SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(RULE 13D-102)
INFORMATION STATEMENT PURSUANT TO RULES 13D-1 AND 13D-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. _____________)1
Brilliant Digital Entertainment, Inc.
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(Name of Issuer)
Common Stock, $.001 par value
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(Title of Class of Securities)
109502 10 4
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(CUSIP Number)
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1 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 the disclosures provided in a prior coverage page.
The information required in 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 ("Act") 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).
SEC 1745 (2-95)
<PAGE 1>
<TABLE>
<S> <C> <C>
CUSIP No. 109502 10 4 13G Page 1 of 5 Pages
</TABLE>
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
(1) Saloner Family Investments Limited Partnership
(2) Safcor, Inc.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
(1) Saloner Family Investments Limited Partnership - State of
California
(2) Safcor, Inc. - State of California
5 SOLE VOTING POWER
NUMBER OF 6 SHARED VOTING POWER 486,669
SHARES
BENEFICIALLY
OWNED BY EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON WITH
8 SHARED DISPOSITVE POWER 486,669
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
486,669
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.8%
12 TYPE OF REPORTING PERSON*
(1) Saloner Family Investments Limited Partnership - PN
(2) Safcor, Inc. - CO
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE 2>
ITEM 1(A). NAME OF ISSUER:
Brilliant Digital Entertainment, Inc.
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
6355 Topanga Canyon Boulevard, Suite 513
Woodland Hills, California 91367
ITEM 2(A). NAME OF PERSON FILING:
(1) Saloner Family Investments Limited Partnership
(2) Safcor, Inc.
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
(1) Saloner Family Investments Limited Partnership
8474 Commerce Avenue, Suite B
San Diego, California 92121
(2) Safcor, Inc.
8474 Commerce Avenue, Suite B
San Diego, California 92121
ITEM 2(C). CITIZENSHIP:
(1) Saloner Family Investments Limited Partnership - State of
California
(2) Safcor, Inc. - State of California
ITEM 2(D). TITLE OF CLASS OF SECURITIES:
Common Stock, par value $0.001 per share
ITEM 2(E). CUSIP NUMBER:
109502 10 4
ITEM 3. TYPE OF REPORTING PERSON:
Not Applicable
(a) [ ] Broker or Dealer registered under Section 15 of the Act,
(b) [ ] Bank as defined in Section 3(a)(6) of the Act,
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the
Act,
<PAGE 3>
(d) [ ] Investment Company registered under Section 8 of the
Investment Company Act,
(e) [ ] Investment Adviser Registered under Section 203 of the
Investment Advisers Act of 1940,
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act
of 1974 or Endowment Fund See 13d -1(b)(1)(ii)(f),
(g) [ ] Parent Holding Company, in accordance with Rule 13d -
1(b)(ii)(g) (Note: See Item 7),
(h) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(h).
ITEM 4. OWNERSHIP.
Included in rows 5 through 9 and 11 on page 2.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not Applicable
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
Not Applicable
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
ITEM 10. CERTIFICATION.
Not Applicable
<PAGE 4>
SIGNATURE
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.
SALONER FAMILY INVESTMENTS LIMITED PARTNERSHIP
By: Safcor, Inc.
Its: General Partner
January 27, 1997
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(Date)
/s/ Alan Saloner
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(Signature)
Alan Saloner, President
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(Name/Title)
SAFCOR, INC.
January 27, 1997
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(Date)
/s/ Alan Saloner
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(Signature)
Alan Saloner, President
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(Name/Title)
