Public Offering (draft)


PHASE I

FilmArtPlanet LLC., (“FilmArtPlanet” or the “Company”),is a film production company with a revolving development and production fund (the “asset base”) designed to finance an expanding slate of high quality, “micro-budget” (less than $500,000.00) independent feature films.

The principal of the Company, Rafal Zielinski (President), recognizes that the making of motion pictures is highly speculative, but provides the possibility for a significant upside return in an exciting and glamorous industry, and that the film industry is counter-cyclical and relatively “recession-proof” due to the fact that during troubled times people still seek to escape their problems through entertainment.

To develop films so that they are properly conceived and executed and thereby have the maximum opportunity for creative and financial success takes time. Furthermore, the film business is inherently project-by-project oriented. A film Company which must depend on its next film each time for its continuity and survival has little stability.

To deal with the volatility of the film industry and yet take advantage of its attractive qualities, FilmArtPlanet has developed a strategy which would allow it to make films from a relatively stable base, thereby providing continuity and a cash-flow, while retaining the upside potential and excitement of the film industry.

FilmArtPlanet will seek to raise an initial $1,070,000.00 in financing through the newly approved Securities and Exchange Commission’s Regulation on Crowdfunding (Reg CF) offering. The regulation allows for a maximum of $1,070,000 per year, with $70,000 allocated for commissions and offering expenses, The funds would be part of the production fund utilized to develop, finance and distribute the first slate of three micro-budget motion pictures, to fund the development of several other screenplays slated for production after the first three films are completed.

Upon launching of the funding campaign, the Company would immediately proceed with the first of the three-film slate of micro-budget films, to be produced and directed by Rafal Zelinski, which are developed and ready to shoot.

The three films in the initial spate are sophisticated, non-formula-driven screenplays which the film-makers intend to make into quality films with as many commercial elements as appropriate to maximize the possibilities for both commercial and artistic success. The three provide a thematically-rounded slate, designed to give FilmArtPlanet high visibility as a producer of socially relevant, daring and powerful films which can compete in a market dominated by mainstream major studio releases or high budget independent films.

FilmArtPlanet’s strategy is to start by producing films on extremely low budgets, referred to herein as “micro budgets” ($500,000.00 or under, of which 1/2 are cash, and 1/2 deferrals), thus maximizing the chances of recoupment, and profits. By utilizing deferments, co-production financing, pre-sales, and loans as much a possible, FilmArtPlanet intend to maximize (“leverage”) the use of the cash portion of the investment, thus being able to make a greater number of films, and in turn, increases the chances of profitability.

 Reg CF Offering

$1,070,000

4280 units x $250

Minimum Offering $100,000

Bridge Financing (provided by Principals) $100,000

Use of Proceeds

First $100,000 – $250,000 Production of Tiger Within

Second $100,000 – $250,000 Production of Mia (if $350,000-$500,000 is raised)

Third $100,000 – $250,000 Production of Euphoria (if $600-$750,000 is raised

Balance – Distribution & Marketing (if $850,000-$1,000,0000 is raised)

Recoupment Formula

Each unitholder will participate, proportionally to the total number of units raised, in the company’s gross revenue stream of 1-3 films, after the offering closes (12 months after launch).

After each unitholder recoups the initial $1000 per unit invested, then the participation will be reduced to 50%, the remaining 50% will be retained by the company and the creative team on each movie.

The calculation of gross revenue will be net of payments due per collective union agreements  (such as SAG, WGA.), music licensing, and net of distribution commissions and expenses as well as gross participation to star talent if any.

The revenue stream may be reduced if any third-party financier or lender participates in the financing of each respective film. FilmArtPlanet may involve third-party financiers or lenders, if it makes better business sense, and increase the chances of potential profits to the unitholders.

(MORE DETAILS NEEDED)

Initial Slate

3 Films

TIGER WITHIN 

drama

starring Ed Asner


MIA

music film

 

EUPHORIA 

young love story

 

This is a tentative slate. The selection of the first three films may vary, subject to casting, market conditions, and other factors.

Proposed Films & Self-Distribution

The types of product that FilmArtPlanet intends to produce, and what makes it unique in the marketplace, are independent, alternative and art-house films with thought-provoking, highly entertaining, character-driven, non-formula underlying stories, aimed at the youth as well as the more sophisticated and specialized markets.

The Company’s uniqueness also lies in its ability to self-distribute on-line and in all markets, if needed.

The Company’s distribution arm – FilmArtMovies is in the process of launching five of its films on iTunes, Amazon, Google Play and Vudu. This will allow the company to test marketing strategies, and receive revenues directly from the public without having to share with a distributor. For the upcoming slate of films, this strategy will allow the Company to self-distribute the future films, if necessary if it makes more economic sense rather than using and sharing the revenues with a third party distribution company unless there are substantial cash advances and potential for wider distribution being offered by a major player.

Through select existing relationships it has developed with several sub-distributors, agents and/or consultants, FilmArtPlanet intends to when advantageous, to self-distribute its films in the US and the foreign markets. By controlling the distribution process and cash flow and by keeping the distribution fees and expenses at a minimum, FilmArtPlanet intends to maximize revenues and profit.

Since producing and directing the critically acclaimed films “Fun”, “Ginger Ale Afternoon”, “Hey Babe” as well as “Age of Kali” and “Bohemia,” Mr. Zielinski, for the last few years, has been cultivating relationships with various writers who have strong unique vision, and has developed a slate of exciting new screenplays and story outlines.

From a business point of view, the advantage of such projects is that they have a greater chance of attracting up and coming as well as name actors of “star” value who will work well below their usual rates, especially if they are in between larger budget films. There is a constant shortage of good intelligent roles in Hollywood, and the few that exist are usually only offered to the very top actors. Moreover with the recent global opening of vast new online and TV markets and formats globally, in Europe (with the advent of the European Economic Community) and in developing territories, there is a greater chance of such films finding a market and profitability, even if they don’t make it into the theaters in the US on a wide release (although that is the Company’s hope for each of the films it intends to produce).

Rafal Zielinski has produced five independent films  – “Ginger Ale Afternoon” and “Fun”, both of which were critically successful at the Sundance Film Festival and major film festivals all across the world, as well as “Hey Babe”, “Age of Kali” and “Bohemia”. Four of the films were made with cash production and distribution budgets of under $250,000.00 and deferments of approximately $250,000.00.

In order to maximize revenues FilmArtMovies self-distributed “Fun” theatrically in the US using Greycat Films (a micro-distributor) as it’s US distribution consultant and made over 50 theatrical play-date commitments across the US, thus boosting the ancillary value.

The FilmArtMovies has made substantial sales of “Fun” in major foreign territories. The Company has formed associations with foreign sales agents for its upcoming slate in order to control distribution and maximize revenues while keeping distribution fees low. This would serve as an effective contingency plan should self- distribution prove advantageous. The advantage of this is that the Company can guarantee US theatrical distribution, at least on a minimal level, for each film it produces, while at the same time having the option to have its films released through a major distributor if it should receive more favourable financial terms.

Lack of control of cash flow from distribution is one of the primary reasons independent producers rarely realize any net profit as most profits are eaten up as padded expenses of distribution.

The principals of FilmArtPlanet have had broad experience with film production. Mr Zilinski, the Company’s President and Chief Operating Officer has over twenty feature credits as a producer, director or writer, on pictures of diverse genres and budgets ranging from $250,000.00 to $5,000,000.00. He has an established track record in the world of the independent non-studio financed films. His films have been shown all over the world, as well as in American theatres and on cable, TV and video cassettes. He has an excellent sense of the need to balance art and commerce.

Mr. Zielinski will not draw any salaries for operating the Company but will be remunerated in producing & directing fees from the budgets of each film. The fees will be restricted to 5% of each budget.

In the recent past, many independent companies have failed due to the large overhead and salaries are drawn by the principals, whose primary agendas were often to reward themselves financially, as opposed to providing for the growth of the Company or the net profitability of the films for the investors.

The primary agenda for the Company is to make as many successful movies as possible and to create a long-term vehicle that would enable the Company to make movies on an on-going basis and to control its creative destiny.

While no one can guarantee success in the film business, by keeping the costs of the films as low as possible, yet infusing a high degree of innovation, creativity, and quality, and controlling distribution as much as possible, the filmmakers hope to minimize risk and maximize success. The diversification of investment funds over a balanced package of films should further enhance the attractiveness of the investment package.

PHASE II

The company intends to raise an additional $5,000,000.00 under a further Reg A offering to create a “Revolving Fund” to produce a slate of several larger films of budgets of $500,000.00 or more. A portion of the revenues will be re-invested into further films, thus allowing investors to participate in the revenues of each film, as well as in the growth of the company.

Thereafter, further offerings will be anticipated to expand the company’s production slate into larger films, acquisition, distribution and other related concerns, such as new technology ventures.

FILM PACKAGE

The initial films, tentatively selected from the projects currently being developed by the Company (described in the attached materials) meet the film-makers’ criteria of utilizing intelligent, sophisticated, innovative, screenplays set in visually exciting environments which balance the use of established and emerging talent to maximum advantage to create films which are both entertaining and enlightening.

It is the Company’s contention that films of quality can be made on a limited budget basis through proper planning and execution. By doing so, the films require less capital to produce and therefore need to generate far fewer revenues to recoup their costs compared to larger-budget productions. If they are successful, the return per dollar invested has the potential of being significant multiple.

The total budgets (production and marketing/distribution) for the three films would be $1.5-$2M million ($1,000,000 in cash, and up to $1,000,000.00 in deferrals). If actors with “marquee value” are utilized, the total budgets may be increased through co-production financing with other financial entities.

PROJECTS IN DEVELOPMENT

FilmArtPlanet

FILM INDUSTRY ADVANTAGES

While the making of motion pictures provides the possibility for a very significant return, the speculative nature of the industry creates volatility. Properly conceived and executed films have the maximum opportunity for creative and financial success, but the development of quality films takes both time and access to ready capital. A film production Company which must depend on its next film each time for continuity has little stability.

In addition to the possibility of large creative and financial returns, the film industry offers other advantages. It tends to be relatively recession-proof due to the fact that during troubled financial times film attendance actually tends to increase as people seek to escape their problems through entertainment.

STRATEGY FOR STABILITY

To deal with the volatility of the film industry and yet take advantage of its attractive qualities, the Company has developed a strategy which would allow it to make films from a relatively stable base. This strategy involves creating a business which is asset-based to provide continuity of income to cover on-going overhead and provide ready capital for a select number of film productions.

VERTICAL INTEGRATION

Over time FilmArtMovies would seek to vertically integrate its involvement in the film industry so it has on-going relationships with or ownership of distribution facilities in all primary and ancillary markets as well as ownership of studio facilities and equipment. When appropriate, FilmArtMovies could also provide print and advertising funding to create a larger net income per film by decreasing the distribution fees and distributor overhead.

MISSION STATEMENT

The Company has set it’s mission statement as follows:

1. To produce quality theatrical motion pictures and to create an independent feature film production Company with an initial diverse slate of three commercially oriented quality films and afterwards at least one to three films per year of increasing budget size.

2. To create entertainment that is commercial, enlightening, and that adds value to society.

3. To manage and build up an increase in size revolving production, distribution and development fund.

4. To build a stable asset base (film libraries and related going concerns) through a prudent acquisition strategy utilizing stock as consideration whenever possible

CREATIVE MISSION

To make films that are enlightening, deal with major universal themes and global issues and that are socially relevant and life-affirming, while at the same time being commercial and entertaining.

To make films that will appeal to the general youthful North American and Foreign audiences on one level, while on another level that will appeal to the more sophisticated and mature audiences because of their deeper nature.

To create independent micro-budget films that can compete with the major studio releases, due to their uniqueness, subject matter and style.

FINANCING

The Company intends to partially finance the three films with the proceeds of the REG CF offering of $1,070,000.00 as well as also utilize other modes of financing including pre-sales, deferments and co-production.

As soon as the principal photography and a roughly edited version of each film is completed, if advantageous from an economic point of view, pre-sales might be generated in certain territories, as well as possible favorable co-production and distribution arrangements may be made to pay for the post-production and completion of the film, thus enabling more cash to be available for the production on the next film(s). This way the Company will attempt to leverage its cash investment in each film.

This method of financing may also be utilized in the production of future films after the initial two are completed.

The direct cost of development of each individual script will become part of the actual budget of that film if and when it goes into production.

FILM LICENSING

Since the Company will control all rights to the films and since the films may be fully financed, the Company may be able to obtain favourable distribution terms in all primary and ancillary markets. If the Company elects to self-distribute, no separate distribution fee will be paid to the Company, It is likely, however, that the Company will have to use the services of independent distribution companies, sales agencies or consultants which will charge distribution fees, for some or all markets.

Theatrical Distribution

The United States, Canadian and foreign theatrical exhibition rights, including non-English language rights, will be licensed by the Company to recognized distributors and exhibitors, or the Company may self-distribute in association with Greycat Films in the US and utilize a sales agent in foreign territories.

Streaming and Home Video

The private use of video cassettes by consumers in the United States, Canada and throughout the universe will be licensed by the Company

to established home video distributors or the Company may joint venture with an independent video distributor to maximize revenues.

Network, Pay and Syndicated Television

All territorial rights to be licensed by the Company.

Airlines and Other Non-Theatrical Rights

Worldwide rights to be licensed by the Company to airlines, armed forces and other institutional sources.

Music, Merchandising and Other Rights

Worldwide rights will be licensed to manufacturers, distributors and other suppliers by the Company.

FILMARTPLANET – CORPORATE STRUCTURE
Principals:

CEO – RAFAL ZIELINSKI

VP Business Affairs – MIKE PENIA

 

RISK FACTORS

The motion picture industry is highly competitive and many films are released which are not commercially successful. Each year many motion pictures fail to recoup their production costs from United States theatrical distribution. Foreign and ancillary markets have, therefore, become increasingly important. Although both foreign and ancillary markets have grown, neither provides a guarantee of revenue. Licensing of a motion picture in the ancillary markets is particularly dependent upon performance in theatrical distribution. If a motion picture is not an artistic success or if, for any reason, it is not well-received by the public, it may be a financial failure. Therefore, the outlook for any motion picture is not at all free from risk.

The success or failure of any motion picture cannot reliably be predicted. Aside from the uncertainty of public or critical reaction to a film, there are also substantial risks associated with film production, including death or disability of key personnel, other factors causing delays, destruction or malfunction of sets or equipment, the inability of production personnel to comply with budgetary or scheduling requirements and physical destruction or damage to the film itself. Significant difficulties such as these may materially increase the cost of production or may cause the entire project to be abandoned.

This is a high-risk investment which is not intended to provide any tax shelter benefits. The Company has not applied for an advance tax ruling.

Because of the relatively low budgets, there might not necessarily be a completion bond on some of the films, and thus there is a chance that the films may not be completed.

Additional sums of money may have to be raised to complete or enhance the motion pictures, through co-production, third-party cash investors, loans, or deferrals.

A pre-sale or advance against film licensing rights in some territories may have to be obtained in order to complete the film, in which case the cash necessary to complete the film may have to be taken from the revenues.

Once the film is licensed to a distribution Company, the Company may not have control over the performance of the distributor and the exhibitor, which will, in turn, could affect the number of revenues earned by Company and the investors.

INDUSTRY OVERVIEW

The discussion below is a general description of certain aspects of the motion picture industry which is provided for investor information purposes.

General

The entertainment industry is changing. In the past, most of the film entertainment in America was produced by a few major studios such as Paramount, Universal, 20th Century Fox, Disney or Columbia. Television was basically the three major networks. Today approximately a third of the films are being made by the major studios, there is a new television network, FOX, and companies like HBO (Home Box Office), Miramax, The Samuel Goldwyn Co. and New Line/Fine Line Cinema have helped to create more competition and markets for film product.

The rising costs of major studios and increasing demand for film product have created an opportunity for increased independent film production. In 1960, independent film-makers around the world produced 30 films out of a total of 277 made that year. This was about 11% of the market. In 1986, independents produced 384 out of 545, exceeding the total of all feature films made in 1960 and representing 70% of the 1986 market. In 1987, independent producers produced 423 out of 578, 42% greater than the total production of 1960 and a staggering 73% of the 1987 film production market. In 1992 of the 575 films produced in the USA, 352 were made by independents, representing 64.1% of the total. In 1995 the number of independent films produced more than doubled.

A number of independent production and distribution companies starting anew in recent years have progressed to multi-million dollar companies in just a few years.

Even some of the majors are participating in the changes taking place in the market. For example, Disney’s Buena Vista (Touchstone/Disney) has raised hundreds of millions of dollars in public and private offerings in recent years, demonstrating that traditional film financing methods have changed and new money from the private sector is contributing greatly to the current boom in filmmaking.

As a recent example, the year of 1987 was the motion picture industry’s biggest boom year since the inception of the industry in the early 1900s. Theatrical film box office in the United States for 1987 reached a new annual high of $4.25 billion. This represents a 12% increase over the 1986 figure of $3.78 billion and a 5% jump over the previous annual record of $4.03 billion set in 1984. And the U.S. theatre market represented only 22.3% of the total market for film. The U.S. video market provided 44.4% of the total market, almost twice that of the U.S. theatrical.

Last year, during the summer season alone, the U.S. theatrical box office exceeded $2 billion. Industry observers expect revenue tallies above $10 billion in 1996 from this market as the ’95 theatrical films move into video.

Aside from the domestic market, there are vast opportunities for independents abroad. In the last few years, the television industry in Europe has begun deregulation and is turning to America for programming material, with theatrical film high on the list. The relatively new markets of pay and cable TV internationally are creating further demand for American film product. But even more important, the massive explosion of home video users in the U.S. and worldwide has created an insatiable thirst for new movies in the marketplace. From the supply side of this equation, films can be made much less expensively than before. New production methods, state-of-the-art technology, the use of non-union or mixed crews, avoiding the highest priced talent, shooting at non-Hollywood locations and deferring costs through various financing arrangements have all contributed to this development.

The demand for film product can no longer be met solely by the major studios and the film industry must rely on independently financed films to bridge the gap. In 1992, of the 575 films made in the U.S. 352 of them were independent productions. An independent film produced on a three million dollar budget can often produce much higher profit margins than a multi-million dollar studio project while keeping high production values intact.

Production

Particularly as produced by independent filmmakers, each motion picture is a separate business venture with its own management, employees and equipment and its own budgetary requirements.

The earliest phase of production is the “pre-production stage”. Activities in the pre-production stage include hiring of creative personnel, including the director and principal cast, establishing shooting locations and shooting schedules and such other steps as are necessary to prepare for the actual commencement of photography. It may be expected that the pre-production stage of a Picture will extend from 1 to 2 months.

Following the pre-production stage is the “principal photography stage”. Principal photography consists of the actual filming of the screenplay with the members of the cast in order to produce the film negative. Principal photography may extend from 3 to 6 weeks for moderately budgeted motion pictures, depending on such factors as locations and weather. Principal photography is usually effected in consecutive weeks; however, one or more interruptions in the shooting schedule sometimes occurs. Almost all of the film footage is shot during principal photography, although additional scenes may be added during post-production.

Following principal photography is the “post-production stage”. During post-production, the film is edited to its final form. Music is added. Dialogue, soundtrack, special effects, music and the motion picture are synchronized and in general, the film is brought to its completed form known as the “answer print”. The picture negative is then ready for the production of “release prints”. While the post-production stage may extend for any period, depending upon editing difficulties or the addition of new material, post-production generally averages from 3 to 6 months.

Thus, the total production period for a motion picture may continue for as long as six months and in individual instances even longer. The Partnership intends to complete and deliver the Picture within six months of the commencement of Principal Photography. However, there is no assurance that the Partnership will be able to complete its Picture within such time frame.

Distribution

Distribution agreements between independent producers and distributors vary greatly. However, there are certain “standard” arrangements which form the basis for most distribution agreements. In most cases, except where the producer pays all or a portion of the costs of advertising and prints, the distributor will be required to pay most, if not all, of the expenses of distribution. Distribution rights to completed films are often limited to a term of years and to certain geographical areas, although they may be for a perpetual term and for the entire world.

In many cases (so-called “net deals”), a distributor receives a fixed or sliding percentage of gross receipts (all proceeds paid to the distributor from theaters, etc.) as its sales and distribution fee, and deducts its expenses (consisting primarily of prints and advertising) from the producer’s share prior to remitting any moneys to the producer. Distribution fees of 25% or more are common.

In a so-called “gross deal” a distributor may pay substantially all of its expenses out of its own share of gross receipts; however, in such cases, its percentage share of gross receipts, at least at the outset, is larger than the producer’s share of such rentals and substantially larger than the distribution fee in a typical net deal, although the producer will share in gross receipts from the outset.

Thus, a gross deal would be more advantageous at lower levels of gross receipts, while, at higher levels of gross receipts, a net deal may be more advantageous. Unfortunately, gross receipts cannot be predicted with any degree of certainty.

There may be different combinations of net deals and gross deals in any one agreement, utilizing aspects of each. For example, distribution expenses may be deducted first, prior to the computation of the distribution fee and, thereby, both producer and distributor will share the burden of the expenses.

Customarily different provisions are made for the sharing of proceeds from domestic theatrical, foreign theatrical and domestic television distribution. A distributor often is required to advance a lump sum to the producer upon the signing of the distribution agreement and also may be required to expend substantial sums for prints and advertising which usually are recoverable by the distributor out of the first proceeds from the film. Occasionally a distributor acquires, for a lump sum, the right to retain all the proceeds from the distribution of a film, such as for limited foreign territories where such practice is customary.

In any distribution deal, there may be third-party participation (director, actors, writers or other personnel) which will be borne, in whole or in part, out of the share of gross receipts which would be payable to the Partnership.

Exhibition

The theatrical distribution of motion pictures principally involves (1) the licensing and booking of the films for exhibition in theaters on a rental basis; (2) the creation, development and dissemination of advertising, publicity and promotional exploitation; and (3) the purchase, delivery, storage, inspection and repair of positive prints used in exhibiting the films. Box office receipts, minus the share retained by the exhibitors, are referred to as gross receipts or “distributor’s film rentals” or “distributor’s gross” or “gross film rentals”.

With respect to distribution in theatres, a distributor licenses films to exhibitors (theatres) in return for either a sliding scale percentage of box office gross receipts or a flat rental or a modified percentage or variations thereof. Under a percentage arrangement, the exhibitor agrees to pay the distributor a percentage of gross box office receipts. Under a modified percentage arrangement, the exhibitor may agree to pay the distributor a percentage of such receipts in excess of a specified amount, or guaranteed minimum. In the case of a flat rental, the exhibitor agrees to pay a flat price without regard to box office receipts. These film rental agreements may provide (typically in the case of a major picture deemed to have strong box office appeal) for guarantees and/or advances from the theatre operators, a portion of which may be non-refundable notwithstanding the box office results of a particular film.

While it is not possible to accurately predict what portion of box office receipts is payable to a distributor over the entire theatrical run of a film, in general theatres pay approximately 50% of box office receipts to distributors as film rentals.

In addition to distribution in theatres, significant revenue is often derived from licensing pictures to television after the theatrical exhibition. Films are distributed for exhibition on television by means of licenses to a major television network for a specific number of runs of a film or films during an exclusive period on a “network basis” embracing the network’s affiliates across the country, and by licenses of exhibition rights to individual stations or groups of stations.

Network licenses are usually for periods of from 1 to 4 years. Depending on the subject matter of the film and other factors, it is often possible to license such rights before the film is released for theatrical distribution. Under such circumstances, an advance payment may be negotiated with the balance payable when the film is shown on the network.

Network licenses of feature films, originally produced for the theatrical exhibition, require little expense and generally account for the larger share of gross receipts from television. A distributor or producer generally attempts to license motion pictures for network broadcasting before licensing to individual local television stations.

Certain films may be successful in theatrical distribution but not be acceptable for television exhibition, under community standards currently in effect, without substantial editing, which also might affect their marketability.

After initial foreign and domestic theatrical and television distribution of a motion picture, the owner of a film typically retains its ownership rights in the film. A substantial portion of the cost of the negative will have been depreciated during the initial distribution period so that the book value of the film will be minimal. The film may have a continuing market value, however, based on its residual theatrical or television (pay, syndicated or network) marketability.

In addition to the exhibition in theatres and on television, other sources of revenue from motion pictures include merchandising of characters, exploitation of music and recording rights, and exploitation of rights in the underlying property, such as motion picture sequels and television series based on the property. An increasing source of revenue is the licensing of motion pictures in non-theatrical media such as pay and cable television, in-flight and video discs and videocassettes.

Next, to the quality and box office attraction of a motion picture, the advertising and publicity of a motion picture is probably the most important factor in determining box office results. The success of a film, in its initial run, which can be substantially influenced by the effectiveness of the advertising campaign, generally affects the terms on which the distributor may be able to achieve the further distribution of a motion picture.

A distributor will have the right, in consultation with the producers, to determine the marketing approach, supervise the creation of advertising material, including press books, trailers and other promotional material and arrange for the advertising, publicity and promotion of films.

A distributor will expend funds for national promotion through advertising in magazines, newspapers, trade journals, television and radio. Generally, in an exhibition contract where a percentage is negotiated, a distributor agrees to share the cost of local advertising at a ratio relating to the sharing of exhibition revenues. In other cases where the engagement is not considered significant, a local exhibitor may bear the cost of advertising.

SCHEDULE “A”

BUDGET EXAMPLE

(to be updated)

Principal Photography

Above-The-Line CASH DEFERRAL TOTAL

Writer 22,500 7,500 30,000
Producer 11,250 11,250 22,500
Director 22,500 7,500 30,000
Producer 22,500 7,500 30,000
Talent 22,500 15,000 37,500

Total Above-The-Line 101,250 48,750 150,000

Below-The-Line

Production Personnel 52,500 22,500 75,000
Production Equipment 30,000 22,500 52,500
Location Fees 22,500 0 22,500
Art & Set Dressing 37,500 0 37,500
Set Operations 15,000 0 15,000
Film Stock & Lab 37,500 37,500 75,000
Insurance 22,500 0 22,500

Total Below-The-Line 217,500 82,500 300,000

Total Principal Photography 318,750 131,250 450,000

Post Production

Editorial 15,000 15,000 30,000
Music 15,000 15,000 30,000
Post Prod. Sound 7,500 67,500 75,000
Post Prod. Lab 0 75,000 75,000
Titles & Opticals 7,500 7,500 15,000

Total Post Production 45,000 180,000 225,000

TOTAL PRODUCTION BUDGET 348,750 311,250 675,000

Indirect Costs

Contingency 18,750 18,750 37,500
Legal/Accounting 7,500 7,500 15,000
Office/Overhead 11,250 11,250 22,500

Total Indirect Costs 37,500 37,500 75,000

GRAND TOTAL $375,000 $375,000 $750,000

Comparable US Box Office Successes

(to be updated)

Many successful independent movies could be legitimately compared to the type of pictures the Company wishes to produce. The following partial list compiled from articles in Daily Variety which list some of the box office film rental champions from independent distribution companies in prior years.

Film Title Domestic Film Rentals (*)

“The Crying Game” 28,137,000
“Dirty Dancing” 25,009,300
“Circle of Friends” 23,397,365
“Trainspotting” 16,681,989
“Muriel’s Wedding” 15,185,594
“The Madness of King George” 15,180,137
“Soulman” 13,500,000
“Secrets & Lies” 13,475,366
“Lone Star” 13,095,312
“Howards End” 12,950,000
“Big Night” 12,005,955
“A Room With A View” 12,000,000
“House Party” 12,000,000
“Down By Law” 10,500,000
“The Brothers McMullen” 10,246,592
“Sex, Lies, and Videotape” 10,000,000
“Everyone Says I Love You” 9,749,000
“She’s The One” 9,538,948
“The Player” 9,100,000
“The Sure Thing” 7,943,333
“Kids” 7,417,210
“The Crucible” 7,352,332
“My Left Foot” 7,000,000
“My Tutor” 7,000,000
“Mystic Pizza” 6,574,328
“Kiss Of A Spider Woman” 6,387,000
“Wild At Heart” 6,300,000
“A Woman Under The Influence” 6,117,812
“Much Ado About Nothing” 6,000,000
“Kolya” 5,710,490
“Cinema Paradiso” 5,500,000
“Cold Comfort Farm” 5,682,429
“Across The Sea Of Time” 5,567,636
“Enchanted April” 5,500,000
“Like Water Like Chocolate” 5,400,000
“Extremities” 5,100,000
“Truth Or Dare” 5,100,000
“Strictly Ballroom” 4,692,000
“Henry V” 4,900,000
“My Life As A Dog” 4,102,668
“Valley Girl” 4,000,000
“Pump Up The Volume” 4,000,000
“The Brother From Another Planet” 3,700,000
“Breaker Morant” 3,500,000
“Blood Simple” 3,275,045
“Hairspray” 3,200,000
“She’s Gotta Have It” 3,100,000
“Eraserhead” 3,000,000
“My Private Idaho” 2,900,000
“My Brilliant Career” 2,750,000
“Ridicule” 2,611,846
“Hollywood Shuffle” 2,354,402
“Get Out Your Handkerchiefs” 2,086,000
“My Dinner With Andre” 1,900,000
“The Pillow Book” 1,556,910
“Screwballs” 1,350,000
“Stranger Than Paradise” 1,253,295
“Liquid Sky” 1,164,204
“Desert Hearts” 1,140,738
“Come Back To The Five & Dime Jimmy Dean” 1,100,000
“Blood & Wine” 1,094,668
“Anna Karenina” 858,553

* These figures are DOMESTIC film rentals, not box office GROSSES, i.e.: the portion remitted by exhibition to the distributor, approximately 40% of box office gross. These figures do not reflect income of foreign markets or any ancillary markets. Also, if, some are recent, they do not reflect a full run of income.

Global Price Guide for Films
in the $1-4 Million Budget Range

THIS HAS TO BE UPDATED

Europe

Belgium 5,000 – 10,000
Czechoslovakia 5,000 – 10,000
Denmark 10,000 – 15,000
Finland 5,000 – 10,000
France 50,000 – 60,000
Germany 30,000 – 100,000
Greece 5,000 – 10,000
Italy 25,000 – 50,000
Netherlands 10,000 – 20,000
Norway 10,000 – 20,000
Portugal 3,000 – 5,000
Spain 15,000 – 30,000
Sweden 15,000 – 30,000
Turkey 3,000 – 5,000
United Kingdom* 100,000 – 350,000
Yugoslavia 5,000 – 10,000

Australia and the Far East

Australia, New Zealand 25,000 – 35,000
Hong Kong 3,000 – 5,000
Japan 40,000 – 125,000
Korea 5,000 – 25,000
Malaysia 3,000 – 5,000
Philippines 1,000 – 2,000
Singapore 3,000 – 5,000
Taiwan 4,000 – 8,000
Thailand 1,000 – 3,000

Latin America and the Caribbean

Argentina, Bolivia, Paraguay,
Uruguay 5,000 – 10,000
Barbados, Jamaica, Trinidad 2,500 – 4,000
Brazil 2,000 – 4,000
Chile 1,000 – 3,000
Columbia 2,000 – 3,000
El Salvador, Guatemala, Honduras,
Nicaragua, Panama 3,000 – 5,000
Mexico 5,000 – 12,000
Peru 3,000 – 5,000
Venezuela 2,000 – 3,000

Other Territories

French Canada 5,000 – 15,000
Israel 5,000 – 10,000
Middle East 3,000 – 5,000
South Africa 5,000 – 8,000