SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A AMENDMENT NO. 1 Under the Securities Exchange Act of 1934* HOME SHOPPING NETWORK, INC. ______________________________________________________________________________ (Name of Issuer) Common Stock, par value $.01 per share ______________________________________________________________________________ (Title of Class of Securities) 437351109 ______________________________________________________________________________ (CUSIP Number) Michael Drayer, Esq. Silver King Communications, Inc. 12425 28th Street North St. Petersburg, Florida 33716 (813) 573-0339 ______________________________________________________________________________ (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) August 13, 1996 ______________________________________________________________________________ (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to re- port the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. Check the following box if a fee is being paid with this statement [ ]. (A fee is not required only if the reporting person: (1) has a previous state- ment on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment sub- sequent thereto reporting beneficial ownership of less than five percent of such class. See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *The remainder of this cover page should be filled out for a reporting per- son's initial filing on this form with respect to the subject class of securi- ties, and for any subsequent amendment containing information which would al- ter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 1 of 6 pages
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE 13D Statement of SILVER KING COMMUNICATIONS, INC. Pursuant to Section 13(d) of the Securities Exchange Act of 1934 in respect of HOME SHOPPING NETWORK, INC. The Report on Schedule 13D (the "Schedule 13D") re- lates to the common stock, par value $.01 per share, of Home Shopping Network, Inc., a Delaware corporation (the "Company"). This Report is filed by Silver King Communications, Inc. (some- times referred to herein as the "Reporting Person"). The Re- port on Schedule 13D originally filed by the Reporting Person on December 8, 1995 (the "Reporting Person Schedule 13D") is hereby amended and supplemented to include the information con- tained herein, and this Report constitutes Amendment No. 1 to the Reporting Person Schedule 13D. Capitalized terms not de- fined herein have the meanings provided in the prior Report referred to in this paragraph. ITEM 2. IDENTITY AND BACKGROUND. The information contained in Item 2 of the Reporting Person Schedule 13D is hereby amended and supplemented by adding the information set forth in Schedule 1 to this Amendment, which is incorporated herein by reference. ITEM 4. PURPOSE OF TRANSACTION. The information contained in Item 4 of the Reporting Person Schedule 13D is hereby amended and supplemented by add- ing the information set forth in Item 6 below, which is incor- porated herein by reference. Page 2 of 6 pages ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATION- SHIPS WITH RESPECT TO THE SECURITIES OF THE ISSUER The information set forth in Item 6 of the Reporting Person Schedule 13D above is hereby amended and supplemented by adding the following information: As previously reported, each of the Liberty HSN Merg- er Agreement and the Exchange Agreement currently provides that such agreement may be terminated by either party in the event that the transactions contemplated thereby have not been con- summated by August 30, 1996. Based on information contained in Amendment No. 4 to the Report on Schedule 13D with respect to Silver King, filed with the Securities and Exchange Commission by TCI, Barry Diller and BDTV INC. (formerly Silver Management Company), on August 16, 1996 ("Amendment No. 4"), because of the delays in receiving the approval of the Federal Communica- tions Commission (the "FCC") in connection with the transfer of control of Silver King from Roy M. Speer to Mr. Diller (the "FCC June Order") and certain limitations contained in the FCC June Order relating to Liberty's acquisition of beneficial own- ership of additional shares of Silver King common stock (including those shares in which it would acquire an ownership interest as a result of the transactions contemplated by the Liberty HSN Merger Agreement and the Exchange Agreement), Mr. Diller and Liberty believe it is unlikely that such transac- tions will be consummated by August 30, 1996, and as a result, Mr. Diller and Liberty have recently begun discussing a restructuring of the proposed transactions or a possible alter- native transaction relating to the Company, in any case such that Silver King could acquire control of the Company consis- tent with the FCC June Order. As reported in Amendment No. 4, there can be no assurance that such discussions will result in any agreement providing for such a restructured or alternative transaction or, if any such agreement is reached, that any required regulatory or other approvals for such transaction (including from the FCC) will be obtained or that any such transaction will be consummated. Page 3 of 6 pages SIGNATURE After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information in this statement is true, complete and correct. Dated: August 16, 1996 SILVER KING COMMUNICATIONS, INC. By: /s/ Michael Drayer Name: Michael Drayer Title: Executive Vice President Page 4 of 6 pages SCHEDULE 1 Directors, Executive Officers and Controlling Persons of Silver King Communications, Inc. ("Silver King") Principal Business or Principal Occupation Organization in which such Name and Business Address Employment is Conducted Barry Diller Chairman of the Board Ownership and operation and Chief Executive of television stations Officer and Director of Silver King 2425 Olympic Boulevard, Santa Monica, CA 90404 Vincent F. Barresi President and Chief Ownership and operation of Operating Officer, WNAB-TV television station Channel 58 Nashville, Inc. 3201 Dickerson Pike Nashville, TN 37207 Steven H. Grant Chief Financial Officer Telephone communications Precision Systems Inc. software and technology 11800 30th Court North St. Petersburg, FL 33716 Michael A. Green Management Consultant, Business consulting A.T. Kearney Management Consulting 10877 Wilshire Boulevard Los Angeles, CA 90024 Kenneth T. MacDonald Retired P.O. Box 51 Paoli, PA 19301 Russell I. Pillar President and Chief Telephone communications Executive Officer, software and technology Precision Systems, Inc. 11800 30th Court North St. Petersburg, FL 33716 Bruce M. Ramer Principal, Gang, Tyre, Law practice Ramer & Brown, Inc. 132 South Rodeo Drive Beverly Hills, CA 90212 Page 5 of 6 pages Sidney J. Sheinberg Owner and Founder Film production The Bubble Factory 8840 Wilshire Boulevard Beverly Hills, CA 90211 Douglas Binzak Executive Vice President - Ownership and operation of Broadcasting of Silver King television stations 2425 Olympic Boulevard Santa Monica, CA 90404 Michael Drayer Executive Vice President, Ownership and operation of General Counsel and television stations Corporate Secretary of Silver King 12425 28th Street North St. Petersburg, FL 33716 Lia Afriat-Hernandez Executive Vice President - Ownership and operation of Compliance/Programming television stations of Silver King 12425 28th Street North St. Petersburg, FL 33716 Adam Ware Executive Vice President - Ownership and operation of Broadcasting of Silver King television stations 2425 Olympic Boulevard Santa Monica, CA 90404 Joseph J. Centorino Senior Vice President - Ownership and operation of Engineering of Silver King television stations 12425 28th Street North St. Petersburg, FL 33716 BDTV INC. 1940 Coldwater Canyon Drive Company holding Silver Beverly Hills, CA 90210 King securities Page 6 of 6 pages EXHIBIT INDEX Seq. Pg. No. 1. Definitive Term Sheet regarding Stockholders Agreement, dated as of August 24, 1995, by and between Liberty Media Corporation and Mr. Diller.* 2. Letter Agreement, dated November 13, 1995, by and between Liberty Media Corporation and Mr. Diller.* 3. Letter Agreement, dated November 16, 1995, by and between Liberty Media Corporation and Mr. Diller.* 4. First Amendment to Stockholders Agreement, dated as of November 27, 1995, by and between Liberty Media Corporation and Mr. Diller.* 5. Agreement and Plan of Merger, dated as of November 27, 1995, by and among Silver Management Company, Liberty Program Investments, Inc. and Liberty HSN, Inc.* 6. Exchange Agreement, dated as of November 27, 1995, by and between Silver Management Company and Silver King Communications, Inc.* 7. Press Release, dated November 27, 1995, issued by Home Shopping Network, Inc.* 8. Press Release, dated November 27, 1995, issued by Silver King Communications, Inc.* 9. Report on Schedule 13D, dated August 28, 1995, filed by Tele-Communications, Inc. and Barry Diller, with respect to Silver King Communications, Inc. (the "TCI/Diller Schedule 13D").* _____________________ * Previously filed. 10. Amendment to TCI/Diller Schedule 13D, dated November 30, 1995.* _____________________ * Previously filed.