SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b) (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. 2)*
Denny's Corporation
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
24869P104
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(CUSIP Number)
February 13, 2004
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(Date of Event which Requires Filing of this
Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
|_| Rule 13d-1(b)
|X| Rule 13d-1(c)
|_| Rule 13d-1(d)
Page 1 of 5
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*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 disclosures provided in a prior cover page.
The information required on 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 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).
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CUSIP No. 24869P104 Page 2 of 5 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Lloyd I. Miller, III 279-42-7925
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_|
(b) |_|
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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5 SOLE VOTING POWER
NUMBER OF 1,238,127
SHARES -----------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 1,023,916
EACH -----------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 1,238,127
WITH -----------------------------------------------
8 SHARED DISPOSITIVE POWER
1,023,916
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,262,043
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES |_|
SHARES*
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.6%
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12 TYPE OF REPORTING PERSON*
IN-IA-OO
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 3 of 5
Item 1(a). Name of Issuer: Denny's Corporation
Item 1(b). Address of Issuers's Principal Executive Offices: 203 East Main Street
Spartanburg, South Carolina 29319-9966
Item 2(a). Name of Person Filing: Lloyd I. Miller, III
Item 2(b). Address of Principal Business Office or, if None, Residence: 4550 Gordon Drive, Naples, Florida 34102
Item 2(c). Citizenship: U.S.A.
Item 2(d). Title of Class of Securities: Common Stock, $0.01 par value
Item 2(e). CUSIP Number: 24869P104
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, this statement is filed pursuant to Rule 13d-1(c).
Item 4. OWNERSHIP: The reporting person shares dispositive and voting power with
respect to 1,023,916 of the reported securities as an investment advisor
to the trustee of certain family trusts. The reporting person has sole
dispositive and voting power with respect to 1,238,127 of the reported
securities as (a) an individual, (b) the manager of a limited liability
company that is the general partner of certain limited partnerships, (c)
the trustee to certain family trusts, (d) as the custodian to certain
accounts established under the Florida Uniform Gift to Minors Act (e)
the manager of a certain limited liability company, and (f) the trustee
to certain generation skipping trusts.
(a) 2,262,043
(b) 5.6%
(c) (i) sole voting power: 1,238,127
(ii) shared voting power: 1,023,916
(iii) sole dispositive power: 1,238,127
(iv) shared dispositive power: 1,023,916
Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
Not Applicable.
Page 4 of 5
Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
Persons other than Lloyd I. Miller, III have the right to receive or the
power to direct the receipt of dividends from, or the proceeds from the
sale of, the reported securities.
Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
Not Applicable.
Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
Not Applicable.
Item 9. NOTICE OF DISSOLUTION OF GROUP:
Not Applicable.
Page 5 of 5
Item 10. CERTIFICATION:
By signing below I certify that, to the best of my 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 that
purpose or effect.
SIGNATURE
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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: February 19, 2004 /s/ Lloyd I. Miller, III
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Lloyd I. Miller, III