SECURITIES AND EXCHANGE COMMISSION
                              Washington, D.C. 20549

                                  SCHEDULE 13D/A

                    Under the Securities Exchange Act of 1934*

                                  HSN, INC.                             
                                 (Name of Issuer)

                        Common Stock, par value $.01 per share          
                            (Title of Class of Securities)

                                  40429R 10 9                           
                                  (CUSIP Number)

         Stephen M. Brett, Esq.        Pamela S. Seymon, Esq.
         Senior Vice President         Wachtell, Lipton, Rosen & Katz
           and General Counsel         51 West 52nd Street
         Tele-Communications, Inc.     New York, New York 10019
         5619 DTC Parkway              (212) 403-1000
         Englewood, CO  80111          
         (303) 267-5500                                                 
             (Name, Address and Telephone Number of Person Authorized
                      to Receive Notices and Communications)

                                February 4, 1997                        
             (Date of Event which Requires Filing of this Statement)

         If the filing person has previously filed a statement on Schedule
         13G to report 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 [ ].

         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 person's initial filing on this form with respect to the
         subject class of securities, and for any subsequent amendment
         containing information which would alter 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).

         *Note: This Statement constitutes Amendment No. 1 of a Report on
                Schedule 13D of BDTV II INC., Amendment No. 3 of a Report on
                Schedule 13D of BDTV INC., Amendment No. 7 of a Report on
                Schedule 13D of each of Barry Diller and the Reporting Group
                (as defined in Item 2) and Amendment No. 9 of a Report on
                Schedule 13D of Tele-Communications, Inc.
<PAGE>





                        SECURITIES AND EXCHANGE COMMISSION
                              Washington, D.C. 20549

                                  SCHEDULE 13D/A

                                  Statement of 

                            TELE-COMMUNICATIONS, INC.,

                                   BARRY DILLER

                                    BDTV INC.

                                       and

                                   BDTV II INC.

                            Pursuant to Section 13(d) 
                      of the Securities Exchange Act of 1934

                                  in respect of

                                    HSN, INC.
                (formerly named Silver King Communications, Inc.)

                   This Report on Schedule 13D (the "Schedule 13D") re-
         lates to the common stock, par value $.01 per share (the "Com-
         mon Stock"), of HSN, Inc., a Delaware corporation (the "Com-
         pany," which was formerly named Silver King Communications,
         Inc.).  The Report on Schedule 13D originally filed by Tele-
         Communications, Inc., a Delaware corporation ("TCI"), on August
         15, 1994, as amended and supplemented by the amendments thereto
         previously filed with the Commission (collectively, the "TCI
         Schedule 13D"), is hereby amended and supplemented to include
         the information contained herein, and this Report constitutes
         Amendment No. 9 to the TCI Schedule 13D.  In addition, the Re-
         port on Schedule 13D originally filed by each of Mr. Barry
         Diller (the "Barry Diller Schedule 13D") and the Reporting
         Group (the "Reporting Group Schedule 13D") on August 29, 1995,
         as amended and supplemented by the amendments thereto previ-
         ously filed with the Commission, is hereby amended and supple-
         mented to include the information contained herein, and this
         Report constitutes Amendment No. 7 to each of the Barry Diller
         Schedule 13D and the Reporting Group Schedule 13D.  This Report
         on Schedule 13D also constitutes Amendment No. 3 to the Report
         on Schedule 13D of BDTV INC., a Delaware corporation ("BDTV"),
         originally filed with the Commission on August 16, 1996 (the
         "BDTV Schedule 13D").  This Report on Schedule 13D also consti-
         tutes Amendment No. 1 to the Report on Schedule 13D of BDTV II
         INC., a Delaware corporation ("BDTV II"), originally filed with
         the Commission on December 24, 1996 (the "BDTV II Schedule
         13D").  Barry Diller, TCI, BDTV and BDTV II (each, a "Reporting


                                Page 2 of 5 Pages
<PAGE>





         Person") constitute a "group" for purposes of Rule 13d-5 under
         the Securities Exchange Act of 1934, as amended (the "Exchange
         Act"), with respect to their respective beneficial ownership of
         the Common Stock and are collectively referred to as the
         "Reporting Group."  The TCI Schedule 13D, the Barry Diller
         Schedule 13D, the Reporting Group Schedule 13D, the BDTV
         Schedule 13D and the BDTV II Schedule 13D are collectively
         referred to as the "Schedule 13D."  Capitalized terms not
         defined herein have the meanings provided in the prior Reports
         on Schedule 13D referred to in this paragraph.

                   The summary descriptions contained in this Report of
         certain agreements and documents are qualified in their en-
         tirety by reference to the complete texts of such agreements
         and documents, filed as Exhibits hereto and incorporated herein
         by reference.  Information contained herein with respect to
         each Reporting Person and its executive officers, directors and
         controlling persons is given solely by such Reporting Person,
         and no other Reporting Person has responsibility for the ac-
         curacy or completeness of information supplied by such other
         Reporting Person.

         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 TCI Sched-
         ule 13D, the Barry Diller Schedule 13D, the BDTV Schedule 13D,
         the BDTV II Schedule 13D and the Reporting Group Schedule 13D
         is hereby amended and supplemented by adding the following
         information:

                   On February 4, 1997, RMS sold its 415,945 shares of
         Class B Stock to Mr. David Geffen.  Although, as disclosed
         previously, under the Class B Option, BDTV as the holder of the
         Class B Option was entitled to require RMS to convert such
         shares into a like number of shares of Common Stock, BDTV did
         not require such conversion.  In connection with the sale by
         RMS of such shares to Mr. Geffen, however, BDTV and Mr. Geffen
         entered into a Letter Agreement, dated as of February 3, 1997
         (the "Geffen Agreement"), pursuant to which Mr. Geffen has
         agreed, among other things, not to sell, transfer or otherwise
         dispose of or enter into any contract to sell, transfer or
         otherwise dispose of any of the 415,945 shares of Class B Stock
         unless in connection therewith such shares are converted into a
         like number of shares of Common Stock at or immediately prior
         to any such sale, transfer or other disposition.

                   The above description of Geffen Agreement is
         qualified in its entirety by reference to such agreement, which
         is filed as an exhibit hereto and is incorporated herein by
         reference.



                                Page 3 of 5 Pages
<PAGE>





         Item 7.   Material to be Filed as Exhibits

              1)   Letter Agreement, dated as of February 3, 1997, by
         and between BDTV INC. and David Geffen.


















































                                Page 4 of 5 Pages
<PAGE>





                                    SIGNATURE



                   After reasonable inquiry and to the best of his 
         knowledge and belief, each of the undersigned certifies that
         the information set forth in this statement is true, complete
         and correct.

         Dated: February 7, 1997


                                       TELE-COMMUNICATIONS, INC.



                                       By: /s/ Stephen M. Brett  
                                        Name:  Stephen M. Brett
                                        Title:  Senior Vice President 
                                                and General Counsel




                                       /s/ Barry Diller          
                                       Barry Diller



                                       BDTV INC.


                                       By: /s/ Barry Diller      
                                        Name:  Barry Diller
                                        Title:  President



                                       BDTV II INC.


                                       By: /s/ Barry Diller      
                                        Name:  Barry Diller
                                        Title:  President










                                Page 5 of 5 Pages
<PAGE>





                                  EXHIBIT INDEX

                                                        Seq. Pg.  No.

         1.   Written Agreement between TCI             
              and Mr. Diller regarding Joint 
              Filing of Schedule 13D.*

         2.   Definitive Term Sheet regarding           
              Stockholders Agreement, dated 
              as of August 24, 1995, by and 
              between Liberty Media Corporation 
              and Mr. Diller.*

         3.   Definitive Term Sheet regarding           
              Equity Compensation Agreement, 
              dated as of August 24, 1995, by 
              and between the Company and 
              Mr. Diller.*

         4.   Press Release issued by the 
              Company and Mr. Diller, dated 
              August 25, 1995.*

         5.   Letter Agreement, dated November 13,      
              1995, by and between Liberty Media 
              Corporation and Mr. Diller.*

         6.   Letter Agreement, dated November 16,      
              1995, by and between Liberty Media 
              Corporation and Mr. Diller.*

         7.   First Amendment to Stockholders 
              Agreement, dated as of November 27, 
              1995, by and between Liberty Media 
              Corporation and Mr. Diller.*

         8.   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.*





         _____________________
         *    Previously filed.
<PAGE>





         9.   Exchange Agreement, dated as of 
              November 27, 1995, by and between 
              Silver Management Company and Silver 
              King Communications, Inc.*

         10.  Agreement and Plan of Merger, dated 
              as of November 27, 1995, by and among 
              Silver King Communications, Inc., 
              Thames Acquisition Corp. and Savoy 
              Pictures Entertainment, Inc.*

         11.  Voting Agreement, dated as of 
              November 27, 1995, by and among 
              Certain Stockholders of the Company 
              and Savoy Pictures Entertainment, Inc.*

         12.  Letter Agreement, dated March 22, 
              1996, by and between Liberty Media 
              Corporation and Barry Diller.*

         13.  In re Applications of Roy M. Speer 
              and Silver Management Company, Federal 
              Communications Commission Memorandum 
              and Order, adopted March 6, 1996 and 
              released March 11, 1996.*

         14.  In re Applications of Roy M. Speer 
              and Silver Management Company, 
              Request for Clarification of Silver 
              Management Company, dated April 10, 
              1996.*

         15.  In re Applications of Roy M. Speer 
              and Silver Management Company, Federal 
              Communications Commission Memorandum 
              Opinion and Order and Notice of Apparent 
              Liability, adopted June 6, 1996 and 
              released June 14, 1996.*

         16.  Amended and Restated Joint Filing 
              Agreement of TCI, Mr. Diller and BDTV.*

         17.  Amended and Restated Certificate of 
              Incorporation of BDTV INC.*




         _____________________
         *    Previously filed.
<PAGE>





         18.  Press Release issued by the Company 
              and Home Shopping Network, Inc., 
              dated August 26, 1996.*

         19.  Agreement and Plan of Exchange 
              and Merger, dated as of August 25, 
              1996, by and among the Company, 
              Home Shopping Network, Inc., House 
              Acquisition Corp., and Liberty 
              HSN, Inc.*

         20.  Termination Agreement, dated as of 
              August 25, 1996, among the Company, 
              BDTV INC., Liberty Program Investments, 
              Inc., and Liberty HSN, Inc.*

         21.  Voting Agreement, dated as of 
              August 25, 1996, by and among 
              Certain Stockholders of Home 
              Shopping Network, Inc. and the 
              Company.*

         22.  Voting Agreement, dated as of 
              August 25, 1996, by and among 
              Barry Diller, Liberty Media 
              Corporation, Arrow Holdings, 
              LLC, BDTV INC., and Home Shopping 
              Network, Inc.*

         23.  Letter Agreement, dated as of 
              August 25, 1996, by and between 
              Liberty Media Corporation and 
              Barry Diller.*

         24.  Second Amended and Restated Joint 
              Filing Agreement by and between 
              TCI, Mr. Diller, BDTC Inc. and 
              BDTV II Inc.*

         24.  Exchange Agreement, dated as of 
              December 20, 1996, by and between 
              the Company and Liberty HSN, Inc.*

         25.  Letter Agreement, dated as of 
              February 3, 1997, by and between 
              BDTV INC. and David Geffen.

         _____________________
         *    Previously filed.




                                                             
                                                             Exhibit 25





                                    BDTV, Inc.
                              2425 Olympic Boulevard
                         Santa Monica, California  90404





                                       February 3, 1997



         Mr. David Geffen
         c/o The David Geffen Company
         10 Universal City Plaza, 27th Floor
         Universal City, CA 91608


         Dear David:

                   We understand that following the execution of this
         letter agreement you will purchase 415,945 shares (the
         "Shares") of the Class B Common Stock, par value $.01 per share
         (the "Class B Stock"), of HSN, Inc., a Delaware corporation
         ("HSN"), from RMS Limited Partnership, a Nevada limited part-
         nership ("RMS").  The Shares are held by RMS subject to the
         terms of an Option Agreement dated as of February 11, 1993, as
         amended on September 23, 1994 (the "Option Agreement"), by and
         between Liberty Media Corporation ("Liberty") and RMS, which
         Option Agreement (including all of Liberty's rights thereunder)
         was subsequently assigned by Liberty to BDTV, Inc., a Delaware
         corporation formerly known as Silver Management Company
         ("BDTV").  As a condition to BDTV's willingness to enter into
         certain waivers of its rights under the Option Agreement in
         connection with the sale to you of the Shares, BDTV has re-
         quired that you agree as follows:

              1.   You shall not sell, transfer or otherwise dispose of
         or enter into any contract to sell, transfer or otherwise dis-
         pose of any
 Shares unless in connection therewith the Shares
         are converted into shares of Common Stock, $.01 par value per
         share ("Common Stock"), of HSN at or immediately prior to any
         such sale, transfer or other disposition, and you agree that
         the certificates representing such Shares shall bear an ap-
         propriate legend to reflect the restrictions set forth herein.

              2.   Prior to any pledge of, or the creation of any lien,
         claim, charge, encumbrance, security interest or rights or in-
         terests of any kind in the Shares (which shall be deemed to be
         a disposition), you shall convert such Shares into shares of
         Common Stock.

              3.   You shall deliver written notice to BDTV at least 5
         business days prior to entering into any contract or agreement
<PAGE>





         with respect to the sale, transfer or other disposition of any
         Shares.

                   You acknowledge that BDTV would not have an adequate
         remedy at law for money damages in the event that any of your
         agreements herein were not performed in accordance with its
         terms and you therefore agree that BDTV shall be entitled to
         specific enforcement of the terms hereof and to injunctive re-
         lief to restrain any threatened or continuing breach of any of
         your obligations, in addition to any other remedy to which BDTV
         may be entitled, at law or in equity.

                   You shall not assign this Agreement or any part
         thereof without the prior written consent of BDTV. BDTV shall
         be permitted to assign this Agreement or any rights in respect
         of this Agreement to any person without your consent or ap-
         proval.

                   Any term or provision of this Agreement may be waived
         at any time by an instrument in writing signed by the party
         entitled to the benefits thereof, and this Agreement may be
         amended or supplemented at any time by an instrument in writing
         signed by the parties hereto.

                   The number and kind of Shares shall be appropriately
         adjusted in the event of any stock split, reverse split, stock
         dividend or other reclassification or reorganization affecting
         the capital stock of HSN occurring after the date hereof.

                   This Agreement may be executed in counterparts, each
         of which shall be deemed to be an original, but both of which
         together shall constitute one and the same agreement.

                   This Agreement shall be governed by and construed in
         accordance with the laws of the State of New York without re-
         gard to principles of conflict of laws thereof.




















                                       -2-
<PAGE>





                   If the foregoing correctly sets forth our agreement,
         please sign in the space provided below.

                                       Very truly yours,

                                       BDTV, Inc.


                                       By /s/ Barry Diller            
                                         Barry Diller
                                         President

         Agreed to:


         /s/ David Geffen          
         David Geffen







































                                       -3-