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)
                              February 25, 2004

                              VIEWPOINT CORPORATION
             (Exact name of registrant as specified in its charter)

Delaware                            0-27168                 95-4102687
--------                            -------                 ----------
(state or other juris-            (Commission            (I.R.S. Employer
diction of incorporation)          File Number)         (Identification No.)


498 Seventh Avenue, Suite 1810, New York, NY                      10018
--------------------------------------------                      -----
  (Address of principal executive offices)                      (Zip Code)


Registrant's telephone number, including area code: (212) 201-0800


                                       N/A
          -------------------------------------------------------------
          (Former name or former address, if changed since last report)








ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS.

          (c) Exhibits

          99.1  Press Release, dated February 25, 2004

ITEM 12.  RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

          On February 25, 2004, the Registrant issued a press release regarding
          its results of operations for its fiscal fourth quarter and year
          ended December 13, 2003.  A copy of the press release issued by the
          Registrant is furnished herewith as Exhibit 99.1.

          The information furnished herein and in the accompanying exhibit
          shall not be deemed "filed" for purposes of Section 18 of the
          Securities Exchange Act of 1934 nor shall it be deemed incorporated
          by reference in any other filing with the Securities and Exchange
          Commission except as is expressly set forth by specific reference in
          such a filing.





                                   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.

                              VIEWPOINT CORPORATION

                              /s/ William H. Mitchell
                              -------------------------
                              William H. Mitchell
                              Chief Financial Officer

Dated: March 2, 2004