FORM 5
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act
of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935
or Section 30(f) of the Investment Company Act of 1940
1.Name and Address of Reporting Person
Goldberg, Abraham
2205 E. Long Ct.
Littleton, CO 80121
2.Issuer Name and Ticker or Trading Symbol
First Entertainment Holding Corp. FTET
3.IRS or Social Security Number of Reporting Person (Voluntary)
4.Statement for Month/Year
12/99
5.If Amendment, Date of Original (Month/Year)
6. Relationship of Reporting Person to Issuer
x Director 10% Owner
Officer Other (specify below)
7.Individual or Joint/Group Filing
X Form filed by One Reporting Person
Form filed by More Than One Reporting Person
Table I- Non-Derivative Securities Acquired, Disposed Of, or
Beneficially Owned
1.Title of Security
2.Transaction Date (Month/Date/Year)
3.Transaction Code
Code
4.Securities Acquired(A) or Disposed of (D)
Amount (A) or (D) Price
5. Amount of Securities Beneficially Owned at End of Month
6. Ownership Form: Direct (D) or Indirect (I)
7. Nature of Indirect Beneficial Ownership
Table II Derivative Securities Acquired, Disposed of, or Beneficially
Owned (e.g. pots, calls, warrants options, convertible securities)
1.Title of Derivative Security
First Entertainment Holding Corp. Options
First Entertainment Performance Options
First Entertainment Performance Options
2.Conversion or Exercise Price of Derivative Security
$.21
$.21
$.21
3.Transaction Date (Month/Date/Year)
3/11/99
3/11/99
3/11/99
4.Transaction Code
J
J
J
5.Number of Derivative Securities Acquired (A) or Disposed of (D)
(A) 500,000
(A) 250,000
(A) 250,000
6.Date of Exercisable and Expiration Date (Month/Date/Year)
Date Exercisable Expiration Date
3/11/99 3/11/02
8/29/99 8/29/02
8/23/99 8/23/02
7.Title and Amount of Underlying Securities
Title Amount of Number of Shares
Common Stock 400,000
Common Stock 250,000
Common Stock 250,000
8.Price of Derivative Securities Beneficially Owned at End of Month
0
0
0
9.Number of Derivative Security Direct(D) or Indirect(I)
400,000
250,000
250,000
10. Ownership Form of Derivative Security Direct(D)or Indirect(I)
(D)
(D)
(D)
11.Nature of Indirect Beneficial Ownership
Explanation of Responses:
4.)Options were granted to reporting person by First Entertainment Board
of Directors pursuant to resolutions.
6.)With respect to performance options, the exercise date is the date on
which the condition precedent to the vesting of the options occurred.
9.)Reporting person owned 900,000 options in the aggregate at the end of
1999.
/s/ A.B. Goldberg 2/11/00
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Signature of Reporting Person Date