Item 8.01 Other Events.

On August 28, 2009, Viacom Inc. (the "Company") issued a press release announcing the expiration of its cash tender offer (the "Tender Offer") to purchase any and all of its outstanding 5.75% Senior Notes due 2011 (the "2011 Notes"). The Tender Offer expired at 5:00 p.m., New York City time, on August 27, 2009, at which time $1,306,574,000, or 87.1%, of the aggregate principal amount of outstanding 2011 Notes had been validly tendered. The Tender Offer consideration of $1,061.25 per $1,000 principal amount was funded in part by the Company's recent offering of $600,000,000 aggregate principal amount of 4.375% Senior Notes due 2014 and $250,000,000 aggregate principal amount of 5.625% Senior Notes due 2019. A copy of the press release is filed herewith as Exhibit 99 and is incorporated by reference herein in its entirety.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following exhibit is filed as part of this Report on Form 8-K:

Exhibit No. Description of Exhibit

99 Press Release of Viacom Inc. dated August 28, 2009 announcing the expiration of the Tender Offer.

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