UNITED STATES
                       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):   APRIL 9, 2007
                                                        ------------------------

                       INTERPLAY ENTERTAINMENT CORPORATION
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             (Exact Name of Registrant as Specified in Its Charter)

                                    DELAWARE
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                 (State or Other Jurisdiction of Incorporation)

         0-24363                                          33-0102707
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(Commission File Number)                       (IRS Employer Identification No.)


            100 NORTH CRESCENT DRIVE, BEVERLY HILLS, CALIFORNIA 90210
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               (Address of Principal Executive Offices) (Zip Code)

                                 (310) 432 1958
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              (Registrant's Telephone Number, Including Area Code)

                                       N/A
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          (Former Name or Former Address, if Changed Since Last Report)

     Check the  appropriate  box below if the Form 8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (SEE General Instruction A.2. below):

     |_| Written  communications  pursuant to Rule 425 under the  Securities Act
(17 CFR 230.425)

     |_| Soliciting  material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)

     |_|  Pre-commencement  communications  pursuant to Rule 14d-2(b)  under the
Exchange Act (17 CFR 240.14d-2(b))

     |_|  Pre-commencement  communications  pursuant to Rule 13e-4(c)  under the
Exchange Act (17 CFR 240.13e-4(c))





ITEM 1.01.  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

As of April 4, 2007, the Company entered into, an Asset Purchase  Agreement (the
"APA") and a Trademark  License  Agreement  (the  "License  Back") with Bethesda
Softworks  LLC, a video game  developer  and publisher  ("Bethesda"),  regarding
"FALLOUT",  an intellectual  property which was owned by the Company (the "IP").
Although such agreements were signed on April 4, 2007 they were agreed not to be
binding until closing which occurred on April 9, 2007.

Under the APA,  the Company  sold all of its rights to the IP to Bethesda  for a
total  amount of  $5,750,000.00  payable  to the  Company,  subject  to  various
conditions,  in three cash installments.  The first installment of $2,000,000.00
was  paid  following  closing  when  $200,000.00  was  paid to the  Company  and
$1,800,000.00   was  deposited  into  an  escrow  account  to  satisfy   various
liabilities. The Company expects to have fulfilled its obligations under the APA
and to receive full payment  during the third  quarter of 2007.  The Company had
previously,  on June 29, 2004,  entered into, an exclusive  licensing  agreement
with Bethesda, regarding the IP which was superseded by the APA.

Under the License Back the Company obtained an exclusive license,  under certain
conditions,  to use the IP for the purpose of  developing  an Interplay  branded
Fallout Massively Multiplayer Online Game ("MMOG").

ITEM 9.01   FINANCIAL STATEMENTS AND EXHIBITS

         (d)      Exhibits.

                  10.49    Trademark  License  Agreement by and between Bethesda
                           Softworks  LLC and the  Company  dated as of April 4,
                           2007


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                                   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.



                                        INTERPLAY ENTERTAINMENT CORPORATION



Dated:  April 12, 2007                  By:     /S/HERVE CAEN
                                           -------------------------------------
                                            Herve Caen
                                            Chief Executive Officer and Interim
                                            Chief Financial Officer


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