<PAGE> 1
CHANCELLOR MEDIA CORPORATION
300 Crescent Court, Suite 600
Dallas, Texas 75201
March 30, 1999
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Chancellor Media Corporation
Application for Withdrawal
Registration Statement on Form S-4 (No. 333-72481)
(the "Registration Statement")
Ladies and Gentlemen:
Pursuant to Rule 477(a) promulgated under the Securities Act of 1933,
as amended, Chancellor Media Corporation, a Delaware corporation (the
"Company"), hereby requests that the Securities and Exchange Commission (the
"Commission") consent to the withdrawal of the Company's Registration Statement,
as declared effective by the Commission on February 17, 1999. The boards of
directors of each of the Company and Ranger Equity Holdings Corporation have
mutually agreed to terminate the merger agreement described in the prospectus
contained in the Registration Statement and, therefore, registration of the
shares under the Registration Statement is no longer necessary.
The board of directors of the Company believes that it is in the best
interest of the Company and consistent with public interest to withdraw the
above-referenced Registration Statement, and respectfully requests that the
Commission consent to such withdrawal.
Sincerely,
/s/ ANDREA HULCY
Andrea Hulcy
Vice President and Controller
