On November 14, 2008, New Frontier Media, Inc. (the "Registrant") announced that it entered into a Stock Purchase Agreement, dated as of November 13, 2008 (the "Agreement"), with Steel Partners II, L.P. ("Steel Partners"), pursuant to which Steel Partners agreed to sell, and the Registrant agreed to purchase, all of the 2,613,727 shares of the Registrant's common stock owned by Steel Partners, for a cash purchase price of $1.55 per share or an aggregate purchase price for all of the shares of $4,051,276.85. A conformed copy of the Agreement is filed herewith as Exhibit 99.1 and incorporated by reference herein, and a conformed copy of the press release is filed herewith as Exhibit 99.2. The Registrant funded the acquisition of the shares with available cash. The shares repurchased represented approximately 11.5% of the Registrant's total outstanding shares of common stock as of such date. The Registrant's remaining outstanding shares continue to be listed on the Nasdaq Stock Market under the ticker symbol "NOOF". As a result of this transaction, which is expected to be completed today, Steel Partners will no longer own any shares of the Registrant's common stock.

The foregoing description of the Agreement is qualified in its entirety by reference to the full text of the Agreement filed herewith as Exhibit 99.1.

(d) Exhibits

Exhibit No.                            Exhibit Description

99.1          Stock Purchase Agreement, dated and effective as of November 13,
              2008, by and between New Frontier Media, Inc. and Steel Partners II,
              L.P.

99.2          Press release dated November 14, 2008