JACOR COMMUNICATIONS INC
8-K, 1997-01-09
RADIO BROADCASTING STATIONS
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                          SECURITIES AND EXCHANGE COMMISSION

                                Washington, D.C. 20549


                                       FORM 8-K


                  CURRENT REPORT PURSUANT TO SECTION 13 or 15(D) OF
                       THE SECURITIES AND EXCHANGE ACT OF 1934


                         Date of Report:   December 23, 1996


                              JACOR COMMUNICATIONS, INC.


                                       DELAWARE
                    (State or Other Jurisdiction of Incorporation)


       0-12404                                             31-0978313
(Commission File No.)                          (IRS Employer Identification No.)


                            50 East RiverCenter Boulevard
                                      12th Floor
                                 Covington, KY 41011
                                    (606) 655-2276

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Item 5.   Other Events

    In December 1996, in addition to its previously announced acquisitions and
exchanges, Citicasters Co. (the "Company"), an indirect wholly-owned subsidiary
of Jacor Communications, Inc., entered into a binding exchange agreement with
American Radio Systems ("ARS") whereby the Company will exchange the assets of
radio station WKRQ-FM in Cincinnati, Ohio for the assets of three ARS radio
stations in Rochester, New York, WHAM-AM, WHTK-AM and WVOR-FM.  ARS has also
agreed to assign to the Company ARS's option to acquire the assets of radio
station WNVE-FM in Rochester.  These transactions are subject to various
conditions, including regulatory approval.

Item 7.   Financial Statements and Exhibits

(c) Exhibits

99.1     Press Release dated December 27, 1996.

Signatures

    Pursuant to the requirements of the Securities and 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.



Dated:   January 9, 1997               By:/s/R. Christopher Weber
                                          -------------------------------------
                                          R. Christopher Weber, Senior Vice
                                          President and Chief Financial Officer


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<PAGE>

                                     EXHIBIT 99.1


                                                           FOR IMMEDIATE RELEASE

CONTACT: KIRK BREWER, JACOR
         (847) 256-9282
         JOE WINN, ARS
         (617) 375-7514


                   JACOR ANNOUNCES TRANSACTION TO EXCHANGE WKRQ-FM
                      FOR THREE AMERICAN RADIO SYSTEMS STATIONS


CINCINNATI, DECEMBER 27, 1996 -- Jacor Communications, Inc. (NASDAQ: JCOR) said
today it has entered into an agreement through which it will exchange the assets
of WKRQ-FM, Cincinnati, for the assets of three Rochester, N.Y., radio stations
owned by American Radio Systems.

    The ARS stations are WHAM-AM, WHTK-AM, and WVOR-FM.  In addition, ARS will
assign Jacor an option to purchase WNVE-FM, Rochester, from The Great Lakes
Wireless Talking Machine Limited Liability Corporation.

    The transactions are subject to regulatory approval.

    Jacor Chief Executive Officer Randy Michaels said, "We're very pleased to
have reached this agreement with ARS, since it satisfies the DOJ Consent Decree
stipulation that we divest WKRQ while providing us a solid base in Rochester." 
The DOJ agreement was reached as part of Jacor's acquisition of Citicasters Inc.

    ARS has reached a similar agreement with the DOJ requiring divestiture of
the Rochester assets.

    Jacor Communications is headquartered in Cincinnati.  Including announced
pending acquisitions, Jacor owns, operates, represents or provides programming
for 112 radio stations in 25 U.S. broadcast areas.  The company also owns
WKRC-TV in Cincinnati.  Jacor plans to pursue growth through continued
acquisitions of complementary stations in its existing broadcast locations, and
radio groups or individual stations with significant presence in other
attractive locations.


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