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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
AMENDMENT NO. 1 TO
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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For the quarterly period ended September 30, 1996 Commission file number 0-14702
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INFINITY BROADCASTING CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 13-2766282
(State of incorporation) (I.R.S. Employer
Identification No.)
40 West 57th Street
New York, NY 10019
(Address of principal executive offices)
(212)314-9200
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such 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
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Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: 78,641,353 shares of Class A
Common Stock and 5,550,031 shares of Class B Common Stock as of December 31,
1996.
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ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS.
EXHIBIT
NUMBER DESCRIPTION OF EXHIBIT
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2(a) -- Asset Purchase Agreement, dated as of September 12, 1994, by
and between TK Communications, Inc. and Infinity Broadcasting
Corporation of Dallas. (This exhibit can be found as Exhibit
2(f) to the Company's Quarterly Report on Form 10-Q for the
quarter ended September 30, 1994 (File No. 0-14702) and is
incorporated herein by reference.)
2(b) -- Purchase Agreement, dated September 22, 1995, among each of
the entities identified in Schedule 1.0(a) thereto, Alliance
Broadcasting, L.P., each of the entities identified in
Schedule 1.0(b) thereto, Infinity Broadcasting Corporation of
Los Angeles and the Company. (This exhibit can be found as
Exhibit 2(a) to the Company's Report on Form 8-K dated
September 27, 1995 (File No. 0-14702) as is incorporated
herein by reference.)
2(c) -- Stock Purchase Agreement, dated as of February 22, 1996, by
and among the Company, William M. Apfelbaum, and each of the
other stockholders of TDI Worldwide, Inc. identified on
Schedule 4.2 thereto. (This exhibit can be found as Exhibit
2(i) to the Company's Annual Report on Form 10-K for the year
ended December 31, 1995 (File No. 0-14702) as is incorporated
herein by reference.)
2(d) -- Stock Purchase Agreement, dated as of March 3, 1996, between
the Company and Granum Holdings L.P. (This exhibit can be
found as Exhibit 2(j) to the Company's Annual Report on Form
10-K for the year ended December 31, 1995 (File No. 0-14702)
as is incorporated herein by reference.)
2(e) -- Agreement and Plan of Merger, dated as of June 20, 1996, among
Westinghouse Electric Corporation, R Acquisition Corp. and the
Company. (This exhibit can be found as Exhibit 2 to the
Company's Current Report on Form 8-K dated July 1, 1996 (File
No. 0- 14702) and is incorporated herein by reference.)
2(f) -- Asset Exchange Agreement, dated as of June 26, 1996, by and
among WCKG, Inc., Cox Broadcasting, Inc., GCI Orlando
Holdings, Inc. and the Company. (This exhibit can be found as
Exhibit 2(f) to the Company's Quarterly Report on Form 10-Q
for the quarter ended September 30, 1996 (File No. 0-14702)
and is incorporated herein by reference.)
2(g) -- Asset Purchase Agreement, dated August 22, 1996, between
Infinity Holdings Corp. of Orlando and Spanish Broadcasting
System, Inc. (This exhibit can be found as Exhibit 2(g) to the
Company's Quarterly Report on Form 10-Q for the quarter ended
September 30, 1996 (File No. 0-14702) and is incorporated
herein by reference.)
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2(h) -- Asset Purchase Agreement, dated as of September 30, 1996,
between Infinity Broadcasting Corporation of Dallas and
Inspiration Media of Texas, Inc., (This exhibit can be found
as Exhibit 2(h) to the Company's Quarterly Report on Form
10-Q for the quarter ended September 30, 1996 (File
No. 0-14702) and is incorporated herein by reference.)
2(i) -- Asset Purchase Agreement, dated as of October 10, 1996,
between Infinity Broadcasting Corporation of Texas and Marcos
Rodriguez, Inc., (This exhibit can be found as Exhibit 2(i)
to the Company's Quarterly Report on Form 10-Q for the
quarter ended September 30, 1996 (File No. 0-14702) and is
incorporated herein by reference.)
27 -- Financial Data Schedule.
99(a) -- Stockholder Agreement, dated as of June 20, 1996, among
Westinghouse Electric Corporation and the other signatories
thereto. (This exhibit can be found as Exhibit 99.1 to the
Company's Current Report on Form 8-K dated July 1, 1996 (File
No. 0-14702) and is incorporated herein by reference.)
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by the
undersigned thereunto duly authorized.
INFINITY BROADCASTING CORPORATION
(Registrant)
/s/ FARID SULEMAN
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Farid Suleman,
Vice President-Finance/
Chief Financial Officer
Dated: March 13, 1997
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<NAME> INFINITY BROADCASTING CORP.
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