SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549



                                    FORM 8-K
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                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934
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      Date of Report (date of earliest event reported): December 15, 1994



                           VIACOM INTERNATIONAL INC.
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             (Exact name of registrant as specified in its charter)



   Delaware             1-9554                       04-2980402      
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(State or other         (Commission                  (IRS Employer
jurisdiction of         File Number)                 Identification No.)
incorporation)


  1515 Broadway, New York, New York                               10036   
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(Address of principal executive offices)                        (Zip Code)


Registrant's telephone number, including area code: (212) 258-6000
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Item 5. Other Events
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     On December  14,  1994,  the Boards of  Directors  of Viacom  Inc.,  Viacom
International Inc. and Paramount  Communications Inc. each unanimously  approved
the  institution  of guarantees  whereby each company will  guarantee all of the
outstanding  indebtedness  of each other.  The guarantees we xecuted on December
15, 1994.

     Copies  of  the  guarantees  are  attached  as  exhibits   hereto  and  are
incorporated by reference herein.

        Item 7.         Financial Statements and Exhibits
                        ----------------------------------

             (c)             Exhibits.

99.1                     Guarantee  dated as of December 15, 1994
                         made by  Viacom  International  Inc.  in
                         favor  of  the  holders  of  the  7-1/2%
                         Senior Notes of Paramount Communications
                         Inc.  ("Paramount"),  the 8-1/4%  Senior
                         Debentures  of  Paramount,   the  7-1/2%
                         Senior  Debentures  of Paramount and the
                         5-7/8% Senior Notes of Paramount

99.2                     Guarantee  dated as of December 15, 1994
                         made by  Viacom  International  Inc.  in
                         favor  of   Massachusetts   Mutual  Life
                         Insurance Company as holder of the 8.30%
                         Senior    ESOP    Note   of    Paramount
                         Communications Inc.

99.3                     Guarantee  dated as of December 15, 1994
                         made by  Viacom  International  Inc.  in
                         favor  of  the  holders  of  the  6-5/8%
                         Senior Notes of Viacom Inc.

99.4                     Guarantee  dated as of December 15, 1994
                         made by  Viacom  International  Inc.  in
                         favor   of   the   holders   of  the  7%
                         Subordinated  Debentures,  Series  A, of
                         Paramount Communications Inc.

99.5                     Guarantee  dated as of December 15, 1994
                         made by  Viacom  International  Inc.  in
                         favor   of   the   holders   of  the  7%
                         Subordinated  Debentures,  Series  B, of
                         Paramount Communications Inc.

99.6                     Guarantee  dated as of December 15, 1994
                         made by  Viacom  International  Inc.  in
                         favor   of   the   holders   of  the  8%
                         Exchangeable  Subordinated Debentures of
                         Viacom Inc.



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                                   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.

                                           VIACOM INTERNATIONAL INC.



Date:  December 15, 1994                   By:  /s/ Michael D. Fricklas
                                              ---------------------------------
                                              Name:  Michael D. Fricklas
                                              Title: Senior Vice President,
                                                     Deputy General Counsel




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                                 EXHIBIT INDEX


Exhibit No.             Description                             

99.1                     Guarantee  dated as of December 15, 1994
                         made by  Viacom  International  Inc.  in
                         favor  of  the  holders  of  the  7-1/2%
                         Senior Notes of Paramount Communications
                         Inc.,  the 8-1/4%  Senior  Debentures of
                         Paramount,  the 7-1/2% Senior Debentures
                         of Paramount and the 5-7/8% Senior Notes
                         of Paramount

99.2                     Guarantee  dated as of December 15, 1994
                         made by  Viacom  International  Inc.  in
                         favor  of   Massachusetts   Mutual  Life
                         Insurance Company as holder of the 8.30%
                         Senior    ESOP    Note   of    Paramount
                         Communications Inc.

99.3                     Guarantee  dated as of December 15, 1994
                         made by  Viacom  International  Inc.  in
                         favor  of  the  holders  of  the  6-5/8%
                         Senior Notes of Viacom Inc.

99.4                     Guarantee  dated as of December 15, 1994
                         made by  Viacom  International  Inc.  in
                         favor   of   the   holders   of  the  7%
                         Subordinated  Debentures,  Series  A, of
                         Paramount Communications Inc.

99.5                     Guarantee  dated as of December 15, 1994
                         made by  Viacom  International  Inc.  in
                         favor   of   the   holders   of  the  7%
                         Subordinated  Debentures,  Series  B, of
                         Paramount Communications Inc.

99.6                     Guarantee  dated as of December 15, 1994
                         made by  Viacom  International  Inc.  in
                         favor   of   the   holders   of  the  8%
                         Exchangeable  Subordinated Debentures of
                         Viacom Inc.




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