##### Table of Contents





UNITED STATES SECURITIES AND
    EXCHANGE COMMISSIONWashington, D.C.
    20549
  Form 10-K/A
 Amendment No. 1
  þ

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2008ORo

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the transition period
    from                                                                                      to   Commission File
    No. 000-17436
  CKX, Inc.
 (Exact name of Registrant as
    specified in its charter)
  Delaware(State or other jurisdiction of
    incorporation or organization)

27-0118168(I.R.S. Employer
    Identification Number)  650 Madison Avenue
 New York, New York
    10022
 (Address of Principal Executive
    Offices and Zip Code)
  Registrants Telephone
    Number, Including Area Code:
    (212) 838-3100
  Securities Registered Pursuant
    to Section 12(b) of the Act:
  Title of Each Class

Name of Each Exchange on Which RegisteredCommon Stock, Par Value
    $0.01 Per Share

The NASDAQ Global Market
    LLC   Securities Registered Pursuant
    to Section 12(g) of the Act:
  None
  o þ
  o þ
  þ o
  Regulation S-K Form 10-K Form 10-K. þ
  Rule 12b-2).
  12b-2
  Large
    accelerated
    filer o
    Accelerated
    filer þ
    Non-accelerated
    filer o
    Smaller reporting
    company o (Do not check if a smaller
    reporting company)
  Rule 12b-2 o þ




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##### Table of Contents





CKX,
    Inc.
  EXPLANATORY
    NOTE
  Form 10-K




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##### 



Form 10-K/A
  TABLE OF
    CONTENTS
   
 PagePART IIItem 5.


Market for Registrants Common Equity, Related Stockholder
    Matters and Issuer Purchases of Equity Securities


4PART IIIItem 10.


Directors, Executive Officers and Corporate Governance


7Item 11.


Executive Compensation


10Item 12.


Security Ownership of Certain Beneficial Owners and Management
    and Related Stockholder Matters


23Item 13.


Certain Relationships and Related Transactions, and Director
    Independence


25Item 14.


Principal Accountant Fees and Services


26PART IVItem 15.


Exhibits and Financial Statement Schedules


27Signatures


28Exhibit Index


29EX-31.1EX-31.2




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##### Table of Contents



PART II  ITEM 5.MARKET
    FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS
    AND ISSUER PURCHASES OF EQUITY SECURITIES  Market
    Information
  ® ®
  2008High


LowThe NASDAQ Global
    Market®Quarters EndedDecember 31, 2008

$
5.95


$
2.49September 30, 2008

$
8.64


$
5.72June 30, 2008

$
10.57


$
8.30March 31, 2008

$
11.32


$
8.21   2007High


LowQuarters EndedDecember 31, 2007

$
12.60


$
10.62September 30, 2007

$
14.25


$
10.33June 30, 2007

$
14.65


$
10.20March 31, 2007

$
14.00


$
11.10     Dividend
    Policy
      Securities
    Authorized for Issuance Under Equity Compensation
    Plans
  Item 12. Security Ownership of Certain
    Beneficial Owners and Management and Related Stockholder
    Matters  Securities Authorized for Issuance Under
    Equity Compensation Plans.
 4




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Performance
    Graph
  5-year
  COMPARISON OF 5
    YEAR CUMULATIVE TOTAL RETURN*
 Among
    CKX Inc., The S&P 500 Index
 And
    The S&P SuperCap Media Index
  
  *$100
    invested on 12/31/03 in stock or index, including reinvestment
    of dividends.
 Fiscal
    year ending December 31.
  Copyright©

    2009 S&P, a division of The McGraw-Hill Companies Inc. All
    rights reserved.
 5




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12/03


12/04


12/05


12/06


12/07


12/08CKX Inc.


100.00



29999.71



43332.91



39099.62



39999.61



12774.55S&P 500


100.00



110.88



116.33



134.70



142.10



89.53S&P SuperCap Media


100.00



98.94



87.06



113.44



95.99



59.18   The stock price performance included in this graph is not
    necessarily indicative of future stock price performance.
    
    The Company was inactive from August 2002 until February 7,
    2005, when current management took over and the Company entered
    a new line of business.
    On December 15, 2004, immediately prior to the announcement
    that the Company entered into definitive agreements to acquire
    the Presley Business, the Companys Common Stock closed at
    a trading price of $0.10 per share. On December 16, 2004,
    following such announcement, the Companys Common Stock
    closed at a trading price of $6.41 per share.
    On March 1, 2005, the Companys Common Stock commenced
    trading on The NASDAQ Stock
    Market®

    under the symbol CKXE. Prior to that, the
    Companys Common Stock traded in the over-the-counter
    market and was quoted on the OTC Bulletin Board under the
    symbol SPEA.
    On December 31, 2008, the Companys Common Stock
    closed at a trading price of $3.67 per share.
    On April 27, 2009, the Companys Common Stock closed
    at a trading price of $5.35 per share. 6




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PART III  ITEM 10.
    DIRECTORS,
    EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE  Executive
    Officers and Directors of CKX, Inc.
    Name

Age

PositionRobert F.X. Sillerman

60

Chief Executive Officer, Chairman of the BoardMitchell J. Slater

48

Senior Executive Vice President, Chief Operating Officer,
    Director, Member of the Office of the ChairmanHoward J. Tytel

62

Senior Executive Vice President, Director of Legal and
    Governmental Affairs, Director, Member of the Office of
    the ChairmanThomas P. Benson

46

Executive Vice President, Chief Financial Officer,
    TreasurerSimon Fuller

48

Chief Executive Officer, 19 Entertainment Limited,
    Director, Member of the Office of the ChairmanEdwin M. Banks

46

DirectorEdward Bleier

79

DirectorJerry L. Cohen

75

DirectorCarl D. Harnick

74

DirectorJack Langer

60

DirectorPriscilla Presley

63

Director   Robert F.X. Sillerman
  Mitchell J. Slater
  Howard J. Tytel
  Thomas P. Benson
 7




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Simon Fuller
  Edwin M. Banks
  Edward Bleier video-on-demand.
  Jerry L. Cohen
  Carl D. Harnick
  Jack Langer
  Priscilla Presley Metro-Goldwyn-Mayer
 8




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Series C
    Director
    Section 16(a)
    Beneficial Ownership Reporting Compliance
      Code of
    Business Conduct and Ethics
  Form 8-K, www.ckx.com
  Corporate
    Governance Guidelines
  ®
 9




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##### Table of Contents



www.ckx.com
  Board
    Committees
    Number ofCommittee

Members

MeetingsAudit Committee*

Carl D. Harnick (Chairman) 
    Jack Langer
    Jerry L. Cohen


6Compensation Committee*

Edwin M. Banks (Chairman)
    Edward Bleier
    Jack Langer


9Nominating and Corporate
    Governance Committee

Jack Langer (Chairman)
    Edward Bleier
    Jerry Cohen


1       Audit
    Committee
    ® ® www.ckx.com
  ITEM 11.
    EXECUTIVE
    COMPENSATION  Compensation
    Discussion and Analysis
  Compensation
    Committee
   10




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##### Table of Contents



®
    Overview
    of Compensation Program
      
    Ensure that the interests of the Companys executives are
    aligned with those of its stockholders;
    Offer a total compensation program that is competitive with the
    compensation offered by the companies with which the Company
    competes for executive talent;
    Provide incentive to achieve financial goals and objectives,
    both in terms of financial performance; stockholder
    value; and
    Provide opportunity for reward that fosters executive retention.  Components
    of Compensation for Named Executive Officers
    Base
    Salary
   11




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Annual
    Incentives
           12




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Target Bonus
      Long-Term
    Incentives
       13




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##### Table of Contents



Form 10-K
  American Idol
  Perquisites
    
    The Company provided a $24,000 car allowance to each of
    Messrs. Sillerman, Ferrel, Slater, Tytel and Benson and a
    $25,601 car allowance to Mr. Fuller.
    The Company paid health and insurance premiums for each of
    Messrs. Sillerman, Ferrel, Slater, Tytel and Benson in the
    amount of $23,786.
    The Company contributed $2,262 to a personal pension scheme
    maintained in the United Kingdom by Mr. Fuller on his
    behalf.
    Certain employees of the Company are permitted to provide
    services to Mr. Sillerman
    and/or
    entities he controls, provided that the Company is reimbursed
    for the fair value of such services, as determined by the
    Compensation Committee. The Compensation Committee determined
    the value of the services provided in 2008 by employees of the
    Company to Mr. Sillerman
    and/or
    entities he controls was $159,706. Mr. Sillermans
    salary for the year ended December 31, 2008 was reduced by
    such amount to compensate the Company for such services.  401(k)
    Plan
   14




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##### Table of Contents



Employment
    Agreements
            Change-in-Control.
  Form 8-K. Form S-1/A No. 333-123995).
     15




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Form 10-QSB
  Components
    of Compensation for Divisional Management
  and/or
  and/or
    Internal
    Revenue Code Section 162(m)
   16




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##### Table of Contents



Regulation S-K Form 10-K.
  Members of the Compensation Committee
      2008
    Summary Compensation Table
    Change inPensionValueandNonqualifiedDeferredStock


Option


CompensationName and Principal

Fiscal


Salary


Bonus


Awards


Awards


Earnings


All OtherPosition

Year


($)


($)


($)


($)


($)


Compensation


TotalRobert F.X. Sillerman


2008
(1)

$
595,050


$
1,150,000
(1)













$
216,692
(2)

$
1,961,742Chairman and Chief


2007
(3)

$
588,505


















$
184,725
(4)

$
773,230Executive Officer


2006
(5)

$
558,975


















$
192,895
(6)

$
751,870Thomas P. Benson


2008


$
519,078


$
225,000














$
56,986
(7)

$
801,064Chief Financial Officer


2007


$
496,125


$
225,000














$
56,605
(8)

$
777,7302006


$
470,625


















$
55,395
(9)

$
526,020Simon Fuller


2008
(10)

$
1,038,757


$
1,488,910


$
1,700,000
(11)









$
25,601
(12)

$
4,253,268Chief Executive Officer of


2007
(10)

$
989,352


















$
29,445
(13)

$
1,018,79719 Entertainment Limited


2006
(10)

$
884,640


$
645,050














$
31,104
(13)

$
1,560,794Michael G. Ferrel


2008
(14)

$
727,014


















$
56,986
(7)

$
784,000President


2007


$
716,625


$
275,000














$
56,605
(8)

$
1,048,2302006


$
679,792


















$
55,395
(9)

$
735,187Mitchell J. Slater


2008


$
749,684


$
275,000














$
56,986
(7)

$
1,081,670Chief Operating Officer


2007


$
716,625


$
275,000














$
56,605
(8)

$
1,048,2302006


$
679,792


















$
55,395
(9)

$
735,187Howard J. Tytel


2008


$
749,684


$
275,000














$
56,986
(7)

$
1,081,670Senior Executive Vice


2007


$
716,625


$
275,000














$
56,605
(8)

$
1,048,230President, Director of Legal and Governmental Affairs


2006


$
679,792


















$
55,395
(9)

$
735,187     (1)
    
    The amount of $172,954 was withheld from
    Mr. Sillermans annual salary during 2008 in
    anticipation of compensating the Company for services performed
    by Company employees for Mr. Sillerman or entities he
    controls. The Compensation Committee determined that employees
    of the Company provided services for Mr. Sillerman in 2008
    valued at $159,706. This amount has been included under the
    column All Other Compensation. In [March 2009], the
    Company paid Mr. Sillerman the amount of $13,248,
    representing the difference between the amount withheld and the
    value of the services provided to Mr. Sillerman during
    2008. Although this amount was paid in 2009, it is included
    under Salary above since it relates to
    Mr. Sillermans compensation for the fiscal year ended
    December 31, 2008. Similarly, although
    Mr. Sillermans bonus amount of $1,150,000 was paid in
    2009, it is included under Bonus above since it
    relates to Mr. Sillermans compensation for the fiscal
    year ended December 31, 2008.(2)
    
    Includes: (a) $24,000 car allowance; (b) $23,786 of
    health and dental insurance premiums paid by the Company on
    behalf of Mr. Sillerman; (c) $9,200 of matching
    contributions made by the Company to 17




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##### Table of Contents



Mr. Sillermans account under the Companys
    401(k) Plan; and (d) $159,706 for services provided by
    Company employees for Mr. Sillerman and/or entities he
    controls.(3)
    
    The amount of $164,778 was withheld from
    Mr. Sillermans annual salary during 2007 in
    anticipation of compensating the Company for services performed
    by Company employees for Mr. Sillerman or entities he
    controls. The Compensation Committee determined that employees
    of the Company provided services for Mr. Sillerman in 2007
    valued at $128,120. This amount has been included under the
    column All Other Compensation. In February 2007, the
    Company paid Mr. Sillerman the amount of $36,658,
    representing the difference between the amount withheld and the
    value of the services provided to Mr. Sillerman during
    2007. Although this amount was paid in 2008, it is included
    under Salary above since it relates to
    Mr. Sillermans compensation for the fiscal year ended
    December 31, 2007.(4)
    
    Includes: (a) $24,000 car allowance; (b) $23,605 of
    health and dental insurance premiums paid by the Company on
    behalf of Mr. Sillerman; (c) $9,000 of matching
    contributions made by the Company to Mr. Sillermans
    account under the Companys 401(k) Plan; and
    (d) $128,120 for services provided by Company employees for
    Mr. Sillerman and/or entities he controls.(5)
    
    The amount of $155,512 was withheld from
    Mr. Sillermans annual salary during 2006 in
    anticipation of compensating the Company for services performed
    by Company employees for Mr. Sillerman or entities he
    controls. The Compensation Committee determined that employees
    of the Company provided services for Mr. Sillerman in 2006
    valued at $120,817. This amount has been included under the
    column All Other Compensation. In February 2007, the
    Company paid Mr. Sillerman the amount of $34,695,
    representing the difference between the amount withheld and the
    value of the services provided to Mr. Sillerman during
    2006. Although this amount was paid in 2007, it is included
    under Salary above since it relates to
    Mr. Sillermans compensation for the fiscal year ended
    December 31, 2006.(6)
    
    Includes: (a) $24,000 car allowance; (b) $22,595 of
    health and dental insurance premiums paid by the Company on
    behalf of Mr. Sillerman; (c) $8,800 of matching
    contributions made by the Company to Mr. Sillermans
    account under the Companys 401(k) Plan; (d) $120,817
    for services provided by Company employees for
    Mr. Sillerman and/or entities he controls; and
    (e) $16,683 for the portion of time that the drivers that
    the Company provides to Mr. Sillerman spent rendering
    non-business related services for Mr. Sillerman in 2006.(7)
    
    Includes: (a) $24,000 car allowance; (b) $23,786 of
    health and dental insurance premiums paid by the Company on
    behalf of the named executive offer; and (c) $9,200 of
    matching contributions made by the Company to the named
    executive officers account under the Companys 401(k)
    Plan.(8)
    
    Includes: (a) $24,000 car allowance; (b) $23,605 of
    health and dental insurance premiums paid by the Company on
    behalf of the named executive offer; and (c) $9,000 of
    matching contributions made by the Company to the named
    executive officers account under the Companys 401(k)
    Plan.(9)
    
    Includes: (a) $24,000 car allowance; (b) $22,595 of
    health and dental insurance premiums paid by the Company on
    behalf of the named executive offer; and (c) $8,800 of
    matching contributions made by the Company to the named
    executive officers account under the Companys 401(k)
    Plan.(10)
    
    Mr. Fuller is paid in U.K. pounds sterling. The average
    exchange rates applied in 2006, 2007 and 2008 were $1.843,
    $1.963 and $1.85518, respectively, per U.K. pound sterling.(11)
    
    Represents the fair value on the grant date of
    200,000 shares of restricted stock granted to
    Mr. Fuller in 2008.(12)
    
    Includes a $25,601 car allowance.(13)
    
    Includes a $27,089 car allowance.(14)
    
    Mr. Ferrel resigned as President of the Company on
    December 18, 2008.  Compensation
    Committee Interlocks and Insider Participation in Compensation
    Decisions
   18




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Options
    Granted in Fiscal Year 2008
    Outstanding
    Equity Awards at December 31, 2008
  Option AwardsEquityIncentivePlanAwards:Number of


Number of


Number ofSecurities


Securities


SecuritiesUnderlying


Underlying


UnderlyingUnexercised


Unexercised


Unexercised


OptionOptions


Options


Unearned


Exercise


Option(#)


(#)


Options


Price


ExpirationName

Exercisable


Unexercisable


($)


($)


DateRobert F.X. Sillerman


















Thomas P. Benson


















Simon Fuller


30,000



70,000
(1)





$
12.20



7/19/2015Michael G. Ferrel


















Mitchell J. Slater


















Howard J. Tytel


















     (1)
    
    30,000 of Mr. Fullers options vested on 7/19/2008;
    30,000 vest on 7/19/2009 and 40,000 vest on 7/19/2010.  2008
    Fiscal Year Option Exercises and Stock Vested
    Pension
    Benefits
    Nonqualified
    Deferred Compensation
    Potential
    Payments upon Termination without Cause or
    Change-in-Control
   19




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Health/InsuranceName

Salary


Bonus


Benefits


TotalRobert F.X. Sillerman

$
2,249,052


$
725,000(1)


$
49,554


$
3,023,606Thomas P. Benson

$
1,557,234


$
162,500(1)


$
25,768


$
1,745,502Simon Fuller(2)

$
1,678,659










$
1,678,659Michael G. Ferrel(3)

$
2,249,052


$
143,500(1)


$
25,768


$
2,418,320Mitchell J. Slater

$
2,249,052


$
187,500(1)


$
25,768


$
2,462,320Howard J. Tytel

$
2,249,052


$
187,500(1)


$
25,768


$
2,462,320     (1)
    
    The bonus amount reflects the one year remaining on
    Messrs. Benson, Ferrel, Slater and Tytels contracts
    and the two years remaining on Mr. Sillermans
    contract. In calculating the bonuses, a $225,000 bonus for
    Mr. Benson and a $275,000 bonus for Messrs. Slater and
    Tytel for the years 2007 and 2008. No bonus was paid to these
    executives for 2005 or 2006, so the minimum $100,000 bonus was
    used in the calculation for those years. In calculating the
    bonus for Mr. Ferrel, a $275,000 bonus was used for the
    year 2007 and the minimum $100,000 bonus was used for 2005, 2006
    and 2008, as no bonus was paid to Mr. Ferrel for those
    years. The bonus amount for Mr. Sillerman was calculated
    using a $1.15 million bonus for 2008 while the minimum
    $100,000 bonus was used in calculation for 2005, 2006, and 2007,
    as no bonus was paid for those years.(2)
    
    Mr. Fullers severance would be paid in U.K. pounds
    sterling. The exchange rate on December 31, 2008 was
    $1.48891 per U.K. pound sterling. This amount is an estimate of
    the amount that may be due to Mr. Fuller as severance under
    UK law. Mr. Fuller would have a duty to mitigate by
    obtaining substitute employment and the amount of the severance
    payment that the Company would be obligated to pay to
    Mr. Fuller as a result of a termination without cause would
    be reduced by the amount, if any, received by Mr. Fuller
    from alternate employment sources.(3)
    
    Mr. Ferrel resigned as President of the Company on
    December 18, 2008. Pursuant to his consulting agreement
    with the Company, however, Mr. Ferrel would remain entitled
    to this payment upon a
    change-in-control
    that occurred on or prior to February 7, 2011.  tax-gross
  Total


Amount of


Total(Before Tax Gross-Up


Gross-Up


(After Tax Gross-UpName

Payment)


Payment


Payment)Robert F.X. Sillerman

$
3,206,384


$
1,583,440


$
4,789,824Thomas P. Benson

$
1,801,474


$
656,864


$
2,458,338Michael G. Ferrel

$
2,406,650


$
1,049,807


$
3,456,457Mitchell J. Slater

$
2,518,410


$
917,526


$
3,435,936Howard J. Tytel

$
2,503,410


$
911,318


$
3,414,728      20




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Potential
    Payments upon Death or Disability
    6-month
  Compensation
    of Non-Employee Directors
     21




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Fees Earned or


StockPaid in Cash


Awards


TotalName

($)


($)(2)


($)Edwin M. Banks

$
89,750


$
39,991


$
129,741Edward Bleier

$
64,250


$
60,531


$
124,781Jerry L. Cohen(3)

$
35,750


$
112,295


$
148,045Carl D. Harnick

$
105,250


$
88,278
(4)

$
193,528Jack Langer

$
83,750


$
157,106
(5)

$
240,856John D. Miller

$
110,750


$
60,531


$
171,281Bruce Morrow

$
46,750


$
60,531


$
107,281     (1)
    
    Represents compensation actually paid during the year ended
    December 31, 2008, which includes compensation for the
    fourth quarter of 2007 and the first three quarters of 2008.(2)
    
    All stock awards are made in shares of Common Stock and are
    granted under the Companys 2005 Omnibus Long-Term
    Incentive Compensation Plan. In 2008, Mr. Cohen received
    10,734 shares and each of Messrs. Banks, Bleier,
    Harnick, Langer, Miller and Morrow received 4,649 shares.(3)
    
    Mr. Cohen elected to receive all his director compensation
    in shares of Common Stock.(4)
    
    Includes 2,500 shares of Common Stock that ceased to be
    subject to forfeiture on January 7, 2008 and
    2,500 shares of Common Stock that vested on June 27,
    2008. All 5,000 of such shares of restricted Common Stock were
    granted in June 2005 in consideration for services provided in
    connection with the completion of the Companys June 2005
    public offering that went beyond the normal requirements of
    serving as a director or 22




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##### Table of Contents



on a committee of the board of directors, as well as for
    Mr. Harnicks commitment to continue to serve as
    chairman of the Audit Committee for a period of five years.(5)
    
    Includes 5,000 shares of Common Stock that ceased to be
    subject to forfeiture on January 7, 2008 and
    5,000 shares of Common Stock that vested on June 27,
    2008. All 10,000 of such shares of restricted Common Stock were
    granted in June 2005 in consideration for services provided in
    connection with the completion of the Companys June 2005
    public offering that went beyond the normal requirements of
    serving as a director or on a committee of the board of
    directors, as well as for Mr. Langers commitment to
    continue to serve as a financial expert on the board of
    directors as well as Chairman of the Nominating and Corporate
    Governance Committee for a period of five years  ITEM 12.
    SECURITY
    OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
    RELATED STOCKHOLDER MATTERS  Securities
    Authorized for Issuance under Equity Compensation
    Plans
  Executive
    Compensation and Related Matters  Components of
    Compensation for Named Executive Officers
  (a)Number of


(b)Securities to be


Weighted-Average


(c)Issued Upon


Exercise Price of


Number ofExercise of


Outstanding


SecuritiesOutstanding


Options,


RemainingOptions, Warrants


Warrants and


Available forPlan Category

and Rights


Rights


Future Issuance(#)


($)


(#)Equity compensation plans approved by security holders


712,100


$
11.42



2,807,911Equity compensation plans not approved by security holders










   Security
    Ownership of Certain Beneficial Owners and Management
       23




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##### Table of Contents



c/o CKX,
  SharesBeneficially


Percentage ofName and Address of Beneficial Owner

Owned


Common StockBeneficial Owners of 5% or MoreThe Huff Alternative Fund, L.P.


14,011,538
(1)


14.9
%BlackRock, Inc.


6,962,948



7.4
%Directors and Executive Officers:Robert F.X. Sillerman


27,033,311
(2)


28.7
%Mitchell J. Slater


3,067,983
(3)


3.3
%Howard J. Tytel


2,665,494
(4)


2.8
%Simon Fuller


1,707,315
(5)


1.8
%Thomas P. Benson


1,370,780



1.5
%Edwin M. Banks


12,943
(6)



*Edward Bleier


24,566
(7)



*Jerry L. Cohen


43,595
(8)



*Carl D. Harnick


47,566
(9)



*Jack Langer


72,566
(10)



*Priscilla Presley


6,000




*All directors and executive officers as a group (11 individuals)


36,052,119



38.3
%     *
    
    Represents less than 1%.(1)
    
    Includes shares of common stock owned of record by an affiliated
    limited partnership of The Huff Alternative Fund, L.P. William
    R. Huff possesses the sole power to vote and dispose of all
    securities of CKX held by these two Huff entities, subject to
    certain internal compliance procedures.(2)
    
    Includes (i) 3,009,389 shares of common stock owned of
    record by Mr. Sillerman, (ii) 20,467,530 shares
    of common stock owned of record by Mr. Sillerman, which
    shares have been pledged as collateral to secure a personal loan
    extended by Deutsche Bank Trust Company Americas to
    Mr. Sillerman, (iii) 1,000,000 shares of Common
    Stock owned of record by Laura Baudo Sillerman,
    Mr. Sillermans spouse, and
    (iv) 2,556,392 shares of Common Stock owned of record
    by Sillerman Capital Holdings, L.P., a limited partnership
    controlled by Mr. Sillerman through a trust for the benefit
    of Mr. Sillermans descendants, which shares have been
    pledged as collateral to secure a personal loan extended by
    Deutsche Bank Trust Company Americas to Mr. Sillerman.(3)
    
    Includes: (i) 2,569,548 shares of common stock owned
    of record by Mr. Slater; and (ii) 498,435 shares
    of common stock owned of record by Mitchell J. Slater 2004 GRAT.(4
    
    Includes: (i) 2,126,232 shares of common stock owned
    of record by Mr. Tytel and Sandra Tytel,
    Mr. Tytels spouse, as tenants in common with rights
    of survivorship; (ii) 419,262 shares of common stock
    owned of record by the Sandra Tytel 1998 Trust for the benefit
    of Jennifer Tytel; and (iii) 120,000 shares of Common
    stock owned by the Tytel Family Foundation.(5)
    
    Includes 1,507,315 shares of common stock issued in
    connection with our acquisition of 19 Entertainment Limited and
    200,000 shares of restricted common stock issued pursuant
    to our 2005 Omnibus Long-Term Incentive Compensation Plan that
    will vest upon effectiveness of the merger.(6)
    
    Issued pursuant to our 2005 Omnibus Long-Term Incentive
    Compensation Plan.(7)
    
    Includes 22,566 shares of restricted common stock issued
    pursuant to our 2005 Omnibus Long-Term Incentive Compensation
    Plan and 2,000 shares of common stock purchased on the open
    market.(8)
    
    Issued pursuant to our 2005 Omnibus Long-Term Incentive
    Compensation Plan. Mr. Cohen has elected to received all of
    his director compensation in shares of common stock.(9)
    
    Includes: (i) 22,566 shares of restricted common
    stock issued pursuant to our 2005 Omnibus Long-Term Incentive
    Compensation Plan; and (ii) 25,000 shares of
    restricted common stock granted in June 2005 in consideration
    for services provided in connection with the completion of our
    June 2005 public offering that went beyond the normal
    requirements of serving as a director or on a committee of the
    board of directors, as well as for Mr. Harnicks
    commitment to continue to serve as chairman of the Audit
    Committee for a period 24




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##### Table of Contents



of five years. One half of the shares received by
    Mr. Harnick are subject to restrictions which lapse ratably
    over five years, beginning on the first anniversary of the date
    of the grant, and the remaining shares are subject to
    forfeiture, on a pro rata basis, in the event Mr. Harnick
    voluntarily resigns his position prior to the expiration of the
    five-year term. Of the 25,000 shares granted in June 2005,
    7,500 remain subject to restrictions or forfeiture.(10)
    
    Includes: (i) 22,566 shares of restricted common
    stock issued pursuant to our 2005 Omnibus Long-Term Incentive
    Compensation Plan; and (ii) 50,000 shares of
    restricted common stock granted in June 2005 in consideration
    for services provided in connection with the completion of the
    our public offering that went beyond the normal requirements of
    serving as a director or on a committee of the board of
    directors, as well as for Mr. Langers commitment to
    continue to serve as a financial expert on the board of
    directors and chairman of the Nominating and Corporate
    Governance Committee for a period of five years. One half of the
    shares received by Mr. Langer are subject to restrictions
    which lapse ratably over five years, beginning on the first
    anniversary of the date of the grant, and the remaining shares
    are subject to forfeiture, on a pro rata basis, in the event
    Mr. Langer voluntarily resigns his position prior to the
    expiration of the five-year term. Of the 50,000 shares
    granted in June 2005, 15,000 remain subject to restrictions or
    forfeiture.  ITEM 13.
    CERTAIN
    RELATIONSHIPS, RELATED TRANSACTIONS, AND DIRECTOR
    INDEPENDENCE  Certain
    Relationships and Related Transactions
  and/or and/or
  Form 10-K
  Loan to
    Promenade Trust
    Loan
    Prepayment
   25




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##### Table of Contents



650
    Madison Avenue
      Director
    Independence
  ®
    ITEM 14.
    PRINCIPAL
    ACCOUNTANT FEES AND SERVICES  Services
    Provided by the Independent Registered Public Accounting Firm
    and Fees Paid
    2008


2007Audit Fees(1)

$
2,778,652


$
3,464,496Audit-Related Fees






Tax Fees(2)


81,855



188,231All Other Fees






Total

$
2,860,507


$
3,652,727  26




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##### Table of Contents



(1)
    
    Audit fees in 2008 include $82,000 related to
    acquisition-related services and the Companys proposed
    terminated merger transaction. Audit fees in 2007 include
    $950,889 related to work associated with the Companys
    investment in FXRE and the Companys terminated merger
    transaction.(2)
    
    Tax fees related to tax compliance, advice and planning.  Audit
    Committee Pre-Approval of Services Provided by the Independent
    Registered Public Accounting Firm
   PART IV  ITEM 15.
    EXHIBITS,
    FINANCIAL STATEMENTS AND SCHEDULES    (1) Financial Statements:
    (2) Financial Statement Schedule:
        (3) Exhibits
    ExhibitNumber

Description31
.1

Certification of Principal Executive Officer31
.2

Certification of Principal Financial Officer  27




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##### Table of Contents



SIGNATURES    CKX,
    Inc.
  By:

/s/  ROBERT
    F.X. SILLERMAN

April 30, 2009Robert F.X. Sillerman
    Chief Executive Officer and Chairman of the BoardBy:

/s/  THOMAS
    P. BENSON

April 30, 2009Thomas P. Benson
    Chief Financial Officer, Executive Vice President and
    Treasurer  28




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##### Table of Contents



INDEX TO
    EXHIBITS    ExhibitNumber

Description31
.1

Certification of Principal Executive Officer31
.2

Certification of Principal Financial Officer  29