SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): November 20, 1996
MARVEL (PARENT) HOLDINGS INC.
(Exact name of registrant as specified in charter)
Delaware 33-65496 13-3501047
(State or other jurisdiction (Commission (IRS employer
of incorporation) File Number) identification no.)
5900 North Andrews Avenue, Ft. Lauderdale, Florida 33309
(Address of principal executive offices) (Zip Code)
(305) 772-3152
(Registrant's telephone number, including area code)
FORWARD-LOOKING STATEMENTS
Statements in this report on Form 8-K such as "intend",
"estimated", "believe", "expect", "anticipate" and similar expressions
which are not historical are forward-looking statements that involve risks
and uncertainties. Such statements include, without limitation, the
expectation of Marvel Entertainment Group, Inc. (the "Company") as to
financial performance for the remainder of 1996 and for 1997. In addition
to factors that may be described in the Company's Securities and Exchange
Commission filings, including this filing, the following factors, among
others, could cause the Company's financial performance to differ
materially from that expressed in any forward-looking statements made by,
or on behalf of, the Company: (i) continued weakness in the comic book
market which cannot be overcome by the Company's new editorial and
production initiatives in comic publishing; (ii) continued general weakness
in the trading card market; (iii) the failure of fan interest in baseball
to return to traditional levels that existed prior to the 1994 baseball
strike and the potential for decreased fan interest due to a possible
disruption of play in 1997 as a result of the failure of the owners and
players to agree on a collective bargaining agreement, thereby negatively
impacting the Company's baseball card business; (iv) the effectiveness of
the Company's changes to its trading card and publishing distribution;
(v) a decrease in the level of media exposure or popularity of the Company's
characters resulting in declining revenues based on such characters; (vi)
the lack of continued commercial success of properties owned by major
licensors which have granted the Company licenses for its sports and
entertainment trading card and sticker businesses; (vii) unanticipated costs
or delays in completing projects associated with the Company's new ventures
including media, interactive software and on-line services and theme
restaurants; (viii) consumer acceptance of new product introductions,
including those for toys; (ix) imposition of tariffs or import quotas on
toys manufactured in China as a result of a deterioration in trade relations
between the U.S. and China; and (x) the outcome of the Company's discussions
for the restructuring of the Company's credit agreements and related
anticipated transactions.
Item 5. Other Events
On November 20, 1996, the registrant provided the information attached as
Exhibit 99.1 hereto to holders of its 11 7/8% Senior Secured Discount Notes
due 1998 at a meeting of noteholders in New York City.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
Exhibit 99.1 Information provided to bondholders.
SIGNATURE
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: November 20, 1996
MARVEL (PARENT) HOLDINGS INC.
(Registrant)
By: /s/ Laurence Winoker
Name: Laurence Winoker
Title: Vice President and Controller
(Principal Accounting Officer)
EXHIBIT 99.1 Information provided to bondholders