8-K

   1
                       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 4, 2000




                             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)



   2



ITEM 5.  OTHER EVENTS.

      (a) Reference is made to the Press Release issued to the public by the
Registrant on October 3, 2000, and attached hereto as an exhibit, relating to
the appointment of William Spell as a member of the Board of Directors of the
Company.

      (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, 1999.



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

      (c) Exhibits

             99.1     Press Release dated October 3, 2000.






                                        2

   3




                                    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 4, 2000                                  iNTELEFILM CORPORATION



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





                                        3

   4



                                  EXHIBIT INDEX

99.1     Press Release dated October 3, 2000.

EX-99.1

   1



                                                                    EXHIBIT 99.1
Contact:
Sara Stanley
iNTELEFILM
(612) 925-8890
sstanley@intelefilm.com



FOR IMMEDIATE RELEASE


               WILLIAM SPELL, CEO OF PW EAGLE, JOINS INTELEFILM'S
                               BOARD OF DIRECTORS

MINNEAPOLIS, OCTOBER 3, 2000---iNTELEFILM(sm) Corporation (Nasdaq: FILM), a
leading source of services to the commercial production industry, announced
today that William Spell has agreed to act as a member of its Board of
Directors.

Mr. Spell currently serves as the Chief Executive Officer of PW Eagle, Inc.
(Nasdaq-NMS: PWEI, formerly EPII), a leading extruder of PVC pipe, polyethylene
pipe and tubing products. In addition to PW Eagle, Mr. Spell also serves as
President of Spell Capital Partners, LLC, a private equity firm that focuses on
leveraged acquisitions of established business in the Upper Midwest. Mr. Spell
has been involved in private equity investing for over 10 years.

"I'm looking forward to working with the iNTELEFILM team and feel confident that
my experience in business, private equity investing and acquisitions will be a
valuable addition to the iNTELEFILM business plan," said William Spell.

"Mr. Spell's extensive background in acquiring strong businesses will be
beneficial in iNTELEFILM's growth and goal of becoming the leading service
provider to the commercial production industry," said Christopher T. Dahl, Chief
Executive Officer of iNTELEFILM. "We are thrilled to appoint someone with his
insight and expertise as a member of our Board of Directors."

ABOUT INTELEFILM
iNTELEFILM, based in Minneapolis, is believed to be a leading source of services
for the television commercial production industry, offering extensive production
capability and the exclusive services of established industry talent. iNTELEFILM
intends to seek additional acquisitions to further broaden its offering of
services with the objective of enhancing overall profit margins and leveraging
its pool of talent and technical expertise to capitalize on the convergence of
short-form video content and technologies of broadband Internet delivery
systems. Individual companies managed under the iNTELEFILM umbrella include
Chelsea Pictures, New York, Los Angeles and Sydney, Australia; Curious Pictures,
New York and San Francisco; The End, Los Angeles and New York; and webADTV.com,
Inc., Minneapolis. iNTELEFIL trades on the Nasdaq National Market under the
symbol "FILM." Additional information on the company can be found in the
company's filings with the Securities and Exchange Commission and on the
Company's Web site at www.intelefilm.com.



   2





                                      # # #


Certain statements made in this press release of a non-historical nature
constitute "forward looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1985. 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 risk and uncertainties
described in the Company's Form 10KSB Report as filed with the Securities and
Exchange Commission for year ended December 31, 1999.