Group, Inc.
(B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
8000 Tower Point Drive
Charlotte, North Carolina 28227
ITEM 2.
(A) NAME OF PERSON FILING:
D. E. Shaw Laminar Portfolios, L.L.C.
D. E. Shaw & Co., L.P.
D. E. Shaw & Co., L.L.C.
David E. Shaw
(B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
The business address for each reporting person is:
120 W. 45th Street, Tower 45, 39th Floor
New York, NY 10036
(C) CITIZENSHIP:
D. E. Shaw Laminar Portfolios, L.L.C. is a limited liability
company organized under the laws of the state of Delaware.
D. E. Shaw & Co., L.P. is a limited partnership organized
under the laws of the state of Delaware.
D. E. Shaw & Co., L.L.C. is a limited liability company
organized under the laws of the state of Delaware.
David E. Shaw is a citizen of the United States of America.
(D) TITLE OF CLASS OF SECURITIES:
Common Stock, $0.01 par value
(E) CUSIP NUMBER:
591689104
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B) OR 13D-2(B) OR (C),
CHECK WHETHER THE PERSON FILING IS A:
Not applicable
ITEM 4. OWNERSHIP
As of June 1, 2005:
(a) Amount beneficially owned:
D. E. Shaw Laminar Portfolio, L.L.C.: 4,845,000 shares
D. E. Shaw & Co., L.P.: 4,845,000 shares
D. E. Shaw & Co., L.L.C.: 4,845,000 shares
David E. Shaw: 4,845,000 shares
(b) Percent of class:
D. E. Shaw Laminar Portfolio, L.L.C.: 5.2%
D. E. Shaw & Co., L.P.: 5.2%
D. E. Shaw & Co., L.L.C.: 5.2%
David E. Shaw: 5.2%
(c) Number of shares to which the person has: (i) Sole power to vote or to
direct the vote:
D. E. Shaw Laminar Portfolio, L.L.C.: -0- shares
D. E. Shaw & Co., L.P.: -0- shares
D. E. Shaw & Co., L.L.C.: -0- shares
David E. Shaw: -0- shares
(ii) Shared power to vote or to direct the vote:
D. E. Shaw Laminar Portfolio, L.L.C.: 4,845,000 shares
D. E. Shaw & Co., L.P.: 4,845,000 shares
D. E. Shaw & Co., L.L.C.: 4,845,000 shares
David E. Shaw: 4,845,000 shares
(iii) Sole power to dispose or to direct the disposition of:
D. E. Shaw Laminar Portfolio, L.L.C.: -0- shares
D. E. Shaw & Co., L.P.: -0- shares
D. E. Shaw & Co., L.L.C.: -0- shares
David E. Shaw: -0- shares
(iv) Shared power to dispose or to direct the disposition of:
D. E. Shaw Laminar Portfolio, L.L.C.: 4,845,000 shares
D. E. Shaw & Co., L.P.: 4,845,000 shares
D. E. Shaw & Co., L.L.C.: 4,845,000 shares
David E. Shaw: 4,845,000 shares
David E. Shaw does not own any shares directly. By virtue of David E. Shaw's
position as President and sole shareholder of D. E. Shaw & Co., Inc., which is
the general partner of D. E. Shaw & Co., L.P., which in turn is the investment
adviser of D. E. Shaw Laminar Portfolios, L.L.C., and by virtue of David E.
Shaw's position as President and sole shareholder of D. E. Shaw & Co. II, Inc.,
which is the managing member of D. E. Shaw & Co., L.L.C., which in turn is the
managing member of D. E. Shaw Laminar Portfolios, L.L.C., David E. Shaw may be
deemed to have the shared power to vote or direct the vote of, and the shared
power to dispose or direct the disposition of, the 4,845,000 shares as described
above constituting 5.2% of the outstanding shares and, therefore, David E. Shaw
may be deemed to be the beneficial owner of such shares. David E. Shaw disclaims
beneficial ownership of such 4,845,000 shares.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Not Applicable
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
Not Applicable
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR
CONTROL PERSON
Not Applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
Not Applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not Applicable
ITEM 10. CERTIFICATION
By signing below, each of D. E. Shaw Laminar Portfolios, L.L.C., D. E. Shaw &
Co., L.P., D. E. Shaw & Co., L.L.C., and David E. Shaw certify that, to the best
of such reporting person's knowledge and belief, the securities referred to
above were not acquired and are not held for the purpose of or with the effect
of changing or influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a participant in any
transaction having such purposes or effect.
SIGNATURE
After reasonable inquiry and to the best of their knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct. Powers of Attorney, dated February 24, 2004, granted by
David E. Shaw in favor of Julius Gaudio, are attached hereto.
Dated: June 9, 2005
D. E. Shaw
Laminar Portfolios, L.L.C.
By: D. E. Shaw & Co., L.L.C., as
managing member
By: /s/ Julius Gaudio
--------------------
Julius Gaudio
Managing Director
D. E. Shaw & Co., L.P.
By: /s/ Julius Gaudio
--------------------
Julius Gaudio
Managing Director
D. E. Shaw & Co., L.L.C.
By: /s/ Julius Gaudio
--------------------
Julius Gaudio
Managing Director
David E. Shaw
By: /s/Julius Gaudio
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Julius Gaudio
Attorney-in-Fact for David E. Shaw