SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
LASER-PACIFIC MEDIA CORPORATION
(Name of Issuer)
Common Stock, $.001 par value
(Title of Class of Securities)
517923
(CUSIP NUMBER)
Ralph J. Sorrentino, President
Digital Creative Development Corporation
67 Irving Place North
4th Floor
New York, New York 10003
(212) 387-7700
Name, Address and Telephone Number of Persons
Authorized to Receive Notices and Communications)
October 11, 2000
(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 which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d1(e), 13d-1(f) or 13d-1(g), check the following box
/ X /.
1. NAME OF REPORTING PERSON
Digital Creative Development Corporation
S.S. OR IRS IDENTIFICATION NO. OF PERSONS
TIN # 13-4102909
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) X
---
(b)
---
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
5. CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e)
N.A.
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
7. Sole Voting Power: 93,000
Number of
Shares
Beneficially 8. Shared Voting Power: -0-
Owned By
Each
Reporting 9. Sole Dispositive Power: 93,000
Person
With
10. Shared Dispositive Power: -0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
93,000 (1)
12. CHECK THE BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.2%
14. TYPE OF REPORTING PERSON
CO
(1) The Reporting Person disclaims any beneficial ownership of the shares
reported by Bruce Galloway and Ralph J. Sorrentino on this Schedule 13D.
1. NAME OF REPORTING PERSON
Bruce Galloway (for and on behalf of accounts over which he
has control)
S.S. OR IRS IDENTIFICATION NO. OF ABOVE PERSONS (entities only)
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) X
---
(b)
---
3. SEC USE ONLY
4. SOURCE OF FUNDS
PF
5. CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e)
N.A.
6. CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
7. Sole Voting Power: 322,400
Number of
Shares
Beneficially 8. Shared Voting Power: -0-
Owned By
Each
Reporting 9. Sole Dispositive Power: 322,400
Person
With
10. Shared Dispositive Power: -0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
322,400 (2)
12. CHECK THE BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.2%
14. TYPE OF REPORTING PERSON
IN
(2) The Reporting Person disclaims any beneficial ownership of the shares
reported by Digital Creative Development Corporation and Ralph J. Sorrentino on
this Schedule 13D.
1. NAME OF REPORTING PERSON
Ralph J. Sorrentino
S.S. OR IRS IDENTIFICATION NO. OF ABOVE PERSONS (entities only)
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) X
---
(b)
---
3. SEC USE ONLY
4. SOURCE OF FUNDS
PF
5. CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e)
N.A.
6. CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
7. Sole Voting Power: 20,300
Number of
Shares
Beneficially 8. Shared Voting Power: -0-
Owned By
Each
Reporting 9. Sole Dispositive Power: 20,300
Person
With
10. Shared Dispositive Power: -0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,300 (3)
12. CHECK THE BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
.3%
14. TYPE OF REPORTING PERSON
IN
(3) The Reporting Person disclaims any beneficial ownership of the shares
reported by Digital Creative Development Corporation and Bruce Galloway on this
Schedule 13D.
Item 1. Security and Issuer
This Statement of Beneficial Ownership on Schedule 13-D relates to
shares of Common Stock, $.0001 par value per share (the "Shares" or "Common
Stock"), of Laser-Pacific Media Corporation, a Delaware corporation (the
"Issuer"), which has its principal executive offices located at 809 No. Cahuenga
Boulevard, Hollywood, California 90038.
Item 2. Identity and Background
(a) Name: Digital Creative Development Corporation
(b) State of Incorporation: Delaware
(c) Principal Business: Entertainment content, broadband content
delivery, Internet-related business-to-business services
(d) Address of Principal Business: 67 Irving Place North, 4th Floor,
New York, New York 10003
(e) Address of Principal Office: 67 Irving Place North, 4th Floor, New
York, New York 10003
(f) Involvement in certain legal proceedings: Not Applicable.
(g) Party to a civil proceeding: Not Applicable.
* * * * *
(a) Name: Bruce Galloway
(b) Address: 1325 Avenue of the Americas, 26th Floor, New York, New
York 10019
(c) Principal Occupation: Money manager; Chairman of Digital Creative
Development Corporation
(d) Involvement in certain legal proceedings: Not Applicable.
(e) Party to a civil proceeding: Not Applicable.
(f) Citizenship: U.S.
* * * * *
(a) Name: Ralph J. Sorrentino
(b) Address: 67 Irving Place North, 4th Floor, New York, New York
10003
(c) Principal Occupation: Chief Executive Officer, President, Digital
Creative Development Corporation, 67 Irving Place North, 4th Floor,
New York, New York 10003
(d) Involvement in certain legal proceedings: Not Applicable.
(e) Party to a civil proceeding: Not Applicable.
(f) Citizenship: U.S.
Item 3. Source and Amount of Funds or other Consideration
The source of funds for the acquisition of the Common Stock by Digital
Creative Development Corporation ("Digital") was working capital. The source of
funds for the acquisition of the Common Stock by Bruce Galloway and Ralph J.
Sorrentino were personal funds, including, in the case of Mr. Galloway, funds
from investment accounts over which Mr. Galloway has discretion.
Item 4. Purpose of Transaction
As reported in the Reporting Persons' Schedule 13G dated August 1, 2000
(the "Schedule 13G"), the Reporting Persons initially acquired the Common Stock
for investment purposes. There have been no transactions by the Reporting
Persons in the Common Stock since the filing of the Schedule 13G. As investors,
the Reporting Persons have continued to investigate the business and operations
of the Issuer and, as the business of Digital has continued to evolve, the
Reporting Persons have considered (and are continuing to review) the potential
synergies between Digital and the Issuer. The Reporting Persons have held
preliminary discussions with the Issuer about a possible combination of their
respective businesses or other possible transactions but such discussions have
not progressed and an initial non-binding letter from Digital to the Issuer
intended to determine any interest in a possible transaction has elicited no
formal response. The Reporting Persons are continuing to explore options with
respect to the business of the Issuer, and such options may include (a) the
acquisition of additional securities of the Issuer or (b) formal proposals for
consummation of an extraordinary corporate transaction between Digital and the
Issuer, including, for example, a merger or other acquisition. The Reporting
Persons intend to engage in discussions with the Issuer about the type of
transaction that would benefit both Digital and the Issuer and maximize
shareholder value. Except as described in this Item 4, the Reporting Persons
currently have no specific plans or proposals that relate to or would result in
any of the matters described in subparagraphs (a) through (j) of Item 4 of
Schedule 13D.
Item 5. Interest in Securities of the Issuer.
Ralph J. Sorrentino
(a) Mr. Sorrentino beneficially owns an aggregate of 20,300 shares of Common
Stock, representing .3% of the outstanding shares of Common Stock of the Issuer.
(b) Mr. Sorrentino possesses sole power to vote and to dispose or
direct the disposition of all 20,300 shares of Common Stock.
(c) There have been no transactions by the Reporting Person in the Common Stock
since the filing of the Schedule 13G.
(d) No other person is known to have the right to receive or the power to direct
the receipt of dividends from, or the proceeds from the sale of, the shares of
Common Stock disclosed herein.
(e) Not applicable.
Digital Creative Development Corporation
(a) Digital beneficially owns an aggregate of 93,000 shares of Common Stock,
representing 1.2% of the outstanding shares of Common Stock of the Issuer.
(b) Digital possesses sole power to vote and to dispose or direct the
disposition of all 93,000 shares of Common Stock.
(c) There have been no transactions by the Reporting Person in the Common Stock
since the filing of the Schedule 13G.
(d) No other person is known to have the right to receive or the power to direct
the receipt of dividends from, or the proceeds from the sale of, the shares of
Common Stock disclosed herein.
(e) Not applicable.
Bruce Galloway
(a) Bruce Galloway beneficially owns an aggregate of 322,400 shares of Common
Stock, representing 4.2% of the outstanding shares of Common Stock of the
Issuer.
(b) Bruce Galloway possesses sole power to vote and to dispose or direct the
disposition of all 322,400 shares of Common Stock.
(c) There have been no transactions by the Reporting Person in the Common Stock
since the filing of the Schedule 13G.
(d) No other person is known to have the right to receive or the power to direct
the receipt of dividends from, or the proceeds from the sale of, the shares of
Common Stock disclosed herein.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer.
There are no contracts, arrangements, understandings or relationships
with respect to securities of the Issuer among the Reporting Persons except for
(i) the Agreement for filing Schedule 13G in respect of the Reporting Persons'
previously filed Schedule 13G and (ii) general understandings and discussions
about exploring opportunities with respect to possible transactions with the
Issuer.
Item 7. Material to be filed as Exhibits.
1. Agreement for Filing Schedule 13D.
2. Letter dated September 15, 2000 to the Issuer from Digital
Creative Development Corporation.
SIGNATURES
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.
Dated: October 11, 2000 DIGITAL CREATIVE DEVELOPMENT
CORPORATION
By: /s/ Ralph J. Sorrentino
Name: Ralph J. Sorrentino
Title: President and Chief
Executive Officer
/s/ Ralph J. Sorrentino
Ralph J. Sorrentino
/s/ Bruce Galloway
Bruce Galloway
EXHIBIT INDEX
1. Agreement for Filing Schedule 13D.
2. Letter dated September 15, 2000 to the Issuer from Digital Creative
Development Corporation.
EXHIBIT 1 TO SCHEDULE 13D
Agreement for Filing Schedule 13D
Pursuant to the requirements of Regulations 13d-1, Bruce Galloway,
Digital Creative Development Corporation and Ralph J. Sorrentino each agree that
Schedule 13D filed by them with regard to Laser-Pacific Media Corporation's
common stock is filed on behalf of each of them.
/s/ Bruce Galloway
Bruce Galloway
DIGITAL CREATIVE DEVELOPMENT
CORPORATION
By: /s/ Ralph J. Sorrentino
Name: Ralph J. Sorrentino
Title: President
/s/ Ralph J. Sorrentino
Ralph J. Sorrentino
Cusip No. 517923 13D Page 9 of 9 Pages
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