BRILLIANT DIGITAL ENTERTAINMENT INC
8-K, 1997-11-04
PREPACKAGED SOFTWARE
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                        SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                 ----------------


                                     Form 8-K

                                  CURRENT REPORT
                        PURSUANT TO SECTION 13 OR 15(d) OF
                        THE SECURITIES EXCHANGE ACT OF 1934


          Date of Report (Date of earliest event reported): October 24, 1997

                       BRILLIANT DIGITAL ENTERTAINMENT, INC.
                (Exact Name of Registrant as Specified in Charter)

        DELAWARE                       0-21637              95-4592204
(State or Other Jurisdiction       (Commission          (IRS Employer 
 of Incorporation)                  File Number)        Identification No.)



                      6355 Topanga Canyon Boulevard, Suite 120
                          Woodland Hills, California 91367
                      (Address of Principal Executive Offices)

                                   (818)346-3653
                          (Registrant's Telephone Number)


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ITEM 5.  OTHER EVENTS.

     Reference is made to the press release of the Registrant, dated October 
24, 1997 (the "Press Release"), relating to the Registrant's relationship 
with Packard Bell NEC, which meets the requirements of this Form 8-K. A copy 
of the Press Release is filed as Exhibit 99.1 to this Form 8-K.



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                                   SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, the 
Registrant has duly caused this report to be signed on its behalf by the 
undersigned hereunto duly authorized.


November 3, 1997                      BRILLIANT DIGITAL ENTERTAINMENT, INC.


                                      By:  /s/ MICHAEL OZEN
                                          ----------------------------------
                                            Michael Ozen
                                            Chief Financial Officer




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<PAGE>

                                 EXHIBIT INDEX 

EXHIBITS                                                            PAGE NUMBER
- --------                                                            -----------

99.1          Press Release of Registrant, dated October 24, 1997         5





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<PAGE>

<TABLE>
<CAPTION>


<S>                                          <C>                                   <C>
BRILLIANT DIGITAL ENTERTAINMENT, INC.         COFFIN-Bullet- COMMUNICATION          COFFIN-Bullet-MOTTOLA COMMUNICATIONS
6355 Topanga Canyon Boulevard, #120           15300 Ventura Blvd. #303              19800 MacArthur Blvd. #670
Woodland Hills, California 91367              Sherman Oaks, CA 91403                Irvine, CA 92715
(818)346-3653                                 (818)789-0100                         (714)851-1109

CONTACT:                                      CONTACT:                              CONTACT:
Michael Ozen                                  Bill Coffin                           Christi Mottola
Chief Financial Officer                       Investor Relations                    Press Relations

</TABLE>


FOR IMMEDIATE RELEASE:
- ---------------------
October 24, 1997


              BRILLIANT DIGITAL ENTERTAINMENT AND PACKARD BELL NEC
                               STRENGTHEN ALLIANCE


LOS ANGELES, CA - October 24, 1997 - Brilliant Digital Entertainment, Inc. 
(AMEX:BDE), announced an agreement today which strengthens Packard Bell NEC's 
and Brilliant Digital Entertainment's current strategic alliance. The 
agreement provides for Packard Bell NEC to pay Brilliant Digital for 
Multipath Movies bundled on Packard Bell multimedia computers over the 
initial twelve month period of their three year deal. In return, Packard Bell 
will receive a portion of the net Internet revenues generated by these 
Multipath Movies. As part of this agreement Packard Bell NEC has received 
additional warrants to purchase Brilliant Digital common stock.

This new agreement is an amendment to an existing agreement between the 
parties signed in September 1996. The prior agreement requires Packard Bell 
to bundle Multipath Movies on up to 6 million Packard Bell NEC multimedia 
computers over a three year period. Packard Bell will provide point-of-sale 
advertising for Brilliant's Multipath Movies, as well as prominently display 
the Company's icon on both the computer desktop and on its Planet Oasis web 
page. Except as described above, no material terms of the previous agreement 
have been revised.

"We are very pleased to be aligned with the world's number one selling home 
computer manufacturer. This expansion of our original agreement with Packard 
Bell further demonstrates their confidence in our company and belief in the 
future of Multipath Movies," said Mark Dyne, Chairman and CEO of Brilliant 
Digital Entertainment. "This alliance is one more step towards continuing to 
build our strategic relationships within the computer and entertainment 
industries."

BDE recently announced an agreement with Universal Studios Consumer Products 
Group to produce Multipath Movie episodes using story scripts from the highly 
rated, live action television series XENA: WARRIOR PRINCESS and animated 
character designs from the direct-to-video motion picture, HERCULES & XENA 
THE ANIMATED MOVIE: "THE BATTLE FOR MOUNT OLYMPUS."

Brilliant's other strategic alliances include: Morgan Creek Productions to 
develop Multipath Movies for the "ACE VENTURA: PET DETECTIVE" and "ACE 
VENTURA: WHEN NATURE CALLS" films, King Features Syndicated for the "POPEYE" 
series, Crawford Productions, and EXCLUSIVE worldwide rights to Bantam 
Doubleday Dell books for Young Readers for the successful "CHOOSE YOUR OWN 
NIGHTMARE" and "CHOOSE YOUR OWN ADVENTURE" series of interactive books.

Brilliant Digital Entertainment is the production studio responsible for the 
creation of Multipath Movies, a new generation of digital entertainment to be 
distributed over the Internet, on CD-ROM, as television programming, and for 
home video. Multipath Movies utilize proprietary, technologically advanced 
software tools to produce three-dimensional, digitally animated stories, each 
with hundreds of plot alternatives that lead to multiple, distinct 
conclusions that are influenced by the user.

Statements in this news release that relate to future plans, financial 
results or projections, events or performance are forward-looking statements 
within the meaning of Section 27A of the Securities Act of 1933, as amended, 
and Section 21E of the Securities Act of 1934, as amended. Actual results may 
differ materially due to a variety of factors. Information about certain of 
these factors is contained in the Company's most recently filed Form 10KSB 
report and are available from Brilliant Digital Entertainment's Investor 
Relations department and may be obtained by calling or writing.

                                      ###


/s/MICHAEL OZEN, Chief Financial Officer                       October 24, 1997
- ----------------------------------------                       ----------------
Signed and Approved                                            Date




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