-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, T6hb+8KmFZisFrAUj391JJGqFr0URRKfKM9RbLCnUWTEdNVii+2vGGBqDmPDAYw4 x0FVXGZcHah/20X42nng0Q== 0000950148-98-000210.txt : 19980211 0000950148-98-000210.hdr.sgml : 19980211 ACCESSION NUMBER: 0000950148-98-000210 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980210 SROS: NONE GROUP MEMBERS: JOHN M. LIVIAKIS GROUP MEMBERS: LIVIAKIS FINANCIAL COMMUNICATIONS INC GROUP MEMBERS: LIVIAKIS FINANCIAL COMMUNICATIONS, INC. GROUP MEMBERS: RENEE A. LIVIAKIS GROUP MEMBERS: ROBERT B. PRAG SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BEACHPORT ENTERTAINMENT CORP/UT CENTRAL INDEX KEY: 0000786619 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 870428148 STATE OF INCORPORATION: UT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-52851 FILM NUMBER: 98529714 BUSINESS ADDRESS: STREET 1: 517 NORTH ROBERTSON BLVD CITY: LOS ANGELES STATE: CA ZIP: 90048 BUSINESS PHONE: 8187526620 MAIL ADDRESS: STREET 1: 517 NORTH ROBERTSON BLVD STREET 2: 517 NORTH ROBERTSON BLVD CITY: LOS ANGELES STATE: CA ZIP: 90048 FORMER COMPANY: FORMER CONFORMED NAME: OMNI INTERNATIONAL CORP DATE OF NAME CHANGE: 19940318 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LIVIAKIS FINANCIAL COMMUNICATIONS INC CENTRAL INDEX KEY: 0000930254 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 68031139 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 2420 K ST STE 220 CITY: SACRAMENTO STATE: CA ZIP: 95816 BUSINESS PHONE: 9164486084 MAIL ADDRESS: STREET 1: LIVIAKIS FINANCIAL COMM INC STREET 2: 2420 K ST STE 220 CITY: SACRAMENTO STATE: CA ZIP: 95816 SC 13G 1 SCHEDULE 13G 1 ========================== OMB APPROVAL -------------------------- OMB NUMBER: 3235-0145 Expires December 31, 1997 Estimated average burden hours per response...14.90 ========================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.______)* BEACHPORT ENTERTAINMENT CORPORATION - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, $.002 par value - -------------------------------------------------------------------------------- (Title of Class of Securities) 073466203 ----------------------------------------- (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). Page 1 of 10 pages 2 CUSIP NO. 073466203 SCHEDULE 13G PAGE 2 OF 10 PAGES --------------------- ----- ----- (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Liviakis Financial Communications, Inc. 68-0311399 --------------------------------------------------------------------- (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) [ ] (B) [ X ] --------------------------------------------------------------------- (3) SEC USE ONLY --------------------------------------------------------------------- (4) CITIZENSHIP OR PLACE OF ORGANIZATION State of California --------------------------------------------------------------------- (5) SOLE VOTING POWER NUMBER OF 2,005,500 SHARES -------------------------------------------------------- BENEFICIALLY (6) SHARED VOTING POWER OWNED BY -0- EACH -------------------------------------------------------- REPORTING (7) SOLE DISPOSITIVE POWER PERSON WITH 2,005,500 -------------------------------------------------------- (8) SHARED DISPOSITIVE POWER -0- -------------------------------------------------------- (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,005,500 --------------------------------------------------------------------- (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES* [ X ] --------------------------------------------------------------------- (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 16.8% --------------------------------------------------------------------- (12) TYPE OF REPORTING PERSON* CO --------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! 3 CUSIP NO. 073466203 SCHEDULE 13G PAGE 3 OF 10 PAGES --------------------- ----- ----- (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON John M. Liviakis ###-##-#### --------------------------------------------------------------------- (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) [ ] (B) [ X ] --------------------------------------------------------------------- (3) SEC USE ONLY --------------------------------------------------------------------- (4) CITIZENSHIP OR PLACE OF ORGANIZATION United States of America --------------------------------------------------------------------- (5) SOLE VOTING POWER NUMBER OF -0- SHARES -------------------------------------------------------- BENEFICIALLY (6) SHARED VOTING POWER OWNED BY 2,034,500 EACH -------------------------------------------------------- REPORTING (7) SOLE DISPOSITIVE POWER PERSON WITH -0- -------------------------------------------------------- (8) SHARED DISPOSITIVE POWER 2,034,500 -------------------------------------------------------- (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,034,500 --------------------------------------------------------------------- (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES* [ X ] --------------------------------------------------------------------- (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 17.0% --------------------------------------------------------------------- (12) TYPE OF REPORTING PERSON* IN --------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! 4 CUSIP NO. 073466203 SCHEDULE 13G PAGE 4 OF 10 PAGES --------------------- ----- ----- (1) NAMES OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Renee A. Liviakis ###-##-#### --------------------------------------------------------------------- (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) [ ] (B) [ X ] --------------------------------------------------------------------- (3) SEC USE ONLY --------------------------------------------------------------------- (4) CITIZENSHIP OR PLACE OF ORGANIZATION United States of America --------------------------------------------------------------------- (5) SOLE VOTING POWER NUMBER OF -0- SHARES -------------------------------------------------------- BENEFICIALLY (6) SHARED VOTING POWER OWNED BY 2,034,500 EACH -------------------------------------------------------- REPORTING (7) SOLE DISPOSITIVE POWER PERSON WITH -0- -------------------------------------------------------- (8) SHARED DISPOSITIVE POWER 2,034,500 -------------------------------------------------------- (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,034,500 --------------------------------------------------------------------- (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES* [ X ] --------------------------------------------------------------------- (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 17.0% --------------------------------------------------------------------- (12) TYPE OF REPORTING PERSON* IN --------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! 5 CUSIP NO. 073466203 SCHEDULE 13G PAGE 5 OF 10 PAGES --------------------- ----- ----- (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Robert B. Prag ###-##-#### --------------------------------------------------------------------- (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) [ ] (B) [ X ] --------------------------------------------------------------------- (3) SEC USE ONLY --------------------------------------------------------------------- (4) CITIZENSHIP OR PLACE OF ORGANIZATION United States of America --------------------------------------------------------------------- (5) SOLE VOTING POWER NUMBER OF 550,000 SHARES -------------------------------------------------------- BENEFICIALLY (6) SHARED VOTING POWER OWNED BY 2,005,500 EACH -------------------------------------------------------- REPORTING (7) SOLE DISPOSITIVE POWER PERSON WITH 550,000 -------------------------------------------------------- (8) SHARED DISPOSITIVE POWER 2,005,500 -------------------------------------------------------- (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,555,500 --------------------------------------------------------------------- (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES* [ X ] --------------------------------------------------------------------- (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 20.8% --------------------------------------------------------------------- (12) TYPE OF REPORTING PERSON* IN --------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! 6 PAGE 6 OF 10 Item 1. The name of the issuer to which this Schedule 13G relates is Beachport Entertainment Corporation (the "Company"). The principal executive offices of the Company are located at 1990 South Bundy Drive, Suite 700, Los Angeles, California 90025. Item 2. The persons filing this Schedule 13G are Liviakis Financial Communications, Inc., a California corporation ("LFC"), John M. Liviakis ("JML"), Renee A. Liviakis ("RAL"), and Robert B. Prag ("RBP"). The principal business office address for LFC, JML, RAL and RBP is 2420 "K" Street, Suite 220, Sacramento, California 95816. JML, RBP and RAL are all citizens of the United States, and LFC is incorporated pursuant to the laws of the State of California. The title of the class of securities with respect to which this Schedule 13G is being filed is Common Stock, $.002 par value ("Common Stock"), of the Company. The CUSIP number for Common Stock is 073466203. Item 3. Not applicable. Item 4. As of December 31, 1997, LFC owned 955,500 shares of Common Stock, JML and RAL jointly owned 29,000 shares of Common Stock, and RBP owned 200,000 shares of Common Stock. In addition, on that date, LFC held options first exercisable on January 1, 1998 to purchase 1,050,000 shares of Common Stock (the "LFC Stock Option"), and RBP held options first exercisable on January 1, 1998 to purchase 350,000 shares of Common Stock (the "RBP Stock Option"). LFC has the sole power to vote or direct the vote and to dispose or direct the disposition of the 955,500 shares of Common Stock it owned at December 31, 1997 and would expect to have the sole power to vote or direct the vote and to dispose or direct the disposition of any shares of the Common Stock acquired by LFC pursuant to the LFC Stock Option. LFC would exercise that power through its officers and directors, JML, RAL and RBP. JML and RAL jointly have the shared power to vote or direct the vote and to dispose or direct the disposition of the 29,000 shares of Common Stock they jointly owned at December 31, 1997. RBP has the sole power to vote or direct the vote and to dispose or direct the disposition of the 200,000 shares of Common Stock he owned at December 31, 1997 and would expect to have the sole 7 PAGE 7 OF 10 power to vote or direct the vote and to dispose or direct the disposition of any shares of the Common Stock acquired by RBP pursuant to the RBP Stock Option. LFC, JML and RAL disclaim any beneficial ownership of any shares of Common Stock owned by RBP or which may be acquired by RBP pursuant to the RBP Stock Option or otherwise. RBP and LFC disclaim any beneficial interest in any shares of Common Stock owned by JML and RAL. RBP disclaims any beneficial interest in any shares of Common Stock owned by LFC or which may be acquired by LFC pursuant to the LFC Stock Option or otherwise, except for such beneficial interest as may be associated with his service as an officer and director of LFC. The 955,500 shares of Common Stock which LFC owned at December 31, 1997 represent approximately 8.8% of that class of securities. The 29,000 shares of Common Stock which JML and RAL jointly owned at December 31, 1997 represent approximately 0.3% of that class of securities. The 200,000 shares of Common Stock which RBP owned at December 31, 1997 represent approximately 1.8% of that class of securities. The 1,050,000 shares of Common Stock that LFC had the right to acquire within sixty days of December 31, 1997 represent approximately 8.8% of that class of securities. The 350,000 shares of Common Stock that RBP had the right to acquire within sixty days of December 31, 1997 represent approximately 3.1% of that class of securities. The 2,005,500 shares of Common Stock which LFC either owned at December 31, 1997 or had the right at that date to acquire within sixty days thereof represent approximately 16.8% of that class of securities. The 550,000 shares of Common Stock which RBP either owned at December 31, 1997 or had the right at that date to acquire within sixty days thereof represent approximately 4.9% of that class of securities. The 2,584,500 shares of Common Stock which in the aggregate LFC, JML, RAL and RBP either owned at December 31, 1997 or had the right at that date to acquire within sixty days thereof represent approximately 21.0% of that class of securities. In each case, the calculation of the percentage of the class of Common Stock is based on 10,888,183 shares of Common Stock reported to be outstanding by the Corporation in its Quarterly Report on Form 10-QSB for the quarterly period ended September 30, 1997. Item 5. Not applicable. Item 6. Not applicable. Item 7. Not applicable. 8 PAGE 8 OF 10 Item 8. Attached to this Schedule 13G as Exhibit A is a list stating the identity of each member of the group filing this Schedule 13G pursuant to Rule 13d-1(c). Attached to this Schedule 13G as Exhibit B is the Joint Filing Agreement of the members of the group pursuant to Rule 13d-1(f). Item 9. Not applicable. Item 10. Not applicable. 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. Dated: January 21, 1998 LIVIAKIS FINANCIAL COMMUNICATIONS, INC. By: /s/ John M. Liviakis ---------------------------------------- John M. Liviakis, President /s/ John M. Liviakis -------------------------------------------- John M. Liviakis /s/ Renee A. Liviakis -------------------------------------------- Renee A. Liviakis /s/ Robert B. Prag -------------------------------------------- Robert B. Prag 9 PAGE 9 OF 10 Exhibit A Members of the Group Liviakis Financial Communications, Inc. John M. Liviakis Renee A. Liviakis Robert B. Prag 10 PAGE 10 OF 10 EXHIBIT "B" ----------- JOINT FILING AGREEMENT ---------------------- Liviakis Financial Communications, Inc., John M. Liviakis, Renee A. Liviakis and Robert B. Prag (collectively the "Parties" and individually a "Party") hereby agree that they shall file a single statement on Schedule 13G (as amended from time to time, the "Statement") with respect to their beneficial ownership of shares of Common Stock (the "Securities") of Beachport Entertainment Corporation, on behalf of and in satisfaction of the obligations of all of the Parties and that they shall amend the Statement from time to time as required by rules promulgated under the Securities Exchange Act of 1934, as amended. Each of the Parties represents and warrants that such Party is eligible to use Schedule 13G with respect to information regarding the Securities and agrees to assume responsibility for the timely filing of the Statement and any amendments thereto. Each of the Parties hereby assumes responsibility for the completeness and accuracy of the information concerning such Party contained in the Statement. No Party shall be responsible for the completeness and accuracy of the information contained in the Statement concerning the other Parties, unless such Party knows or has reason to believe that such information is incomplete or inaccurate. The execution of the Statement, including any amendment thereto, by one of the Parties shall constitute a representation by such Party that the information concerning such Party contained therein is complete and accurate and that such Party neither knows nor has any reason to believe that the information concerning the other Parties contained therein is either incomplete or inaccurate. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original but which together shall constitute one and the same instrument. In Witness Whereof, the Parties have executed this Joint Filing Agreement this sixth day of February, 1998. LIVIAKIS FINANCIAL COMMUNICATIONS, INC. By: /s/ John M. Liviakis ----------------------------------- John M. Liviakis, President /s/ John M. Liviakis --------------------------------------- John M. Liviakis /s/ Renee A. Liviakis --------------------------------------- Renee A. Liviakis /s/ Robert B. Prag --------------------------------------- Robert B. Prag -----END PRIVACY-ENHANCED MESSAGE-----