SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 1)(1)
FIRST ENTERTAINMENT HOLDING CORP.
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(Name of Issuer)
Common Stock, par value $.008 per share
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(Title of Class of Securities)
320080203
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(CUSIP Number)
Mr. Michael Deutsch
Balzac, Inc.
1107 Broadway
New York, New York 10010
(212) 255-1700
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 18, 1999
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(Date of Event Which Requires Filing
of This Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box |_|.
Note. Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other
parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 5 Pages)
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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 disclosures provided in a prior cover page.
The information required on 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 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).
<PAGE>
CUSIP No. 320080203 SCHEDULE 13D Page 2 of 5 Pages
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Balzac, Inc. ID No. 13 - 3858192
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |_|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
00
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) |_|
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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7 SOLE VOTING POWER
NUMBER OF
SHARES 1,331,025
BENEFICIALLY --------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING
PERSON --------------------------------------------------------
WITH 9 SOLE DISPOSITIVE POWER
1,331,025
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10 SHARED DISPOSITIVE POWER
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,331,025
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* |_|
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.27%
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14 TYPE OF REPORTING PERSON*
CO
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 3 of 5 Pages
Item 1. Security and Issuer
This statement relates to the shares of common stock, par value $.008 per
share ("Common Stock"), of First Entertainment Holding Corp., a Nevada
corporation (the "Company") with principal executive offices located at 7887
East Bellview, Suite 1114, Englewood, CO 80111. This statement constitutes
Amendment No. 1 to the Schedule 13D of Balzac, Inc., originally filled with the
Securities and Exchange Commission (the "Commission") on June 11, 1996
(hereinafter referred to as the "Filling").
Except as disclosed herein, there has been no change in the information
previously reported in the Filling. Capitalized terms not defined herein shall
have the meanings ascribed to such terms in the Filing.
Item 2. Identity and Background
Item 2 is amended by the following:
The principal business address of the Reporting Person is 1107
Broadway, New York, New York 10010.
Item 5. Interest in Securities of the Issuer
Item 5 is amended by the following:
(a) amending and restating subsection (a) in its entirety as
follows:
The Reporting Person is the beneficial owner of 831,125 shares of
Common Stock and warrants to purchase 499,900 shares of Common Stock (subject to
antidilution provisions) at an exercise price of $1.00 per share, which
collectively, represent approximately 12.27% of the shares of Common Stock
outstanding.
(b) amending and restating subsection (b) in its entirety as
follows:
The Reporting Person has the sole power to vote 831,125shares of
Common Stock and the sole power to dispose of 831,125 shares of Common Stock and
warrants to purchase 499,900 shares of Common Stock (subject to antidilution
provisions).
(c) amending and restating subsection (k) in its entirety as
follows:
In a series of open market brokerage transactions from May 7, 1999
through May 24, 1999, the Reporting Person sold 143,975 shares of Common Stock
at prices ranging from $1.06 to $2.16 per share, for a total of $211,859.41.
<PAGE>
Page 4 of 5 Pages
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.
Item 6 is amended by adding the following:
Pursuant to an April 1997 agreement between the Company and the Reporting
Person, the Reporting Person is required to sell (if permitted by applicable
securities laws) a minimum of 25,000 shares of Common Stock per quarter,
remitting a portion of each such sale to the Company. After forty months from
the date of the agreement, any unsold Common Stock will revert to the Company so
long as the Company has complied with certain conditions.
Pursuant to an agreement between the Reporting Person and Bernard Kraft,
formerly chief financial officer of the Reporting Person, Mr. Kraft has the
right to instruct the Reporting Person to sell up to 75,000 shares of Common
Stock and to remit a portion of the proceeds from such sales to him.
<PAGE>
Page 5 of 5 Pages
Signature
After reasonable inquiry and to the best of its knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
May 28, 1999
BALZAC, INC.
By: /s/ Lisa Pamintuan
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Lisa Pamintuan, President
