Exhibit 3.77

                          CERTIFICATE OF INCORPORATION

                                       OF

                               NEW CHANNEL COMPANY

                                    * * * * *

1.   The name of the corporation is New Channel Company.

2.   The address of its registered office in the State of Delaware is
Corporation Trust Center, 1209 Orange Street, in the City of Wilmington, County
of New Castle. The name of its registered agent at such address is The
Corporation Trust Company.

3.   The nature of the business or purposes to be conducted or promoted is:

     To engage in any lawful act or activity for which corporations may be
organized under the General Corporation Law of Delaware.

4.   The total number of shares of stock which the corporation shat! have
authority to issue is One Thousand (1000) and the par value of each of such
shares is One Dollars and No Cents ($1.00), amounting in the aggregate to One
Thousand Dollars and No Cents ($1,000.00).

     At all elections of directors of the corporation, each stockholder shall be
entitled to as many votes as shall equal the number of votes which (except for
such provision as to cumulative voting) he would be entitled to cast for the
election of directors with respect to his shares of stock multiplied by the
number of directors to be elected by him, and he may cast all of such votes for
a single director or may distribute them among the number to be voted for, or
for any two or more of them as be may see fit.

5.   The name and mailing address of the sole incorporator is as follows:

NAME                     MAILING ADDRESS

T. L. Ford               1209 Orange St., Wilmington, DE 19801

     The name and mailing address of each person, who is to serve as a director
until the first annual meeting of the stockholders or until a successor is
elected and qualified, is as follows:

NAME                     MAILING ADDRESS

Christie Hefner          680 N. Lake Shore Drive., Chicago, IL 60611
Howard Shapiro           680 N. Lake Shore Drive., Chicago, IL 60611



6.   The corporation is to have perpetual existence.

7.   In furtherance and not in limitation of the powers conferred by statute,
the board of directors is expressly authorized:

     To make, alter or repeal the by-laws of the corporation.

8.   Election of directors need not by written ballot unless the by-laws of the
corporation shall so provide.

     Meetings of stockholders may be held within or without the State of
Delaware, as the by-laws may provide. The books of the corporation may be kept
(subject to any provision contained in the statutes) outside the State of
Delaware at such place or places as may be designated from time to time by the
board of directors or in the by-laws of the corporation.

9.   The corporation reserves the right to amend, alter, change or repeal any
provision contained in this Certificate of Incorporation, in the manner now or
hereafter prescribed by statute, and all rights conferred upon stockholders
herein are granted subject to this reservation.

10.  A director of the corporation shall not be personally liable to the
corporation or its stockholders for monetary damages for breach of fiduciary
duty as a director except for liability (i) for any breach of the director's
duty of loyalty to the corporation or its stockholders, (ii) for acts or
omissions not in good faith or which involve intentional misconduct or a knowing
violation of law, (iii) under Section 174 of the Delaware General Corporation
Law, or (iv) for any transaction from which the director derived any improper
personal benefit.

     I, THE UNDERSIGNED, being the sole incorporator hereinbefore named, for the
purpose of forming a corporation pursuant to the General Corporation Law of the
State of Delaware, do make this Certificate, hereby declaring and certifying
that this is my act and deed and the facts herein stated are true, and
accordingly have hereunto set my hand this 12th day of May 1995.

                                         /s/ T. L. Ford
                                      ----------------------
                                           T. L. Ford

                                        2


                            CERTIFICATE OF AMENDMENT

                                       OF

                               NEW CHANNEL COMPANY

     New Channel Corporation, a corporation organized and existing under and by
virtue of the General Corporation Law of the State of Delaware, DOES HEREBY
CERTIFY:

     FIRST: That the Board of Directors of New Channel Company by unanimous
written consent of its members, filed with the minutes of the Board, duly
adopted a resolution setting forth a proposed amendment to the Certificate of
Incorporation of said corporation, declaring said amendment to be advisable and
calling a meeting of the stockholders of said corporation for consideration
thereof. The resolution setting forth the proposed amendment is as follows:

     RESOLVED, that the Certificate of Incorporation of this corporation be
     amended by changing the First Article thereof so that, as amended, said
     Article shall be and read as follows:

     "1. The name of the corporation is Adultvision Communications, Inc."

     SECOND: That thereafter, pursuant to resolution of Its Board of Directors,
and upon written waiver of notice signed by the sole stockholder, by unanimous
written consent, the Sole Stockholder approved the amendment.

     THIRD: That said amendment was duly adopted in accordance with the
provision of Section 242 of the General Corporation Law of the State of Delaware
and shall be effective upon filing with the Secretary of State of the State of
Delaware.

     IN WITNESS WHEREOF, the undersigned has caused this amendment to be
executed by its duly authorized Secretary this 25th day of May, 1995.

                                        /s/ Irma Villarreal
                                  ---------------------------------
                                     Irma Villarreal, Secretary