Contact: Mitch Stoller
Ogilvy Adams & Rinehart
(212) 557-0100

                           
CAROLCO PICTURES ANNOUNCES CONSUMMATION OF
INTERIM FINANCING ARRANGEMENTS

LOS ANGELES, October 24, 1994 -- Carolco Pictures Inc.
announced today that  it has consummated its previously
announced interim financing arrangements.  As part of such
interim financing, Carolco transferred its rights in the motion
picture Showgirls, which is scheduled to commence principal
photography within the next week, to an affiliate of the French
company Chargeurs.  In addition, an affiliate of Pioneer LDCA,
Inc. pre-paid certain payments that will be due under licenses
of "Cliffhanger" and "Terminator 2:  Judgment Day" in Japan; 
RCS Video International Services B.V. waived certain conditions
subject to which RCS is required to purchase Carolco's 7%
Convertible Subordinated Notes in December 1994 which enabled
Carolco to borrow against a portion of the anticipated proceeds
from such sale and Le Studio Canal+ prepaid certain sales
commissions that will be due to Carolco later this year for
serving as the foreign sales agent for the motion picture
Stargate.  The combination of all of these transactions will
provide Carolco with additional cash of approximately $18.5
million.

Carolco is currently in active pre-production on Cutthroat
Island which is scheduled to start principal photography on
location in Malta at the end of October.  In addition to
closing the interim financing arrangements, Carolco continues
to work toward completing the steps required to access the
production loan for Cutthroat Island.  In the event Carolco is
unable to access the Cutthroat Island production loan on a
timely basis and is unable to enter into alternative financing
arrangement for the production of the film, it is likely that
Carolco will be forced to cease production of Cutthroat Island
and Carolco may be unable to meet its other obligations and may
be unable to continue to operate as a going concern. 

Pioneer LDCA, Inc. and its affiliates own approximately 41.2%
of Carolco's voting stock; Cinepole Productions B.V., an
affiliate of Le Studio Canal+, owns approximately 17% of
Carolco's voting stock and RCS and its affiliates own
approximately 5.7% of Carolco's voting stock.  MGM Holdings
Corporation, an affiliate of Metro-Goldwyn-Mayer Inc., owns
approximately 18.5% of Carolco's voting stock.

Carolco is an entertainment company engaged in the financing,
production and leasing of motion picture properties worldwide
and is headquartered in Los Angeles, California.

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