8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

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

Date of Report (Date of earliest event reported):  August 19, 2008

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Broadcaster, Inc.

 (Exact name of registrant as specified in its charter)

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Delaware	0-15949	94-286863
(State or Other Jurisdiction	(Commission	(I.R.S. Employer
of Incorporation)	File Number)	Identification No.)

9201 Oakdale Avenue, Suite 200

Chatsworth, California 91311

(Address of Principal Executive Office) (Zip Code)

(818) 206-9274

 (Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

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-12)

¨ 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 5.02

Departure of Directors or Certain Officers, Election of Directors, Appointment of Certain Officers.   Compensatory arrangement of Certain Officers.

On August 19, 2008, the President of the Registrant, Nolan Quan, retired from the Registrant. It is not expected that a replacement will be named and instead the functions of the President shall be assumed by the Chief Executive Officer.

Item 8.01

Other Events

On September 2, 2008 the Registrant issued the attached press release regarding the denial of applications of Paul Goodman and Baytree Capital Associates LLC for entry of preliminary injunctions and thereby terminating previously in place temporary restraining orders.  The press release is furnished as an exhibit to this current report.

 Item 9.01.

Financial Statements and Exhibits.

(a)

– (c)

N/A

(d)

Exhibits.

Exhibit No.	Description
99.1	Press Release dated September 2, 2008.

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.

BROADCASTER, INC.
By:	/s/ Martin Wade, III
	Martin Wade, III Chairman and CEO

Date:  September 2, 2008

Exhibit Index

Exhibit No.	Description
99.1	Press Release dated September 2, 2008.

EX-99.1

Exhibit 99.1

NEWS RELEASE

Contact: Martin Wade, III

FOR IMMEDIATE RELEASE

(OTC BULLETIN BOARD: BCAS)

BROADCASTER, INC. ANNOUNCES TEMPORARY RESTRAINING ORDERS WERE TERMINATED

CHATSWORTH, CA — September 2, 2008 Broadcaster, Inc. (OTC Bulletin Board: BCAS) announced today that, in two related derivative actions currently pending in the Central District of California, a federal judge entered separate orders denying the applications of plaintiffs Paul Goodman and Baytree Capital Associates LLC (“Baytree”), respectively, for entry of a preliminary injunction.  As a result of these orders, both of the temporary restraining orders (the “TROs”) previously in place were immediately terminated.  

“I am very pleased that the TROs were terminated.,” said Martin Wade, Chairman and Chief Executive Officer of Broadcaster.  Speaking on behalf of management, Martin Wade reaffirmed management’s denial of impropriety in the running of the Company.  “Management believes the evidence submitted to the Court conclusively establishes that plaintiffs’ allegations lack merit.  Now that the TROs are gone, we can get back to growing Broadcaster’s business and promoting shareholder value for the benefit of all of the Company’s shareholders,” he said.  

This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 that reflect Broadcaster, Inc.’s current expectations about its future results, performance, prospects and opportunities, including statements regarding creating and promoting shareholder value and growing the business. Where possible, Broadcaster, Inc. has tried to identify these forward-looking statements by using words such as “anticipates,” “believes,” “intends,” or similar expressions. These statements are subject to a number of risks, uncertainties and other factors that could cause actual events or results in future periods to differ materially from what is expressed in, or implied by, these statements including the risk that they may not be successful in generating shareholder value or growing the business and risks set forth in Broadcaster, Inc.’s Form 10-KSB for the fiscal year ended June 30, 2007 and other fili ngs with the United States Securities and Exchange Commission. All forward-looking statements made in this press release are made as of the date hereof, and Broadcaster, Inc. assumes no obligation to update the forward-looking statements included in this news release whether as a result of new information, future events, or otherwise, other than as required by law.