UNITED STATES
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*
Platinum Entertainment, Inc.
(Name of Issuer)
Common Stock, par value $.001 per share
(Title of Class of Securities)
727909-10-3
(CUSIP Number)
*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 ("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 of 9<PAGE>
SCHEDULE 13G
CUSIP No. 727909-10-3 Page 2 of 7 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Andrew J. Filipowski
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) o
Not Applicable (b) o
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF 5 SOLE VOTING POWER
SHARES
BENEFICIALL
Y OWNED BY
EACH
REPORTING
PERSON WITH
455,867(a)
6 SHARED VOTING POWER
492,817(b)(c)(d)
7 SOLE DISPOSITIVE POWER
455,867(a)
8 SHARED DISPOSITIVE POWER
492,817(b)(c)(d)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
948,684(a)(e)(f)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* o
No
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
16.7%
SEC 1745 (2-95) Page 2 of 9<PAGE>
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
SEC 1745 (2-95) Page 3 of 9<PAGE>
(a) Includes 7,667 shares which Mr. Filipowski has the right to acquire
within 60 days of January 31, 1997 pursuant to the exercise of stock
options held by Mr. Filipowski.
(b) Includes 99,067 owned by Platinum Venture Partners I L.P. ("PVP I").
Mr. Filipowski is the President, Chief Executive Officer and a
shareholder of the general partner of PVP I and in such capacities may
be deemed to have voting and investment power with respect to shares
held by this entity. Mr. Filipowski disclaims beneficial ownership of
such shares.
(c) Includes 56,250 shares which Mr. Filipowski has the right
to purchase pursuant to the exercise of a warrant to purchase Common
Stock held in the name of Platinum Venture Partners II, L.P.
(_PVP II_). Mr. Filipowski is the President, Chief Executive
Officer and a shareholder of the general partner of PVP II and in
such capacities may be deemed to have voting and investment power
with respect to shares held by this entity.
(d) Includes 337,500 shares which PVP II has the right to
purchase pursuant to the exercise of a warrant to purchase Common
Stock. Mr. Filipowski is the President, Chief Executive Officer
and a shareholder of the general partner of PVP II and in such
capacities may be deemed to have voting and investment power with
respect to shares held by this entity. Mr. Filipowski disclaims
beneficial ownership of such shares.
(e) Includes 99,067 shares owned by PVP I.
(f) Includes 393,750 shares held by PVP II.
SEC 1745 (2-95) Page 4 of 9<PAGE>
Item 1(a) Name of Issuer:
Platinum Entertainment, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
2001 Butterfield Road
Downers Grove, Illinois 60515
Item 2(a) Name of Person Filing:
Andrew J. Filipowski
Item 2(b) Address of Principal Business Office or, if None, Residence:
1815 South Meyers Road
Oakbrook Terrace, Illinois 60181
Item 2(c) Citizenship:
United States
Item 2(d) Title of Class of Securities:
Common Stock, par value $.001 per share
Item 2(e) CUSIP Number
727909-10-3
Item 3. Type of Person:
Not Applicable
SEC 1745 (2-95) Page 5 of 9<PAGE>
Item 4. Ownership:
(a) Amount Beneficially Owned:
948,684 (1) (2)(3)(4)
(b) Percent of Class:
16.7% (1) (2) (3)(4)
(c) Number of shares as to which person has:
(i) Sole power to vote or to direct the vote:
455,867 (1)
(ii) Shared power to vote or to direct the
vote: 492,817 (2)(3)(4)
(iii) Sole power to dispose or to direct the
disposition of: 455,867 (1)
(iv) Shared power to dispose or to direct the
disposition of: 492,817 (2)(3)(4)
_________________
(1) Includes7,667 shares which Mr. Filipowski has the right to acquire
within 60 days of January 31, 1997 pursuant to the exercise of stock
options held by Mr. Filipowski.
(2) Includes 99,067 owned by Platinum Venture Partners I L.P.
("PVP I"). Mr. Filipowski is the President, Chief Executive
Officer and a shareholder of the general partner of PVP I and in
such capacities may be deemed to have voting and investment power
with respect to shares held by this entity. Mr. Filipowski
disclaims beneficial ownership of such shares.
(3) Includes 56,250 shares which Mr. Filipowski has the right to
purchase pursuant to the exercise of a warrant to purchase Common
Stock held in the name of Platinum Venture Partners II, L.P.
(_PVP II_). Mr. Filipowski is the President, Chief Executive
Officer and a shareholder of the general partner of PVP II and in
such capacities may be deemed to have voting and investment power
with respect to shares held by this entity.
(4) Includes 337,500 shares which PVP II has the right to purchase
pursuant to the exercise of a warrant to purchase Common Stock. Mr.
Filipowski is the President, Chief Executive Officer and a
shareholder of the general partner of PVP II and in such capacities
may be deemed to have voting and investment power with respect to
shares held by this entity. Mr. Filipowski disclaims beneficial
ownership of such shares.
SEC 1745 (2-95) Page 6 of 9<PAGE>
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
SEC 1745 (2-95) Page 7 of 9<PAGE>
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.
Date: February 14, 1997
/s/ ANDREW J. FILIPOWSKI
Andrew J. Filipowski
SEC 1745 (2-95) Page 8 of 9<PAGE>
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.
Date: February __, 1997
Andrew J. Filipowski
SEC 1745 (2-95) 9<PAGE>
