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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 11-K
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/x/ Annual report pursuant to Section 15(d) of the Securities Exchange Act
of 1934 (Fee Required)
For the Fiscal Year Ended December 31, 1997
OR
/ / Transition report pursuant to Section 15(d) of the Securities Exchange
Act of 1934 (No Fee Required)
For the transition period from to
Commission file number 33-
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
Cox Radio, Inc.
Employee Stock Purchase Plan
B. Name of issuer of the securities held pursuant to the plan and
the address of its principal executive office:
Cox Radio, Inc.
1400 Lake Hearn Drive
Atlanta, Georgia 30319
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ITEMS 1 AND 2
FINANCIAL STATEMENTS
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Page Number
In This Report
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Independent Auditors, Report 4
Statement of Net Assets Available for Benefits
December 31, 1997 5
Statement of Changes in Net Assets Available for
Benefits for the period July 1, 1997 (Inception) 6
to December 31, 1997
Notes to Financial Statements 7
EXHIBIT
Consent of Deloitte & Touche LLP 9
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Plan Administrator has duly caused this Annual Report to be signed on
behalf of the Plan by the undersigned hereunto duly authorized.
COX RADIO, INC.
EMPLOYEE STOCK PURCHASE PLAN
By:/s/ Andrew A. Merdek
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Andrew A. Merdek
COX RADIO, INC.
Corporate Secretary
Dated: March 26, 1998
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INDEPENDENT AUDITORS' REPORT
Sponsor and Participants
Cox Radio, Inc.
Employee Stock Purchase Plan:
We have audited the accompanying statement of net assets available for benefits
of the Cox Radio, Inc. Employee Stock Purchase Plan (the "Plan") as of December
31, 1997 and the related statement of changes in net assets available for
benefits for the period July 1, 1997 (Inception) to December 31, 1997. These
financial statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audit.
We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan at
December 31, 1997 and the changes in net assets available for benefits for the
period July 1, 1997 (Inception) to December 31, 1997 in conformity with
generally accepted accounting principles.
/s/Deloitte & Touche LLP
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DELOITTE & TOUCHE LLP
Atlanta, Georgia
February 27, 1998
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COX RADIO, INC.
EMPLOYEE STOCK PURCHASE PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1997
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ASSET
Receivable from Plan Sponsor $ 746,814
LIABILITY
Distribution due to Plan participants (746,814)
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Net assets $ -
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See notes to financial statements.
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COX RADIO, INC.
EMPLOYEE STOCK PURCHASE PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
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PERIOD FROM
JULY 1, 1997
(INCEPTION) TO
DECEMBER 31,
1997
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ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Employee contributions $ 754,686
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Withdrawals from Plan (7,872)
Distributions due to active Plan participants (746,814)
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CHANGE IN NET ASSETS -
NET ASSETS:
Beginning of period -
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End of period $ -
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See notes to financial statements.
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COX RADIO, INC.
EMPLOYEE STOCK PURCHASE PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF DECEMBER 31, 1997 AND FOR THE PERIOD
JULY 1, 1997 (INCEPTION) TO DECEMBER 31, 1997
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1. DESCRIPTION OF PLAN
The Cox Radio, Inc. Employee Stock Purchase Plan (the "Plan") is a
self-funded contributory stock purchase plan which provides employees the
option to purchase stock at a discounted price.
General - The Plan was adopted by Cox Radio, Inc. (the "Plan Sponsor")
during 1997 to allow eligible employees to purchase Plan Sponsor stock
(up to 350,000 shares in the aggregate) at a discounted price. Any
regular employee of the Plan Sponsor who was employed by the Plan Sponsor
and its subsidiary corporations as of December 1, 1996 is eligible to
participate in the Plan. For this purpose, employment service with
NewCity Communications, Inc. and its subsidiary corporations is counted
under the Plan as employment with the Plan Sponsor. A "regular employee"
means any employee regularly scheduled to work at least 20 hours per
week, including any such person on an authorized leave of absence. The
purchase price was determined as 85% of the average price of the Plan
Sponsor stock on May 1, 1997, which equaled $17.37. Employees subscribed
to a total of 186,118 shares which were converted to a dollar equivalent
and are being withheld from employees' paychecks from July 1, 1997 to
July 31, 1999. Unless an employee has previously withdrawn from the
Plan, shares will be purchased on July 31, 1999 based on contributions to
date. Employee payroll deductions under the Plan are commingled with the
general amounts of the Plan Sponsor and are subject to the general
creditors of the Plan Sponsor.
Contributions - Participants' contributions are limited to $25,000 during
the purchase period from July 1, 1997 to July 31, 1999. Contributions
are primarily made through automatic payroll deductions.
Distributions - Upon written request, participants may withdraw their
total contributions or reduce their contributions prospectively.
Distributions may be made in either cash or stock, with cash payments for
any fractional shares. These two options are also available to an
individual whose employment terminates due to death or retirement.
Administrative Expenses - The Management Committee of the Board of
Directors administers the Plan. The expenses of administering the Plan
are paid by the Plan Sponsor.
Vesting and Termination - At all times, each Plan participant has a fully
vested, nonforfeitable right to his or her contributions to the Plan.
The Plan may be terminated by the Board of Directors of the Plan Sponsor
at any time. Upon such termination, shares of common stock will be
issued to employees as if the Plan were terminated at July 31, 1999.
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2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The financial statements are presented on the accrual basis of
accounting. The receivable from the Plan Sponsor represents accumulated
payroll deductions less amounts disbursed for withdrawals.
3. INCOME TAXES
It is intended that the right to purchase shares of common stock under
the Plan shall constitute an option granted by the Plan Sponsor pursuant
to an "employee stock purchase plan" within the meaning of Section 423 of
the Internal Revenue Code, and that such shares, for tax purposes, shall
be treated in accordance with the provisions thereof.
An employee is not considered to have income for federal income tax
purposes from the granting of a right to purchase shares. Amounts
deducted from an employee's pay do not reduce the amount of his or her
income for tax purposes.
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INDEPENDENT AUDITOR'S CONSENT
We consent to the incorporation by reference in Registration Statement No.
333-26417 of Cox Radio, Inc. on Form S-8 of our report dated February 27, 1998,
appearing in this Annual Report on Form 11-K of Cox Radio, Inc. Employee Stock
Purchase Plan for the year ended December 31, 1997.
/s/Deloitte & Touche LLP
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DELOITTE & TOUCHE LLP
Atlanta, Georgia
March 30, 1998
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