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): September 14, 2001 ------------------ ZANY BRAINY, INC. (Exact Name of Registrant Specified in Charter) Pennsylvania 0-26185 23-2663337 ------------- --------- ---------- (State or Other (Commission File (I.R.S. Employer Jurisdiction of Number) Identification No.) Incorporation) 2520 Renaissance Boulevard King of Prussia, Pennsylvania 19406 -------------------------------------------------------- ---------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (610) 278-7800 -------------- Not Applicable ---------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. On June 22, 2001, July 27, 2001 and August 24, 2001, Zany Brainy, Inc., Children's Products, Inc., Children's Development, Inc., Noodle Kidoodle, Inc., Children's Distribution, LLC and Zany Brainy Direct LLC filed their May Monthly Operating Reports, June Monthly Operating Reports and July Monthly Operating Reports, respectively, with the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"). Copies of those monthly operating reports are attached hereto as Exhibit 99.1, Exhibit 99.2 and Exhibit 99.3, respectively, and are incorporated herein in their entirety. Children's Products, Inc., Children's Development, Inc., Noodle Kidoodle, Inc., Children's Distribution, LLC and Zany Brainy Direct LLC are our subsidiaries. Copies of any bank statements originally filed with the Bankruptcy Court as part of the May Monthly Operating Reports, June Monthly Operating Reports and July Monthly Operating Reports have been omitted. THE MONTHLY OPERATING REPORTS CONTAIN FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION THAT HAVE NOT BEEN AUDITED OR REVIEWED BY INDEPENDENT ACCOUNTANTS AND MAY BE SUBJECT TO FUTURE RECONCILIATION AND ADJUSTMENTS. 2 Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. Exhibit No. Exhibit ----------- ------- 99.1 May Monthly Operating Reports of Zany Brainy, Inc., Children's Products, Inc., Children's Development, Inc., Noodle Kidoodle, Inc., Children's Distribution, LLC and Zany Brainy Direct LLC filed on June 22, 2001. 99.2 June Monthly Operating Reports of Zany Brainy, Inc., Children's Products, Inc., Children's Development, Inc., Noodle Kidoodle, Inc., Children's Distribution, LLC and Zany Brainy Direct LLC filed on July 27, 2001. 99.3 July Monthly Operating Reports of Zany Brainy, Inc., Children's Products, Inc., Children's Development, Inc., Noodle Kidoodle, Inc., Children's Distribution, LLC and Zany Brainy Direct LLC filed on August 24, 2001. 3 SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ZANY BRAINY, INC. Date: September 14, 2001 By:/s/ John V. Reilly --------------------- ------------------------------- John V. Reilly President 4 EXHIBIT INDEX Exhibit No. Exhibit ----------- ------- 99.1 May Monthly Operating Reports of Zany Brainy, Inc., Children's Products, Inc., Children's Development, Inc., Noodle Kidoodle, Inc., Children's Distribution, LLC and Zany Brainy Direct LLC filed on June 22, 2001. 99.2 June Monthly Operating Reports of Zany Brainy, Inc., Children's Products, Inc., Children's Development, Inc., Noodle Kidoodle, Inc., Children's Distribution, LLC and Zany Brainy Direct LLC filed on July 27, 2001. 99.3 July Monthly Operating Reports of Zany Brainy, Inc., Children's Products, Inc., Children's Development, Inc., Noodle Kidoodle, Inc., Children's Distribution, LLC and Zany Brainy Direct LLC filed on August 24, 2001. 5