Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.
(e) On May 12, 2009, at the 2009 Annual Meeting of Stockholders, the stockholders of RHI Entertainment, Inc. (the "Company") approved the adoption of the Amended and Restated RHI Entertainment, Inc. 2008 Incentive Award Plan (the "Amended and Restated Plan"), which adds 1,500,000 shares to the total shares reserved for issuance under the plan. The Company's Board of Directors adopted the Amended and Restated Plan on April 8, 2009, subject to approval by the Company's stockholders at the 2009 Annual Meeting. The Amended and Restated Plan became effective immediately upon stockholder approval. A summary of the Amended and Restated Plan is contained under the caption "Item 2-Approval of the Amended and Restated RHI Entertainment, Inc. 2008 Incentive Award Plan" in the Company's Definitive Proxy Statement filed with the Securities and Exchange Commission on April 15, 2009 (the "Definitive Proxy Statement") and is incorporated herein by reference. The summary of the Amended and Restated Plan does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended and Restated Plan, which was attached as Appendix A to the Definitive Proxy Statement and is incorporated herein by reference. Item 9.01. Exhibits.

Exhibit No. Document Description 10.1 Amended and Restated RHI Entertainment, Inc. 2008 Incentive Award Plan (incorporated by reference to Appendix A to RHI Entertainment, Inc.'s Definitive Proxy Statement filed on April 15, 2009).

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