UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 17, 2004 VIACOM INC. -------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 001-09553 04-2949533 ---------------------------- ----------------------- ---------------------- (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) Identification Number) 1515 Broadway, New York, NY 10036 -------------------------------------------------------- (Address of principal executive offices) (zip code) Registrant's telephone number, including area code: (212) 258-6000 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.): [X] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Section 8--Other Events Item 8.01 Other Events. On September 20, 2004, the Registrant issued a press release regarding the lawsuit seeking to enjoin the Blockbuster split-off exchange offer. A copy of the press release is attached hereto as Exhibit 99.1. Section 9--Financial Statements and Exhibits Item 9.01 Financial Statements and Exhibits. (c) Exhibits Exhibit 99.1 Press Release, dated September 20, 2004, regarding the lawsuit seeking to enjoin the Blockbuster split-off exchange offer. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. VIACOM INC. (Registrant) By: /s/ Michael D. Fricklas ---------------------------------------- Name: Michael D. Fricklas Title: Executive Vice President, General Counsel and Secretary Date: September 20, 2004 EXHIBIT INDEX Exhibit 99.1 Press Release, dated September 20, 2004, regarding the lawsuit seeking to enjoin the Blockbuster split-off exchange offer.