Edgar Filing: METROMEDIA INTERNATIONAL GROUP INC

Ownership Submission

FORM 4

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Black Horse Capital Advisors LLC

2. Issuer Name and Ticker or Trading Symbol
METROMEDIA INTERNATIONAL GROUP INC [MTRM]

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

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	__X__ Other (specify below)
See (1)

(Last)

(First)

(Middle)

45 ROCKEFELLER CENTER, 20TH FLOOR,

3. Date of Earliest Transaction (Month/Day/Year)
12/08/2006

(Street)

NEW YORK, NY 10111

4. If Amendment, Date 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

(City)

(State)

(Zip)

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)
Common Stock	12/08/2006		P		2,655	A	$ 1.5	969,414	D ⁽¹⁾ ⁽²⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾
Common Stock	12/08/2006		P		7,585	A	$ 1.5243	976,999	D ⁽¹⁾ ⁽²⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾
Common Stock	12/11/2006		P		971	A	$ 1.5766	977,970	D ⁽¹⁾ ⁽²⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾
Common Stock	12/11/2006		P		31,629	A	$ 1.57	1,009,599	D ⁽¹⁾ ⁽²⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾
Common Stock	12/08/2006		P		10,834	A	$ 1.5	3,955,332	D ⁽¹⁾ ⁽³⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾
Common Stock	12/08/2006		P		30,956	A	$ 1.5243	3,986,288	D ⁽¹⁾ ⁽³⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾
Common Stock	12/11/2006		P		3,962	A	$ 1.5766	3,990,250	D ⁽¹⁾ ⁽³⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾
Common Stock	12/11/2006		P		129,085	A	$ 1.57	4,119,335	D ⁽¹⁾ ⁽³⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾
Common Stock	12/08/2006		P		4,011	A	$ 1.5	1,465,335	D ⁽¹⁾ ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾
Common Stock	12/08/2006		P		11,459	A	$ 1.5243	1,476,794	D ⁽¹⁾ ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾
Common Stock	12/11/2006		P		1,467	A	$ 1.5766	1,478,261	D ⁽¹⁾ ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾
Common Stock	12/11/2006		P		47,786	A	$ 1.57	1,526,047	D ⁽¹⁾ ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Black Horse Capital Advisors LLC 45 ROCKEFELLER CENTER, 20TH FLOOR NEW YORK, NY 10111		X		See (1)
Black Horse Capital Offshore Ltd. C/O M&C CORPORATE SERVICES, PO BOX 30UGL UGLAND HOUSE, SOUTH CHURCH STREET GEORGE TOWN, GRAND CAYMAN, E9 00000		X		See (1)
BLACK HORSE CAPITAL LP 45 ROCKEFELLER PLAZA 20TH FL NEW YORK, NY 10111		X		See (1)
BLACK HORSE CAPITAL QP L P 45 ROCKEFELLER PLAZA 20TH FL NEW YORK, NY 10111		X		See (1)
Black Horse Capital Management LLC 45 ROCKEFELLER CENTER, 20TH FLOOR NEW YORK, NY 10111		X		See (1)
Sheehy Brian 45 ROCKEFELLER CENTER, 20TH FLOOR NEW YORK, NY 10111		X		See (1)
Chappell Dale 45 ROCKEFELLER CENTER, 20TH FLOOR NEW YORK, NY 10111		X		See (1)

Signatures

Dale Chappell, Managing Member of Black Horse Capital Advisors LLC		12/12/2006
^**Signature of Reporting Person		Date
Dale Chappell, Managing Member of Black Horse Capital Management LLC, General Partner of Black Horse Capital LP		12/12/2006
^**Signature of Reporting Person		Date
Dale Chappell, Managing Member of Black Horse Capital Management LLC, General Partner of Black Horse Capital (QP) LP		12/12/2006
^**Signature of Reporting Person		Date
Dale Chappell, Director of Black Horse Capital Offshore Ltd.		12/12/2006
^**Signature of Reporting Person		Date
Dale Chappell, Managing Member of Black Horse Capital Management LLC		12/12/2006
^**Signature of Reporting Person		Date
Dale Chappell		12/12/2006
^**Signature of Reporting Person		Date
Brian Sheehy		12/12/2006
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Black Horse Capital Advisors LLC (the "Black Horse Advisors") may be deemed to be a member of a group within the meaning of Rule 13d-5 promulgated under the Securities Exchange Act of 1934, as amended, consisting of Esopus Creek Value LP and D. E. Shaw Laminar Portfolios, L.L.C. and the other reporting persons (collectively, the "Group Members") identified in the Schedule 13D/A filed on November 22, 2006, as amended, by the Group Members.
(2)	Black Horse Advisors is the investment manager of Black Horse Capital Offshore Ltd. ("Black Horse Offshore Fund"). The Black Horse Offshore Fund directly owns 1,009,599 shares of common stock and 28,370 shares of Convertible Preferred Stock, which is convertible into 94,472 shares of common stock. Black Horse Advisors is deemed to indirectly beneficially own the shares of stock directly owned by Black Horse Offshore Fund.
(3)	Black Horse Capital LP ("Black Horse Capital Fund") directly owns 4,119,335 shares of common stock and 120,970 shares of Convertible Preferred Stock, which is convertible into 402,830 shares of common stock. Black Horse Capital Management LLC ("Black Horse Management") is the managing general partner of Black Horse Capital Fund and is deemed to indirectly beneficially own the shares of stock directly owned by Black Horse Capital Fund.
(4)	Black Horse Capital (QP) LP ("Black Horse QP Fund") directly owns 1,526,047 shares of common stock and 35,742 shares of Convertible Preferred Stock, which is convertible into 119,021 shares of common stock. Black Horse Management is the managing general partner of Black Horse QP Fund and is deemed to indirectly beneficially own the shares of stock directly owned by Black Horse QP Fund.
(5)	Brian Sheehy and Dale Chappell are the managing members of each of Black Horse Advisors and Black Horse Management and are deemed to indirectly beneficially own the shares of stock beneficially owned by them. Mr. Chappell does not directly own any shares of common stock or Convertible Preferred Stock. Brian Sheehy directly owns 58,600 shares of common stock and 840 shares of Convertible Preferred Stock, which is convertible into 2,797 shares of common stock.
(6)	For purposes of this Form 4, Black Horse Advisors, Black Horse Management, and Messrs. Sheehy and Chappell disclaim ownership of the shares of common stock owned by the funds reporting on this Form 4 except to the extent of their pecuniary interest therein.
(7)	The persons reporting on this Form 4 disclaim any pecuniary interest in the shares of common stock owned by the other Group Members.

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