SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K(A)
(SECOND AMENDMENT)
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES AND EXCHANGE ACT OF 1934
Date of Report: February 21, 1996
JACOR COMMUNICATIONS, INC.
OHIO
(State or Other Jurisdiction of
Incorporation)
0-12404 31-0978313
(Commission File No.) (IRS Employer Identification
No.)
1300 PNC Center
201 East Fifth Street
Cincinnati, Ohio 45202
(513) 621-1300
Item 7. Financial Statements and Exhibits
(a) Financial Statements of Businesses Acquired.
The financial statements required to be filed by the
Company as part of this Form 8-K(A) with respect to Noble
Broadcast Group, Inc. and Subsidiaries are incorporated by
reference from the March 22, 1996 Registration Statement on
Form S-3 (No. 33301917) more specifically identified as pages F-
31 through F-47 of such Registration Statement.
(b) Pro Forma Financial Information.
The pro forma financial statements required to be filed by
the Company as part of this Form 8-K(A) with respect to Noble
Broadcast Group, Inc. and Subsidiaries are incorporated by
reference from the March 22, 1996 Registration Statement on
Form S-3 (No. 333-01917) more specifically identified as pages
19, 21, 23 and 24.
(c) Exhibits.
23.1 Consent of Price Waterhouse LLP
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.
JACOR COMMUNICATIONS, INC.
March 27, 1996 BY: /s/ R. Christopher Weber
R. Christopher Weber,
Senior Vice President and
Chief Financial Officer
EXHIBIT 23.1
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in
the current report on Form 8-K(A) of Jacor Communications,
Inc. of our report dated March 21, 1996 relating to the
consolidated financial statements of Noble Broadcast Group,
Inc. as of December 25, 1994 and December 31, 1995 and for
the three years in the period ended December 31, 1995 (which
report includes an explanatory paragraph regarding Jacor
Communications, Inc.'s agreement to purchase Noble Broadcast
Group, Inc.), included in Jacor Communications, Inc.'s
Registration Statement on Form S-3 (No. 333-01917) dated
March 22, 1996.
PRICE WATERHOUSE LLP
San Diego, California
March 21, 1996
