ION
MEDIA NETWORKS,
INC.
|
Class
A Common Stock, par value
$0.001 per share
|
46205A103
|
Matthew
B.
Hinerfeld
Citadel
Investment Group,
L.L.C.
131
S. Dearborn Street, 32nd
Floor
Chicago,
Illinois
60603
(312)
395-3167
|
January
8,
2008
|
|
|
CUSIP
No. 46205A103
|
Page 2
of 10
|
1
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
CIG
Media
LLC
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A
GROUP (a)
ý
(b) o
|
3
|
SEC
USE
ONLY
|
4
|
SOURCE
OF FUNDS
AF;
WC
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d)
or 2(e)
o
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
NUMBER
OF
SHARES
|
7
|
SOLE
VOTING POWER
0
|
BENEFICIALLY
OWNED
BY
|
8
|
SHARED
VOTING POWER
674,030,9031
|
EACH
REPORTING
|
9
|
SOLE
DISPOSITIVE POWER
0
|
PERSON
WITH
|
10
|
SHARED
DISPOSITIVE POWER
674,030,9031
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See
Row 8 above.
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES o
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
99.0%2
|
14
|
TYPE
OF REPORTING PERSON
OO
|
|
|
CUSIP
No. 46205A103
|
Page 3
of 10
|
1
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Citadel
Limited
Partnership
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A
GROUP (a)
ý
(b) o
|
3
|
SEC
USE
ONLY
|
4
|
SOURCE
OF FUNDS
AF
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d)
or
2(e)
o
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Illinois
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See
Row 8 above.
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
o
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
99.0%4
|
14
|
TYPE
OF REPORTING PERSON
PN;
IA
|
|
|
CUSIP
No. 46205A103
|
Page 4
of 10
|
1
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Citadel
Investment Group,
L.L.C.
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A
GROUP (a)
ý
(b) o
|
3
|
SEC
USE
ONLY
|
4
|
SOURCE
OF FUNDS
AF
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d)
or 2(e)
o
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
NUMBER
OF
SHARES
|
7
|
SOLE
VOTING POWER
0
|
BENEFICIALLY
OWNED
BY
|
8
|
SHARED
VOTING POWER
674,030,9035
|
EACH
REPORTING
|
9
|
SOLE
DISPOSITIVE POWER
0
|
PERSON
WITH
|
10
|
SHARED
DISPOSITIVE POWER
674,030,9035
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See
Row 8 above.
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES o
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
99.0%6
|
14
|
TYPE
OF REPORTING PERSON
OO;
HC
|
1
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Kenneth
Griffin
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A
GROUP (a)
ý
(b) o
|
3
|
SEC
USE
ONLY
|
4
|
SOURCE
OF FUNDS
AF
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d)
or 2(e)
o
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
NUMBER
OF
SHARES
|
7
|
SOLE
VOTING POWER
0
|
BENEFICIALLY
OWNED
BY
|
8
|
SHARED
VOTING POWER
674,030,9037
|
EACH
REPORTING
|
9
|
SOLE
DISPOSITIVE POWER
0
|
PERSON
WITH
|
10
|
SHARED
DISPOSITIVE POWER
674,030,9037
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See
Row 8 above.
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
o
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
99.0%8
|
14
|
TYPE
OF REPORTING PERSON
IN;
HC
|
(a)
|
Number
of
Shares
|
Percentage
of
Shares
|
|
674,030,9039
|
99.0%10
|
(b)
|
Sole power to vote or direct the vote: 0 | ||
Shared power to vote or direct the vote: 674,030,90311 | |||
Sole power to dispose or to direct the disposition: 0 | |||
Shared power to dispose or direct the disposition: 674,030,90312 |
11
|
See
footnote 9
above.
|
CIG MEDIA LLC | KENNETH GRIFFIN | |||
By: | Citadel Limited Partnership, | |||
its Portfolio Manager | ||||
By: | Citadel Investment Group, L.L.C., | By: | /s/ Matthew Hinerfeld | |
its General Partner | Matthew Hinerfeld, attorney-in-fact* | |||
By: | /s/ Matthew Hinerfeld | |||
Matthew Hinerfeld, Managing | ||||
Director and Deputy General Counsel | ||||
CITADEL INVESTMENT GROUP, L.L.C. | ||||
CITADEL LIMITED PARTNERSHIP | ||||
By: | Citadel Investment Group, L.L.C., | |||
its General Partner | By: | /s/ Matthew Hinerfeld | ||
Matthew Hinerfeld, Managing | ||||
Director and Deputy General Counsel | ||||
By: | /s/ Matthew Hinerfeld | |||
Matthew Hinerfeld, Managing | ||||
Director and Deputy General Counsel |