SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

GLG Partners LP

(Last)

(First)

(Middle)

1 CURZON STREET

(Street)

LONDON

W1J 5HB

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MAGNA ENTERTAINMENT CORP [ MECA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/26/2003

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Subordinated Voting Stock	04/04/2006		P ^{( 1 )}		51,187	A	$6.5	51,187	I ^{( 2 )} ^{( 3 )}	see note ^{( 2 )} ^{( 3 )}
Class A Subordinated Voting Stock	04/18/2006		P ^{( 1 )}		50,000 ^{( 4 )}	A	$6.179 ^{( 4 )}	101,187	I ^{( 2 )} ^{( 3 )}	see note ^{( 2 )} ^{( 3 )}
Class A Subordinated Voting Stock	04/28/2006		P ^{( 1 )}		6,400	A	$6.1	107,587	I ^{( 2 )} ^{( 3 )}	see note ^{( 2 )} ^{( 3 )}
Class A Subordinated Voting Stock	10/17/2006		S ^{( 1 )}		17,405 ^{( 5 )}	D	$5.401 ^{( 5 )}	90,182	I ^{( 2 )} ^{( 3 )}	see note ^{( 2 )} ^{( 3 )}
Class A Subordinated Voting Stock	10/20/2006		S ^{( 1 )}		9,000	D	$5.4	82,182	I ^{( 2 )} ^{( 3 )}	see note ^{( 2 )} ^{( 3 )}
Class A Subordinated Voting Stock	10/27/2006		S ^{( 1 )}		87,396 ^{( 6 )}	A	$5.218 ^{( 6 )}	84,600	I ^{( 2 )} ^{( 3 )}	see note ^{( 2 )} ^{( 3 )}
Class A Subordinated Voting Stock	11/02/2006		P ^{( 1 )}		59,600	A	$4.91	59,600	I ^{( 2 )} ^{( 3 )}	see note ^{( 2 )} ^{( 3 )}
Class A Subordinated Voting Stock	11/08/2006		P ^{( 1 )}		25,000 ^{( 7 )}	A	$4.698 ^{( 7 )}	84,600	I ^{( 2 )} ^{( 3 )}	see note ^{( 2 )} ^{( 3 )}
Class A Subordinated Voting Stock	12/28/2006		P ^{( 1 )}		50,000 ^{( 8 )}	A	$4.499 ^{( 8 )}	134,600	I ^{( 2 )} ^{( 3 )}	see note ^{( 2 )} ^{( 3 )}

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

GLG Partners LP

(Last)

(First)

(Middle)

1 CURZON STREET

(Street)

LONDON

W1J 5HB

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

GLG Partners LTD

(Last)

(First)

(Middle)

C/O GLG PARTNERS LP

1 CURZON STREET

(Street)

LONDON

X0 W1J 5HB

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

GLG Partners, Inc.

(Last)

(First)

(Middle)

390 PARK AVENUE, 20TH FLOOR

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

Explanation of Responses:

1. The Reporting Persons' transactions in the Issuer's securities as reported on this Form 4 involved short-swing transactions that are subject to liability under Section 16(b) of the Securities Exchange Act of 1934, as amended. As a result, the Reporting Persons have paid $150,080 to the Issuer, which represents the entire amount of profit realized on their pecuniary interest in these short-swing transactions.

2. GLG Partners LP, an English limited partnership, acts as the investment manager for certain funds which hold common stock, convertible subordinated notes and call options of the issuer.

3. GLG Partners LP, an English limited partnership, acts as the investment manager of certain funds and may be deemed to be the beneficial owner of the Issuer's securities held by such funds. GLG Partners Limited, an English limited company, is the general partner of GLG Partners LP. GLG Partners, Inc. indirectly wholly owns GLG Partners Limited. GLG Partners LP, GLG Partners Limited and GLG Partners, Inc. do not hold directly any of the Issuer's securities or derivative securities with respect thereto, and disclaim any beneficial ownership of any of the Issuer's securities reported or excluded herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended, except for their pecuniary interest therein.

4. This transaction was executed in multiple trades at prices ranging from $6.17 to $6.20. The price reported above represents the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

5. This transaction was executed in multiple trades at prices ranging from $5.40 to $5.41. The price reported above represents the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

6. This transaction was executed in multiple trades at prices ranging from $5.20 to $5.22. The price reported above represents the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

7. This transaction was executed in multiple trades at prices ranging from $4.69 to $4.70. The price reported above represents the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

8. This transaction was executed in multiple trades at prices ranging from $4.49 to $4.50. The price reported above represents the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

Remarks:

Due to system limitations for reporting transactions via EDGAR on Form 4, this Form 4 is the second of two forms filed for the reporting persons covering transactions reported for the period June 16, 2003 through June 29, 2007.

	GLG PARTNERS LP, By: GLG Partners Limited, as its General Partner, By: /s/ Victoria Parry, Senior Legal Counsel	01/08/2009
	GLG PARTNERS LP, By: GLG Partners Limited, as its General Partner, By: /s/ Emmanuel Roman, Managing Director	01/08/2009
	GLG Partners Inc., By: /s/ Alejandro R. San Miguel, General Counsel and Corporate Secretary	01/08/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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