SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* SILLERMAN ROBERT F X (Last) (First) (Middle) 650 MADISON AVENUE (Street) NEW YORK NY 10022 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 01/10/2008	3. Issuer Name and Ticker or Trading Symbol FX Real Estate & Entertainment Inc. [ FXRE ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner X Officer (give title below) Other (specify below) Chief Executive Officer	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $.01 per share	4,136,313	D
Common Stock, par value $.01 per share	200,000	I	By Spouse
Common Stock, par value $.01 per share	1,227,140	I	See Footnote(1)
Common Stock, par value $.01 per share	511,278	I	See Footnote(2)
Common Stock, par value $.01 per share	2,635,681	I	See Footnote(3)
Common Stock, par value $.01 per share	3,097,427	I	See Footnote(4)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	(5)	01/10/2018	Common Stock	6,000,000	$20	D

Explanation of Responses:

1. The reporting person indirectly beneficially owns 1,227,140 shares of common stock of the issuer, which shares are directly beneficially owned by Sillerman Commercial Holdings Partnership L.P., in which the reporting person is the sole stockholder of the general partner.

2. The reporting person indirectly beneficially owns 511,278 shares of common stock of the issuer, which shares are directly beneficially owned by Sillerman Capital Holdings Partnership L.P., a limited partnership controlled by the reporting person through a trust forthe benefit of the reporting person's descendants.

3. The reporting person indirectly beneficially owns 2,635,681 shares of common stock held by MJX Real Estate Ventures, LLC, in which the reporting person is the sole member.

4. The reporting person indirectly beneficially owns 3,097,427 shares of common stock held by MJX Flag Associates, LLC in which the reporting person is the sole member.

5. The option, granted pursuant to Rule 16b-3(d), vests and becomes exercisable in five equal annual installments beginning on January 10, 2009.

	/s/ Robert F.X. Sillerman	01/10/2008
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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