UNITED STATES
                       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): March 22, 2004


                                 MEDIA 100 INC.
                                 --------------
               (Exact name of Registrant as specified in charter)

                     DELAWARE           0-14779               04-2532613
                     --------           -------               ----------
               (State or other      (Commission File          (I.R.S. Employer
                   jurisdiction)        Number)              Identification No.)


             450 DONALD LYNCH BOULEVARD, MARLBOROUGH, MA 01752-4748
             ------------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)


                                 (508) 460-1600
                                  -------------
                Registrant's Telephone number including area code











ITEM 5.  OTHER EVENTS AND REGULATION FD DISCLOSURE

On March 22, 2004, Media 100 Inc. issued a press release announcing that
Optibase Ltd. has executed an agreement to acquire substantially all the assets
of Media 100 and a separate agreement that provides for up to $1 million of
secured debtor-in-possession funding. The full text of that press release is
attached as Exhibit 99.1 hereto.


                                   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.

                                     MEDIA 100 INC.


                                     By:   /s/ Steven D. Shea
                                           ------------------
Date:  March 22, 2004                       Steven D. Shea
                                     Chief Financial Officer and Treasurer
                                     (Chief Financial Officer)








                                  EXHIBIT INDEX


Exhibit Number    Title
- --------------    -----
     99.1       Press release issued by Media 100 Inc. on March 22, 2004,
                furnished in accordance with Item 12 of this Current Report
                on Form 8-K.