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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
HSN, INC.
(formerly named Silver King Communications, Inc.)
(Name of Issuer)
Common Stock, $0.01 par value
(Title of Class of Securities)
40429R 10 9
(CUSIP Number)
Robert D. Myers, Esq.
Transamerica Corporation
600 Montgomery Street
San Francisco, CA 94111
(415) 983-5015
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 19, 1996
(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 [x].
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 shall 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 the
disclosures provided in a prior cover page.
The information required in 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).
1 Name of Reporting Person TRANSAMERICA CORPORATION
IRS Identification No. of Above Person 94-0932740
2 Check the Appropriate Box if a Member of a Group (a) [ ]
(b) [x]
3 SEC USE ONLY
4 Source of Funds WC
5 Check Box if Disclosure of Legal Proceedings is
Required Pursuant to Items 2(d) or 2(e) [ ]
6 Citizenship or Place of Organization Delaware
7 Sole Voting Power 0
NUMBER OF
SHARES 8 Shared Voting Power 657,000*
BENEFICIALLY * See Note to Item 5
OWNED BY EACH 9 Sole Dispositive Power 0
REPORTING
PERSON WITH
10 Shared Dispositive Power 657,000*
* See Note to Item 5
11 Aggregate Amount Beneficially Owned by Each
Reporting Person 657,000*
* See Note to Item 5
12 Check Box if the Aggregate Amount in Row 11
Excludes Certain Shares [ ]
13 Percent of Class Represented by Amount in Row 11 1.8%
14 Type of Reporting Person HC
Item 1. Security and Issuer
This statement relates to shares of the common
stock, $0.01 par value (the "Common Stock") of HSN, Inc.
(formerly named Silver King Communications, Inc.) (the
"Issuer"). The principal executive office and mailing
address of the Issuer is 11831 30th Court North, St.
Petersburg, Florida 33716.
Item 2. Identity and Background
This statement is filed by Transamerica Corporation
("Transamerica"), a Delaware corporation. Its address is 600
Montgomery Street, San Francisco, California 94111. See
Annex A for the identities of and certain information
relating to Transamerica's directors and executive officers.
Neither Transamerica nor any of its directors or
executive officers has, during the past five years, been
convicted of any criminal proceeding (other than a traffic
citation or similar, minor infraction), nor been a party to a
civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was
or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any
violation with respect to such laws. Each of the persons
named in Annex A is a citizen of the United States of
America, except Richard H. Finn, who is a citizen of Great
Britain, and Mark A. McEachen, who is a citizen of Canada.
Item 3. Source and Amount of Funds or Other Consideration
The source of funds for purchases of Common Stock
reported as beneficially owned, directly or indirectly, in
Item 5 of this Statement was the working capital of
Transamerica and its subsidiaries. The shares owned for the
benefit of non-affiliate investment advisory clients of one
of Transamerica's subsidiaries were purchased with cash
assets of such clients.
Item 4. Purpose of Transaction
The shares of Common Stock beneficially owned by
Transamerica and its subsidiaries were acquired in the
ordinary course of business for investment purposes and were
not acquired for the purpose (and do not have the effect) of
changing or influencing the control of the Issuer, and were
not acquired in connection with any transaction having such
purposes or effects. Depending on market conditions and
other factors, Transamerica or its subsidiaries may purchase
additional shares of the Common Stock in the open market or
in private transactions. Alternatively, depending on market
conditions and other factors, Transamerica or its
subsidiaries may sell all or some of their shares of the
Common Stock.
Neither Transamerica nor any of its directors or
officers has plans or proposals that relate to or would
result in any of the actions set forth in clauses (a) through
(j) of Item 4.
Item 5. Interest in Securities of the Issuer
(a), (b), (c) and (d). According to information
received from the Issuer, the number of shares of Common
Stock outstanding as of December 31, 1996, was 35,991,553.
Transamerica may be deemed to beneficially own 657,000
shares, which, based on the foregoing information, is
approximately 1.8% of the outstanding Common Stock.
Transamerica directly owns 106,000 of such shares. The
remaining 551,000 shares, including 100,000 shares owned for
the benefit of non-affiliate investment advisory clients of
one of Transamerica's subsidiaries, are beneficially owned by
direct and indirect subsidiaries of Transamerica who are
eligible to file Schedule 13G pursuant to Rule 13d-1. See
Annex B with respect to transactions by Transamerica in the
Common Stock in the past 60 days, all of which were effected
through broker-dealers.
Note: Management of the affairs of Transamerica's
subsidiaries, including decisions respecting dispositions
and/or voting of the shares of the Common Stock beneficially
owned by such subsidiaries, resides in the respective
officers and directors of the subsidiaries and is not
directed by Transamerica or other subsidiaries. Accordingly,
the filing of this Schedule 13D by Transamerica is not
intended as, and should not be deemed as, an acknowledgment
of beneficial ownership or shared voting or dispositive power
by Transamerica of the shares of the Common Stock
beneficially owned by its subsidiaries, and such beneficial
ownership or attribution or shared voting or dispositive
power is expressly disclaimed.
(e) On December 19, 1996, Transamerica ceased to
be deemed to be the beneficial owner of 5% or more of the
Common Stock.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the
Issuer
None.
Item 7. Material to be Filed as Exhibits
None.
Signatures
After reasonable inquiry and to the best of their
knowledge and belief, the undersigned certify that the
information set forth in this statement is true, complete and
correct.
TRANSAMERICA CORPORATION
February 12, 1997 By /s/ Richard N. Latzer
_____________________________
Richard N. Latzer
Senior Vice President and
Chief Investment Officer
ANNEX A
Directors
Business Principal
Name Address Occupation
Frank C. Herringer 600 Montgomery Street Chairman,
San Francisco, CA President and
94111 Chief Executive
Officer,
Transamerica
Corporation
Samuel L. Ginn 1 California Street Chairman and
San Francisco, CA Chief Executive
94111 Officer, AirTouch
Communications,
Inc.
Gordon E. Moore 2200 Mission College Chairman, Intel
Blvd. Corporation
Santa Clara, CA 95052
Robert W. 375 Park Avenue Vice Chairman and
Matschullat New York, NY 10152 Chief Financial
Officer, The
Seagram Company
Ltd.
Toni Rembe 225 Bush Street Partner,
San Francisco, CA Pillsbury Madison
94104 & Sutro
Condoleeza Rice Stanford, CA 94305 Provost, Stanford
University
Charles R. Schwab 101 Montgomery Street Chairman and
San Francisco, CA Chief Executive
94104 Officer, The
Charles Schwab
Corporation
Forrest N. Shumway 600 Montgomery Street Retired Vice
San Francisco, CA Chairman, Allied-
94111 Signal Inc.
Peter V. Ueberroth 500 Newport Center Managing Director,
Drive, Suite 900 The Contrarian
Newport Beach, CA Group, Inc.
92660
Executive Officers
Business
Name Address Title
Frank C. Herringer Transamerica Corporation Chairman,
600 Montgomery Street President and
San Francisco, CA Chief Executive
94111 Officer
Thomas J. Cusack Transamerica Corporation Executive Vice
600 Montgomery Street President
San Francisco, CA
94111
Richard H. Finn Transamerica Corporation Executive Vice
600 Montgomery Street President
San Francisco, CA
94111
Edgar H. Grubb Transamerica Corporation Executive Vice
600 Montgomery Street President and
San Francisco, CA Chief Financial
94111 Officer
Robert A. Watson Transamerica Corporation Executive Vice
600 Montgomery Street President
San Francisco, CA
94111
Shirley H. Buccieri Transamerica Corporation Senior Vice
600 Montgomery Street President,
San Francisco, CA General Counsel
94111 and Secretary
Richard H. Fearon Transamerica Corporation Senior Vice
600 Montgomery Street President-San
Francisco, CA Corporate
94111 Development
Richard N. Latzer Transamerica Corporation Senior Vice
600 Montgomery Street President and
San Francisco, CA Chief
94111 Investment
Officer
Burton E. Broome Transamerica Corporation Vice President
600 Montgomery Street and Controller
San Francisco, CA
94111
Mark A. McEachen Transamerica Corporation Vice President
600 Montgomery Street and Treasurer
San Francisco, CA
94111
ANNEX B
Transactions in Common Stock
Transamerica has sold 15,000 shares of Common Stock in open
market transactions since December 12, 1996, at the prices and in
the amounts shown below.
Average Price Per Share ($)
Date No. of Shares (excluding commissions)
December 31, 1996 15,000 23.75