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

~~the~~DATE ~~Securities~~OF ~~Exchange~~REPORT ~~Act~~(Date of ~~1934~~Earliest Event Reported): December 11, 2006

DATE OF REPORT (Date of Earliest Event Reported): July 3, 2006

Granite Broadcasting Corporation

(Exact name of registrant as specified in its charter)

Commission File No. 0-19728

Delaware	~~13-3458782~~	13-3458782
(State or other Jurisdiction of incorporation)	(I.R.S. Employer
(State or other Jurisdiction		(I.R.S. Employer
	Identification No.)
of incorporation)		Identification No.)

767 Third Avenue, 34th Floor New York, New York 10017 (212) 826-2530

~~New~~(Address, ~~York~~including Zip Code, ~~New~~and ~~York~~Telephone ~~10017~~Number, including Area Code of Registrant’s Principal Executive Offices)

(212) 826-2530

(Address, including Zip Code, and Telephone Number,

including Area Code of Registrant’s Principal Executive Offices)

Not Applicable

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

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01. Entry into a Material Definitive Agreement.

~~Granite Broadcasting~~The ~~Corporation~~information ~~(the~~provided ~~“Company”)~~in ~~and~~Item ~~each~~1.03 of ~~its subsidiaries entered~~this ~~into~~Current aReport ~~Credit~~on ~~and~~Form ~~Guaranty~~8-K ~~Agreement,~~regarding ~~dated as of July 5, 2006, with Silver Point Finance LLC, as Administrative Agent, and~~ the ~~Lenders~~DIP ~~party thereto from time to time (the “~~Credit Agreement~~”).~~ ~~The~~(as ~~Credit~~such ~~Agreement provides~~term ~~for two secured loans: a $40 million Tranche A Term Loan and a Convertible Tranche B Term Loan for $30 million. The Tranche B Term Loan~~ is ~~presently~~defined ~~convertible, at the option of the Lenders in the aggregate, into 200,000 shares of the Company’s 12 ¾% Cumulative Exchangeable Preferred Stock (the “Preferred Stock”~~below). ~~Both~~is ~~term~~incorporated ~~loans are secured~~ by ~~the~~reference ~~existing~~into ~~assets~~this ~~of the~~Item ~~Company and its subsidiaries generally on a pari passu basis with the Company’s 9 ¾% Senior Secured Notes (the “Notes”). Both term loans mature on December~~ 1~~, 2006~~. ~~Approximately $19~~01.~~9 million of the proceeds from the Tranche B Term Loan were used to pay interest on the Notes that was due June 1, 2006, thus curing the Event of Default with respect to such Notes.~~

InItem ~~connection~~1.03 ~~with the~~Bankruptcy ~~execution~~or of the Credit Agreement, the Indenture, dated as of December 22, 2003, among the Company, the guarantors party thereto and The Bank of New York, as Trustee, as supplemented by the First Supplemental Indenture, dated as of March 9, 2005, by and among the Company, the guarantors party thereto and The Bank of New York, as Trustee (the “Indenture”), was further supplemented by the Second Supplemental Indenture, dated as of July 5, 2006, by and among the Company, the guarantors party thereto and The Bank of New York, as Trustee (the “Indenture Amendment”)Receivership.

~~The~~On ~~Indenture~~December 11, 2006, Granite Broadcasting ~~Amendment~~Corporation ~~adds~~(the ~~WBNG~~“Company”) and certain of its subsidiaries being WXON, Inc., ~~and~~WXON ~~WBNG~~ License, Inc., ~~the acquisition~~KBWB, ~~entities~~Inc., ~~for~~KBWB ~~the~~License, ~~proposed~~Inc. ~~acquisition~~and ofWEEK-TV ~~WBNG~~License, inInc. ~~Binghamton~~(collectively, ~~New~~the ~~York,~~“Debtors”) asfiled voluntary ~~guarantors~~petitions toin the ~~Indenture.~~United ~~The~~States ~~Lenders~~Bankruptcy ~~will~~Court ~~have~~for athe ~~first~~Southern ~~lien~~District onof New York (the ~~assets~~“Bankruptcy Court”) seeking relief under the provisions of ~~these~~Chapter ~~guarantors.~~11 ~~Noteholders~~of ~~will~~Title ~~have~~11 aof ~~second~~the ~~lien~~United States inCode (the ~~assets~~“Bankruptcy Code”) of(the ~~these~~“Chapter ~~guarantors~~11 Cases”). It ~~Additionally,~~is anticipated that the ~~Trustee~~Chapter ~~agreed~~11 toCases ~~act~~will asbe ~~collateral~~jointly ~~agent~~administered ~~for~~under the ~~Lenders~~caption ~~under~~“In ~~the~~re: ~~Credit~~Granite ~~Agreement~~Broadcasting Corporation, et al., ~~The~~Case ~~Indenture~~No. ~~Amendment~~06-12984.” Pending ~~also~~confirmation ~~makes conforming~~by ~~changes~~the ~~necessary~~Bankruptcy toCourt and ~~allow~~effectiveness ~~the~~of ~~Company~~a toplan ~~enter~~of ~~into~~reorganization for the ~~Credit Agreement~~Debtors, ~~grant~~the ~~liens~~Debtors ~~securing~~will continue ~~that~~to ~~indebtedness~~operate ~~and~~their ~~makes~~businesses ~~certain~~as ~~other changes~~debtors-in-possession ~~negotiated~~under ~~between~~the jurisdiction of the ~~Company~~Bankruptcy Court and ~~the~~in ~~beneficial~~accordance ~~owners~~with applicable provisions of ~~more~~the ~~than~~Bankruptcy aCode. A ~~majority~~copy of the ~~principal~~Company’s ~~amount~~press ofrelease, ~~the~~dated ~~outstanding~~December ~~Notes~~11, (2006, announcing the bankruptcy ~~“Majority~~filing is attached hereto as Exhibit 99.1 and is incorporated herein ~~Noteholders”)~~by reference.

InOn ~~connection~~December ~~with~~11, 2006 the Company entered into an agreement (the ~~Indenture~~“Support Agreement”) ~~Amendment,~~with holders of the Company’s ~~entered~~9 ~~into~~3/4% Senior Secured Notes Due 2010 (the ~~Supplemental~~“Notes”) and secured claims arising under the Existing Credit Agreement~~, dated~~ (as defined below in Item 8.01 of ~~July 5~~this of this Current Report on Form 8-K) (the “Credit Agreement Claims” and together with the Notes, ~~2006~~the “Secured Claims”), representing, in ~~relation~~the toaggregate ~~the~~more ~~Second~~than ~~Supplemental~~two-thirds ~~Indenture~~of ~~and~~the principal amount of the ~~Credit~~Notes and ~~Guaranty~~100% of the principal amount of the Credit Agreement Claims, ~~each~~pursuant ~~dated~~to aswhich ofsuch ~~July 5~~holders agreed, ~~2006~~subject byto the terms and ~~among~~conditions contained in the ~~Company~~Support Agreement, to vote in favor of and support the ~~parties~~Company’s ~~identified~~proposed asfinancial restructuring (the “~~Guarantors~~Restructuring”). The onCompany ~~the~~intends ~~signature~~to ~~pages thereof and~~complete the ~~parties~~proposed Restructuring ~~identified~~pursuant asto ~~“Qualified Holders”~~a plan of reorganization filed on December 11, 2006 in the ~~signature~~Chapter ~~pages thereto~~11 Cases (the “~~Supplemental Agreement~~Plan”). Completion ~~The~~of the proposed Restructuring is ~~Supplemental~~subject ~~Agreement~~to ~~provides~~a ~~the~~number ~~Majority~~of ~~Noteholders~~conditions, ~~among~~including ~~other~~completion ~~things, with~~of certain ~~consent~~definitive documentation, ~~rights~~receipt toof ~~actions~~formal byapproval of the ~~Company,~~Plan ~~including,~~from ~~but~~the ~~not~~holders of more ~~limited~~than ~~to,~~two-thirds ~~incurring~~in ~~additional~~claim ~~indebtedness,~~amount ~~making~~and ~~certain~~50% ~~types~~in number of the Secured Claims that ~~investments~~vote oron ~~acquisitions~~the plan, ~~granting~~and ~~additional~~approval ~~liens~~of onthe ~~certain~~Bankruptcy ~~assets~~Court. The foregoing descriptions of the Support ~~Company,~~Agreement and ~~issuing~~the orproposed ~~selling~~Restructuring ~~certain~~are ~~types~~qualified ofin ~~additional~~their ~~capital~~entirety ~~stock.~~by ~~The~~reference ~~Supplemental~~to ~~Indenture~~copies ~~provides~~of ~~that~~the ~~defaults~~Support ~~under~~Agreement and the ~~Supplemental~~Plan ~~Agreement~~attached hereto as Exhibits ~~will~~10.1 beand ~~defaults~~99.2, ~~under~~respectively, ~~the~~and ~~Indenture~~incorporated herein by reference.

2In addition, the Debtors entered into a Debtor-in-Possession Financing Agreement, dated as of December 11, 2006 (the “DIP Credit Agreement”), among the Debtors, as joint and several borrowers, Silver Point Finance, LLC, as administrative agent, and the lenders from time to time party thereto. The DIP Credit Agreement provides for a $25,000,000 revolving credit facility, of which $5,000,000 will be available for borrowings until a final order of the Bankruptcy Court is entered with respect to the Debtors. Availability under the DIP Credit Agreement is also subject to a reserve of $10,000,000. The obligations under the DIP Credit Agreement are secured by a first priority lien on substantially all of the assets of the Debtors. Interest rates on outstanding

The foregoing descriptions of the transactions contemplated by the Credit Agreement, Indenture Amendment and Supplemental Agreement do not purport to be a complete statement of the parties’ rights under the Credit Agreement, Indenture Amendment and Supplemental Agreement and are qualified in their entirety by reference to the full text of the Credit Agreement, Indenture Amendment and Supplemental Agreement, which are filed with this Report as Exhibits 4.1, 4.2, and 4.3 respectively. A copy of the press release announcing the execution of the Credit Agreement, Indenture Amendment and Supplemental Agreement is filed with this report as Exhibit 99.1. A copy of the press release issued on July 3, 2006 is filed with this report as Exhibit 99.2.

~~Item~~loans 5under the DIP Credit Agreement are charged at per annum rates equal to LIBOR plus 2.0375%. Payment ~~Amendments~~under the DIP Credit Agreement may be accelerated following certain events of default including, but not limited to, ~~Articles~~events related to the Chapter 11 Cases. The foregoing description of ~~Incorporation~~the orDIP ~~Bylaws;~~Credit ~~Change~~Agreement is qualified in ~~Fiscal~~its ~~Year~~entirety by reference to the DIP Credit Agreement, a copy of which is attached hereto as Exhibit 10.2 and is incorporated herein by reference.

OnItem ~~July 3, 2006,~~2.03 ~~the~~Creation ~~Company~~of ~~filed~~ a ~~Certificate~~Direct ofFinancial ~~Increase~~Obligation ofor ~~Authorized~~an ~~Number~~Obligation ofunder ~~Shares of~~an ~~the~~Off-Balance ~~Company’s~~Sheet ~~Preferred~~Arrangement ~~Stock (the “Certificate~~ of ~~Increase”)~~a ~~with the Secretary of State of the State of Delaware that increased the number of authorized shares of Preferred Stock to 450,000~~Registrant.

AThe ~~copy~~information provided in Item 1.03 of ~~the~~this ~~Certificate~~Current ofReport ~~Increase~~on Form 8-K regarding the DIP Credit Agreement is ~~filed~~incorporated by ~~with~~reference into this ~~report~~Item ~~as Exhibit 3~~2.103.

Item 82.~~01.~~04 ~~Other~~Triggering Events that Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.

OnThe ~~June 29,~~filing ~~2006,~~of the ~~Court~~Chapter of11 ~~Chancery~~Cases ofdescribed in ~~the~~Item ~~State~~1.03 of ~~Delaware~~this ~~in and~~Current ~~for~~Report ~~New~~on ~~Castle~~Form ~~County~~8-K ~~(the~~constitutes ~~“Chancery~~an ~~Court”)~~event ~~granted~~of ~~the Company’s Motion~~default tounder ~~Dismiss~~ the ~~lawsuit~~Indenture, dated ~~filed~~as byof ~~Harbinger~~December ~~Capital~~22, ~~Partners~~2003 ~~Master~~(as ~~Fund I~~supplemented, ~~Ltd. (~~the “~~Harbinger~~Indenture”), among athe ~~holder~~Company, ofthe ~~Preferred~~subsidiaries ~~Stock~~ of the Company, ~~C.A.~~party ~~No. 2205-N~~thereto, as ~~against~~guarantors, ~~the~~and ~~Company,~~The DSBank ~~Audible~~of ~~San~~New ~~Francisco~~York, ~~LLC~~a ~~(“DS~~New ~~San~~York ~~Francisco”)~~banking ~~and~~corporation, DSas ~~Audible~~trustee ~~Detroit, LLC~~ (~~“DS~~the ~~Detroit,~~“Trustee”), ~~and~~as ~~together~~supplemented ~~with~~by the DSFirst ~~San~~Supplemental ~~Francisco~~Indenture, ~~“DS Audible”).~~dated ~~The~~as ~~Harbinger~~of ~~lawsuit~~March ~~had~~9, ~~alleged~~2005, ~~that~~among the ~~proposed sales (~~Company, the ~~“Sales”) by~~subsidiaries of the Company ofparty ~~television~~thereto, ~~stations~~as ~~KBWB-TV~~guarantors, and ~~WMYD-TV~~the ~~(formerly known as~~Trustee, ~~WDWB-TV)~~the toSecond DSSupplemental ~~Audible~~Indenture, ~~pursuant~~dated toas ~~Asset~~of ~~Purchase~~July ~~Agreements~~5, ~~dated~~2006, asamong ofthe ~~May 1~~Company, ~~2006~~the (subsidiaries of the ~~“Sale~~Company ~~Agreements”)~~party ~~constituted~~thereto, ~~fraudulent~~as ~~conveyances~~guarantors, ~~under~~and the ~~New~~Trustee, ~~York~~and ~~Uniform~~the ~~Fraudulent~~Third ~~Conveyance~~Supplemental ~~Act~~Indenture, ~~and~~dated ~~the~~as ~~California~~of ~~and~~August ~~Michigan~~1, ~~Uniform Fraudulent~~2006, ~~Transfer~~among ~~Acts~~the Company, ~~and~~the ~~sought~~subsidiaries toof ~~have~~ the ~~Chancery~~Company ~~Court~~party ~~enjoin~~thereto, as guarantors, and the ~~Sales,~~Trustee. This orevent ifof default under the Indenture ~~Sales~~causes ~~occurred,~~all tounpaid ~~rescind~~principal ~~the~~of, ~~Sales~~and premium, asif ~~well~~any, asand ~~damages.~~accrued Onand orunpaid ~~about~~interest ~~June 30,~~(and ~~2006~~additional interest, ~~the~~if ~~plaintiffs~~any) ~~filed~~on aall ~~notice~~ of ~~appeal of~~ the outstanding ~~Chancery~~Notes ~~Court’s~~to ~~Memorandum~~become ~~Opinion~~immediately due and ~~Order~~payable. The ~~dismissing~~Debtors ~~the~~believe ~~lawsuit.~~that ~~The Company~~any ~~intends~~remedies tothat ~~continue~~may toexist ~~vigorously~~related ~~defend~~to this event ~~lawsuit~~of ondefault ~~appeal~~under the Indenture are stayed under the Bankruptcy Code.

Item 98.01. ~~Financial~~Other ~~Statements and Exhibits~~Events.

On December 1, 2006, $70,000,000 principal amount of indebtedness under the Credit and Guaranty Agreement, dated as of July 5, 2006, among the Company, the subsidiaries of the Company party thereto, as guarantors, the lenders party thereto from time to time, and Silver Point Finance LLC, as administrative agent, as amended by Amendment No. 1 under the Credit and Guaranty Agreement, dated as of August 15, 2006, and Amendment No. 2 and Limited Waiver, dated as of August 31, 2006 (dthe “Existing Credit Agreement”) ~~Exhibits~~ matured and became due and payable. The Company did not have sufficient funds to repay the principal amount due under the Existing Credit Agreement and an “Event of Default,” as defined in the Existing Credit Agreement occurred on that date. In addition, the Company did not make the approximately $19.7 million interest payment due on December 1, 2006 with respect to its Notes. The payment default on the Existing Credit Agreement also constitutes an “Event of Default,” as defined in the Indenture governing the Notes.

Exhibit No.		Description of Exhibit
3.1		Certificate of Increase of Authorized Number of Shares of 12¾% Cumulative Exchangeable Preferred Stock of Granite Broadcasting Corporation
4.1		Credit and Guaranty Agreement, dated as of July 5, 2006, among Granite Broadcasting Corporation, the subsidiaries of Granite Broadcasting Corporation, Silver Point Finance LLC, as Administrative Agent, and the Lenders party thereto from time to time

3Item 9.01 Financial Statements and Exhibits.

Exhibit No.		Description of Exhibit
4.2		Second Supplemental Indenture, dated as of July 5, 2006, by and among Granite Broadcasting Corporation, the guarantors party thereto and The Bank of New York, as Trustee
4.3		Supplemental Agreement, dated as of July 5, 2006, in relation to Second Supplemental Indenture and Credit and Guaranty Agreement, each dated as of July 5, 2006, by and among Granite Broadcasting Corporation, the parties identified as “Guarantors” on the signature pages thereof and the parties identified as “Qualified Holders” on the signature pages thereto
99.1		Granite Broadcasting Corporation Press Release dated July 5, 2006
99.2		Granite Broadcasting Corporation Press Release dated July 3, 2006

(d) Exhibits

410.1 Restructuring Support Agreement, dated as of December 11, 2006, among Granite Broadcasting Corporation, the subsidiaries of Granite Broadcasting Corporation, Silver Point Finance, LLC, and the other secured claimholders signatory thereto

~~SIGNATURES~~10.2 Debtor-in-Possession Financing Agreement, dated as of December 11, 2006, among Granite Broadcasting Corporation ,WXON, Inc., WXON License, Inc., KBWB, Inc., KBWB License, Inc. and WEEK-TV License, Inc., as joint and several borrowers, Silver Point Finance, LLC, as administrative agent, and the lenders from time to time party thereto

~~Pursuant~~99.1 Granite toBroadcasting ~~the~~Corporation ~~requirements of the Securities~~Press ~~Exchange~~Release ~~Act~~dated ofDecember ~~1934~~11, ~~the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~2006

99.2 Joint Plan of Reorganization of Granite Broadcasting Corporation and certain of its direct and indirect subsidiaries under Chapter 11 of the Bankruptcy Code, dated December 11, 2006

~~EXHIBIT INDEX~~SIGNATURES

Exhibit No.		Description
3.1		Certificate of Increase of Authorized Number of Shares of 12¾% Cumulative Exchangeable Preferred Stock of Granite Broadcasting Corporation
4.1		Credit and Guaranty Agreement, dated as of July 5, 2006, among Granite Broadcasting Corporation, the subsidiaries of Granite Broadcasting Corporation, Silver Point Finance LLC, as Administrative Agent, and the Lenders party thereto from time to time
4.2		Second Supplemental Indenture, dated as of July 5, 2006, by and among Granite Broadcasting Corporation, the guarantors party thereto and The Bank of New York, as Trustee
4.3		Supplemental Agreement, dated as of July 5, 2006, in relation to Second Supplemental Indenture and Credit and Guaranty Agreement, each dated as of July 5, 2006, by and among Granite Broadcasting Corporation, the parties identified as “Guarantors” on the signature pages thereof and the parties identified as “Qualified Holders” on the signature pages thereto
99.1		Granite Broadcasting Corporation Press Release dated July 5, 2006
99.2		Granite Broadcasting Corporation Press Release dated July 3, 2006

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.

	GRANITE BROADCASTING CORPORATION


Dated: December 13, 2006	By:	/s/ Lawrence I. Wills
		Name: Lawrence I. Wills
		Title: Chief Financial Officer

EXHIBIT INDEX

Exhibit No.		Description
10.1		Restructuring Support Agreement, dated as of December 11, 2006, among Granite Broadcasting Corporation, the subsidiaries of Granite Broadcasting Corporation, Silver Point Finance, LLC, and the other secured claimholders signatory thereto
10.2		Debtor-in-Possession Financing Agreement, dated as of December 11, 2006, among Granite Broadcasting Corporation ,WXON, Inc., WXON License, Inc., KBWB, Inc., KBWB License, Inc. and WEEK-TV License, Inc., as joint and several borrowers, Silver Point Finance, LLC, as administrative agent, and the lenders from time to time party thereto
99.1		Granite Broadcasting Corporation Press Release dated December 11, 2006
99.2		Joint Plan of Reorganization of Granite Broadcasting Corporation and certain of its direct and indirect subsidiaries under Chapter 11 of the Bankruptcy Code, dated December 11, 2006

GRANITE BROADCASTING CORPORATION

July 6, 2006

/s/ Lawrence I. Wills

Lawrence I. Wills

Chief Financial Officer

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