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Attachment 1
UNITED
STATES
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 31, 2009
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Playboy
Enterprises, Inc.
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(Exact
name of registrant as specified in its charter)
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Delaware
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001-14790
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36-4249478
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification
No.)
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680
North Lake Shore Drive, Chicago, Illinois 60611
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(Address
of principal executive offices) (Zip
Code)
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Registrant’s
telephone number, including area code: (312)
751-8000
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Not
applicable.
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(Former
name or former address, if changed since last
report.)
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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:
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Section
5—Corporate Governance and Management
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Item
5.02.
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Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain
Officers.
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As previously reported, on December 8,
2008, Playboy Enterprises, Inc. (the “Company”) announced that Christie Hefner
tendered her resignation as the Company’s Chairman and, effective January 31,
2009, as Chief Executive Officer.
Also on December 8, the Company
announced that Jerome H. Kern, a long-time director of the Company and an
experienced media executive, was appointed to serve as interim non-executive
Chairman. Effective February 1, 2009, Mr. Kern will serve as
interim Chief Executive Officer until a new Chief Executive Officer is named. As
interim non-executive Chairman, Mr. Kern was to receive compensation in an
amount equal to $50,000 per month. Mr. Kern’s compensation will not
increase as a result of his appointment as interim Chief Executive Officer.
While he is serving as interim Chief Executive Officer, Mr. Kern will not be
eligible to receive the director fees the Company pays to non-employee
directors, including board meeting fees, committee fees and the annual
retainer.
Mr. Kern, 71, has served as a director
of the Company since 2002. He has been a partner in Enki Strategic Advisors,
consultants to the broadband industry, since 2007 and the President of Kern
Consulting, LLC since 2001. Prior to that, Mr. Kern was Chairman and Chief
Executive Officer of On Command Corporation. Prior to his position at On
Command, he served as Vice Chairman and a member of the Board of Directors of
Tele-Communications, Inc. (“TCI”). For more than 20 years, Mr. Kern was the
principal outside legal counsel to TCI and Liberty Media Corporation, including
from 1992 to 1998, when he served as senior partner of Baker & Botts,
L.L.P.
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.
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Date: February
4, 2009
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PLAYBOY
ENTERPRISES, INC.
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By:
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/s/
Howard S. Shapiro
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Howard
S. Shapiro
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Executive
Vice President, Law and
Administration,
General Counsel and Secretary
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