Film Producers Matheson and Grodnik Buy Control of National Lampoon Inc.

Hollywood film producers Daniel Grodnik and Tim Matheson walked into loss-riddled National Lampoon Inc. three months ago, talking softly but packing a 21% voting stake like an assault rifle. On Thursday, they took over its operation from founder Matty Simmons without firing a shot.

The new management bought Simmons’ nearly 10% stock holding in the New York magazine and film company for $761,400, to give them working control with about 31%.

Matheson, who played the role of Otter in the company’s 1978 hit comedy “Animal House,” and Grodnik took over as co-chairmen and co-chief executives. Simmons, 62, who started the goofy National Lampoon humor magazine in 1970, resigned as an officer and director and began a new career as independent producer with a nonexclusive arrangement with National Lampoon.

His first project--as well as the new management’s initial film--will begin shooting March 27. It is “National Lampoon’s Christmas Vacation,” the latest in a series starring Chevy Chase.

Simmons is executive producer.

Simmons said he will stay in the firm’s Culver City offices. Noting that he has been “running” between the office and the magazine’s New York headquarters for 10 years, Simmons said the deal was “exactly what I wanted.”

Filings by Grodnik and Matheson with the Securities and Exchange Commission gave a play-by-play account that showed them increasingly flexing their muscle.

When they first met with Simmons in late December, they brought with them as an adviser David Batchelder, a former strategist for oil company raider T. Boone Pickens Jr.

Lost Money Since 1982

The group first asked for board representation and a role in National Lampoon’s operations. After getting those, Grodnik and Matheson said they wanted to become co-presidents. In return, they pledged not to put up another slate of directors at the next shareholders meeting.

But the confrontation never got to that stage, and the newcomers announced a month ago that they were in negotiations to buy out Simmons.

National Lampoon, begun in 1967 as Twenty First Century Publishing, has lost money every year since 1982. The magazine has a circulation of about 250,000. Grodnik and Matheson have said they plan to recapitalize the firm, with the aid of Batchelder, a La Jolla investment banker, and to expand its film and publishing operations.

Three other directors left the board with Simmons: his son Michael, George S. Agoglia and Howard Jurofsky. Alan S. Parsow, a Nebraska ally of Grodnik and Matheson, remained on the board. Grodnik and Matheson said they will add other directors in a few weeks.