PREDICT IT INC
8-K, 2000-11-09
BUSINESS SERVICES, NEC
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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

                      November 7, 2000 (November 3, 2000)
                Date of Report (Date of earliest event reported)

                                PREDICT IT, INC.
             (Exact name of registrant as specified in its charter)


     Delaware                           0-28263                  84-1433978
(State or Other Jurisdiction     (Commission File Number)     (I.R.S. Employer
     of Incorporation)                                       Identification No.)



                               268 W. 44th Street
                            New York, New York 10036

                         (Address of principal executive
                           offices including zip code)

                                 (212) 217-1200

                         (Registrant's telephone number,
                              including area code)


                                      N.A.
          (Former name or former address, if changed since last report)


<PAGE>



Item 5. Other Events.

         On November 3, 2000, the Registrant  issued a press release (the "Press
Release") stating that it had ceased negotiations  regarding its proposed merger
with  Hollywood  Stock  Exchange  and had  reduced  its staff from 30  full-time
employees  to four.  A copy of the Press  Release is attached  hereto as Exhibit
99.1 and incorporated herein by reference.

         The  Registrant  further  disclosed  in the  Press  Release  that it is
currently exploring alternatives, including raising additional financing, and/or
a sale of the  Registrant  or certain of its assets.  There can be no  assurance
that  the  Registrant  will  be  successful  in its  pursuit  of  any  of  these
alternatives. If additional funds cannot be raised or a sale does not occur, the
Registrant  will  be  required  to  consider   alternative  courses  of  action,
including, without limitation,  winding down the operations of the Registrant or
filing a voluntary petition to seek protection under the bankruptcy laws.

Item 7. Financial Statements and Exhibits

            (c)      Exhibits

                     99.1 Press Release dated November 3, 2000


<PAGE>



                                   SIGNATURES

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

                                           PREDICT IT, INC.
                                             (Registrant)


Dated       November 7, 2000              By:    /s/   Andrew   P.   Merkatz
                                                 ----------------------------
                                          Name:  Andrew P. Merkatz
                                          Title: President


<PAGE>



                                  EXHIBIT INDEX

Exhibit
Number                                  Description
------                                  -----------

99.1                                    Press Release dated November 3, 2000




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