DISCOVERY ZONE INC
8-K, 1998-10-29
MISCELLANEOUS AMUSEMENT & RECREATION
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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 26, 1998

                              DISCOVERY ZONE, INC.
             (Exact name of registrant as specified in its charter)

         Delaware                        0-21854                 36-3877601
     (State or other                  (Commission             (I.R.S. Employer
       jurisdiction                   File Number)            dentification No.)
     of incorporation)

  565 Taxter Road, Fifth Floor,
       Elmsford, New York                                           10523
(Address of principal executive offices)                          (Zip Code)

        Registrant's telephone number, including area code: 914-345-4500




<PAGE>



                      INFORMATION TO BE INCLUDED IN REPORT

Item 1.           Changes in Control of Registrant

                  Not Applicable.

Item 2.           Acquisition or Disposition of Assets

                  Not Applicable.

Item 3.           Bankruptcy or Receivership

                  Not Applicable.

Item 4.           Changes in Registrant's Certifying Accountant

                  Not Applicable.

Item 5.           Other Events

                  On October 27, 1998, Discovery Zone, Inc. (the "Company")
issued a press release announcing that Scott W. Bernstein, the Company's
President and Chief Executive Officer, has resigned as President and Chief
Executive Officer effective November 27, 1998. Mr. Bernstein, a former Time
Warner and Six Flags executive, became Chief Executive Officer of the Company in
December 1996 while the Company was operating under Chapter 11 bankruptcy
protection and led the Company through confirmation of its Plan of
Reorganization and the first year of operation under its new business plan. The
Company has negotiated and agreed to a severance package with Mr. Bernstein,
which includes a lump sum payment and continuance of his salary and benefits
through the end of the first quarter of 1999. The Company believes that the
amount of this severance package is not material to the Company.

                  Chet Obieleski, the Company's Chief Operating Officer, will
assume the additional titles and responsibilities of President and Chief
Executive Officer effective November 27, 1998. Mr. Obieleski, who began his
present position in August 1998, has more than 30 years of senior management
experience in retailing and consumer goods. He most recently served as interim
chief operating officer and chief financial officer of AIG Designs, a furniture
importer, and previously was executive vice president of Britches of Georgetown,
a national specialty menswear chain, and senior vice president, finance and
operations of Sterns, a major department store chain in New York.

                  The October 27, 1998 press release is filed as an exhibit
hereto and is incorporated by reference herein.





<PAGE>



Item 6.           Resignation of Registrant's Directors

                  Mr. Bernstein has resigned as a member of the Board of
Directors of the Company effective November 27, 1998. Upon Mr. Bernstein's
resignation, Wellspring Associates L.L.C. will have the right to nominate a new
director.

Item 7.           Financial Statements and Exhibits

                  (a)      Financial statements of businesses acquired.

                           Not Applicable.

                  (b)      Pro forma financial information.

                           Not Applicable.

                  (c)      Exhibits.

                           The press release issued on October 27, 1998 is
                           attached hereto as Exhibit A and is incorporated by
                           reference herein.

Item 8.           Change in Fiscal Year

                  Not Applicable.

Item 9.           Sales of Equity Securities Pursuant to Regulation S

                  Not Applicable.

                                   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.



Date:    October 28, 1998                   DISCOVERY ZONE, INC.


                                            By:  /s/ Robert G. Rooney
                                                ------------------------------
                                                 Name:  Robert G. Rooney
                                                 Title: SVP & CFO


<PAGE>







                                                                       EXHIBIT A


                               DISCOVERY ZONE CEO
                            LEAVING IN LATE NOVEMBER

Elmsford, NY, October 27, 1998 -- Discovery Zone, Inc. ("DZ") announced today
that Scott W. Bernstein, its President and CEO, would be leaving the Company at
the end of November. Mr. Bernstein, a former Time Warner and Six Flags
executive, became CEO of Discovery Zone in December 1996 while the Company was
operating under Chapter 11 bankruptcy protection and led the Company through
confirmation of its Plan of Reorganization and the first year of operation under
its new business plan.

Chet Obieleski, the Company's Chief Operating Officer, will assume the
additional titles and responsibilities of President and CEO effective November
27, 1998. Mr. Obieleski, who began his present position in August 1998, has over
30 years of senior management experience in retailing and consumer goods. He
most recently served as interim COO/CFO of AIG Designs, a furniture importer,
and previously was Executive Vice President of Britches and Senior Vice
President, Finance and Operations of Sterns, two large multi-unit retailers.

Discovery Zone is the leading owner and operator of children's entertainment
centers in North America with 200 locations across the United States, Canada and
Puerto Rico. DZ is a frequently changing environment where kids and their
families can experience a variety of participatory activities.

                                    *********

Any Statements contained in this press release that are not statements of
historical fact may be deemed to be forward-looking statements which may involve
known or unknown risks. Reference is made to the Company's Annual Report on Form
10-K/A for the year ended December 31, 1997 and the Section entitled "Risk
Factors Affecting Future Operating Performance" contained therein.



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