content: <PAGE>
  
                         SECURITIES EXCHANGE AND 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):  September 16, 1999
  
  
  
                        Terayon Communication Systems, Inc.
               (Exact name of registrant as specified in its charter)
  
  
                                      Delaware
                   (State or other jurisdiction of incorporation)
  
  
  <TABLE>
  <S>                                         <C>
              000-24647                                    77-0328533
        (Commission File No.)                 (I.R.S. Employer Identification No.)
  </TABLE>
  
                               2952 Bunker Hill Lane
                               Santa Clara, CA 95054
               (Address of principal executive offices and zip code)
  
  
         Registrant's telephone number, including area code: (408) 727-4400
  <PAGE>
  
  Item 2.   Acquisition or Disposition of Assets.
  
       On September 16, 1999 (the "Closing Date"), the registrant, Terayon
  Communication Systems, Inc. ("Terayon"), acquired Imedia Corporation ("Imedia"),
  pursuant to an Agreement and Plan of Merger and Reorganization (the "Agreement")
  adopted by Terayon, Imedia and a wholly-owned merger subsidiary of Terayon
  ("Merger Sub") dated July 15, 1999 (the "Merger"). Under the Agreement, Merger
  Sub was merged with and into Imedia, with Imedia as the surviving corporation.
  As a result of the Merger, Imedia became a wholly-owned subsidiary of Terayon on
  September 16, 1999 (the "Effective Time").
  
       Imedia develops, markets and sells products to cable and satellite
  operators that enable them to tailor their digital programming to local
  demographics. Imedia's products also help cable and satellite operators maximize
  bandwidth and manage video-on-demand channels.
  
       Upon consummation of the Merger at the Effective Time, all outstanding
  shares of Imedia common stock were automatically canceled. As consideration for
  the Merger, the former shareholders of Imedia are entitled to receive shares of
  Terayon common stock in varying amounts in a series of three stock payments as
  described in detail in the Agreement attached hereto as Exhibit 2.1. Under the
  Agreement, the last of these stock payments will occur on or before the 18-month
  anniversary of the Closing Date. The aggregate number of shares of Terayon
  common stock to be issued pursuant to the Agreement will depend, among other
  things, on the performance of Terayon's common stock over the period during
  which the stock payments are made, but in no event shall the aggregate number of
  shares of Terayon common stock issued pursuant to these three stock payments
  exceed three million (3,000,000) shares (adjusted for any splits, combinations,
  stock dividends and the like). The Agreement also provides for the payment by
  Terayon of certain Additional Consideration to the former shareholders of Imedia
  in the form of cash or additional shares of Terayon common stock (at Terayon's
  option) in the event that certain pricing conditions relative to the Merger are
  satisfied.
  
       The total value of the consideration that will be ultimately be paid to the
  former shareholders of Imedia in connection with the Merger, as measured by
  certain valuation formulae set forth in the Agreement and based upon an average
  of the price of Terayon common stock as reported on the Nasdaq National Market,
  is not to exceed ninety-nine million dollars ($99,000,000) nor is it to fall
  below sixty-nine million dollars ($69,000,000).
  
       The Merger is intended to qualify for "purchase" accounting treatment under
  the requirements of Opinion 16 of the Accounting Principles Board of the
  American Institute of Certified Public Accountants ("AICPA") and the related
  published interpretations of the AICPA, the Financial Accounting Standards Board
  and the rules and regulations of the Securities and Exchange Commission.
  
  Item 7.  Financial Statements and Exhibits.
  
       a.  The financial statements required by this Item will be filed by
           amendment no later than 60 days after the date of this report.
  
       b.  The pro forma financial statements required by this Item will be filed
           by amendment no later than 60 days after this report.
  
  <PAGE>
  
       c.  The following exhibits are furnished in accordance with the provisions
  of Item 601 of Regulation S-K:
  
      Exhibit Number      Exhibit
  
            2.1           Agreement and Plan of Merger, dated as of July 15, 1999,
                          among Terayon Communication Systems, Inc., Cherry
                          Acquisition Corp. and Imedia Corporation.
  
  
  <PAGE>
  
                                     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, thereunto duly authorized.
  
  
                                           Terayon Communication Systems, Inc.
  
  
  Dated:  October 1, 1999                  By: /s/ Ray M. Fritz
                                               -----------------
                                               Ray M. Fritz
                                               Chief Financial Officer
  <PAGE>
  
                                   EXHIBIT INDEX
  
  
  Exhibit
  Number    Description
  -------   ------------
  2.1       Agreement and Plan of Merger, dated as of July 15, 1999, among Terayon
            Communication Systems, Inc., Cherry Acquisition Corp. and Imedia
            Corporation.
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text: SECURITIES EXCHANGE AND 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):  September 16, 1999
  
                        Terayon Communication Systems, Inc.
               (Exact name of registrant as specified in its charter)
  
                                      Delaware
                   (State or other jurisdiction of incorporation)
  000-24647                                    77-0328533
        (Commission File No.)                 (I.R.S. Employer Identification No.)
  2952 Bunker Hill Lane
                               Santa Clara, CA 95054
               (Address of principal executive offices and zip code)
  
         Registrant's telephone number, including area code: (408) 727-4400
  Item 2.   Acquisition or Disposition of Assets.
  
       On September 16, 1999 (the "Closing Date"), the registrant, Terayon
  Communication Systems, Inc. ("Terayon"), acquired Imedia Corporation ("Imedia"),
  pursuant to an Agreement and Plan of Merger and Reorganization (the "Agreement")
  adopted by Terayon, Imedia and a wholly-owned merger subsidiary of Terayon
  ("Merger Sub") dated July 15, 1999 (the "Merger"). Under the Agreement, Merger
  Sub was merged with and into Imedia, with Imedia as the surviving corporation.
  As a result of the Merger, Imedia became a wholly-owned subsidiary of Terayon on
  September 16, 1999 (the "Effective Time").
  
       Imedia develops, markets and sells products to cable and satellite
  operators that enable them to tailor their digital programming to local
  demographics. Imedia's products also help cable and satellite operators maximize
  bandwidth and manage video-on-demand channels.
  
       Upon consummation of the Merger at the Effective Time, all outstanding
  shares of Imedia common stock were automatically canceled. As consideration for
  the Merger, the former shareholders of Imedia are entitled to receive shares of
  Terayon common stock in varying amounts in a series of three stock payments as
  described in detail in the Agreement attached hereto as Exhibit 2.1. Under the
  Agreement, the last of these stock payments will occur on or before the 18-month
  anniversary of the Closing Date. The aggregate number of shares of Terayon
  common stock to be issued pursuant to the Agreement will depend, among other
  things, on the performance of Terayon's common stock over the period during
  which the stock payments are made, but in no event shall the aggregate number of
  shares of Terayon common stock issued pursuant to these three stock payments
  exceed three million (3,000,000) shares (adjusted for any splits, combinations,
  stock dividends and the like). The Agreement also provides for the payment by
  Terayon of certain Additional Consideration to the former shareholders of Imedia
  in the form of cash or additional shares of Terayon common stock (at Terayon's
  option) in the event that certain pricing conditions relative to the Merger are
  satisfied.
  
       The total value of the consideration that will be ultimately be paid to the
  former shareholders of Imedia in connection with the Merger, as measured by
  certain valuation formulae set forth in the Agreement and based upon an average
  of the price of Terayon common stock as reported on the Nasdaq National Market,
  is not to exceed ninety-nine million dollars ($99,000,000) nor is it to fall
  below sixty-nine million dollars ($69,000,000).
  
       The Merger is intended to qualify for "purchase" accounting treatment under
  the requirements of Opinion 16 of the Accounting Principles Board of the
  American Institute of Certified Public Accountants ("AICPA") and the related
  published interpretations of the AICPA, the Financial Accounting Standards Board
  and the rules and regulations of the Securities and Exchange Commission.
  
  Item 7.  Financial Statements and Exhibits.
  
       a.  The financial statements required by this Item will be filed by
           amendment no later than 60 days after the date of this report.
  
       b.  The pro forma financial statements required by this Item will be filed
           by amendment no later than 60 days after this report.
  c.  The following exhibits are furnished in accordance with the provisions
  of Item 601 of Regulation S-K:
  
      Exhibit Number      Exhibit
  
            2.1           Agreement and Plan of Merger, dated as of July 15, 1999,
                          among Terayon Communication Systems, Inc., Cherry
                          Acquisition Corp. and Imedia Corporation.
  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, thereunto duly authorized.
  
                                           Terayon Communication Systems, Inc.
  
  Dated:  October 1, 1999                  By: /s/ Ray M. Fritz
                                               -----------------
                                               Ray M. Fritz
                                               Chief Financial Officer
  EXHIBIT INDEX
  
  Exhibit
  Number    Description
  -------   ------------
  2.1       Agreement and Plan of Merger, dated as of July 15, 1999, among Terayon
            Communication Systems, Inc., Cherry Acquisition Corp. and Imedia
            Corporation.