FRANKLIN MARTIN E
SC 13D, 1998-04-07
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                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                 SCHEDULE 13D


                   UNDER THE SECURITIES EXCHANGE ACT OF 1934
                              (AMENDMENT NO. 1)*

                                  BOLLE INC.
- -------------------------------------------------------------------------------
                                (Name of Issuer)

                         COMMON STOCK, $.01 PAR VALUE
- -------------------------------------------------------------------------------
                        (Title of Class of Securities)

                                  097937 10 6
- -------------------------------------------------------------------------------
                                (CUSIP Number)

                              KANE KESSLER, P.C.
                1350 AVENUE OF THE AMERICAS, NEW YORK, NY 10019
- -------------------------------------------------------------------------------
         (Name, Address, and Telephone Number of Person Authorized to 
                       Receive Notices and Communications)

                                 MAY 11, 1998
- -------------------------------------------------------------------------------
            (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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-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 Section 240.13d-7 for
other parties to whom copies are to be sent.

*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).


POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED
IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY
VALID OMB CONTROL NUMBER.

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<TABLE>

SCHEDULE 13D

CUSIP NO. 097937106                                         PAGE   OF   PAGES

<S>   <C>                                                          <C>
1.     NAMES OF REPORTING PERSONS.
       I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).

       MARTIN E. FRANKLIN
- ------------------------------------------------------------------------------
2.     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP              (a) [ ]
       (SEE INSTRUCTIONS)                                            (b) [ ]

- ------------------------------------------------------------------------------
3.     SEC USE ONLY

- ------------------------------------------------------------------------------
4.     SOURCE OF FUNDS (SEE INSTRUCTIONS)
 
       PF
- ------------------------------------------------------------------------------
5.     CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO 
       ITEMS 2(d) OR 2(e)                                                [ ]

- ------------------------------------------------------------------------------
6.     CITIZENSHIP OR PLACE OF ORGANIZATION

       UNITED KINGDOM
- ------------------------------------------------------------------------------
      NUMBER OF          7. SOLE VOTING POWER                      702,704
      SHARES            ------------------------------------------------------
      BENEFICIALLY       8. SHARED VOTING POWER                      -0-
      OWNED BY          ------------------------------------------------------
      EACH               9. SOLE DISPOSITIVE POWER                 702,704
      REPORTING         ------------------------------------------------------
      PERSON WITH       10. SHARED DISPOSITIVE POWER                  -0-
- ------------------------------------------------------------------------------
11.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
      REPORTING PERSON                                             702,704
- ------------------------------------------------------------------------------
12.   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES 
      CERTAIN SHARES (SEE INSTRUCTIONS)                               [X]
- ------------------------------------------------------------------------------
13.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
      
      10.2 percent
- ------------------------------------------------------------------------------
14.   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

      IN
- -------------------------------------------------------------------------------
</TABLE>

               *SEE INSTRUCTIONS BEFORE FILLING OUT!
	INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
    (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.

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Information contained in this statement on Schedule 13D is as of the date
hereof, unless otherwise expressly provided herein. This Amendment No. 1
to Schedule 13D is being filed to correct an error in the number of shares
previously reflected in the Schedule 13D as being beneficially owned by 
Martin Franklin. Since the filing of the Schedule 13D, there has been no 
change in the number of shares beneficially owned by Mr. Franklin.

Item 1. Security and Issuer.

     (i)   Name and Issuer: Bolle Inc. (hereinafter referred to as the "Company"
           or "Issuer").

     (ii)  Address of Issuer: 555 Theodore Fremd Avenue, Rye, New York 10580.

     (iii) Title of Class of Equity Securities to which this Statement relates:
           Common Stock, $.01 par value (the "Common Stock").

     (iv) Name and Address of Principal Executive Offices of Issuer:

          555 Theodore Fremd Avenue 
          Rye, New York 10580

Item 2. Identity and Background.

     (a)  Martin E. Franklin

     (b)  555 Theodore Fremd Avenue 
          Rye, New York 10580

     (c)  Chairman of the Board of Bolle Inc. and Lumen Technologies, Inc. 
          555 Theodore Fremd Avenue 
          Rye, New York 10580

     (d)  None.

     (e)  None.

     (f)  United Kingdom.

Item 3. Source and Amount of Funds or Other Consideration.

        On March 11, 1998, BEC Group, Inc. ("BEC"), a Delaware corporation,
        consummated the Spinoff (as defined below) pursuant to which BEC
        stockholders received all of BEC's interest in the Company, in a pro
        rata distribution (the "Spinoff"). As a result of the Spinoff,
        holders of the common stock, par value $.01 per share of BEC shall
        receive, after March 11, 1998, one share of Common Stock of the 
        Company for every three shares of BEC common stock held of March 11, 
        1998 and, as a result, the Company became an independent publicly-held 
        company. In the Spinoff, cash is to be paid in lieu of fractional 
        shares. As a result of the


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          consummation of the foregoing transaction, Mr. Franklin shall receive
          702,704 shares of Common Stock of the Company and a small amount of
          cash in lieu of fractional shares.

Item 4. Purpose of Transaction.

          The acquisition of the 702,704 shares of Common Stock by Mr.
          Franklin, is for investment purposes only, although Mr. Franklin
          reserves the right to transfer or sell all or any portion of such
          shares of Common Stock to a third person. Mr. Franklin reserves the
          right in the future to take or propose such action as he deems
          appropriate regarding his shares of Common Stock, including any
          actions of the type specified under Item 4 of Schedule 13D.

Item 5. Interest in Securities of the Issuer.

     (a)  Mr. Franklin beneficially owns 702,704 shares of Common Stock of the
          Company (including 270,833 shares of Common Stock that Mr. Franklin
          has the right to acquire within 60 days upon the exercise of options)
          which constitutes approximately 10.2% of the Company's outstanding 
          shares of Common Stock. This number of shares excludes 5,127 shares,
          which are held in trust for Mr. Franklin's minor children, as to 
          which shares Mr. Franklin disclaims beneficial ownership.

     (b)  Mr. Franklin has the sole power to vote and the sole power to dispose
          of all of the shares of Common Stock of the Issuer that he 
          beneficially owns.

     (c)  See Item 3 herein.

     (d)  Not applicable.

     (e)  Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships with respect
        to Securities of the Issuer.

        Not applicable.

Item 7. Material to Be Filed as Exhibits

        None

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                                   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.


                                                   /s/ Martin E. Franklin
                                                   -------------------------
                                                   Martin E. Franklin


April  6, 1998



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