Battle Appears Over for Everett : Hollywood Park: She is expected to resign as chief operating officer after her support weakens.

With disgruntled shareholders apparently about to vote in a new regime, and with her board support disintegrating, Marje Everett is expected to resign as chief operating officer at Hollywood Park.

The resignation of Everett would end a proxy battle that has cost the Hollywood Park shareholders almost $5 million and R.D. Hubbard $3 million. Hubbard, a glass manufacturer who runs race tracks in Kansas and New Mexico, has been seeking to replace Everett since last year, charging that her management has taken Hollywood Park from a profitable business to one deeply in debt.

Hubbard, 55, came close to ousting Everett in a consent solicitation of shareholders at the end of last year. Needing a majority of the almost 4 million shares in the company, Hubbard fell less than 1% short. At the annual shareholders’ meeting Feb. 18, Hubbard would need a majority of the shares voted rather than more than half of the total shares, and this week several members of his slate expressed confidence that, based on a polling of shareholders, they had enough proxies committed.

Reached at her home Thursday night, Everett declined comment. On Friday, John Forsythe, one of Everett’s supporters on the board, and a source close to Hubbard both indicated that a settlement contingent on Everett’s resignation was being negotiated.

“It’s still up in the air,” Forsythe said. “I don’t want to be the guy who says something until everything is completed. Marje’s representatives have met with Hubbard, and the talks have been constructive. Everybody seems very tractable. We all want to do the right thing. I’m afraid that if I said any more, I might stick my oar in it and mess it up.”

Hubbard confirmed that talks have taken place. “This is all very sensitive, and I better not say anything else,” Hubbard said.

Everett, 69, became a prominent shareholder in Hollywood Park in the late 1960s. Gulf+Western Industries, after buying the Chicago tracks that Everett’s father, the late Ben Lindheimer, once owned, gave Everett a substantial amount of Hollywood Park stock as part of a buyout that removed her as general manager of Arlington Park.

Everett joined Hollywood Park’s board of directors in 1972 and was elected chairman and chief executive officer in 1985. Spending $550,000 of her own money, Everett fought off a proxy fight in 1977.

Two weeks ago, in what her opponents characterized as a desperation move, Everett nominated Steve Wynn, a Las Vegas casino operator with no racing experience, to replace her as board chairman and CEO. On Jan. 17, by a 7-3 vote, Wynn was approved by the Hollywood Park board, with Everett retaining the title of chief operating officer.

Since then, Wynn has reportedly lost interest in participating in Hollywood Park and, according to one source close to the Everett-Hubbard negotiations, might have tipped the Everett-dominated board in the other direction. Wynn reportedly suggested to Merv Griffin, a fellow casino operator and one of Everett’s board allies, that Griffin throw his support to Hubbard.

Wynn has declined to be interviewed. Attempts to reach Griffin for comment were unsuccessful.

Pro-Everett members of the Hollywood Park board have included Forsythe, Griffin, Allen Paulson, Aaron Spelling and Stan Seiden. Opposing Everett have been Harry Ornest, Warren Williamson and John Newman. Bruce McNall, a board member who voted in favor of Wynn, said a few days ago that he had no allegiances. McNall, the owner of the Kings and a large racing and breeding operation, is involved in negotiations to buy the Toronto Argonauts of the Canadian Football League from Ornest.

According to sources who asked not to be identified, Everett cost herself board support recently by understating the expense of the proxy fight. Everett is said to have reported that the expenses were less than $2 million, when in reality they are approaching $5 million. Should Hubbard prevail in the proxy fight, Hollywood Park would be required to reimburse him for his expenses.

The departure of Everett, who has never accepted a salary at Hollywood Park, would mark the end of a racing era that began in Chicago more than 30 years ago. Perhaps the last of the autonomous race track operators, Everett’s life has had racing as a focal point, and she has spent much of it fighting off legions of detractors.