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As filed with the Securities and Exchange Commission on June 24, 1996
Registration No.
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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
JACOR COMMUNICATIONS, INC.
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(Exact name of registrant as specified in its charter)
OHIO 31-0978313
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(State of incorporation or organization) (I.R.S. Employer Identification Number)
1300 PNC CENTER
201 EAST FIFTH STREET 45202
CINCINNATI, OHIO ----------
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(Address of principal executive offices)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
NONE NONE
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If this Form relates to the registration of a class of debt securities and
is effective upon filing pursuant to General Instruction A(c)(1), please check
the following box. [ ]
If this Form relates to the registration of a class of debt securities and
is to become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A(c)(2), please check the following box. [ ]
Securities to be registered pursuant to Section 12(g) of the Act:
COMMON STOCK PURCHASE WARRANTS
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(Title of Class)
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The description of the securities contained in Jacor Communications, Inc.'s
Registration Statement on Form S-4 filed with the Securities and Exchange
Commission simultaneously herewith on June 24, 1996, together with all
amendments thereto, now or hereafter filed, is hereby incorporated by reference
into this registration statement.
ITEM 2. EXHIBITS.
I. Listed below are the exhibits filed as a part of this registration
statement:
1. Agreement and Plan of Merger dated February 12, 1996 (the "Merger
Agreement") among Citicasters Inc., the Registrant and JCAC, Inc.
Incorporated by reference to Exhibit 2.1 to the Registrant's
Current Report on Form 8-K dated February 27, 1996.
2. Stockholders Agreement dated February 12, 1996 among the
Registrant, JCAC, Inc., Great American Insurance Company,
American Financial Corporation, American Financial Enterprises,
Inc., Carl H. Lindner, The Carl H. Lindner Foundation and S.
Craig Lindner. Incorporated by reference to Exhibit 2.2 to the
Registrant's Current Report on Form 8-K dated February 27, 1996.
3. Form of Warrant Agreement (the "Warrant Agreement") between the
Registrant and KeyCorp Shareholder Services, Inc. as warrant
agent (referred to as exhibit 3.1 in Merger Agreement).
Incorporated by reference to Exhibit 2.7 to the Registrant's
Current Report on Form 8-K dated February 27, 1996.
4. Form of Common Stock Purchase Warrants (attached as Exhibit A to
the Warrant Agreement). Incorporated by reference to Exhibit 2.7
to the Registrant's Current Report on Form 8-K dated February 27,
1996.
5. The Registrant's Amended and Restated Articles of Incorporation.
Incorporated by reference to Exhibit 3 to the Registrant's
Quarterly Report on Form 10-Q dated August 10, 1995.
6. The Registrant's Amended and Restated Code of Regulations.
Incorporated by reference to Exhibit 3 to the Registrant's
Quarterly Report on Form 10-Q dated July 29, 1994.
II. Not applicable.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.
Date: June 21, 1996 Jacor Communications, Inc.
By: /s/ Jon M. Berry
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Name: Jon M. Berry
Title: Senior Vice President
and Treasurer
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