SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC 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): October 20, 1998


                          THE KUSHNER-LOCKE COMPANY
            (Exact name of registrant as specified in its charter)

<TABLE>
<S>                           <C>                           <C>

         California                   0-17295                 95-4079057
(State or other jurisdiction  (Commission File Number)      (IRS Employer 
     of incorporation)                                     Identification No.)

</TABLE>

  11601 Wilshire Boulevard, 21st Floor, Los Angeles, California      90025
            (Address of principal executive offices)               (Zip Code)


     Registrant's telephone number, including area code:  (310) 481-2000


                                  No Change
      (Former name or former address, if changed since last report.)

                       
<PAGE>     

Item 4.  Changes in Registrant's Certifying Accountant

On October 20, 1998, the Company selected PricewaterhouseCoopers LLP ("PWC") 
to audit the consolidated financial statements of The Kushner-Locke Company 
(the "Company") for the fiscal year ended September 30, 1998.  The Company's 
prior fiscal year end financial statements were audited by KPMG Peat Marwick 
LLP ("KPMG").  The decision to change auditors was approved by the Audit 
Committee of the Board of Directors.  PWC acts as independent accountants for 
the Company's majority-owned subsidiary 800-U.S. Search and the change to PWC 
as the Company's independent accountants will centralize review of related 
financial statements.

During the two most recent fiscal years, and any subsequent interim period 
prior to October 20, 1998, the Company believes that there were no 
disagreements with KPMG on any matter of accounting principles or practices, 
financial statement disclosure, or auditing scope or procedure, which 
disagreements, if not resolved to the satisfaction of KPMG, would have caused 
them to make reference to the subject matter of the disagreements in 
connection with their report.  KPMG's report on the financial statements of 
the Company for each of the past two fiscal years did not contain any adverse 
opinion or disclaimer of opinion and was not qualified or modified as to 
uncertainty, audit scope or accounting principles.

During the two most recent fiscal years, and any subsequent interim period 
prior to October 20, 1998, the Company believes that there was no disagreement 
or difference of opinion with KPMG regarding any "reportable event" as that 
term is defined in Item 304(a)(1)(v) of Regulation S-K.  In its report to the 
Board of Directors of the Company in connection with its audit of the fiscal 
year ended September 30, 1997 financial statements of the Company, KPMG 
advised the Company as to the existence of certain reportable conditions in 
the Company's system of internal control which KPMG believes are reportable 
events.  These reportable conditions related to (1) improving communication 
among the finance department and senior management regarding the accounting 
for several 1997 projects, (2) improving tracking of distributions due to the 
Company from third parties on certain projects and (3) improving estimates of 
certain information utilized in preparation of and adjustments to the 
Company's financial statements.  The Company's consolidated financial 
statements for the fiscal year ended September 30, 1997 reflected any 
adjustments the Company and KPMG deemed necessary with respect to the 
foregoing.  The Company believes that such reportable conditions have either 
been corrected to the extent practicable or that they relate to procedures 
which, in accordance with the recommendations of KPMG in the above referenced 
report, the Company is in the process of implementing corrections to such 
items.  The Board of Directors of the Company discussed the above reportable 
conditions with representatives of KPMG following receipt of such advice from 
KPMG.


The Company has provided KPMG with a copy of the disclosures it is making in 
response to Item 304(a) of Regulation S-K, and has requested that KPMG furnish 
the Company with a letter addressed to the Commission stating whether it 
agrees with the statements made by the Company.  Such letter is attached 
hereto as exhibit 16.  In addition, the Company has authorized KPMG to respond 
fully to the inquiries of PWC concerning the subject matter described in the 
foregoing paragraphs.

During the two most recent fiscal years and through October 20, 1998, the 
Company (or anyone on the Company's behalf) did not consult PWC in 
connection with the Company's financial statements regarding either the 
application of accounting principles to a specified transaction, either 
completed or proposed, or the type of audit opinion that might be rendered on 
the Company's financial statements or any matter that was the subject of any 
reportable event as described above.



Item 7.  Exhibits

<TABLE>
<S>          <C>
Exhibit No.  Description

16           Letter of KPMG Peat Marwick LLP re: change in certifying 
             accountant

</TABLE>

                                 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.

<TABLE>
<S>                           <C> 

                              THE KUSHNER-LOCKE COMPANY

Date: October 27, 1998
 
                              By: /s/ PETER LOCKE
                              
                              Peter Locke
                              Co-Chairman of the Board and
                              Co-Chief Executive Officer 

</TABLE>
<PAGE>

                                                                 EXHIBIT 16





Securities and Exchange Commission
Washington, D.C.  20549


October 27, 1998


Ladies and Gentlemen:

We were previously principal accountants for The Kushner-Locke Company and, 
under the date of December 26, 1997, we reported on the consolidated financial 
statements of The Kushner-Locke Company and subsidiaries as of and for the 
years ended September 30, 1997 and 1996.  On October 20, 1998, our appointment 
as principal accountants was terminated.  We have read The Kushner-Locke 
Company's statements included under Item 4 of its Form 8-K dated October 20, 
1998, and we agree with such statements except we are not in a position to 
agree or disagree with the following: (1) the statements in paragraph one of 
Item 4 regarding the selection of PricewaterhouseCoopers LLP, their services 
as independent accountants for 800-U.S. Search, the stated reason for the 
change in principal accountants or the approval of such change by the Audit 
Committee of the Board of Directors, (2) the statement in paragraph three of 
Item 4 that "The Company believes that such reportable conditions have either 
been corrected to the extent practicable or that they relate to procedures 
which, in accordance with the recommendations of KPMG in the above referenced 
report, the Company is in the process of implementing corrections to such 
items." and (3) the statement in paragraph five of Item 4 that 
PricewaterhouseCoopers was not consulted regarding the application of 
accounting principles to a specified transaction or the type of opinion that 
might be rendered on The Kushner-Locke Company's financial statements or on 
any matter that was the subject of any reportable event.

Very truly yours,

/s/ KPMG PEAT MARWICK LLP
[{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 7862}]
{"company-data": {"conformed-name": "KUSHNER LOCKE CO", "cik": "0000842009", "assigned-sic": "7812", "irs-number": "954079057", "state-of-incorporation": "CA", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-10661", "film-number": "98731389"}, "business-address": {"street1": "11601 WILSHIRE BLVD 21ST FLR", "city": "LOS ANGELES", "state": "CA", "zip": "95202", "phone": "3104451111"}, "mail-address": {"street1": "11601 WILSHIRE BLVD", "street2": "21ST FLOOR", "city": "LOS ANGELES", "state": "CA", "zip": "90025"}}
SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC 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): October 20, 1998

                          THE KUSHNER-LOCKE COMPANY
            (Exact name of registrant as specified in its charter)
California                   0-17295                 95-4079057
(State or other jurisdiction  (Commission File Number)      (IRS Employer 
     of incorporation)                                     Identification No.)
11601 Wilshire Boulevard, 21st Floor, Los Angeles, California      90025
            (Address of principal executive offices)               (Zip Code)

     Registrant's telephone number, including area code:  (310) 481-2000

                                  No Change
      (Former name or former address, if changed since last report.)
Item 4.  Changes in Registrant's Certifying Accountant

On October 20, 1998, the Company selected PricewaterhouseCoopers LLP ("PWC") 
to audit the consolidated financial statements of The Kushner-Locke Company 
(the "Company") for the fiscal year ended September 30, 1998.  The Company's 
prior fiscal year end financial statements were audited by KPMG Peat Marwick 
LLP ("KPMG").  The decision to change auditors was approved by the Audit 
Committee of the Board of Directors.  PWC acts as independent accountants for 
the Company's majority-owned subsidiary 800-U.S. Search and the change to PWC 
as the Company's independent accountants will centralize review of related 
financial statements.

During the two most recent fiscal years, and any subsequent interim period 
prior to October 20, 1998, the Company believes that there were no 
disagreements with KPMG on any matter of accounting principles or practices, 
financial statement disclosure, or auditing scope or procedure, which 
disagreements, if not resolved to the satisfaction of KPMG, would have caused 
them to make reference to the subject matter of the disagreements in 
connection with their report.  KPMG's report on the financial statements of 
the Company for each of the past two fiscal years did not contain any adverse 
opinion or disclaimer of opinion and was not qualified or modified as to 
uncertainty, audit scope or accounting principles.

During the two most recent fiscal years, and any subsequent interim period 
prior to October 20, 1998, the Company believes that there was no disagreement 
or difference of opinion with KPMG regarding any "reportable event" as that 
term is defined in Item 304(a)(1)(v) of Regulation S-K.  In its report to the 
Board of Directors of the Company in connection with its audit of the fiscal 
year ended September 30, 1997 financial statements of the Company, KPMG 
advised the Company as to the existence of certain reportable conditions in 
the Company's system of internal control which KPMG believes are reportable 
events.  These reportable conditions related to (1) improving communication 
among the finance department and senior management regarding the accounting 
for several 1997 projects, (2) improving tracking of distributions due to the 
Company from third parties on certain projects and (3) improving estimates of 
certain information utilized in preparation of and adjustments to the 
Company's financial statements.  The Company's consolidated financial 
statements for the fiscal year ended September 30, 1997 reflected any 
adjustments the Company and KPMG deemed necessary with respect to the 
foregoing.  The Company believes that such reportable conditions have either 
been corrected to the extent practicable or that they relate to procedures 
which, in accordance with the recommendations of KPMG in the above referenced 
report, the Company is in the process of implementing corrections to such 
items.  The Board of Directors of the Company discussed the above reportable 
conditions with representatives of KPMG following receipt of such advice from 
KPMG.

The Company has provided KPMG with a copy of the disclosures it is making in 
response to Item 304(a) of Regulation S-K, and has requested that KPMG furnish 
the Company with a letter addressed to the Commission stating whether it 
agrees with the statements made by the Company.  Such letter is attached 
hereto as exhibit 16.  In addition, the Company has authorized KPMG to respond 
fully to the inquiries of PWC concerning the subject matter described in the 
foregoing paragraphs.

During the two most recent fiscal years and through October 20, 1998, the 
Company (or anyone on the Company's behalf) did not consult PWC in 
connection with the Company's financial statements regarding either the 
application of accounting principles to a specified transaction, either 
completed or proposed, or the type of audit opinion that might be rendered on 
the Company's financial statements or any matter that was the subject of any 
reportable event as described above.

Item 7.  Exhibits
Exhibit No.  Description

16           Letter of KPMG Peat Marwick LLP re: change in certifying 
             accountant
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.
THE KUSHNER-LOCKE COMPANY

Date: October 27, 1998
 
                              By: /s/ PETER LOCKE
                              
                              Peter Locke
                              Co-Chairman of the Board and
                              Co-Chief Executive Officer
EXHIBIT 16

Securities and Exchange Commission
Washington, D.C.  20549

October 27, 1998

Ladies and Gentlemen:

We were previously principal accountants for The Kushner-Locke Company and, 
under the date of December 26, 1997, we reported on the consolidated financial 
statements of The Kushner-Locke Company and subsidiaries as of and for the 
years ended September 30, 1997 and 1996.  On October 20, 1998, our appointment 
as principal accountants was terminated.  We have read The Kushner-Locke 
Company's statements included under Item 4 of its Form 8-K dated October 20, 
1998, and we agree with such statements except we are not in a position to 
agree or disagree with the following: (1) the statements in paragraph one of 
Item 4 regarding the selection of PricewaterhouseCoopers LLP, their services 
as independent accountants for 800-U.S. Search, the stated reason for the 
change in principal accountants or the approval of such change by the Audit 
Committee of the Board of Directors, (2) the statement in paragraph three of 
Item 4 that "The Company believes that such reportable conditions have either 
been corrected to the extent practicable or that they relate to procedures 
which, in accordance with the recommendations of KPMG in the above referenced 
report, the Company is in the process of implementing corrections to such 
items." and (3) the statement in paragraph five of Item 4 that 
PricewaterhouseCoopers was not consulted regarding the application of 
accounting principles to a specified transaction or the type of opinion that 
might be rendered on The Kushner-Locke Company's financial statements or on 
any matter that was the subject of any reportable event.

Very truly yours,

/s/ KPMG PEAT MARWICK LLP