8-K

 

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

Date of Report (Date of Earliest Event Reported): January 20, 2010

Arbitron Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	1-1969	52-0278528
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
9705 Patuxent Woods Drive, Columbia, Maryland		21046
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 410-312-8000

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:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) On January 20, 2010, John A. Dimling was elected to the Board of Directors of Arbitron Inc. (the "Company") to serve until the next annual meeting of stockholders of the Company, or until his earlier death, resignation or removal. Additional information about Mr. Dimling is included in the Company’s press release issued on January 20, 2010, which is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

Mr. Dimling will participate in the Company’s previously disclosed Non-Employee Director Incentive Program. In connection with joining the Company’s Board of Directors, on January 20, 2010, Mr. Dimling received a one-time grant of 4,500 deferred stock units, which deferred stock units will vest in three equal installments of 1,500 deferred stock units over a three-year period and will be payable no sooner than six months following Mr. Dimling's termination of service as a director of the Company. The award is in the form of the Compan y’s standard Form of 2008 Equity Compensation Plan Director Deferred Stock Unit Agreement under the Arbitron Inc. 2008 Equity Compensation Plan, filed as Exhibit 10.2 to the Company’s Form 10-Q, filed on May 7, 2009.

Item 9.01 Financial Statements and Exhibits.

Exhibit 99.1 Press Release of Arbitron Inc. dated January 20, 2010

SIGNATURES

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.

	Arbitron Inc.
January 20, 2010	By:	Timothy T. Smith
		Name: Timothy T. Smith
		Title: Executive Vice President & Chief Legal Officer, Legal and Business Affairs & Secretary

Exhibit Index

Exhibit No.	Description
99.1	Press Release of Arbitron Inc. dated January 20, 2010

EX-99.1

Press
Information

Contact: Deirdre Blackwood
Arbitron Inc.
410-312-8523
Didi.Blackwood@arbitron.com
For Immediate Release

John Dimling Joins Arbitron Board of Directors

COLUMBIA, MD; January 20, 2010 – Arbitron Inc. (NYSE: ARB) today announced that John A. Dimling, former Chairman, President and Chief Executive Officer of Nielsen Media Research, Inc. (“Nielsen”), has been appointed to the Arbitron Board of Directors, effective January 20, 2010, to serve until the next annual meeting of stockholders.

“John brings extraordinary insight and valuable leadership experience in both broadcast media measurement research and technology to Arbitron’s board,” said Philip Guarascio, Chairman of the Arbitron Board of Directors. “John’s long history of partnering with the media industry to develop solutions for customers and grow a business across a variety of customer segments is a timely asset to help the Company navigate the changing media environment.”

Mr. Dimling joined Nielsen in August 1985. He served as President and Chief Operating Officer of Nielsen from August 1993 to June 1998, as President and Chief Executive Officer from July 1998 to December 2001, and as Chairman and Chairman Emeritus from January 2002 to April 2008. He was also Chairman of the Board of Directors of NetRatings, Inc. from May 2002 to June 2007.

Currently, Mr. Dimling serves on the Board of Innerscope Research, Inc. Previously, Mr. Dimling served as Executive Director of the Electronic Media Rating Council from 1982-1985, and held positions with the Corporation for Public Broadcasting, the National Association of Broadcasters, and was Chairman of the Board of the Advertising Research Foundation. Mr. Dimling has an A.B. in Mathematics (Summa Cum Laude) from Dartmouth College, M.S. (with Distinction), Industrial Administration from Carnegie Mellon University, and a Doctor of Jurisprudence (with honors) from George Washington University.

About Arbitron
Arbitron Inc. (NYSE: ARB) is a media and marketing research firm serving the media – radio, television, cable, online radio and out-of-home – as well as advertisers and advertising agencies. Arbitron’s core businesses are measuring network and local market radio audiences across the United States; surveying the retail, media and product patterns of local market consumers; and providing application software used for analyzing media audience and marketing information data. The company has developed the Portable People Meter, a new technology for media and marketing research.

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Portable People Meter^TM and PPM^TM  are marks of Arbitron Inc.

Arbitron Forward-Looking Statements

Statements in this release that are not strictly historical, including the statements regarding expectations for 2010 and any other statements regarding events or developments that we believe or anticipate will or may occur in the future, may be “forward-looking” statements. There are a number of important factors that could cause actual events to differ materially from those suggested or indicated by such forward-looking statements. These factors include, among other things, the current global economic recession and the upheaval in the credit markets and financial services industry, competition, our ability to develop and successfully market new products and technologies, our ability to successfully commercialize our Portable People Meter^TM service, the growth rates and cyclicality of markets we serve, our ability to expand our business in new markets, our ability to successfully identify, consummate and integrate appropriate acquisitions, the impact of increased costs of data collection including a trend toward increasing incidence of cell phone-only households, litigation and other contingent liabilities including intellectual property matters, our compliance with applicable laws and regulations and changes in applicable laws and regulations, our ability to achieve projected efficiencies, cost reductions, sales growth and earnings, and international economic, political, legal and business factors. Additional information regarding the factors that may cause actual results to differ materially from these forward-looking statements is available in our SEC filings, including our 2008 Annual Report on Form 10-K. These forward-looking statements speak only as of the date of this release and the Company does not assume any obligation to update any forward-looking statement.