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

                             September 24, 1996
                     (Date of earliest event reported)

                     NEW WORLD TELEVISION INCORPORATED
           (Exact name of Registrant as specified in its charter)

           Delaware                 33-64546              59-2813891
  (State of Incorporation)   (Commission File No.)       (IRS Employer
                                                       Identification No.)

       3200 Windy Hill Road, Suite 1100-West, Atlanta, Georgia  30339
        (Address of principal executive offices, including zip code)

                               (770) 955-0045
            (Registrant's telephone number, including area code)

            ___________________________________________________
       (Former name or former address, if changed since last report)


     ITEM 1.   CHANGES IN CONTROL OF REGISTRANT

               New World Communications Group Incorporated, a Delaware
     corporation and the sole stockholder of the Registrant (the
     "Company"), NWCG (Parent) Holdings Corporation, a Delaware
     corporation ("NWCGP"), NWCG Holdings Corporation, a Delaware
     corporation and a subsidiary of NWCGP ("NWCG Holdings"), and The
     News Corporation Limited, a South Australia corporation ("News
     Corp."), entered into a binding Memorandum of Understanding,
     dated as of July 17, 1996 (the "Memorandum of Understanding"),
     pursuant to which News Corp. agreed to acquire the Company.  The
     Memorandum of Understanding provides that the parties thereto may
     execute definitive agreements to consummate the transactions
     contemplated by the Memorandum of Understanding. On September 24,
     1996, the parties entered into definitive agreements in
     furtherance of the transactions contemplated by the Memorandum of
     Understanding.

               The Agreement and Plan of Merger, dated as of September
     24, 1996, by and among the Company, News Corp., Fox Television
     Stations, Inc., a Delaware corporation in which News Corp. owns
     an indirect interest ("Fox"), and Fox Acquisition Co., Inc., a
     Delaware corporation and a wholly owned subsidiary of Fox
     ("Merger Sub"), provides, among other things, that Merger Sub
     will be merged with and into the Company (the "Merger") with the
     result that (a) the Company will become a wholly owned subsidiary
     of Fox; (b) each issued and outstanding share of the Company's
     Class A Common Stock, par value $.01 per share (the "Class A
     Common Stock") (other than any shares owned, directly or
     indirectly, by News Corp., Merger Sub or any other News Corp.
     Subsidiary (as such term is defined in the Merger Agreement)),
     will be converted into the right to receive 1.45 Preferred
     American Depositary Shares ("ADSs") of News Corp., each of which
     represents four fully paid and non-assessable Preferred Limited
     Voting Ordinary Shares, par value A$0.50 per share, of News
     Corp.; (c) each issued and outstanding share of the Company's
     Class B Common Stock, par value $.01 per share (the "Class B
     Common Stock") (other than any shares owned, directly or
     indirectly, by News Corp., Merger Sub or any other News Corp.
     Subsidiary and any shares as to which dissenters' rights are
     properly exercised), will be converted into the right to receive
     1.45 ADSs; (d) if the Series A Approval (as defined below) is
     obtained, each issued and outstanding share of the Company's
     6.375% Cumulative Redeemable Preferred Stock, Series A, par value
     $.01 per share (the "Series A Preferred Stock") (other than any
     shares owned, directly or indirectly, by News Corp., Merger Sub
     or any other News Corp. Subsidiary and any shares as to which
     dissenters' rights are properly exercised) will be converted into
     the right to receive the number of ADSs equal to the product of
     (i) 1.45 and (ii) the number of shares of Class B Common Stock
     that a holder of such share of Series A Preferred Stock would
     have received if such share of Series A Preferred Stock had been
     converted into shares of Class B Common Stock immediately prior
     to the time (the "Effective Time") the certificate of merger
     relating to the Merger becomes effective under the Delaware
     General Corporation Law; and (e) if the Series E Approval (as
     defined below) is obtained, each outstanding share of the
     Company's Series E Cumulative Convertible Redeemable Preferred
     Stock, par value $.01 per share (the "Series E Preferred Stock")
     (other than any shares owned, directly or indirectly, by News
     Corp., Merger Sub or any other News Corp. Subsidiary and any
     shares as to which dissenters' rights are properly exercised)
     will be converted into the right to receive the number of ADSs
     equal to the product of (i) 1.45 and (ii) the number of shares of
     Class A Common Stock that a holder of such share of Series E
     Preferred Stock would receive upon conversion of such share of
     Series E Preferred Stock immediately prior to the Effective Time.

          News Corp. and Fox have also entered into a Stock Purchase
     Agreement (the "Stock Purchase Agreement"), dated as of September
     24, 1996, with NWCGP, an affiliate of Ronald O. Perelman, the
     Chairman of the Company's Board of Directors, pursuant to which,
     immediately prior to the Effective Time, Fox will purchase from
     NWCGP, 2,682,236 shares of Class B Common Stock owned by NWCGP
     and all of the outstanding capital stock of NWCG Holdings, which
     owns an aggregate of 34,510,000 shares of Class B Common Stock. 
     Any shares of Common Stock, Series A Preferred Stock or Series E
     Preferred Stock owned, directly or indirectly, by News Corp.,
     Merger Sub or any other News Corp. Subsidiary at the Effective
     Time, including the shares purchased pursuant to the Stock
     Purchase Agreement, will remain outstanding after the Merger.

               Approval of the Merger requires the affirmative vote of
     at least a majority of the voting power of the Class A Common
     Stock and the Class B Common Stock, voting together as a single
     class.  Each outstanding share of Class A Common Stock is
     entitled to one vote and each outstanding share of Class B Common
     Stock is entitled to ten votes on the proposal to approve and
     adopt the Merger Agreement.  The affirmative vote of holders of
     Series A Preferred Stock or Series E Preferred Stock is not
     required for approval of the Merger.  However, conversion of
     shares of Series A Preferred Stock and shares of Series E
     Preferred Stock into ADSs pursuant to the Merger Agreement
     requires the vote of a majority of the outstanding shares of
     Series A Preferred Stock (the "Series A Approval") and the Series
     E Preferred Stock (the "Series E Approval"), respectively.  In
     the event that the Series A Approval or the Series E Approval is
     not obtained, the shares of Series A Preferred stock or the
     shares of Series E Preferred Stock, as the case may be, will not
     be converted into ADSs pursuant to the Merger Agreement and will
     remain outstanding as shares of preferred stock of the surviving
     corporation in the Merger and will thereafter be convertible into
     the right to receive the number of ADSs determined in accordance
     with the terms of such series of preferred stock based on the
     exchange ratio for the Merger.

               NWCGP and NWCG Holdings have entered into a Voting
     Agreement, dated as of September 24, 1996, with Fox (the "NWCG
     Parent Voting Agreement"), pursuant to which NWCGP and NWCG
     Holdings have agreed to vote all of the shares of Class B Common
     Stock owned by them in favor of the Merger.  Accordingly,
     approval of the Merger is assured regardless of the vote of any
     other stockholder of the Company.  In addition, pursuant to a
     Voting Agreement, dated as of September 24, 1996, among Apollo
     Advisors L.P. ("Apollo"), News Corp. and Fox (the "Apollo Voting
     Agreement"), Apollo agreed, with respect to itself and its
     affiliates, as the sole holder of the issued and outstanding
     shares of Series A Preferred Stock, to vote, or cause to be
     voted, any shares of NWCG capital stock owned as of the Record
     Date for the Merger Proposal and the Charter Proposal. 

               News Corp., Fox and affiliates of NWCGP have also
     entered into certain other agreements in connection with the
     transaction.


     ITEM 7.   FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
               AND EXHIBITS

               (c)  Exhibits

               2.1     Memorandum of Understanding among the Company,
                       NWCGP, NWCG Holdings and News Corp., dated as
                       of July 17, 1996.(1)

               2.2     Agreement and Plan of Merger, dated as of
                       September 24, 1996, by and among the Company,
                       News Corp. Fox and Merger Sub.(2)

               2.3     Stock Purchase Agreement, dated as of September
                       24, 1996, by and among NWCGP, News Corp. and
                       Fox.(2)

               10.1    Voting Agreement, dated as of September 24,
                       1996, among Fox, NWCGP and NWCG Holdings.(2)

               10.2    Voting Agreement, dated as of September 24,
                       1996, among Fox, News Corp. and Apollo.(2)

               10.3    Guaranty, dated as of September 24, 1996,
                       entered into by News Corp. in favor of the
                       Guaranteed Parties named therein.(2)

               10.4    Guaranty, dated as of September 24, 1996,
                       entered into by Mafco Holdings Inc., a Delaware
                       corporation ("Mafco"), in favor of News Corp.
                       and Fox.(2)

     --------
     (1)   Incorporated by reference from the Company's Form 8-K dated
     July 17, 1996 (File No. 0-23592).

     (2)  Incorporated by reference from the Company's Form 8-K dated
     September 24, 1996 (File No. 0-23592).


                                 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.

                                             NEW WORLD TELEVISION
                                             INCORPORATED

                                             By:   /s/ Joseph P. Page  
                                                   --------------------
                                                   Joseph P. Page
                                                   Vice President and
                                                   Chief Financial Officer

     Date:  October 4, 1996


                               EXHIBIT INDEX

          Exhibit
          Number                   Exhibit

          2.1  Memorandum of Understanding among the Company,
               NWCGP, NWCG Holdings and News Corp., dated as of
               July 17, 1996.(1)

          2.2  Agreement and Plan of Merger, dated as of September
               24, 1996, by and among the Company, News Corp. Fox
               and Merger Sub.(2)

          2.3  Stock Purchase Agreement, dated as of September 24,
               1996, by and among NWCGP, News Corp. and Fox.(2)

          10.1 Voting Agreement, dated as of September 24, 1996,
               among Fox, NWCGP and NWCG Holdings.(2)

          10.2 Voting Agreement, dated as of September 24, 1996,
               among Fox, News Corp. and Apollo.(2)

          10.3 Guaranty, dated as of September 24, 1996, entered
               into by News Corp. in favor of the Guaranteed
               Parties named therein.(2)

          10.4 Guaranty, dated as of September 24, 1996, entered
               into by Mafco, in favor of News Corp. and Fox.(2)

          --------
          (1)   Incorporated by reference from the Company's Form
          8-K dated July 17, 1996 (File No. 0-23592).

          (2)  Incorporated by reference from the Company's Form
          8-K dated September 24, 1996 (File No. 0-23592).
[{"type": "8-K", "sequence": "1", "description": "8-K", "secsgml_size_bytes": 12702}]
{"company-data": {"conformed-name": "NEW WORLD TELEVISION INC", "cik": "0000818092", "assigned-sic": "4833", "irs-number": "592813891", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "033-64546", "film-number": "96640101"}, "business-address": {"street1": "3200 WINDY HILL RD", "street2": "SUITE 1100 W", "city": "ATLANTA", "state": "GA", "zip": "30339", "phone": "7709550045"}, "mail-address": {"street1": "3200 WINDY HILL RD", "street2": "SUITE 1100 W", "city": "ATLANTA", "state": "GA", "zip": "30339"}, "former-company": {"former-conformed-name": "SCI TELEVISION INC", "date-changed": "19930617"}}
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

                             September 24, 1996
                     (Date of earliest event reported)

                     NEW WORLD TELEVISION INCORPORATED
           (Exact name of Registrant as specified in its charter)

           Delaware                 33-64546              59-2813891
  (State of Incorporation)   (Commission File No.)       (IRS Employer
                                                       Identification No.)

       3200 Windy Hill Road, Suite 1100-West, Atlanta, Georgia  30339
        (Address of principal executive offices, including zip code)

                               (770) 955-0045
            (Registrant's telephone number, including area code)

            ___________________________________________________
       (Former name or former address, if changed since last report)

     ITEM 1.   CHANGES IN CONTROL OF REGISTRANT

               New World Communications Group Incorporated, a Delaware
     corporation and the sole stockholder of the Registrant (the
     "Company"), NWCG (Parent) Holdings Corporation, a Delaware
     corporation ("NWCGP"), NWCG Holdings Corporation, a Delaware
     corporation and a subsidiary of NWCGP ("NWCG Holdings"), and The
     News Corporation Limited, a South Australia corporation ("News
     Corp."), entered into a binding Memorandum of Understanding,
     dated as of July 17, 1996 (the "Memorandum of Understanding"),
     pursuant to which News Corp. agreed to acquire the Company.  The
     Memorandum of Understanding provides that the parties thereto may
     execute definitive agreements to consummate the transactions
     contemplated by the Memorandum of Understanding. On September 24,
     1996, the parties entered into definitive agreements in
     furtherance of the transactions contemplated by the Memorandum of
     Understanding.

               The Agreement and Plan of Merger, dated as of September
     24, 1996, by and among the Company, News Corp., Fox Television
     Stations, Inc., a Delaware corporation in which News Corp. owns
     an indirect interest ("Fox"), and Fox Acquisition Co., Inc., a
     Delaware corporation and a wholly owned subsidiary of Fox
     ("Merger Sub"), provides, among other things, that Merger Sub
     will be merged with and into the Company (the "Merger") with the
     result that (a) the Company will become a wholly owned subsidiary
     of Fox; (b) each issued and outstanding share of the Company's
     Class A Common Stock, par value $.01 per share (the "Class A
     Common Stock") (other than any shares owned, directly or
     indirectly, by News Corp., Merger Sub or any other News Corp.
     Subsidiary (as such term is defined in the Merger Agreement)),
     will be converted into the right to receive 1.45 Preferred
     American Depositary Shares ("ADSs") of News Corp., each of which
     represents four fully paid and non-assessable Preferred Limited
     Voting Ordinary Shares, par value A$0.50 per share, of News
     Corp.; (c) each issued and outstanding share of the Company's
     Class B Common Stock, par value $.01 per share (the "Class B
     Common Stock") (other than any shares owned, directly or
     indirectly, by News Corp., Merger Sub or any other News Corp.
     Subsidiary and any shares as to which dissenters' rights are
     properly exercised), will be converted into the right to receive
     1.45 ADSs; (d) if the Series A Approval (as defined below) is
     obtained, each issued and outstanding share of the Company's
     6.375% Cumulative Redeemable Preferred Stock, Series A, par value
     $.01 per share (the "Series A Preferred Stock") (other than any
     shares owned, directly or indirectly, by News Corp., Merger Sub
     or any other News Corp. Subsidiary and any shares as to which
     dissenters' rights are properly exercised) will be converted into
     the right to receive the number of ADSs equal to the product of
     (i) 1.45 and (ii) the number of shares of Class B Common Stock
     that a holder of such share of Series A Preferred Stock would
     have received if such share of Series A Preferred Stock had been
     converted into shares of Class B Common Stock immediately prior
     to the time (the "Effective Time") the certificate of merger
     relating to the Merger becomes effective under the Delaware
     General Corporation Law; and (e) if the Series E Approval (as
     defined below) is obtained, each outstanding share of the
     Company's Series E Cumulative Convertible Redeemable Preferred
     Stock, par value $.01 per share (the "Series E Preferred Stock")
     (other than any shares owned, directly or indirectly, by News
     Corp., Merger Sub or any other News Corp. Subsidiary and any
     shares as to which dissenters' rights are properly exercised)
     will be converted into the right to receive the number of ADSs
     equal to the product of (i) 1.45 and (ii) the number of shares of
     Class A Common Stock that a holder of such share of Series E
     Preferred Stock would receive upon conversion of such share of
     Series E Preferred Stock immediately prior to the Effective Time.

          News Corp. and Fox have also entered into a Stock Purchase
     Agreement (the "Stock Purchase Agreement"), dated as of September
     24, 1996, with NWCGP, an affiliate of Ronald O. Perelman, the
     Chairman of the Company's Board of Directors, pursuant to which,
     immediately prior to the Effective Time, Fox will purchase from
     NWCGP, 2,682,236 shares of Class B Common Stock owned by NWCGP
     and all of the outstanding capital stock of NWCG Holdings, which
     owns an aggregate of 34,510,000 shares of Class B Common Stock. 
     Any shares of Common Stock, Series A Preferred Stock or Series E
     Preferred Stock owned, directly or indirectly, by News Corp.,
     Merger Sub or any other News Corp. Subsidiary at the Effective
     Time, including the shares purchased pursuant to the Stock
     Purchase Agreement, will remain outstanding after the Merger.

               Approval of the Merger requires the affirmative vote of
     at least a majority of the voting power of the Class A Common
     Stock and the Class B Common Stock, voting together as a single
     class.  Each outstanding share of Class A Common Stock is
     entitled to one vote and each outstanding share of Class B Common
     Stock is entitled to ten votes on the proposal to approve and
     adopt the Merger Agreement.  The affirmative vote of holders of
     Series A Preferred Stock or Series E Preferred Stock is not
     required for approval of the Merger.  However, conversion of
     shares of Series A Preferred Stock and shares of Series E
     Preferred Stock into ADSs pursuant to the Merger Agreement
     requires the vote of a majority of the outstanding shares of
     Series A Preferred Stock (the "Series A Approval") and the Series
     E Preferred Stock (the "Series E Approval"), respectively.  In
     the event that the Series A Approval or the Series E Approval is
     not obtained, the shares of Series A Preferred stock or the
     shares of Series E Preferred Stock, as the case may be, will not
     be converted into ADSs pursuant to the Merger Agreement and will
     remain outstanding as shares of preferred stock of the surviving
     corporation in the Merger and will thereafter be convertible into
     the right to receive the number of ADSs determined in accordance
     with the terms of such series of preferred stock based on the
     exchange ratio for the Merger.

               NWCGP and NWCG Holdings have entered into a Voting
     Agreement, dated as of September 24, 1996, with Fox (the "NWCG
     Parent Voting Agreement"), pursuant to which NWCGP and NWCG
     Holdings have agreed to vote all of the shares of Class B Common
     Stock owned by them in favor of the Merger.  Accordingly,
     approval of the Merger is assured regardless of the vote of any
     other stockholder of the Company.  In addition, pursuant to a
     Voting Agreement, dated as of September 24, 1996, among Apollo
     Advisors L.P. ("Apollo"), News Corp. and Fox (the "Apollo Voting
     Agreement"), Apollo agreed, with respect to itself and its
     affiliates, as the sole holder of the issued and outstanding
     shares of Series A Preferred Stock, to vote, or cause to be
     voted, any shares of NWCG capital stock owned as of the Record
     Date for the Merger Proposal and the Charter Proposal. 

               News Corp., Fox and affiliates of NWCGP have also
     entered into certain other agreements in connection with the
     transaction.

     ITEM 7.   FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
               AND EXHIBITS

               (c)  Exhibits

               2.1     Memorandum of Understanding among the Company,
                       NWCGP, NWCG Holdings and News Corp., dated as
                       of July 17, 1996.(1)

               2.2     Agreement and Plan of Merger, dated as of
                       September 24, 1996, by and among the Company,
                       News Corp. Fox and Merger Sub.(2)

               2.3     Stock Purchase Agreement, dated as of September
                       24, 1996, by and among NWCGP, News Corp. and
                       Fox.(2)

               10.1    Voting Agreement, dated as of September 24,
                       1996, among Fox, NWCGP and NWCG Holdings.(2)

               10.2    Voting Agreement, dated as of September 24,
                       1996, among Fox, News Corp. and Apollo.(2)

               10.3    Guaranty, dated as of September 24, 1996,
                       entered into by News Corp. in favor of the
                       Guaranteed Parties named therein.(2)

               10.4    Guaranty, dated as of September 24, 1996,
                       entered into by Mafco Holdings Inc., a Delaware
                       corporation ("Mafco"), in favor of News Corp.
                       and Fox.(2)

     --------
     (1)   Incorporated by reference from the Company's Form 8-K dated
     July 17, 1996 (File No. 0-23592).

     (2)  Incorporated by reference from the Company's Form 8-K dated
     September 24, 1996 (File No. 0-23592).

                                 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.

                                             NEW WORLD TELEVISION
                                             INCORPORATED

                                             By:   /s/ Joseph P. Page  
                                                   --------------------
                                                   Joseph P. Page
                                                   Vice President and
                                                   Chief Financial Officer

     Date:  October 4, 1996

                               EXHIBIT INDEX

          Exhibit
          Number                   Exhibit

          2.1  Memorandum of Understanding among the Company,
               NWCGP, NWCG Holdings and News Corp., dated as of
               July 17, 1996.(1)

          2.2  Agreement and Plan of Merger, dated as of September
               24, 1996, by and among the Company, News Corp. Fox
               and Merger Sub.(2)

          2.3  Stock Purchase Agreement, dated as of September 24,
               1996, by and among NWCGP, News Corp. and Fox.(2)

          10.1 Voting Agreement, dated as of September 24, 1996,
               among Fox, NWCGP and NWCG Holdings.(2)

          10.2 Voting Agreement, dated as of September 24, 1996,
               among Fox, News Corp. and Apollo.(2)

          10.3 Guaranty, dated as of September 24, 1996, entered
               into by News Corp. in favor of the Guaranteed
               Parties named therein.(2)

          10.4 Guaranty, dated as of September 24, 1996, entered
               into by Mafco, in favor of News Corp. and Fox.(2)

          --------
          (1)   Incorporated by reference from the Company's Form
          8-K dated July 17, 1996 (File No. 0-23592).

          (2)  Incorporated by reference from the Company's Form
          8-K dated September 24, 1996 (File No. 0-23592).