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 (Date of earliest event reported): January 10, 2001


                                  eGames, Inc.
             (Exact name of registrant as specified in its charter)


        Pennsylvania                   0-27102                   23-2694937
(State or other jurisdiction   (Commission File Number)        (IRS Employer
 of incorporation)                                           Identification No.)



2000 Cabot Blvd. West, Suite 110, Langhorne, PA                  19047-1833
(Address of principal executive offices)                         (Zip Code)


       Registrant's telephone number, including area code: (215) 750-6606


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






Item 5.  Other Events.

         On January  10,  2001,  eGames,  Inc.  (the  "Company")  issued a press
release  announcing the Company's  anticipated  unaudited results for the second
quarter and six months  ended  December  31,  2000,  as  described  in the press
release attached as Exhibit 99.1 and incorporated herein by reference.

Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

         a.       None.

         b.       None.

         c.       Exhibits.

                  99.1     Press release dated January 10, 2001.


                                   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.


                                             eGames, Inc.


                                             By: /s/ Gerald W. Klein
                                                 -----------------------
                                                 Gerald W. Klein, President and
                                                 Chief Executive Officer


Dated: January 16, 2001

EX-99.1

                                                                   EXHIBIT 99.1

At eGames, Inc.                          At The Financial Relations Board:
- ---------------                          ---------------------------------
Jerry Klein                              Glenn Sapadin  or Victor Vanov
President and CEO                        (212) 661-8030
(215) 750-6606 (Ext. 118)


For Immediate Release

      eGames Anticipates Second Quarter Loss; Company Reduces Workforce by
                      25% as Part of Cost Cutting Program

Langhorne,  PA - January 10, 2001 - eGames, Inc. (Nasdaq:  EGAM) today announced
that the Company expects to report a loss of between  $250,000 and $350,000,  or
$0.02 to $0.04 per share, for its fiscal second quarter ended December 31, 2000.
This results from an approximate 11% to 13% decrease in net sales as compared to
the same quarter last year.

According  to Jerry  Klein,  President  and CEO of  eGames,  "Our  disappointing
financial  performance  for our fiscal second quarter was the result of a number
of  factors.  Firstly,  overall  retail  sales  during the second  quarter  were
disappointing,  in part brought on by a general softening in demand for new PCs.
Secondly,  we experienced  increased  competition in the value-priced segment of
the consumer software marketplace as certain major software publishers initiated
price cuts on previously  higher-priced products.  Additionally,  certain office
superstores  informed  us  that  they  intend  to  reduce  their  commitment  to
value-priced   consumer   software   products   following  the  holiday  season,
necessitating increased return provisions for the quarter."

Mr.  Klein  continued,  "We  are  responding  to the  current  difficult  market
environment by increasing our focus on effectively  managing our cost structure.
To this end, we have reduced our workforce by approximately 25%, a move which is
expected to save the Company an  estimated  $150,000  per  quarter.  We are also
reducing our utilization of outside  professional service vendors as part of our
commitment to cut our operating expenses going forward.

"Although  we  are  disappointed   with  our  fiscal  second  quarter  financial
performance,  we remain  committed  to our  business  plan,  which is focused on
increasing the penetration and  profitability of our  Store-in-a-Store  program,
particularly in the food and drug retail channels, and on aggressively marketing
our branded browser concept to the promotional  industry.  We continue to strive
to bring high-quality,  value-priced,  Family-Friendly(TM) software games to the
growing population of casual gamers," concluded Mr. Klein.




eGames, Inc., headquartered in Langhorne, PA, develops,  publishes and markets a
diversified  line  of  personal   computer   software   primarily  for  consumer
entertainment  and personal  productivity.  The Company promotes the eGames(TM),
Game Master  Series(TM),  Multi-Pack  and Galaxy of Home Office  Help(TM)  brand
names in order to generate  customer  loyalty,  encourage  repeat  purchases and
differentiate eGames Software products to retailers and consumers. Additionally,
eGames  focuses on the software needs of the  mass-market  consumer and develops
and implements brand marketing solutions designed to serve that consumer and the
channels  where  they  most  frequently  shop.  eGames  -  Where  the "e" is for
Everybody!

Additional  information regarding eGames, Inc. can be found on the Company's Web
site at www.egames.com.

Contacts: Jerry Klein, President & CEO, (215) 750-6606 (ext. 118) or Tom Murphy,
CFO, (215) 750-6606 (ext. 113)

This  press  release  contains  certain  forward-looking  statements,  including
without limitation,  statements  regarding the expectation that the Company will
report a loss of between  $250,000 and $350,000 for the quarter  ended  December
31, 2000; the expectation that the reduction in workforce will result in savings
of approximately  $150,000 per quarter going forward;  the Company's  ability to
increase the penetration and  profitability of its  Store-in-a-Store  Program in
the food and drug retail  channels;  and the Company's  ability to  successfully
market its  branded  browser  concept to the  promotional  industry.  The actual
results  achieved by eGames and the factors that could cause  actual  results to
differ materially from those indicated by the forward-looking  statements are in
many ways beyond eGames'  control.  eGames  cautions  readers that the following
important  factors,  among others,  could cause the Company's  actual results to
differ  materially  from those  expressed in this press  release:  the Company's
ability to negotiate licensing arrangements with third-party software publishers
for its  Store-in-a-Store  program on commercially viable terms; the actual cost
savings achieved by the reduction in workforce; the Company's ability to achieve
market acceptance of its branded browser concept in the promotional  industry on
commercially  viable  terms;  the  Company's  ability to  continue to expand the
Store-in-a-Store  Program;  successful sell-through of the Company's products in
all retail  channels;  the Company's  ability to negotiate  lower  marketing and
promotional costs in its  Store-in-a-Store and other retail  relationships;  the
allocation  of adequate  shelf space for eGames'  products in major chain retail
stores;  successful  sell-through results for eGames' products at retail stores;
downward  pricing  pressure;  fluctuating  costs of  developing,  producing  and
marketing the Company's  products;  the Company's  ability to license or develop
quality  content for its products;  the timeliness and success of developing and
selling  products;  the  acceptance  by  the  market  of  the  eGames  products;
consumers' continuing demand for value-priced software; competition; the ability
to create successful strategic partnerships and implement its Internet strategy;
and various other factors  described in eGames'  reports,  including Form 10-KSB
for the year  ended  June  30,  2000,  and Form  10-QSB  for the  quarter  ended
September  30, 2000,  each as filed by eGames with the  Securities  and Exchange
Commission.

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