FORM 8-K



                       Securities and Exchange Commission

                             Washington, D.C. 20549



                                 CURRENT REPORT

                        Pursuant to Section 13 or 15 (d)
                     of the Securities Exchange Act of 1934



            Date of Report (Date of earliest event reported) 6/25/96


                          Affinity Entertainment, Inc.
                          ----------------------------
                     Formerly Affinity Teleproductions, Inc.
             (Exact Name of Registrant as specified in its Charter)




   Delaware                    0-12193                       22-2473403
   --------                    -------                       ----------
(State or other            (Commission File                (IRS Employer
Jurisdiction of                Number)                     Identification
Incorporation)                                                 Number)




15436 North Florida Avenue, Suite 103, Tampa, FL               33613
- - -------------------------------------------------            ---------
(Address of Principal Executive Offices)                     (Zip Code)



Registrant's Telephone Number, including area code: 813-264-1778






Item 2.           Acquisition of Disposition of Assets

Common Stock Transactions

         Pursuant  to  the  Offshore  Securities   Subscription  Agreement  (the
"Agreement") dated June 25, 1996, Affinity  Entertainment,  Inc. (the "Company")
sold four  million  (4,000,000)  shares of the common  stock of the Company (the
"Shares") at $10.00 per share (discounted at four percent (4.0%) upon completion
of the offering),  payable in United States Dollars for a total consideration of
Forty  Million  Dollars  ($40,000,000)  subject to a discount of One Million Six
Hundred Thousand  Dollars  ($1,600,000) if fully paid to Baron Banker Limited of
Ontario  Canada  ("Baron").  The  Shares are  entitled  to all rights to cash or
property  distributions,  dividends,  interest  paid  by  coupon  or  otherwise,
distribution of  certificates,  warrants,  rights,  stocks or cash  representing
subdivision,  combination,   reclassification,   merger,  buy-out,  acquisition,
redemption,   exchange,  or  any  such  other  corporate  or  government  action
pertaining to or involving the ownership rights of the Shares.

         The Two Million Dollars  ($2,000,000) paid by Baron upon the closing of
the  transaction  will be held in escrow pending  Baron's  ability to margin the
Shares upon the  expiration of the forty day restricted  period  required by the
Securities Act of 1933, as amended, (the "1933 Act"), and Regulation promulgated
thereunder.  The remaining Thirty Eight Million Dollars  ($38,000,000)  has been
paid in the form of a  promissory  note (the  "Promissory  Note"),  not  bearing
interest.  The  principal  balance of the  Promissory  Note shall be paid in one
monthly installment in the amount of One Million Dollars  ($1,000,000) on August
1, 1996, seventeen consecutive monthly installments in the amount of Two Million
Dollars  ($2,000,000) each, beginning on September 1, 1996, with a final payment
due  February  1, 1998 of Three  Million  ($3,000,000).  Such  final  payment is
subject to a One Million Six Hundred Thousand Dollar  ($1,600,000)  discount for
complete  satisfaction.  Payment shall be due by wire transfer on the 1st day of
each and every month.

         Under the terms of the Agreement,  Baron agreed, until such time as the
Promissory Note is paid in full, to appoint the management of the Company as its
proxy to exercise any voting or consensual  rights pertaining to or arising from
the ownership of the Stock.

         For a period  of  ninety  days  after the  Company  receives  the final
payment on the Promissory  Note, the Company or its designees shall, at the sole
discretion  of the Company,  have the option to acquire the Shares from Baron in
exchange for an amount equal Twelve Dollars per Share ($12.00), or fifty percent
(50%)

                                      - 2 -





of the average bid price  offered for the ten (10) days prior to the exercise of
the Option, whichever is greater.

         The  Company  plans to use the  proceeds  of the sale of the  Shares to
finance the production and marketing of television programs and feature films.


Item 7.           Financial Statements and Exhibits

         None.


                                   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.

Date:     July 2, 1996                         AFFINITY ENTERTAINMENT, INC.
          ------------                            



                                               By:   /s/ William J. Bosso
                                                     -------------------------
                                                     William J. Bosso
                                                     President


                                      - 3 -