FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

SILVERMAN HARVEY 		2. Issuer Name and Ticker or Trading Symbol

FX Real Estate & Entertainment Inc. [ FXRE ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

650 MADISON AVENUE 		3. Date of Earliest Transaction (MM/DD/YYYY)

10/1/2008
(Street)

NEW YORK, NY 10022
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $0.01 par value per share   10/1/2008     A (1)    4605   A $1.90   1388724   D    
Common Stock, $0.01 par value per share   10/1/2008     A (2)    7692   A $1.04   1396416   D    
Common Stock, $0.01 par value per share                  478612   I   See Footnote   (3)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (right to buy)   $5.00   10/21/2008     A  (4)    25641         (5) 10/21/2018   Common Stock   25641   $0   25641   D    
Stock Options (right to buy)   $6.00   10/21/2008     A  (4)    23256         (5) 10/21/2018   Common Stock   23256   $0   23256   D    

Explanation of Responses:
( 1)  The Reporting Person received the shares under the Issuer's 2007 Long-Term Incentive Compensation Plan in lieu of a cash payment of $8,750 for fees earned by (a) attending a meeting of the Issuer's board of directors during the second fiscal quarter of 2008 and (b) serving as a member of the Issuer's board of directors' audit committee, compensation committee and nominating and corporate governance committee (including as chairman) and attending meetings of certain of such committees during the second fiscal quarter of 2008. The number of shares is equal to the quotient obtained by dividing the amount of the fees by the per share closing price of the Issuer's common stock on June 30, 2008, the last day of the fiscal quarter.
( 2)  The Reporting Person received the shares under the Issuer's 2007 Long-Term Incentive Compensation Plan in lieu of a cash payment of $8,000 for fees earned by (a) attending a meeting of the Issuer's board of directors during the third fiscal quarter of 2008 and (b) serving as a member of the Issuer's board of directors' audit committee, compensation committee and nominating and corporate governance committee (including as chairman) and attending a meeting of the audit committee during the third fiscal quarter of 2008. The number of shares is equal to the quotient obtained by dividing the amount of the fees by the per share closing price of the Issuer's common stock on September 30, 2008, the last day of the fiscal quarter.
( 3)  The shares are directly owned by Silverman Partners, L.P., in which the Reporting Person is the sole general partner.
( 4)  The Reporting Person received the stock options under the Issuer's 2007 Long-Term Incentive Compensation Plan in lieu of a cash payment of $80,000 for the 2008 annual fee for serving as a director of the Issuer.
( 5)  75% of the stock options are vested and immediately exercisable, while the remaining 25% of the stock options vest and become exercisable on December 31, 2008 so long as the Reporting Person is still then serving as a director of the Issuer.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
SILVERMAN HARVEY
650 MADISON AVENUE
NEW YORK, NY 10022 		X



Signatures
/s/ Harvey Silverman 11/3/2008
** 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 4(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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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