~~SECURITIES~~ UNITED STATESSECURITIES AND EXCHANGE COMMISSION

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

FORM 8-K

CURRENT ~~REPORTPURSUANT TO SECTION 13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF 1934~~REPORT

~~Date~~ Pursuant ofto ~~Report~~Section 13 OR 15(~~Date~~d) ~~of earliest~~ofThe ~~event~~Securities ~~reported):~~Exchange ~~June~~Act ~~14,~~of ~~2007~~ 1934

~~ACME COMMUNICATIONS,~~ ~~INC.~~ ~~(Exact~~ Date ~~name~~ of ~~registrant~~ asReport ~~specified~~(Date inof ~~its~~earliest ~~charter~~event reported) August 14, 2007

~~Delaware~~ ~~(State~~ ACME orCommunications, ~~Other~~Inc. ~~Jurisdiction~~ (Exact name of ~~Incorporation)~~registrant as specified in its charter)

000-27105 (Commission File Number) 33-0866283 (I.R.S. Employer Identification No.)

DE		000-27105		33-0866283
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

2101 E. Fourth Street, Suite 202 A Santa Ana, California, 92705 (714) 245-9499(Address and telephone number of principal executive offices)

	2101 E. Fourth St. Suite 202 Santa Ana, California		92705
	(Address of principal executive offices)		(Zip Code)

~~Check the appropriate box below if~~ ~~the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the~~ ~~registrant~~ Registrant's ~~under~~telephone ~~any~~number, ofincluding ~~the~~area ~~following provisions~~code: 714-245-9499

~~[ ] Written communications pursuant to Rule 425 under the Securities Act~~ ________________________________________________________________________________ (17Former ~~CFR~~name ~~230.425)~~or [former ]address, ~~Soliciting~~if ~~material~~changed ~~pursuant~~since tolast ~~Rule 14a-12(b~~report) under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01. Entry into a Material Definitive Agreement

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:
	[ ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
	[ ]	Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12)
	[ ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
	[ ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

On ~~June~~ Item 14, 2007, the Company entered into an Asset Purchase Agreement with GoCom Media of Illinois, LLC (“GoCom”) to sell to GoCom substantially all of the assets related to the Company’s station WBUI for $42.~~0 million in an all-cash transaction~~02. ~~WBUI-TV~~Results is currently affiliated with The CW Network and serves the Central Illinois region, including Champaign/Urbana, Springfield and Decatur. The Company expects that the transaction will be completed by the end of ~~2007. The~~Operations ~~transaction is subject to the approval of the Federal Communications Commission~~ and ~~other~~ ~~customary~~Financial ~~closing conditions~~Condition. ~~The foregoing description of the Asset Purchase~~ ~~Agreement is not complete and is qualified in its entirety by reference to the full text~~ ~~of the actual agreement, which is filed as an exhibit to this Form 8-K.~~

~~Forward-Looking~~ ~~Statements:~~ On August 14, 2007 the Registrant issued a press release in which it announced its unaudited financial results for the three and six month periods ended June 30, 2007, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

~~The matters set forth in this Form~~ ~~8-K~~ Item ~~include forward-looking statements~~9. ~~In addition, when used in this Form 8-K the words “will”, “expects” and similar expressions are intended to identify forward-looking statements~~01. ~~Such~~Financial ~~statements~~Statements ~~are subject to a number of risks~~ and ~~uncertainties.~~ Actual results in the future could differ materially and adversely from those described in the forward-looking statements as a result of various important factors, including, but not limited to, the transaction not closing (due to the buyer not completing the transaction, the transfer not being approved by the Federal Communications Commission, the failure to satisfy closing conditions, or for any other reason)Exhibits. ~~The~~ ~~Company undertakes no obligation to publicly release the result of any revisions to these~~ ~~forward-looking statements that may be made to reflect any future events or circumstances.~~

~~Item~~ Exhibit 799. ~~Exhibits~~1. Press release dated August 14, 2007

~~Exhibit No. Description~~ SIGNATURE

~~10.1~~ Pursuant ~~Asset~~to ~~Purchase~~the ~~Agreement~~requirements ~~dated~~of ~~June~~the ~~14,~~Securities Exchange ~~2007~~Act byof ~~and~~1934, ~~among~~as ~~GoCom~~amended, ~~Media~~the ofRegistrant ~~Illinois,~~has ~~LLC,~~duly ~~ACME~~caused ~~Television~~this ofreport ~~Illinois,~~to ~~LLC~~be signed ~~and~~on ~~ACME~~its ~~Television~~behalf ~~Licenses~~by ofthe ~~Illinois,~~undersigned ~~LLC~~hereunto duly authorized.

~~SIGNATURE~~ACME Communications, Inc. (Registrant) August 14, 2007 (Date) /s/ THOMAS D. ALLEN Thomas D. Allen Executive Vice President and Chief Financial Officer

~~Pursuant to~~Exhibit ~~the~~Index ~~requirements~~99.1 ofPress ~~the~~release ~~Securities~~dated ~~Exchange~~August ~~Act of 1934~~14, ~~the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~ 2007

Date: June 20, 2007 ACME Communications, Inc. By: /s/ Thomas D. Allen Thomas D. Allen Executive VP & Chief Financial Officer

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