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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                     PURSUANT TO SECTIONS 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


        Date of Report (Date of earliest event reported): MARCH 1, 2007


                          SUN-TIMES MEDIA GROUP, INC.
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             (Exact name of registrant as specified in its charter)


                                    DELAWARE
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                 (State or other jurisdiction of incorporation)


               1-14164                                  95-3518892
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       (Commission File Number)            (I.R.S. Employer Identification No.)


         350 NORTH ORLEANS, 10-S
            CHICAGO, ILLINOIS                               60654
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(Address of principal executive offices)                 (Zip Code)


       Registrant's telephone number, including area code:   (312) 321-2299
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                                      N/A
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             (Former name or address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the obligation of the registrant under any of the
following provisions:

|_|      Written communication 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))

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ITEM 4.02    NON-RELIANCE ON PREVIOUSLY ISSUED FINANCIAL STATEMENTS OR A
             RELATED AUDIT REPORT OR COMPLETED INTERIM REVIEW.

(a)   On February 26, 2007,  Sun-Times Media Group, Inc. received a report from
      the Special Committee of its Board of Directors  regarding the results of
      the Special  Committee's  previously  disclosed  investigation into stock
      option awards to  executives  and key  employees  through 2003,  when the
      Company ceased granting stock options.  The investigation  concluded that
      the grant dates on some stock option awards were  backdated  between 1999
      and 2002.  The  Company has  reviewed  and  evaluated  the results of the
      Special Committee  investigation and recent guidelines established by the
      Securities and Exchange  Commission.  The Company has determined that the
      incremental cumulative non-cash compensation expense through December 31,
      2006 related to the backdating is quantitatively  immaterial and that net
      stockholders'  equity  will  be  affected  only  to the  extent  of  such
      cumulative  expense.  In addition,  the Company has  determined  that the
      change in non-cash  compensation expense from that previously reported in
      each  of  the  individual   annual  periods  affected  is  quantitatively
      immaterial.

      On February  28, 2007,  the Audit  Committee of the Board of Directors of
      the Company,  after reviewing all factors it deemed  relevant,  including
      the quantitative immateriality of the changes to the Company's historical
      results, determined that prior year financial statements will be restated
      as a result of the stock option  backdating.  Accordingly,  the Company's
      financial  statements for the years ended December 31, 1999 thru December
      31, 2005 and for the nine month period  ended  September  30,  2006,  the
      interim periods contained therein, and the related financial  information
      contained in all earnings and press  releases  (including for the quarter
      ended  September  30,  2006)  and  similar  communications  issued by the
      Company for such periods should no longer be relied upon.

      The Company's restated results will be included in its 2006 Annual Report
      on  Form  10-K  (the  "2006  10-K").   The  Company  expects  to  file  a
      Notification  of Late  Filing  on Form  12b-25  with the  Securities  and
      Exchange Commission on March 2, 2007 in connection with its 2006 10-K.

      The  Company's  management  and the Audit  Committee  have  discussed the
      matters  disclosed  in this Item  4.02(a)  with KPMG LLP,  the  Company's
      independent registered public accounting firm.




                                   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 thereunto duly authorized.


                                            SUN-TIMES MEDIA GROUP, INC.
                                                (Registrant)



Date:   March 1, 2007                       By: /s/ James D. McDonough
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                                                Name:  James D. McDonough
                                                Title: Vice President, General
                                                       Counsel and Secretary