UNITED STATES
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) ~~July~~November 201, 2010

RHI ENTERTAINMENT, INC.

(Exact name of registrant as specified in its charter)

DELAWARE	001-34102	36-4614616
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)


1325 Avenue of Americas, 21st Floor, New York, NY		10019

(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (212) 977-9001 ~~N/A (Former name or former address, if changed since last report.)~~

N/A

(Former name or former address, if changed since last report.)

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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 57.0201. ~~Departure~~Regulation FD ~~of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Disclosure.

On ~~June~~November 111, 2010, RHI Entertainment, Inc. (the “ Company”) ~~announced~~and ~~that~~certain ~~William~~of J.its direct ~~Aliber~~and ~~would~~indirect besubsidiaries ~~resigning~~(collectively, ~~his~~the ~~position~~“Debtors”) commenced a solicitation of votes on a joint chapter 11 plan of reorganization (the “Prepackaged Plan”) from lenders of record as of October 29, 2010 under the Company’s ~~Chief~~first ~~Financial~~lien ~~Officer~~credit toagreement, ~~pursue~~as ~~other~~amended, and ~~opportunities~~second ~~closer~~lien tocredit ~~his~~agreement, ~~Kansas~~as ~~City home~~amended.

OnThe ~~July~~solicitation period will expire on November 2015, 2010. If sufficient votes are received for the Prepackaged Plan, the ~~Company’s~~Debtors ~~indirect~~intend ~~subsidiary,~~to ~~RHI~~file ~~Entertainment,~~voluntary ~~LLC~~petitions (“for ~~RHI~~relief under Chapter ~~LLC~~11 of the U.S. Bankruptcy Code (“Chapter 11”), and Mrseek prompt confirmation of the Prepackaged Plan. Under certain circumstances, the Debtors may file for bankruptcy prior to the expiration of the solicitation period. If voluntary prepackaged bankruptcy cases are filed under Chapter ~~Aliber~~11, ~~executed~~the aDebtors ~~Separation~~intend ~~Agreement~~to ~~outlining~~continue operating their businesses in the ~~terms~~ordinary course and ~~conditions~~to ~~regarding~~promptly ~~his~~seek ~~termination~~the ofnecessary ~~employment.~~relief ~~Pursuant~~from the bankruptcy court to pay the ~~Separation~~claims ~~Agreement~~of certain critical, priority Mrand foreign vendors and the vast majority of their employees’ claims in full and on time in accordance with their existing business terms. If the Company receives sufficient votes for the Prepackaged Plan, and following the subsequent filing under Chapter ~~Aliber~~11 the Prepackaged Plan is confirmed by the bankruptcy court, the Company’s ~~last~~current equityholders will have no continuing ~~day~~interest ofin ~~active~~the ~~employment~~assets ~~with~~and operations of the Company. ~~will~~If bethe ~~August~~Debtors do not receive sufficient votes to accept the Prepackaged Plan by the end of the solicitation period, they nonetheless intend to proceed to file one or more Chapter 1311 cases on a prearranged or traditional, ~~2010~~non-prepackaged basis. (If the “Debtors ~~Termination~~do ~~Date”)~~not receive sufficient votes to accept the Prepackaged Plan by the end of the solicitation period, any filing under Chapter 11, whether relating to another prepackaged plan, a prearranged plan or otherwise, would also likely result in the Company’s current equityholders receiving no continuing interest in the assets and operations of the Company.

AsThe ~~consideration~~Disclosure ~~for~~Statement ~~executing~~With Respect to Joint Prepackaged Plan of Reorganization of RHI Entertainment, Inc. and Affiliated Debtors (the ~~Separation~~“Disclosure ~~Agreement~~Statement”) contains certain projected financial information and ~~complying~~valuation analysis (collectively, the “Projections”). The Projections are based on numerous assumptions, including confirmation and consummation of the Prepackaged Plan in accordance with its terms; realization of the operating strategy of the Reorganized Debtors (as defined in the Prepackaged Plan); industry performance; no material adverse changes in applicable legislation or regulations, or the administration thereof, or generally ~~Company~~accepted ~~has~~accounting ~~agreed~~principles; ~~to:~~no material adverse changes in general business and economic conditions; no material adverse changes in competition; the Reorganized Debtors’ retention of key management and other key employees; adequate financing; the absence of material contingent or unliquidated litigation, indemnity, or other claims; and other matters, many of which will be beyond the control of the Reorganized Debtors and some or all of which may not materialize.

~~(1) continue~~To tothe ~~pay~~extent Mrthat the assumptions inherent in the Projections are based upon future business decisions and objectives, they are subject to change. ~~Aliber’s~~ ~~base~~In ~~salary~~addition, upalthough they are presented with numerical specificity and are based on assumptions considered reasonable by the Debtors, the assumptions and estimates underlying the Projections are subject to significant business, economic, and ~~including~~competitive uncertainties and contingencies, many of which will be beyond the ~~Termination~~control ~~Date;~~of the Reorganized Debtors. Accordingly, the Projections are only estimates and are necessarily speculative in nature. It can be expected that some or all of the assumptions in the Projections will not be realized and that actual results will vary from the Projections, which variations may be material and are likely to increase over time. The Projections were not prepared in accordance with standards for projections promulgated by the American Institute of Certified Public Accountants or with a view to compliance with published guidelines of the Securities and Exchange Commission regarding projections or forecasts. The Projections have not been audited, reviewed, or compiled by the Debtors’ independent public accountants. The Debtors will be required to adopt “fresh start” accounting upon their emergence from Chapter 11. The actual adjustments for “fresh start” accounting that the Debtors may be required to adopt upon emergence, may differ substantially from those “fresh start” adjustments in the Projections. The projected financial information contained in the Disclosure Statement should not be regarded as a representation or warranty by the

(2~~) pay Mr. Aliber a cash payment of $292,487.23, which represents the sum of (a) $250,000,~~ (b) the gross cost of 30 days of “COBRA” continuation coverage under the group health plan in which he participates, and (c) the value of Mr. Aliber’s accrued and unused vacation time as of the Termination Date (the “ Termination Payment”).

AsDebtors, ~~consideration~~the ~~for~~Debtors’ advisors, or any other person that the ~~amounts~~Projections ~~payable~~can toor Mrwill be achieved. The Projections should be read together with the information in Part ~~Aliber~~VIII ~~under~~of the ~~Separation~~Disclosure Statement ~~Agreement~~entitled “Risk Factors,” ~~Mr.~~which sets forth important factors that could cause actual ~~Aliber~~results ~~has~~to ~~agreed,~~differ ~~among~~from ~~other~~those ~~things:~~in the Projections.

The Debtors (1including the Reorganized Debtors) do not intend, and disclaim any obligation to, update ~~forfeit~~or asotherwise revise the Projections, including any revisions to reflect events or circumstances existing or arising after the date of the ~~Termination~~Disclosure ~~Date~~Statement ~~all~~or ~~vested~~to ~~and~~reflect ~~unvested~~the occurrence ~~restricted~~of ~~stock~~unanticipated ~~units~~events, ~~and~~even if any or all of the underlying assumptions of such ~~options~~Projections do not come to ~~purchase~~fruition. Furthermore, the ~~Company’s~~Debtors ~~common~~do ~~stock~~not ~~that~~intend heto ~~currently~~update ~~holds;~~or revise the Projections to reflect changes in general economic or industry conditions.

~~(2) that~~The ~~his~~New ~~Employment~~Securities ~~Agreement~~(as ~~with~~defined ~~RHI~~in ~~LLC,~~the ~~dated~~Disclosure ~~November 2,~~Statement) ~~2009,~~being asoffered ~~amended~~pursuant ~~May 3,~~to the ~~2010,~~proposed Prepackaged Plan will not be ~~terminated~~and ashave ofnot been registered under the ~~Termination~~Securities ~~Date~~Act of 1933, ~~except~~as ~~that~~amended (the ~~restrictive~~“Securities ~~covenants~~Act”), ~~set forth~~and may not be offered or sold in ~~Section 6~~the ofUnited States ~~such~~absent ~~agreement~~registration ~~regarding~~or ~~confidentiality,~~an ~~non-competition,~~applicable ~~non~~exemption from registration requirements. This Current Report on Form 8-K is not a solicitation, to accept or reject the proposed Prepackaged Plan or an ~~non-disparagement~~offer ~~and~~to ~~other~~sell ~~matters~~or ~~will~~a ~~continue~~solicitation of an offer to ~~apply~~buy ~~for~~any securities of the ~~maximum~~Debtors. ~~time~~Any ~~and~~solicitation or offer to sell will be made pursuant to and in accordance with the ~~maximum extent~~Disclosure ~~provided~~Statement ~~therein;~~and applicable law.

~~(3)~~ The foregoing summary of the solicitation of votes does not purport to ~~sign~~be acomplete ~~Waiver~~and is qualified in its entirety by the provisions of the Disclosure Statement and ~~Release~~the Prepackaged Plan. The Disclosure Statement and Prepackaged Plan are available on the public website of ~~Claims~~the ~~Agreement~~voting agent (at http://www.loganandco.com, under case RHI Entertainment. The information on the “voting agent ~~Release”);~~website is not incorporated by reference in this Current Report on Form 8-K.

~~(4) to~~The ~~sign~~information anfurnished ~~additional~~on ~~Release~~this Current Report on ~~the~~Form ~~Termination~~8-K ~~Date~~shall ~~(the~~not “be ~~Termination~~deemed ~~Date Release~~“filed”). ~~If,~~for purposes asof Section 18 of the ~~thirtieth~~Securities ~~day~~Exchange ~~following~~Act ~~the~~of ~~Termination Date~~1934, ~~Mr. Aliber~~as ~~has~~amended ~~failed~~(the “Exchange toAct”), ~~sign~~ or ~~has~~otherwise ~~revoked~~subject to the ~~Termination~~liabilities ~~Date~~of ~~Release~~that section, ~~then~~nor heshall isit ~~required~~be todeemed incorporated ~~immediately~~by ~~repay~~reference into any other filing under the ~~full~~ ~~amount~~Securities ofAct or the ~~Termination~~Exchange ~~Payment;~~Act, except ~~and~~as expressly set forth in such filing.

(5) to make himself available to respond to any inquiries from the Company’s officers and board of directors and to provide consulting services and advice, as needed, regarding business matters of the Company for a 12FORWARD-~~month~~LOOKING ~~period beginning on the Termination Date. Mr. Aliber further~~STATEMENTS agreed to cooperate fully and make himself available to respond to any inquiries from the Company or its representatives, and to provide testimony, if needed, in connection with any investigation, administrative proceeding or litigation relating to any matter that occurred during his employment, including testimony related to the Company’s restructuring efforts. Such continuing obligation to cooperate with the Company in any investigation, administrative proceeding or litigation relating to any matter that occurred during his employment shall continue in perpetuity.

~~The~~This ~~preceding~~Current ~~summary~~Report ofon Form 8-K contains “forward-looking statements” within the ~~Separation~~meaning ~~Agreement~~of the ~~does~~federal ~~not~~securities ~~purport~~laws. toStatements beregarding ~~complete~~future events and isdevelopments and the Debtors’ ~~qualified~~future inperformance, ~~its~~as ~~entirety~~well byas ~~reference~~management’s expectations, beliefs, plans, estimates, or projections related to ~~full~~the ~~text~~future, ofare forward-looking statements within the ~~Separation~~meaning ~~Agreement,~~of ~~which~~these islaws. ~~attached~~These asforward-looking ~~Exhibit 10.1~~statements ~~hereto~~include and ismay ~~incorporated~~be ~~herein~~indicated by ~~reference~~words or phrases such as “anticipate,” “estimate,” “plans,” “expects,” “projects,” “should,” “believes,” or “intends” and similar words and phrases.

~~Item~~ All 9forward-looking statements, as well as the Debtors’ business and strategic initiatives, are subject to risks and uncertainties that could cause actual results to differ materially from expected results after the Effective Date (as defined in the Prepackaged Plan).01 Management believes that these forward-looking statements are reasonable. ~~Financial~~However, ~~Statements~~you should not place undue reliance on such statements. These statements are based on current expectations and ~~Exhibits~~speak only as of the date of such statements. The Debtors undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of future events, new information or otherwise. Additional information concerning the risks and uncertainties that you may wish to consider are contained in Part VIII of the Disclosure Statement and in the section entitled “Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2009 filed with the Securities and Exchange Commission on March 26, 2010.

~~(d) Exhibits:~~3

10.1 Separation Agreement, dated as of July 20, 2010.

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.

	RHI ENTERTAINMENT, INC.
	RHI ENTERTAINMENT, INC. (Registrant)
	(Registrant)
Date: November 1, 2010	By:	/s/ Henry S. Hoberman
Date: July 23, 2010	By:	/s/ Henry S. Hoberman
		Name:	Henry S. Hoberman
		Title:	Executive Vice President, General Counsel & Secretary

~~INDEX TO EXHIBITS~~4

Exhibit No.		Description
10.1		Separation Agreement, dated as of July 20, 2010.

Filing Compare · RHI Entertainment, Inc.