content: <PAGE>
  
                       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)   December 23, 1999
                                                     -----------------------------
  
  
  
                       INTERTRUST TECHNOLOGIES CORPORATION
  --------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)
  
  
            Delaware                    000-27287              52-1672106
  --------------------------------------------------------------------------------
  (State or Other Jurisdiction         (Commission            (IRS Employer
      of Incorporation)                File Number)        Identification No.)
  
  
  
  4750 Patrick Henry Blvd., Santa Clara, California               95054
  --------------------------------------------------------------------------------
       (Address of Principal Executive Offices)                 (Zip Code)
  
  
  Registrant's telephone number, including area code    (408) 855-0100
                                                        --------------------------
  
  
                                      None.
  --------------------------------------------------------------------------------
          (Former Name or Former Address, If Changed Since Last Report)
  
  <PAGE>
  
  ITEM 5.  OTHER EVENTS
  
           In a press release dated December 23, 1999, InterTrust Technologies
  Corporation ("InterTrust") (Nasdaq:ITRU) announced that Peter van Cuylenburg,
  InterTrust's President and Chief Operating Officer, and a member of InterTrust's
  Board of Directors, stepped down from his current role. Mr. van Cuylenburg will
  continue working on a part-time basis with InterTrust as an employee with the
  title Advisor to the Office of the Chairman. Mr. van Cuylenburg made the
  decision to take on a reduced role at the Company due to an unexpected health
  related change in his family circumstances. In his new role, he will oversee
  various important projects and initiatives relating to operations and strategic
  management. He will report directly to InterTrust's Chairman and CEO, Victor
  Shear. Edmund Fish, Senior Operating Officer, will continue in his role
  overseeing InterTrust's day-to-day operations.
  
           The information which is set forth in the Registrant's Press Release
  dated December 23, 1999 is incorporated by reference.
  
  ITEM 7.  EXHIBITS
  
  (c)  EXHIBITS:
  
          Exhibit
          Number
          -------
  
          99.1       Text of Press Release dated December 23, 1999.
  
                                        2
  <PAGE>
  
                                   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.
  
                                          InterTrust Technologies Corporation
                                          -----------------------------------
                                          (Registrant)
  
  Date:  December 28, 1999                By: /s/ Edmund J. Fish
                                              ------------------------------------
                                              Edmund J. Fish, Senior Operating
                                              Officer and Executive Vice
                                              President, Corporate Development
  
                                        3
  <PAGE>
  
                       INTERTRUST TECHNOLOGIES CORPORATION
  
                                  EXHIBIT INDEX
  
  Exhibit
  Number
  -------
  
  99.1       Text of Press Release dated December  23, 1999.
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metadata_filer: {"company-data": {"conformed-name": "INTERTRUST TECHNOLOGIES CORP", "cik": "0001089717", "assigned-sic": "7371", "irs-number": "521672106", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-27287", "film-number": "501673"}, "business-address": {"street1": "4750 PATRICK HENRY BLVD.", "city": "SANTA CLARA", "state": "CA", "zip": "94086", "phone": "408-855-01"}}
text: 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)   December 23, 1999
                                                     -----------------------------
  
                       INTERTRUST TECHNOLOGIES CORPORATION
  --------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)
  
            Delaware                    000-27287              52-1672106
  --------------------------------------------------------------------------------
  (State or Other Jurisdiction         (Commission            (IRS Employer
      of Incorporation)                File Number)        Identification No.)
  
  4750 Patrick Henry Blvd., Santa Clara, California               95054
  --------------------------------------------------------------------------------
       (Address of Principal Executive Offices)                 (Zip Code)
  
  Registrant's telephone number, including area code    (408) 855-0100
                                                        --------------------------
  
                                      None.
  --------------------------------------------------------------------------------
          (Former Name or Former Address, If Changed Since Last Report)
  ITEM 5.  OTHER EVENTS
  
           In a press release dated December 23, 1999, InterTrust Technologies
  Corporation ("InterTrust") (Nasdaq:ITRU) announced that Peter van Cuylenburg,
  InterTrust's President and Chief Operating Officer, and a member of InterTrust's
  Board of Directors, stepped down from his current role. Mr. van Cuylenburg will
  continue working on a part-time basis with InterTrust as an employee with the
  title Advisor to the Office of the Chairman. Mr. van Cuylenburg made the
  decision to take on a reduced role at the Company due to an unexpected health
  related change in his family circumstances. In his new role, he will oversee
  various important projects and initiatives relating to operations and strategic
  management. He will report directly to InterTrust's Chairman and CEO, Victor
  Shear. Edmund Fish, Senior Operating Officer, will continue in his role
  overseeing InterTrust's day-to-day operations.
  
           The information which is set forth in the Registrant's Press Release
  dated December 23, 1999 is incorporated by reference.
  
  ITEM 7.  EXHIBITS
  
  (c)  EXHIBITS:
  
          Exhibit
          Number
          -------
  
          99.1       Text of Press Release dated December 23, 1999.
  
                                        2
  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.
  
                                          InterTrust Technologies Corporation
                                          -----------------------------------
                                          (Registrant)
  
  Date:  December 28, 1999                By: /s/ Edmund J. Fish
                                              ------------------------------------
                                              Edmund J. Fish, Senior Operating
                                              Officer and Executive Vice
                                              President, Corporate Development
  
                                        3
  INTERTRUST TECHNOLOGIES CORPORATION
  
                                  EXHIBIT INDEX
  
  Exhibit
  Number
  -------
  
  99.1       Text of Press Release dated December  23, 1999.