<PAGE>
Filed Pursuant to Rule 424(b)(3) and (c)
Registration File No.: 333-06793
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PROSPECTUS SUPPLEMENT N0. 4
dated November 22, 1996
(To Prospectus dated July 18, 1996)
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SFX BROADCASTING, INC.
This Prospectus Supplement supplements the Prospectus dated July 18, 1996
(the "Prospectus") by SFX Broadcasting, Inc. ("SFX") relating to the resale by
certain securityholders of SFX of certain shares of Series D Cumulative
Convertible Exchangeable Preferred Stock (the "Series D Preferred Stock") of
SFX, upon the terms and subject to the conditions set forth in the Prospectus.
This Prospectus Supplement should be read in conjunction with the
Prospectus, and this Prospectus Supplement is qualified by reference to the
Prospectus except to the extent that the information herein contained
supersedes the information contained in the Prospectus.
The date of this Prospectus Supplement is November 22, 1996.
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This Prospectus Supplement No. 4 dated November 22, 1996, hereby
further amends the Prospectus dated July 18, 1996, Prospectus Supplement No. 1
dated October 1, 1996, Prospectus Supplement No. 2 dated October 18, 1996, and
Prospectus Supplement No. 3 dated November 7, 1996 as follows:
The section of the Prospectus entitled "Selling Securityholders" is
hereby amended by adding the following table:
<TABLE>
<CAPTION>
BENEFICIAL OWNERSHIP BENEFICIAL OWNERSHIP
ON THE DATE HEREOF AFTER SALE*
-------------------- NUMBER OF ----------
NUMBER OF PERCENT OF SHARES TO NUMBER OF PERCENT OF
NAME SHARES CLASS BE OFFERED SHARES CLASS
---- ------ ----- ---------- ------ -----
<S> <C> <C> <C> <C> <C>
Texas Commerce Bank 15,000 ** 15,000 0 **
National Association, as
Custodian for NCRAM
Client A
Texas Commerce Bank 75,000 2.5 75,000 0 **
National Association, as
Custodian for NCRAM
Client B
Hare & Co. on behalf of 8,000 ** 8,000 0 **
Bancroft Convertible Fund, Inc.
Hare & Co. on behalf of 7,000 ** 7,000 0 **
Ellsworth Convertible
Growth & Income Fund, Inc.
The Northwestern Mutual Life 10,000 ** 10,000 0 **
Insurance Company on
behalf of the Northwestern
Mutual Life Insurance
Company Group Annuity
Separate Account
ICI American Holdings Pension 3,800 ** 3,800 0 **
c/o State Street Bank
Zeneca Holdings Pension 3,580 ** 3,580 0 **
c/o State Street Bank
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BENEFICIAL OWNERSHIP BENEFICIAL OWNERSHIP
ON THE DATE HEREOF AFTER SALE*
-------------------- NUMBER OF ----------
NUMBER OF PERCENT OF SHARES TO NUMBER OF PERCENT OF
NAME SHARES CLASS BE OFFERED SHARES CLASS
---- ------ ----- ---------- ------ -----
<S> <C> <C> <C> <C> <C>
Delaware State, Retirement 8,910 ** 8,910 0 **
Fund - Froley Revy
c/o Mercantile Safe Deposit
& Trust
WAFRA Discretionary 2,100 ** 2,100 0 **
c/o Bank of Bermuda
Oregon Equity Fund 39,075 1.3 39,075 0 **
c/o Wells Fargo Bank
Nalco Chemical Retirement 1,610 ** 1,610 0 **
Trust c/o The Northern Trust
Hughes Aircraft Company 12,400 ** 12,400 0 **
Master Retirement Trust
c/o Oaktree Capital
Management, LLC
TCW Convertible Value 13,800 ** 13,800 0 **
Fund 1
</TABLE>
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* Assumes the sale of all shares of the Series D Preferred Stock being
offered by the Registration Statement of which this Prospectus is
a part.
** Less than 1%.
The Series D Preferred Stock is exchangeable for Exchange Notes and
convertible into SFX Class A Common Stock as described in the Prospectus. The
foregoing chart assumes no such conversion or exchange.
No other change or amendment is made hereby.
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1 This information hereby amends the information provided in Prospectus
Supplement No. 3 dated November 7, 1996. TCW Convertible Value Fund
transferred 12,400 shares of the SFX's Series D Preferred Stock to
Hughes Aircraft Company Master Retirement Trust c/o Oaktree Capital
Management. TCW Convertible Value Fund's position is 13,800, not
26,200.
