Exhibit 99.2

Office of the United States Trustee

In re:
     The Kushner-Locke Company

Chapter 11

Case No. LA 01-44828-SB (Administratively Consolidated with
Case Nos. LA 01-44829-SB through LA 01-44831-SB; LA 01-
44833-SB through LA 01-44836-SB; and LA 01-44841-SB)

DEBTOR IN POSSESSION OPERATING REPORT

Report Number:	41	Page 1 of 2
For the Period FROM:	3/1/2005
TO:	3/31/2005

1	Profit and Loss Statement (Accrual Basis Only)
	A. Related to Business Operations
	Gross Sales		$	—
	Costs Related to Revenues (Film Cost Amortization)
	Gross Profit					—
	Less: Operating Expenses
	Officer Compensation	53,550
	Salaries and Wages — Other Employees	19,385
	Total Salaries and Wages			72,935
	Employee Benefits and Pensions			3,612
	Employer Payroll Taxes/Fees	3,655
	Other Taxes	2,400
	Total Taxes			6,055
	Rent and Lease Expense (including parking)	3,765
	Distribution/Delivery Expenses	1,453
	Interest Expense
	Insurance
	Automobile Expense/Mileage
	Utilities (incl. Phone, phone equipment, internet)	564
	Depreciation and Amortization
	Business Equipment Leases
	Business Expense reimbursement
	Storage Expense	8,058
	Supplies, Office Expenses, Photocopies, etc.	735
	Bad Debts
	Miscellaneous Operating Expenses
	Total Operating Expenses			97,176
	Net Gain/Loss from Business Operations					(97,176	)
	B. Not related to Business Operations
	Income
	Interest Income
	Other Non-Operating Revenues			—
	Gross Proceeds on Sale of Assets	—
	Less: Original Cost of Assets plus expenses of sale	—
	Net Gain/Loss on Sale of Assets			—
	Total Non-Operating Income					—
	Expenses Not Related to Business Operations
	Legal and Professional Service Fees			4,577
	Other Non-Operating Expenses (Board/Trustee fees)
	Total Non-Operating Expenses					4,577
	NET INCOME/(LOSS) FOR PERIOD				$	(101,753	)

DEBTOR IN POSSESSION OPERATING REPORT NO: 41 Page 2 of 2

2 Aging of Accounts Payable and Accounts Receivable (exclude prepetition accounts payable):

	Accounts		Accounts
	Payable		Receivable
Current Under 30 days		—		—
Overdue 31-60 days		—		—
Overdue 61-90 days		—
Overdue 91-120 days		—
Overdue Over 121 days		—
Due in the Future		3,204		1,062,541
TOTAL		3,204		1,062,541

3	Statement of Status of Payments to Secured Creditors and Lessors:
	No payments to Secured Creditors or Lessors were paid or payable during the reporting period.
4	Tax Liability
	No tax payments were paid or payable during the reporting period other than payroll taxes shown above.
5	Insurance Coverage

	Carrier/	Amount of		Policy		Premium Paid
	Agent Name	Coverage		Expiration Date		Through Date
Worker’s Compensation (RENEWED)	St. Paul		1,000,000		1/14/2006		1/14/2006
Commercial Property (RENEWED)	St. Paul		2,000,000		2/14/2006		2/14/2006
Errors & Omissions — Library (RENEWED)	St. Paul		3,000,000		3/3/2006		3/3/2005

6 Questions:

A.	Has the Debtor in Possession provided compensation to any officers, directors, shareholders, or other principals without the approval of the Office of the United States Trustee?
	o Yes          Explain:
	x No
B.	Has the Debtor in Possession, subsequent to the filing of the petition, made any payments on its prepetition unsecured debt, except as authorized by the Court?
	o Yes          Explain:
	x No

7	Statement on Unpaid Professional Fees (Postpetition Amounts Only)
	Total unpaid post-petition Professional Fees during the reporting period:          $ 302,409.57
8	Narrative Report of Significant Events and Events out of the Ordinary Course of Business:
	None.
9	Quarterly Fees:
	Paid

I, Alice Neuhauser, declare under penalty of perjury that the information contained in the above Debtor in Possession Interim Statement is true and correct to the best of my knowledge.

/s/ Alice Neuhauser  

Debtor in Possession