BANKAMERICA CORP
SC 13G/A, 1996-02-09
NATIONAL COMMERCIAL BANKS
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                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549




                                 SCHEDULE 13G

                   Under the Securities Exchange Act of 1934

                         (Amendment No.      1     )*
                                         -----------  


                           The Kushner-Locke Company
- -------------------------------------------------------------------------------
                               (Name of Issuer)

                                 Common Stock
- -------------------------------------------------------------------------------
                        (Title of Class of Securities)

                                   501337109
                            ----------------------
                                (CUSIP Number)



Check the following box if a fee is being paid with this statement [_]. (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).

*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 the
disclosures provided in a prior cover page.

The information required in 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
4103710
<PAGE>
 
- -----------------------                                  
  CUSIP NO. 501337109                   13G              
- -----------------------                                  
 
- ------------------------------------------------------------------------------
      NAME OF REPORTING PERSON
 1    S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

      BankAmerica Corporation
      94-1681731
- ------------------------------------------------------------------------------
      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
 2                                                              (a) [_]
                                                                (b) [X]
- ------------------------------------------------------------------------------
      SEC USE ONLY
 3

- ------------------------------------------------------------------------------
      CITIZENSHIP OR PLACE OF ORGANIZATION
 4    
      Delaware
- ------------------------------------------------------------------------------
                          SOLE VOTING POWER
                     5   
     NUMBER OF            -0-
 
      SHARES       -----------------------------------------------------------
                          SHARED VOTING POWER
   BENEFICIALLY      6
                          -0-
     OWNED BY
                   -----------------------------------------------------------
       EACH               SOLE DISPOSITIVE POWER
                     7    
    REPORTING             -0-
 
      PERSON       -----------------------------------------------------------
                          SHARED DISPOSITIVE POWER
       WITH          8
                          999
- ------------------------------------------------------------------------------
      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 9  
      999
- ------------------------------------------------------------------------------
      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10                  
 
- ------------------------------------------------------------------------------
      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11    
      0%
- ------------------------------------------------------------------------------
      TYPE OF REPORTING PERSON*
12
      HC
- ------------------------------------------------------------------------------

                     *SEE INSTRUCTION BEFORE FILLING OUT!

                                    Page 2
4103710
<PAGE>
 
- -----------------------                                  
  CUSIP NO. 501337109                   13G              
- -----------------------                                  
 
- ------------------------------------------------------------------------------
      NAME OF REPORTING PERSON
 1    S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

      Bank of America NT&SA
      94-1678665
- ------------------------------------------------------------------------------
      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
 2                                                              (a) [_]
                                                                (b) [X]
- ------------------------------------------------------------------------------
      SEC USE ONLY
 3
 
- ------------------------------------------------------------------------------
      CITIZENSHIP OR PLACE OF ORGANIZATION
 4    
      United States
- ------------------------------------------------------------------------------
                          SOLE VOTING POWER
                     5   
     NUMBER OF            999
 
      SHARES       -----------------------------------------------------------
                          SHARED VOTING POWER
   BENEFICIALLY      6
                          -0-
     OWNED BY
                   -----------------------------------------------------------
       EACH               SOLE DISPOSITIVE POWER
                     7    
    REPORTING             -0-
 
      PERSON       -----------------------------------------------------------
                          SHARED DISPOSITIVE POWER
       WITH          8
                          999
- ------------------------------------------------------------------------------
      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 9  
      999
- ------------------------------------------------------------------------------
      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10                  
 
- ------------------------------------------------------------------------------
      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11    
      0%
- ------------------------------------------------------------------------------
      TYPE OF REPORTING PERSON*
12
      BK
- ------------------------------------------------------------------------------

                     *SEE INSTRUCTION BEFORE FILLING OUT!

                                    Page 3
4103710
<PAGE>
 
                                 SCHEDULE 13G


Item 1(a)  Name of Issuer:                 The Kushner-Locke Company
 
      (b)  Address of Issuer's
           Principal Executive Offices:    11601 Wilshire Blvd.
                                           Los Angeles, CA  95202

Item 2(a)  Names of Person Filing:         BankAmerica Corporation
                                             ("BAC")
                                           Bank of America NT&SA
                                             ("BANTSA")

      (b)  Address of Principal
           Business Offices:               (For BAC and BANTSA)
                                           555 California Street
                                           San Francisco, CA  94104

      (c)  Citizenship:                    BAC is organized under the laws of
                                           Delaware. BANTSA is a national
                                           banking association organized under
                                           the laws of the United States.
                                           
      (d)  Title of Class of Securities:   Common stock
 
      (e)  CUSIP Number:                   501337109


Item 3     If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b),
           check whether the person filing is a:

      (a)  [ ]  Broker or Dealer registered under Section 15 of the Act

      (b)  [X]  Bank as defined in section 3(a)(6) of the Act

      (c)  [ ]  Insurance Company as defined in section 3(a)(19) of the Act

      (d)  [ ]  Investment Company registered under section 8 of the
                Investment Company Act

      (e)  [ ]  Investment Adviser registered under section 203 of the
                Investment Advisers Act of 1940

      (f)  [ ]  Employee Benefit Plan, Pension Fund which is subject to the
                provisions of the Employee Retirement Income Security Act of
                1974 or Endowment Fund; see (S)240.13d-1(b)(1)(ii)(F)

      (g)  [X]  Parent Holding Company, in accordance with
                (S)240.13d-1(b)(ii)(G) (Note:  See Item 7)

      (h)  [ ]  Group, in accordance with (S)240.13d-1(b)(1)(ii)(H)


Item 4  Ownership

      (a)  Amount Beneficially Owned:
                 BAC                                 999
                 BANTSA                              999

                                    Page 4
4103710
<PAGE>
 
      (b)  Percent of Class:

             BAC                                                      0%
             BANTSA                                                   0%

      (c)  Number of shares as to which such person has:

             (i) sole power to vote or direct the vote:

                   BAC                                                0
                   BANTSA                                           999

            (ii) shared power to vote or direct the vote:

                   BAC                                                0
                   BANTSA                                             0
 
           (iii) sole power to dispose or direct the 
                 disposition of:

                   BAC                                                0
                   BANTSA                                             0

            (iv) shared power to dispose or direct the
                 disposition of:*

                   BAC                                              999
                   BANTSA                                           999

Item 5  Ownership of Five Percent or Less of a Class.

        If this statement is being filed to
        report the fact that as of the date
        hereof the reporting person has ceased
        to be the beneficial owner of more
        than five percent of the class of
        securities, check the following [X].

Item 6  Ownership of More than Five Percent on Behalf
        of Another Person.                                  Not Applicable.

Item 7  Identification and Classification of
        the Subsidiaries Which Acquired
        the Security Being Reported on by
        the Parent Holding Company.

        See Item 2.  The entity described below
        is a wholly-owned subsidiary of BAC,
        which is a registered bank holding
        company.  BANTSA is a bank as defined in
        section 3(a)(6) of the Act.
 
Item 8  Identification and Classification
        of Members of the Group.

        See Item 7.

Item 9  Notice of Dissolution of Group.                    Not Applicable.


* The power to dispose or direct the disposition of shares is shared
  between the parent company and its subsidiaries.

                                    Page 5
4103710
<PAGE>
 
Item 10   Certification.

          By signing below I certify that, to the best of my knowledge and
          belief, the securities referred to above were acquired in the ordinary
          course of business and were not acquired for the purpose of and do not
          have the effect of changing or influencing the control of the issuer
          of such securities and were not acquired in connection with or as a
          participant in any transaction having such purposes or effect.

                                    Page 6
4103710
<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.


                                  BankAmerica Corporation



Dated:  February 7, 1996          By  /s/ JAMES H. WILLIAMS
                                     --------------------------
                                     James H. Williams
                                     Executive Vice President
 



 
                                  Bank of America NT&SA


Dated:  February 7, 1996          By   /s/ JAMES H. WILLIAMS
                                     --------------------------
                                     James H. Williams
                                     Group Executive Vice President
 

                                    Page 7
4103710

<PAGE>
 
Board of Directors                                  Adopted:  November 1, 1993
BankAmerica Corporation                          Last amended:  August 1, 1994


           GENERAL OPERATING AND BORROWING RESOLUTION (Excerpts from)

     1.   Any two BAC officers listed below under the designation "Group 1" (the
"Officers"):

                                    GROUP 1

          the Chairman of the Board
          the Chief Executive Officer
          the President
          any Vice Chairman of the Board
          any Vice Chairman
          the Chief Financial Officer
          the Treasurer
          any Executive Vice President
          any Senior Vice President
          any Vice President
          the Secretary

     2.   Any one BAC officer listed above under either the designation GROUP 1
or GROUP 2, or any member of the Legal Department of Bank of America NT&SA
holding the title of counsel or a title senior thereto be, and hereby is,
authorized to sign registrations, reports, certificates, applications and other
writings on behalf of BAC for submission to or filing with any federal, state,
local or foreign regulatory authorities, and any amendments, withdrawals, or
terminations thereof, as are deemed desirable by such officer or attorney in
connection with BAC's activities or affairs.


4126526


<PAGE>
 
Board of Directors                                          November 7, 1994
Bank of America NT&SA

                  GENERAL OPERATING RESOLUTION (Excerpts from)

2.   Regulatory Matters.

     (a)  Any ONE of the officers of the Bank listed below under the designation
          Group III, or any member of the Legal or Tax Departments of the Bank
          holding the title of counsel or a title senior thereto is authorized
          to sign registrations, reports, certificates, applications and other
          writings on behalf of the Bank for submission to or filing with any
          federal, state, local or foreign regulatory authorities, and any
          amendments, withdrawals, or terminations thereof, as are deemed
          appropriate by the officer or member, except for applications for
          letters patent, trademarks, copyrights, service marks, and similar
          matters, which are addressed in paragraph (b) below.


4.   Officer Group Designations.

     As used herein the officer designations "Group I," "Group II," and "Group
     III" consist of the officers listed below:


Group I

the Chairman of the Board
the President
any Vice Chairman of the Board
any Vice Chairman
the Chief Operating Officer
the Chief Financial Officer
any Group Executive Vice
  President
any Executive Vice President
any Senior Vice President
any Managing Director
any Vice President
any Assistant Vice President
any Senior Authorized Officer
any Senior Trust Officer
any Trust Officer



4126528



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