MARTIN LAWRENCE LIMITED EDITIONS INC
8-K, 1996-12-23
MISCELLANEOUS PUBLISHING
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                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549


                                    FORM 8-K
                                 CURRENT REPORT
                        Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934




Date of Report (Date of earliest event reported)  December 17, 1996
                                                  ------------------


                     MARTIN LAWRENCE LIMITED EDITIONS, INC.              
- --------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)



                    
Delaware                       0-13141              95-4103583
- --------------------------------------------------------------------------
(State or other juris-        (Commission          (IRS Employer
diction of incorporation)     File Number)        Identification No.)



16250 Stagg Street, Van Nuys, CA                               91406
- --------------------------------------------------------------------------

Registrant's telephone number, including area code (818) 988-0630
                                                    --------------


                                    Not applicable
- --------------------------------------------------------------------------
        (former name or former address, if changed since last report.)
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ITEM 3.  BANKRUPTCY OR RECEIVERSHIP

                 On December 17, 1996, Martin Lawrence Limited Editions, Inc.,
a Delaware corporation (the "Company"), filed a voluntary Petition for Relief
under the provisions of Chapter 11 of the U.S. Bankruptcy Code in the U.S.
Bankruptcy Court for the Central District of California (Bankruptcy Case No.
SV96-24875KL).  Chapter 11 allows the Company to remain as debtor in possession
of its assets and business while being subject to the supervision and order of
the Bankruptcy Court for certain transactions and actions.

                 In addition, each of Martin Lawrence Limited Editions of
California, Inc., a California corporation, and Martin Lawrence Frame Shops,
Inc., a California corporation, both direct, wholly-owned subsidiaries of the
Company also filed a Voluntary Petition for Relief under the provisions of
Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the
Central District of California (Bankruptcy Case Nos. SV96-24877KL and
SV96-24874KL, respectively).


ITEM 7.  EXHIBITS

<TABLE>
<CAPTION>
         Exhibit No.                       Description
         -----------                       -----------
            <S>                            <C>
            99.1                           Press Release issued
                                           December 17, 1996
</TABLE>


                 Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.

                                       MARTIN LAWRENCE LIMITED
                                       EDITIONS, INC.


Dated:  December 20, 1996              By: /s/Allen A. Baron           
                                           --------------------------
                                           Allen A. Baron
                                           Chairman of the Board and
                                           Chief Financial Officer
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                                 EXHIBIT INDEX


<TABLE>
<CAPTION>
EXHIBIT                                                             PAGE
  NO.                             DESCRIPTION                        NO.
- -------                           -----------                       ----
  <S>                     <C>                                       <C>
  99.1                    Press release issued on                     4
                          December 17, 1996
</TABLE>

<PAGE>   1



                                                                    Exhibit 99.1

                                  Page 1 of 1



December 17, 1996                          CONTACT:  Allen A. Baron
                                                     Chairman of the Board
                                                     818-988-0630


                  MARTIN LAWRENCE LIMITED EDITIONS, INC. FILES
                  FOR PROTECTION UNDER FEDERAL BANKRUPTCY LAW

                 Van Nuys, Calif. - (Business Wire)--Allen A. Baron, chairman
of the board of Martin Lawrence Limited Editions, Inc. (NASDAQ OTCBB:MLLE),
announced today that the company had filed a voluntary petition for relief
under chapter 11 of the United States Bankruptcy Code.  The company had been
contemplating a chapter 11 filing in light of its recent third quarter
financial results and the burden of several unprofitable galleries.

                 "The company has decided to close several galleries due to
declining sales and believes that it can successfully reorganize its financial
obligations, including its lease obligations, through a chapter 11 filing,"
explained Mr. Baron.  "The filing has the support of the company's secured
creditors and we believe that the company will be able to emerge from chapter
11 within 12-18 months.  The company will continue operating through the
bankruptcy and will be taking a hard look at all aspects of its operations in
an effort to boost sales and reduce corporate overhead," stated Mr. Baron.

                 Martin Lawrence Limited Editions, Inc. is an integrated
publisher, retailer and wholesaler of limited-edition serigraphs, lithographs,
sculpture and other works of fine art created by internationally renowned and
emerging artists.  The company also purchases, for resale, original works of
art as well as limited-edition works by recognized artists not published by the
company.

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