UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No.  )

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o Soliciting Material Pursuant to §240.14a-12

Gray Television, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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GRAY TELEVISION, INC.

** IMPORTANT NOTICE **

Regarding the Availability of Proxy Material

You are receiving this communication because you hold shares in the above company, and the material you should review before you cast your vote is now available.

This communication presents only an overview of the more complete proxy material that is available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy material before voting.

GRAY TELEVISION, INC. 4370 PEACHTREE ROAD, N.E. ATLANTA, GA 30319

Shareholder Meeting to be held on 06/04/08

Proxy Material Available

· Notice and Proxy Statement

· Form 10K

PROXY MATERIAL — VIEW OR RECEIVE
You can choose to view the material Online or receive a paper or e-mail copy. There is NO charge for requesting a copy. Requests, instructions and other inquiries will NOT be forwarded to your investment advisor.

To facilitate timely delivery please make the request as instructed below on or before 05/21/08.

HOW TO VIEW MATERIAL VIA THE INTERNET

Have the 12 Digit Control Number(s) available and visit: www.proxyvote.com

HOW TO REQUEST A COPY OF MATERIAL

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See the Reverse Side for Meeting Information and Instructions on How to Vote

Meeting Information

Meeting Type: Annual

Meeting Date: 06/04/08

Meeting Time: 9:30 A.M.

For holders as of: 04/15/08

Meeting Location:

The Peachtree Insurance Center The Executive Board Room 4370 Peachtree Road, N.E., 5th Floor Atlanta, GA 30319

Meeting Directions:

For Meeting Directions Please Call: (404)266-8333

How To Vote

Vote In Person

Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting material for any special requirements for meeting attendance. At the Meeting you will need to request a ballot to vote these shares.

Vote By Internet

To vote now by Internet, go to

WWW.PROXYVOTE.COM.

Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 P.M. Eastern Time the day before the cut-off date or meeting date. Have your notice in hand when you access the web site and follow the instructions.

                     Voting items                                

THE BOARD OF DIRECTORS RECOMMENDS A
VOTE “FOR” ITEM 1.

1.	ELECTION OF DIRECTORS
	Nominees:

01)	Richard L. Boger	07)	Howell W. Newton
02)	Ray M. Deaver	08)	Hugh E. Norton
03)	T. L. Elder	09)	Robert S. Prather, Jr.
04)	Hilton H. Howell, Jr.	10)	Harriett J. Robinson
05)	William E. Mayher, III	11)	J. Mack Robinson
06)	Zell B. Miller

2. In their discretion, upon such other matters that may properly come before the meeting or any adjournment or adjournments thereof.

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