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): JUNE 18, 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 3.02    UNREGISTERED SALE OF EQUITY SECURITIES

See disclosure under Item 5.02 (e) and item 7.01 below.


Item 5.02(e) DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS;  ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

On June 18, 2009 the Board of Directors  continued  the  reduction of the annual
salary of the Chief Executive Officer and Interim Chief Financial Officer, Herve
Caen,  through June 30, 2010 from  $460,000 to $250,000 and issued to Herve Caen
warrants  to  purchase  6,000,000  shares  of  Common  Stock of the  Company  as
consideration  for Herve  Caen  accepting  the  reduction  in his  salary.  Such
warrants  have a term  of 10  years,  an  exercise  price  of  $0.065,  and  are
immediately exercisable.

Such warrants  were 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.

Such warrants 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 Securities Act of 1933.


ITEM 7.01 REGULATION FD

On June 18,  2009  the  Board  of  Directors  extended  the  suspension  of cash
compensation  for  Directors  through  September,  2009 and issued the following
warrants instead of cash compensation:  999,950 10 year warrants to purchase the
Company  common  stock to each of Michel  Welter and  Xavier De  Portal,  issued
857,100 10 year warrants to purchase the Company  common stock to Alberto Haddad
and issued 571,400 10 year warrants to purchase the Company common stock to Eric
Caen.  Such warrants have a term of 10 years,  an exercise price of $0.065,  and
are immediately exercisable.

Such warrants  were 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.

Such warrants 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 Securities Act of 1933.

On June 18, 2009 the Board of Directors  issued 300,000 Stock Options to Alberto
Haddad and Xavier De Portal for joining the Board and serving through June 2009,
and issued  150,000  Stock Options to Eric Caen and Michel Welter for serving on
the Board through June 2009. Such options shall have an exercise price of $0.065
and shall be exercisable  consistently  with, the Company's 1997 Stock Incentive
Plan, as amended.





                                   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:   June 24, 2009                   By   /S/ HERVE CAEN
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                                             Herve Caen
                                             Chief Executive Officer and Interim
                                             Chief Financial Officer