8-K

                       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: October 1, 1999




                             iNTELEFILM CORPORATION
             (Exact name of registrant as specified in its charter)


    MINNESOTA                      0-21534                      41-1663712
 (State or other             (Commission File No.)         (IRS Employer ID No.)
  jurisdiction
of incorporation)


             5501 EXCELSIOR BOULEVARD, MINNEAPOLIS, MINNESOTA 55416
                    (Address of principal executive offices)

                                 (612) 925-8840
              (Registrant's telephone number, including area code)

                Children's Broadcasting Corporation (former name)




ITEM 5.  OTHER EVENTS.

         (a) Reference is made to the Press Release issued to the public by the
Registrant on October 1, 1999, and attached hereto as an exhibit, relating to
the payment in full of the $15 million note from Catholic Radio Network, LLC and
the official name change of the Registrant to iNTELEFILM Corporation.

         (b) Reference is made to the cautionary statements of the Registrant,
presented in the Registrant's Form 10-KSB, as amended, for the year ended
December 31, 1998.



ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS.

         (c)      Exhibits

                  99.1 Press Release dated October 1, 1999.

                                        2



                                    SIGNATURE

         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.

Dated:October 1, 1999                        CHILDREN'S BROADCASTING CORPORATION



                                        BY:     /s/ James G. Gilbertson
                                                -----------------------
                                                James G. Gilbertson
                                        ITS:    Chief Operating Officer and
                                                  Chief Financial Officer

                                        3



                                  EXHIBIT INDEX

99.1     Press Release dated October 1, 1999.

EX-99.1

                                  EXHIBIT 99.1

FROM:                                        FOR:
Swenson NHB Investor Relations               iNTELEFILM(SM) Corporation
1300 Fifth Street Towers, 150 S. 5th St.           5501 Excelsior Blvd.
Minneapolis, Minn. 55402                     Minneapolis, Minn. 55416
Karen J. Snedeker                            Contact: Christopher T. Dahl, CEO
612.344.1000                                 612.925.8840


FOR IMMEDIATE RELEASE


                       iNTELEFILM(SM) RECEIVES $15 MILLION
              FROM CATHOLIC RADIO NETWORK IN EARLY DEBT RETIREMENT

          SUPPORTS CAPITAL FORMATION FOR ONGOING ACQUISITION STRATEGIES


MINNEAPOLIS, OCTOBER 1, 1999 -- iNTELEFILM(SM) (Nasdaq: FILM), today announced
that it has received early payment in full on its $15 million note with Catholic
Radio Network LLC ("CRN").

"We are pleased to have received early payment in full from CRN. This
transaction goes a long way toward the formulation of our acquisition capital as
we continue to build iNTELEFILM into the world's premiere broadcast commercial
production service organization. Additionally, we intend to explore the Internet
as a servicing tool for our clients as well as an outlet for the tremendous
short form video talent within our divisions," Chairman and CEO Christopher T.
Dahl said.

In an unrelated matter, iNTELEFILM also announced that it officially changed its
name to iNTELEFILM Corporation from Children's Broadcasting Corporation.

iNTELEFILM, when combined with its 55 percent interest in Harmony Holdings, Inc.
("Harmony"), is one of the largest commercial production companies in the world
and services global advertising agencies and their Fortune 500 clientele.
Individual companies managed under Minneapolis-based iNTELEFILM umbrella include
Chelsea Pictures, New York and Los Angeles; Curious Pictures, New York and San
Francisco; The End, Los Angeles and New York, and Populuxe, New York. For
further information about iNTELEFILM, visit its Internet site at
www.intelefilm.com.

Certain statements made in this press release constitute "forward looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. Such forward looking statements are subject to certain risks and
uncertainties that could cause actual results to differ materially from those
anticipated. Such factors include, but are not limited to, changes in economic
conditions and the risks and uncertainties described in the company's filings
with the Securities and Exchange Commission. No assurance can be given that
iNTELEFILM will consummate any acquisitions or that any such acquisitions will
be profitable.
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