Bonn Edward J – ‘SC 13D/A’ on 6/10/02 re: New Frontier Media Inc – EX-15

On:  Monday, 6/10/02, at 4:44pm ET   ·   Accession #:  950133-2-2238   ·   File #:  5-78039   ·   Correction:  This Filing was Corrected by the SEC on 11/15/02. ®

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Amendment to General Statement of Beneficial Ownership   —   Schedule 13D
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Amendment No. 7                                        3     17K 
 2: EX-15       Letter Dated June 7, 2002                              2     11K 

EX-15   —   Letter Dated June 7, 2002

EX-15
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                                                                      EXHIBIT 15

 15303 Ventura Boulevard
Suite 1070
Sherman Oaks, CA 91403

June 7, 2002

BY HAND DELIVERY AND FAX TRANSMITTAL                                            

Mark H. Kreloff                                                                 
Chief Executive Officer                                                         
New Frontier Media, Inc.                                                        
7007 Winchester Circle, Suite 200                                               
Boulder, CO 80301                                                               

Michael Weiner                                                                  
Secretary                                                                       
New Frontier Media, Inc.                                                        
7007 Winchester Circle, Suite 200                                               
Boulder, CO 80301                                                               

Dear Mark and Michael:                                                          

This is to provide you with formal notice, pursuant to Rule 14a-4(c) promulgated
by the Securities and Exchange Commission under the Securities Exchange Act of  
1934, as amended (the "Exchange Act"), that, if New Frontier Media, Inc. (the   
"Company") fails to hold a special meeting of its shareholders, pursuant to my  
prior demands, prior to the date of the Company's annual meeting of shareholders
(the "Annual Meeting"), currently scheduled for August 20, 2002, then we        
nominate the following persons for election to the Company's board of directors 
at the Annual Meeting: Edward J. Bonn, John B. Burns III, Carlton R. Jennings,  
Stephen Peary, Jerry Rubinstein, Bernard Stolar and one additional person to be 
designated by us at a later date. We intend to deliver a proxy statement and    
form of proxy with respect to the election at the Annual Meeting of these       
nominees, and in opposition to the Company's slate of nominees, to holders of   
the Company's voting shares required under Colorado law and the Company's bylaws
to elect these nominees.                                                        

We hereby repeat our prior demand, originally made on April 16, 2002, that you  
provide the Company's updated shareholder lists (including, without limitation, 
the most recent lists of the Company's non-objecting beneficial owners and Cede 
& Co.'s list of beneficial owners, any updates or future versions of such lists 
obtained by the Company at any time on or before the record date (the "Record   
Date") established for the Annual Meeting, and any shareholder records as of the
Record Date hereafter obtained by the Company), as required by Rule 14a-7 under 
the Exchange Act and Sections 7-107-201, 7-116-102 and 7-116-103 of the Colorado
Business Corporation Act. Pursuant to Rule 14a-7, please deliver the shareholder
lists to us within five business days and update the record holder information  
on a daily basis, or at the shortest other reasonable intervals, until the      
Record Date, and provide such lists in paper and magnetic tape or disc form     
(whichever form is utilized by the Company's transfer agent). A copy of the     
affidavit required by Rule 14a-7(c)(2) is attached hereto.                      

EX-15
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New Frontier Media, Inc.                                                        
June 7, 2002                                                                    
Page 2                                                                          

Please be advised that nothing contained herein shall be construed as a waiver  
of rights to have the Company call a special meeting of shareholders pursuant to
our prior demands, and that we reserve the right to make subsequent demands to  
inspect additional corporate records pursuant to the Exchange Act, Colorado law 
or otherwise. We also reserve the right to nominate substitute persons for      
election to the Company's board of directors for any reason, including if the   
Company takes or announces any action that has, or if consummated would have,   
the effect of disqualifying any of our nominees, and to nominate additional     
persons to fill any additional positions in the Company's board of directors if 
the Company increases the size of the board of directors.                       

Sincerely,                                                                      

/s/ EDWARD J. BONN                                                              

Edward J. Bonn                                                                  

BEF, LLC                                                                        

By:   /s/ EDWARD J. BONN                                                        
--------------------------------------                              
Edward J. Bonn, Manager                                             

cc:  Board of Directors                                                         

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘SC 13D/A’ Filing		Date		First		Last			Other Filings
Corrected on:		11/15/02							4
		8/20/02		1					3,  PRE 14A
Filed on:		6/10/02							8-K
		6/7/02		1		2
		4/16/02		1
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