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 24, 2009





                          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 March 24, 2009, the Company  entered into an Intellectual  Property  Purchase
and Sale Agreement with  Interactive  Game Group LLC (I2G) to acquire all rights
title and interest owned by I2G in the following  franchises:  "Conquer Series",
"M1 Tank Platoon Series" and "Subwar".

ITEM 3.02        UNREGISTERED SALE OF EQUITY SECURITIES

[See Item 1.01 above.]

On March 24, 2009 the Company  sold to  Microprose,  LLC, an  affiliate  of I2G,
5,454,967 shares of Common Stock of the Company and issued a warrant to purchase
1,677,483  shares of Common  Stock of the Company for a total  consideration  of
$327,298.  Such shares and warrant were  issued,  and any  underlying  shares of
Common Stock would be issued,  in a private  placement exempt from  registration
pursuant to section 4(2) of the Securities Act of 1933.  Such warrant has a term
of 3 years,  an exercise  price of $0.06,  is immediately  exercisable,  and was
issued in accordance  with the terms of the Form of Warrant  Agreement  filed as
Exhibit 10.07 to the Company's Form 10-Q for the period ended March 31, 2008.

On October 22,  2008 and on  December  5, 2008 the  Company  sold to two private
investors a total of 284,667  shares of Common  Stock of the Company for a total
consideration  of $27,620.00.  Such shares were issued,  in a private  placement
exempt from registration pursuant to section 4(2) of the Securities Act of 1933.




                                   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
                                                  (Registrant)



DATE:     MARCH 27, 2009               By   /S/ HERVE CAEN
          -----------------                 ------------------------------------
                                            Herve Caen
                                            Chief Executive Officer and Interim
                                            Chief Financial Officer


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