UNITED STATESTable of Contents

~~SECURITIES~~UNITED STATES SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

~~PURSUANT~~June 23, TO2009 ~~SECTION~~(June 134, OR2009) Date 15of Report (dDate of earliest event reported) ~~OF THE~~

~~SECURITIES~~HEARST ~~EXCHANGE~~TELEVISION ~~ACT OF 1934~~INC.

~~February 25, 2009~~(Exact name of registrant as specified in its charter)

Date of Report (Date of earliest event reported)


Delaware	1-14776	74-2717523
(State or Other Jurisdiction	(Commission File Number)	(IRS Employer Identification No.)
Of Incorporation)

~~HEARST-ARGYLE~~300 West 57th Street ~~TELEVISION~~New York, ~~INC.~~New York 10019 (Address of Principal Executive Offices, including Zip Code)

(~~Exact Name of~~212) 887-6800 (Registrant’s astelephone ~~Specified~~number, inincluding ~~Charter~~area code)

Delaware		1-14776		74-2717523
(State or Other Jurisdiction Of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

~~300~~o ~~West~~Written ~~57th Street~~communications pursuant to Rule 425 under the Securities Act o Soliciting material pursuant to Rule 14a-12 under the Exchange Act o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

~~New~~TABLE ~~York, New~~OF ~~York 10019~~CONTENTS

~~(Address~~Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing Item 3.03 Material Modification to Rights of Security Holders Item 5.02 Departure of Directors or Principal ~~Executive~~Officers; ~~Offices) (Zip~~Election ~~Code)~~of Directors; Appointment of Certain Officers; Compensatory Agreements of Certain Officers Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Item 9.01 Financial Statements and Exhibits SIGNATURES EXHIBIT INDEX EX-3.1 EX-3.2

(212) 887-6800Table of Contents

~~(Registrant’s telephone~~Item 3.01 Notice ~~number,~~of ~~including~~Delisting ~~area~~or ~~code)~~Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

~~Check the~~ The ~~appropriate~~information ~~box~~set ~~below~~forth ifin ~~the Form~~Item ~~8-K~~3.03 ~~filing~~ is ~~intended~~incorporated ~~to simultaneously~~herein ~~satisfy~~by ~~the filing obligation of the registrant under any of the~~reference. ~~following provisions:~~

oItem ~~Written~~3.03 Material ~~communications~~Modification ~~pursuant~~ to ~~Rule 425 under~~Rights ~~the~~of ~~Securities~~Security ~~Act~~Holders.

~~o Soliciting~~ As ~~material~~previously ~~pursuant~~announced, The Hearst Corporation (“Hearst”) successfully completed its tender offer to ~~Rule~~acquire all of the outstanding shares of Series ~~14a~~A common stock (the “Series A Shares”) of Hearst Television Inc., formerly known as Hearst-12Argyle Television, Inc. (the “Company”), that ~~under~~Hearst did not already beneficially own for $4.50 per share in cash. The offer expired on June 2, 2009, and Hearst promptly thereafter accepted for payment, and paid for, the ~~Exchange~~Series A ~~Act~~Shares that were validly tendered in the offer. Shortly thereafter, on June 4, 2009, the Company merged (the “Merger”) with a wholly-owned subsidiary of Hearst (“Merger Sub”) with the Company continuing after the Merger as a wholly-owned subsidiary of Hearst.

o In connection with the Merger, all of the Series ~~Pre-commencement~~A ~~communications~~Shares (other than shares beneficially ~~pursuant~~owned by Hearst and shares held by holders who are entitled to ~~Rule 14d-2(b~~and who properly exercise their statutory appraisal rights under Delaware law), were converted into the right to receive $4.50 per share in cash and each previously granted stock option to acquire Series ~~under~~A Shares that remained outstanding immediately before the ~~Exchange~~Merger ~~Act~~was converted into the right to receive a cash payment equal to the excess, if any, of $4.50 over the exercise price per share of the option.

o As a result of the Merger, trading in the Series ~~Pre-commencement~~A ~~communications~~Shares has been suspended and the Series A ~~pursuant~~Shares have been delisted from the New York Stock Exchange. In addition, the Company has undertaken the process to ~~Rule~~deregister the Series ~~13e-4(c)~~ A Shares under the Securities Exchange Act of 1934, as amended.

Item 2 5.02. Departure ~~Results~~of Directors or Principal Officers; Election of ~~Operations~~Directors; ~~and~~Appointment ~~Financial~~of Certain ~~Condition~~Officers; Compensatory Agreements of Certain Officers.

~~On February 25~~ James M. Asher and Ronald J. Doerfler, ~~2009~~the directors of Merger Sub immediately prior to the Merger, became the ~~Registrant~~directors ~~issued~~of athe ~~press~~Company ~~release~~at ~~reporting~~the time of the Merger. Immediately after the ~~financial~~Merger, ~~results~~Mr. Asher ~~and~~resigned ~~earnings~~as ~~for~~a director of the ~~Registrant’s~~Company ~~quarterly~~and ~~period~~David J. Barrett and ~~year~~Harry T. Hawks ~~ended~~were ~~December 31,~~elected ~~2008~~as directors of the Company. The officers of the Company immediately prior to the Merger remained the officers of the Company after the Merger.

~~The information contained in~~ Item ~~2.02, Item 7.01 and Exhibit~~ 995.~~1 of Item 9.01 of this Current Report on Form~~03 ~~8-K~~Amendments ~~shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject~~ to ~~liability~~Articles ~~under that Section. In addition, the information contained in Item 2.02, Item 7.01 and Exhibit 99.1~~ of ~~Item~~Incorporation ~~9.01 of this Current Report on Form 8-K shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended,~~ or ~~the Exchange~~Bylaws; ~~Act,~~Change ~~except as shall be expressly set forth by specific reference~~ in ~~such~~ aFiscal ~~filing~~Year.

~~Item~~ The 7Amended and Restated Certificate of Incorporation of the Company was amended and restated at the time of the Merger. In connection therewith, the Company changed its name from Hearst-Argyle Television, Inc. to Hearst Television Inc. In addition, the amended and restated certificate (a) contains provisions that, among other things, (i) authorize the issuance of one class of common stock with a par value of $0.01 per share, (ii) relate to the indemnification of the Company’s directors and officers and (iii) provide more generally for the purpose and operation of the Company, and (b) no longer contains provisions that, among other things, (i) authorize the issuance of preferred stock, (ii) create different classes of common stock and delineate the rights and limitations related thereto and (iii) address matters related to the Federal Communications Commission and the Communications Act of 1934 and the rules, regulations and policies promulgated thereunder. ~~Regulation~~The FDcertificate ~~Disclosure~~of incorporation of the Company, as amended and restated at the time of the Merger, is attached as Exhibit 3.1 hereto and incorporated herein by reference.

~~See Item~~ 2~~.02 above.~~

ItemTable 9.01.of Financial Statements and Exhibits.Contents

~~(d)~~ At the time of the Merger, the bylaws of Merger Sub in effect immediately prior to the time of the Merger became the bylaws of the Company. The bylaws of the Company are attached as Exhibit ~~Exhibits~~3.2 hereto and incorporated herein by reference.

Item		Exhibit
99.1		Press Release dated February 25, 2009.

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~~SIGNATURES~~Item 9.01 Financial Statements and Exhibits.

~~Pursuant to the requirements of the Securities~~(d) Exhibits ~~Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.~~

HEARST-ARGYLE TELEVISION, INC. By: /S/ JONATHAN C. MINTZER Jonathan C. Mintzer Vice President, General Counsel and Secretary


Exhibit No.		Description

3.1		Amended and Restated Certificate of Incorporation of the Company

3.2		Bylaws of the Company

~~Date:~~4 ~~February 25, 2009~~

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~~EXHIBIT~~SIGNATURES ~~INDEX~~

Exhibit No.		Exhibit
99.1		Press Release of the Registrant, dated February 25, 2009.

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.

4HEARST TELEVISION INC. By: /s/ Jonathan C. Mintzer Name: Jonathan C. Mintzer Title: Vice President, General Counsel and Secretary

Date: June 23, 2009

EXHIBIT INDEX


Exhibit No.		Description

3.1		Amended and Restated Certificate of Incorporation of the Company

3.2		Bylaws of the Company

Filing Compare · HEARST TELEVISION INC.