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): April 30, 2008


                          INTERPLAY ENTERTAINMENT CORP.
             (Exact name of registrant as specified in its charter)


           DELAWARE                   0-24363                    33-0102707
(State or other jurisdiction        (Commission               (I.R.S. Employer
      of incorporation)             file number)             Identification No.)


              100 N. CRESCENT DRIVE BEVERLY HILLS, CALIFORNIA 90210
                    (Address of principal executive offices)


      (Registrant's telephone number, including area code): (310) 432-1958


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:

[_]      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-2)

[_]      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

On April 30, 2008 the Board of  Directors  of the Company  approved  the form of
Warrant  Agreement  to  evidence  the  terms  and  conditions  of the  Company's
previously issued 6,370,000 10 year immediately  exercisable  Warrants described
in the Company's 8-K filed on November 20, 2006 and the Company has entered into
Warrant  Agreements  in such form with each of Herve Caen (the  Chief  Executive
Officer  and  Interim  Financial  Officer  and a  Director),  Michel  Welter  (a
Director),  and  Eric  Caen (a  Director)  to  reflect  such  previously  issued
Warrants.




                                   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 CORPORORATION
                                        (Registrant)


DATE: May 1, 2008                       BY   /S/ HERVE CAEN
                                             -----------------------------------
                                             Herve Caen
                                             Chief Executive Officer and Interim
                                             Chief Financial Officer


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