FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
QUARTERLY REPORT UNDER SECTION 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended June 30, 1996 Commission file number
1-9645
CLEAR CHANNEL COMMUNICATIONS, INC.
(Exact name of registrant as specified in its charter)
Texas 200 Concord Plaza, Suite 600
(State of Incorporation) San Antonio, Texas 78216-6940
(210) 822-2828
74-1787539 (Address and telephone number
(I.R.S. Employer of principal executive offices)
Identification No.)
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by section 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes __x__ No _____
Indicate the number of shares outstanding of each class of the
issuer's classes of common stock, as of the latest practicable
date.
Class Outstanding at August 2, 1996
---------------------------- ---------------------------
Common Stock, $.10 par value 38,101,512
<PAGE>
CLEAR CHANNEL COMMUNICATIONS, INC. AND SUBSIDIARIES
INDEX
Page No.
--------
Part I Financial Information
Item 1. Unaudited Financial Statements
Consolidated Balance Sheets at June 30, 1996
and December 31, 1995 3
Consolidated Statements of Operations for the three and six
months ended June 30, 1996 and 1995 5
Consolidated Statements of Cash Flows for the six
months ended June 30, 1996 and 1995 6
Notes to Consolidated Financial Statements 8
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9
Part II Other Information
Item 6. Exhibits and reports on Form 8-K 11
(a) Exhibits
(b) Reports on Form 8-K
Signatures 11
Index to Exhibits 12
<PAGE>
CLEAR CHANNEL COMMUNICATIONS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
June 30, December 31,
1996 1995
(Unaudited) (*)
__________ __________
Current Assets
Cash and cash
equivalents $12,296,735 $5,391,104
Accounts receivable,
less allowance of $6,604,610
in 1996 and $3,809,529
in 1995 60,611,896 52,920,450
Film rights - current 9,785,416 12,173,527
__________ __________
Total Current Assets 82,694,047 70,485,081
Property, Plant and Equipment
Land 9,322,504 7,821,899
Buildings 19,371,153 17,068,026
Transmitter and studio
equipment 124,111,352 109,517,279
Furniture and other
equipment 17,150,107 13,996,987
Leasehold improvements 4,752,875 4,560,289
Construction in progress 7,260,327 5,079,864
__________ __________
181,968,318 158,044,344
Less accumulated
depreciation 67,412,598 58,159,152
__________ ___________
114,555,720 99,885,192
Intangible Assets
Leases 1,455,000 1,455,000
Network affiliation
agreements 23,422,904 23,422,904
Licenses and goodwill 469,571,284 286,406,955
Covenants not-to-compete 22,991,932 22,871,932
Other intangible assets 4,751,092 4,361,987
__________ ___________
522,192,212 338,518,778
Less accumulated
amortization 62,218,480 52,192,327
__________ ___________
459,973,732 286,326,451
Other
Film rights 12,320,488 15,968,502
Equity investments in,
and advances
to, nonconsolidated
affiliates 81,298,952 81,911,343
Other assets 15,908,529 7,021,531
Other investments 1,890,183 1,412,704
___________ _________
Total Assets $768,641,651 $563,010,804
=========== ===========
* From audited financial statements
<PAGE>
CLEAR CHANNEL COMMUNICATIONS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS' EQUITY
June 30, December 31,
1996 1995
(Unaudited) (*)
__________ __________
Current Liabilities
Accounts payable $ 5,026,514 $ 5,314,716
Accrued interest 1,488,858 508,271
Accrued expenses 9,060,863 7,760,002
Accrued income and other
taxes 10,091,443 5,906,580
Current portion of
long-term debt 3,405,130 3,406,297
Current portion of
film rights
liability 11,550,619 13,109,024
____________ ___________
Total Current
Liabilities 40,623,427 36,004,890
Long-Term Debt 237,486,363 334,163,729
Film Rights Liability 12,414,897 17,143,812
Deferred Income Taxes 5,552,835 5,552,835
Minority Interests 6,353,155 6,432,903
Shareholders' Equity
Common Stock 3,811,482 3,459,269
Additional paid-in
capital 374,528,761 91,433,138
Retained earnings 87,145,667 68,359,190
Other 896,062 632,036
Cost of shares held in
treasury (170,998) (170,998)
___________ ___________
Total Shareholders'
Equity 466,210,974 163,712,635
___________ ___________
Total Liabilities and
Shareholders' Equity $768,641,651 $563,010,804
=========== ===========
* From audited financial statements
See Notes to Consolidated Financial Statements
<PAGE>
CLEAR CHANNEL COMMUNICATIONS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
Six Months Ended Three Months Ended
June 30, June 30,
____________________ ____________________
1996 1995 1996 1995
____ ____ ____ ____
Gross broadcasting
revenue $162,546,416 $130,988,483$ 92,406,491$ 72,342,267
Less agency
commissions (18,969,700)(15,402,977)(11,038,220) (8,614,453)
__________ __________ __________ __________
Net broadcasting
revenue 143,576,716 115,585,506 81,368,271 63,727,814
Station operating
expenses 81,992,351 67,333,801 43,762,099 34,151,824
Depreciation and
amortization 19,342,559 16,565,028 10,587,534 8,165,573
__________ __________ __________ __________
Station operating
income 42,241,806 31,686,677 27,018,638 21,410,417
Corporate general and
administrative
expenses 3,477,582 3,116,222 1,804,011 1,585,898
__________ __________ __________ __________
Operating
income 38,764,224 28,570,455 25,214,627 19,824,519
Interest
expense (11,745,309) (9,662,252) (6,321,472) (5,214,279)
Other income
(expense) 186,457 17,239 (19,358) (241,341)
Equity in net
income of,
and other
income from,
nonconsolidated
affiliates 2,070,255 478,186 1,195,185 478,186
__________ __________ __________ __________
Income before
income taxes 29,275,627 19,403,628 20,068,982 14,847,085
Income tax
expense 10,489,151 7,586,619 7,520,835 5,709,243
__________ __________ __________ __________
Net income $18,786,476 $11,817,009 $12,548,147 $ 9,137,842
========== ========== ========== ==========
Net income
per common
share $ .53 $ .34$ .35 $ .26
========== ========== ========== ==========
Weighted average
common shares and
common share
equivalents
outstanding 35,590,229 35,043,900 35,919,701 35,055,968
========== ========== ========== ==========
See Notes to Consolidated Financial Statements
<PAGE>
CLEAR CHANNEL COMMUNICATIONS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
Six Months Ended
June 30,
_______________
1996 1995
____ ____
Net Cash From Operating
Activities $43,104,940 $29,273,797
Cash flows from investing activities:
Decrease in restricted cash -- 38,500,000
Purchase of broadcasting
assets (207,122,692) (65,300,000)
Purchase of equity in
and advances to
nonconsolidated
affiliates 876,417 (91,301,613)
Proceeds from disposal of
broadcasting assets 14,108 367,050
(Increase) in other investments (477,479) (460,329)
Purchases of property,
plant and equipment (8,688,114) (4,601,593)
(Increase) in other intangible
assets (389,105) (218,376)
(Increase) in goodwill (7,665)
(Increase) in other-net (7,105,746) (1,003,858)
___________ ____________
Net cash (used in) investing
activities (222,892,611) (124,026,384)
Cash flows from financing activities:
Proceeds from issuance of common
stock 283,342,500 --
Proceeds of long-term debt 204,525,000 124,500,000
Payments on short-term debt (179,534) (255,792)
Payments on long-term debt (301,100,000) (28,200,000)
Exercise of incentive stock
options 105,336 285,013
___________ ___________
Net cash provided by financing
activities 186,693,302 96,329,221
___________ ___________
Net increase in cash 6,905,631 1,576,634
Cash at beginning of period 5,391,104 6,817,595
_________ __________
Cash at end of period $12,296,735 $8,394,229
========== ==========
<PAGE>
CLEAR CHANNEL COMMUNICATIONS, INC. AND SUBSIDIARIES
SCHEDULE RECONCILING EARNINGS TO NET CASH
FLOW FROM OPERATING ACTIVITIES
(UNAUDITED)
Six Months Ended
June 30,
_______________
1996 1995
____ ____
Net income $ 18,786,476 $ 11,817,009
Reconciling Items:
Depreciation 9,316,408 7,464,094
Amortization of intangibles 10,026,151 9,100,935
Amortization of film rights 6,627,659 5,200,962
Payments on film rights (6,860,044) (5,076,718)
(Gain) on disposal of assets (19,557) (296,242)
Changes in operating assets and
liabilities:
(Increase) accounts
receivable (170,262) (754,497)
(Decrease) accounts
payable (348,202) (1,251,653)
Increase accrued interest 980,587 483,651
Increase (Decrease)
accrued expenses 580,861 (314,818)
Increase accrued income and other
taxes 4,184,863 2,901,074
__________ __________
Net cash from operating
activities $43,104,940 $29,273,797
========== ==========
See Notes to Consolidated Financial Statements
<PAGE>
CLEAR CHANNEL COMMUNICATIONS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Note 1: PREPARATION OF INTERIM FINANCIAL STATEMENTS
The consolidated financial statements have been prepared by
Clear Channel Communications, Inc. ("Corporation") pursuant to the
rules and regulations of the Securities and Exchange Commission
("SEC") and, in the opinion of management, include all adjustments
(consisting only of normal recurring accruals and adjustments
necessary for adoption of new accounting standards) necessary to
present fairly the results of the interim periods shown. Certain
information and footnote disclosures, normally included in
financial statements prepared in accordance with generally accepted
accounting principles, have been condensed or omitted pursuant to
such SEC rules and regulations. Management believes that the
disclosures made are adequate to make the information presented not
misleading. The results for the interim periods are not
necessarily indicative of results for the full year. The financial
statements contained herein should be read in conjunction with the
consolidated financial statements and notes thereto included in the
Corporation's 1995 Annual Report.
The consolidated financial statements include the accounts of
the Corporation and its subsidiaries, the majority of which are
wholly-owned investments in companies in which the Corporation owns
20 percent to 50 percent of the voting common stock or otherwise
exercises significant influence over operating and financial
policies of the company are accounted for under the equity method.
All significant intercompany transactions are eliminated in the
consolidation process. Certain reclassifications have been made to
the 1995 consolidated financial statements to conform with the 1996
presentation.
<PAGE>
CLEAR CHANNEL COMMUNICATIONS, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations
Comparison of Three Months Ended June 30, 1996 to Three Months
Ended June 30, 1995
Consolidated net broadcasting revenue for the three months
ended June 30, 1996 increased 28% to $81,368,000 from $63,728,000
for the same quarter of 1995. Station operating expenses increased
28% to $43,762,000 from $34,152,000. Depreciation and
amortization increased 30% from $8,166,000 to $10,588,000 in the
first quarter of 1996. Station operating income increased
$5,608,000 or 27% to $27,019,000, compared to $21,410,000 for the
second quarter of 1995. Interest expense increased 21% from
$5,215,000 to $6,321,000 in the second quarter of 1996. Net income
increased 37% from $9,138,000, or $.26 per share to $12,548,000 or
$.35 per share.
The majority of the growth in net broadcasting revenue and
operating expenses was due to the improved operating results of the
Company's radio stations in Houston and television stations in
Memphis and Little Rock, along with the operating results of the
radio and television stations acquired and/or operated under local
marketing agreements (LMAs) as listed below:
Date Acquired/LMA station/group -location(s)
May 1996 Acquired US Radio, Inc. - Houston, TX; Little Rock,
AR; Raleigh, NC; Norfolk, VA; Reading, PA; El Paso,
TX; Milwaukee, WI; Memphis, TN
May 1996 Acquired WTVR-AM/FM -- Richmond, VA
May 1996 LMA of WCUZ-AM/FM in Grand Rapids, MI; JSA of
KQLL-AM/FM and KOAS-FM in Tulsa, OK
February 1996 Acquired WOOD-AM/FM - Grand Rapids, MI
October 1995 Acquired WHP-TV - Harrisburg, PA
October 1995 LMA of WLYH-TV - Harrisburg, PA
The majority of the increase in depreciation and amortization was
due to the above-mentioned acquisitions. Interest expense
increased primarily due to an increase in the average amount of
debt outstanding -- which resulted from the above-mentioned
acquisitions and was partially offset by the paydown of debt with
the majority of the proceeds from the Company's offering of
3,850,000 additional shares of its Common Stock on June 14, 1996.
The Company's investments in ARN and Heftel are accounted for under
the equity method; together they contributed $1,195,185 to net
earnings in the second quarter of 1996. The majority of the
increase in net income also was primarily due to the factors
discussed above, but was partially offset by an increase of
$218,113 in corporate general and administrative expenses
attributable to the Company's growth through acquisitions.
Consolidated net broadcasting revenue for the six months
ended June 30, 1996 increased 24% to $143,577,000 from $115,586,000
for the same period in 1995. Station operating expenses increased
22% to $81,992,000 from $67,334,000. Station operating income
increased $13,333,000 or 28% to $61,584,000, compared to
$48,252,000 for the first half of 1995. Depreciation and
amortization increased 17% from $16,565,000 to $19,343,000 in the
first half of 1995. Interest expense increased 22% from $9,662,000
to $11,745,000. Net income increased to $18,786,000 or $.53 per
share from $11,871,000 or $.34 per share for the same period in
1995.
The majority of the revenue growth, increases in operating expenses
and increases in depreciation and amortization were due to the
acquisitions mentioned on page 9. Interest expense increased due
to an increase in the Company's average amount of debt outstanding
resulting from the acquisitions mentioned on page 9. The increase
in net income also was attributable to the factors stated above,
but was partially offset by an increase of $361,000 in corporate
general and administrative expenses. The Company's investments in
the Australian Radio Network and Heftel Broadcasting Corporation
contributed $2,070,000 to net earnings in the six months ended June
30, 1996.
Liquidity and Capital Resources
The major sources of capital for the Company have historically
been cash flow from operations, advances on its long-term line of
credit facility (the "credit facility") and funds supplied by the
Company's initial stock offering in April 1984 and subsequent stock
offerings in July 1991, October 1993 and June 1996. As of June 30,
1996, the Company had $228,425,000 outstanding under the
$600,000,000 credit facility, a total of $11,575,000 in guarantees
to third parties, a $7,000,000 letter of credit and a $3,000,000
suretyship, leaving $350,000,000 available for future borrowings
under the credit facility. In addition, the Company had $12,296,735
in unrestricted cash and cash equivalents on hand at June 30, 1996.
In August 1996, the Company expanded its revolving credit facility
from $600,000,000 to $1.0 billion. This will facilitate the
Company's ability to acquire additional broadcast properties in the
future.
The credit facility will convert to a reducing revolving
line of credit on the last business day of September 1998, with
quarterly repayment of the outstanding principal balance to begin
the last business day of December 1998 and continue during the
subsequent five year period, with the entire balance to be repaid
by the last business day of September 2003.
The Company believes that cash flow from operations will be
sufficient to make all required future interest and principal
payments on the credit facility and will be sufficient to fund all
anticipated capital expenditures.
During the fist six months of 1996, the Company made principal
payments on the credit facility totaling $301,100,000, the majority
of which was funded by the Company's issuance of 3,850,000
additional shares of its Common Stock, and purchased capital
equipment totaling $8,688,114. In addition, during the second
quarter of 1996, the Company purchased US Radio, Inc., which owns
and operates 16 radio stations, for approximately $142,500,000,
WTVR-AM/FM in Richmond, VA for approximately $18,000,000 and a one-
third interest in Radio New Zealand, which owns and operates 40
radio stations in New Zealand for approximately $20,500,000.
Subsequent to June 30, 1996 the Company purchased for
approximately $68,000,000 the broadcast assets of WPRI-TV, the CBS
affiliate in Providence, Rhode Island and entered into an LMA for
Fox affiliate WNAC-TV, also in Providence.
On August 1, 1996, the Company purchased the broadcast assets of
14 radio stations in six markets from Radio Equity Partners, L.P.
(REP). The Company's acquisition of the broadcast assets of
additional REP stations in Memphis and Providence is pending FCC
approval of the transfer of the licenses for these stations and is
anticipated to close late in the third or fourth quarter of 1996.
Finally, on August 5, 1996, the Company executed its stock
purchase agreement and tender offer for the purchase of 5,141,022
shares of common stock of Heftel Broadcasting Corporation for
$23.00 per share. This raises the Company's investment in Heftel
to 7,297,821, or approximately 63.2% of the total number of,
Heftel Class A common shares outstanding. Heftel has no more Class
B common shares outstanding after this tender offer.
All of these acquisitions were funded by the Company's credit
facility and cash flow from operations.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits. See Exhibit Index on Page 12
(b) Reports on Form 8-K
A report on Form 8-K dated May 24, 1996 was filed during the second
quarter of 1996 with respect to the Registrant's acquisition of the
common stock of US Radio, Inc. (USR). Audited and unaudited
financial statements of USR were included in this filing and
consisted of audited balance sheets and related statements of
operations and cash flows for the year ended December 31, 1995 and
unaudited balance sheets and statements of operations for the three
months ended March 31, 1996.
A report on Form 8-K dated June 5, 1996 was filed during the second
quarter of 1996 with respect to the Registrant's acquisition of the
broadcast assets of Radio Equity Partners, L.P. (REP). Audited and
unaudited financial statements of REP were included in this filing
and consisted of audited balance sheets and related statements of
operations and cash flows for the year ended December 31, 1995 and
unaudited balance sheets and statements of operations for the three
months ended March 31, 1996.
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.
Date August 14, 1996 /s/L. LOWRY MAYS
(L. Lowry Mays - President and
Chief Executive Officer)
(Duly Authorized Officer)
Date August 14, 1996 /s/HERBERT W. HILL, JR.
(Herbert W. Hill, Jr. -
Vice President and
Principal Financial Officer)
<PAGE>
Index to Exhibits
(a) 3.1 -- Articles of Incorporation, as amended, of
Registrant
(m) 3.11 -- Articles of Amendment to the Articles of
Incorporation of Clear Channel Communications, Inc.
(a) 3.2 -- Amended and Restated Bylaws of Registrant
(a) 4 -- Buy-Sell Agreement among Clear Channel
Communications, Inc., L. Lowry Mays, B. J. McCombs,
John M. Schaefer and John W. Barger dated May 31,
1977.
(a)10.1 -- Incentive Stock Option Plan of Clear Channel
Communications, Inc. as of January 1, 1984.
(b)10.2 -- Television Asset Purchase Agreement dated January
27, 1992, by and between Chase Broadcasting of
Memphis, Inc. and Clear Channel Television, Inc.
(b)10.3 -- Radio Asset Purchase Agreement dated January 31,
1992, by and between Noble Broadcasting of
Connecticut, Inc. and Clear Channel Radio, Inc.
(b)10.4 -- Radio Asset Purchase Agreement dated April 19,
1992, by and between Edens Broadcasting, Inc. and
Clear Channel Radio, Inc.
(k)10.33 -- Radio Asset Purchase Agreement dated January 31,
1993, by and between KHFI Venture, LTD. and Clear
Channel Radio, Inc.
(l)10.34 -- Radio Asset Purchase Agreement dated December 28,
1992, by and between Westinghouse Broadcasting
Company, Inc. and Clear Channel Radio, Inc.
(c)10.5 -- Radio Asset Purchase Agreement dated December 23,
1992, by and between-Inter-Urban Broadcasting of
New Orleans Partnership and Snowden Broadcasting,
Inc.
(d)10.6 -- Television Asset Purchase Agreement dated August
19, 1993, by and between Television Marketing Group
of Memphis, Inc. and Clear Channel Television, Inc.
(e)10.7 -- Radio Asset Purchase Agreement April 1, 1993, by
and Capital Broadcasting of Virginia, Inc. and
Clear Channel Radio, Inc.
(f)10.8 -- Television Asset Purchase Agreement dated August
31, 1993, by and between Nationwide Communications,
Inc. and Clear Channel Television, Inc.
(g)10.9 -- Radio Asset Merger Agreement dated March 22, 1994,
by and between Metroplex Communications, Inc. and
Clear Channel Radio, Inc.
(h)10.10 -- Radio Partnership Interest Purchase Agreement dated
April 5, 1994, by and between Cook Inlet
Communications, Inc. and WCC Associates and Clear
Channel Radio, Inc.
(i)10.11 -- Television Asset Purchase Agreement September
12,1994, by and between Heritage Broadcasting
Company of New York, Inc. and Clear Channel
Television, Inc. and Clear Channel Television
Licenses, Inc.
(j)10.12 -- Radio Asset Purchase Agreement dated November
17,1994, by and between Noble Broadcast of Houston,
Inc. and Clear Channel Radio, Inc.
(k)10.13 -- Australian Radio Network Shareholders Agreement
dated February, 1995, by and between APN
Broadcasting Investments Pty Ltd, Australian
Provincial Newspapers Holdings Limited, APN
Broadcasting Pty Ltd and Clear Channel Radio, Inc.
and Clear Channel Communications, Inc.
(l)10.14 -- $600,000,000 Amended and Restated Credit Agreement
Among Clear Channel Communications, Inc., Certain
Lenders, and NationsBank of Texas, N.A., as
Administrative Lender, dated October 19, 1995.
(m)10.15 -- Clear Channel Communications, Inc. 1994 Incentive
Stock Option Plan.
(m)10.16 -- Clear Channel Communications, Inc. 1994
Nonqualified Stock Option Plan.
(m)10.17 -- Clear Channel Communications, Inc. Directors'
Nonqualified Stock Option Plan.
(m)10.18 -- Option Agreement for Officer
(n)10.19 -- Employment Agreement between Clear Channel
Communications, Inc. and L. Lowry Mays
(o) 10.20 -- Stock Purchase Agreement dated as of March 4, 1996
by and among US Radio Stations, L.P., Blackstone
USR Capital Partners L.P., Blackstone USR Offshore
Capital Partners L.P., Blackstone Family Investment
Partnership II L.P., BCP Radio L.P., BCP Offshore
Radio L.P., US Radio Inc., Clear Channel
Communications of Memphis, Inc. and Clear Channel
Communications, Inc.
(p) 10-21 -- Asset Purchase Agreement, dated as of May 9, 1996,
by and among REP New England G.P., REP Southeast
G.P., REP Ft. Myers G.P., REP Rhode Island G.P.,
REP Florida G.P., REP WHYN G.P., REP WWBB G.P.,
S.E. Licensee G.P., REP WCKT G.P. and RI
Licensee G.P., Radio Station Management, Inc.,
Clear Channel Radio, Inc., and Clear Channel Radio
Licenses, Inc.
(q) 10.22 -- Tender Offer between Clear Channel Radio, Inc. and
Heftel Broadcasting Corporation dated June 1, 1996
(q) 10.23 -- Stock Purchase Agreement between Clear Channel
Radio, Inc. and Certain Shareholders of Heftel
Broadcasting Corporation dated June 1, 1996
(r) 10.24 -- Agreement and Plan of Merger Between Clear Channel
Communications, Inc. ("PARENT") and Tichenor Media
System, Inc. ("TICHENOR") dated July 9, 1996
(s) 10.25 -- Amended and Restated Credit Agreement dated as of
August 1, 1996 among Parent, the Lenders from time
to time party thereto and NationsBank of Texas,
N.A.
(a) -- Incorporated by reference to the exhibits of the
Company's Registration Statement on Form S-1(Reg.
No. 289161) dated April 19, 1984.
(b) -- Incorporated by reference to the Registrant's Form
8-K dated July 14, 1992.
(c) -- Incorporated by reference to the Registrant's Form
10-Q dated May 12, 1993.
(d) -- Incorporated by reference to the Registrant's Form
8-K dated September 2, 1993.
(e) -- Incorporated by reference to the Registrant's Form
10-Q dated November 1, 1993.
(f) -- Incorporated by reference to the Registrant's Form
8-K dated October 27, 1993.
(g) -- Incorporated by reference to the Registrant's Form
8-K dated October 26, 1994.
(h) -- Incorporated by reference to the Registrant's Form
10-Q dated November 14 1994.
(i) -- Incorporated by reference to the Registrant's Form
8-K dated December 14, 1994.
(j) -- Incorporated by reference to the Registrant's Form
8-K dated January 13, 1995.
(k) -- Incorporated by reference to the Registrant's Form
8-K dated May 26, 1995.
(l) -- Incorporated by reference to the Registrant's Form
10-Q dated November 14, 1995.
(m) -- Incorporated by reference to the Registrant's Form
S-8 dated November 20, 1995.
(n) -- Incorporated by reference to the Registrant's Form
10-K dated March 29, 1996.
(o) -- Incorporated by reference to the Registrant's Form
8-K dated May 24, 1996.
(p) -- Incorporated by reference to the Registrant's Form
8-K dated June 5, 1996.
(q) -- Incorporated by reference to the Registrant's
Amendment 2 to Form S-3 dated June 14, 1996.
(r) -- Incorporated by reference to Heftel Broadcasting
Corporation's Amendment 2 to Form SC 14D1/A dated
July 9, 1996.
(s) -- Incorporated by reference to Heftel Broadcasting
Corporation's Amendment 4 to Form SC 14D1/A dated
August 5, 1996.
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