SINCLAIR BROADCAST GROUP INC
8-K, 1997-07-17
TELEVISION 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 EXCHANGE ACT OF 1934

 Date of Report July 16, 1997                   Commission File Number 0-26076
(Date of earliest event reported)

                         SINCLAIR BROADCAST GROUP, INC.
                           (Exact name of registrant)

        Maryland                                                52-1494660
   (State of organization)                                   (I.R.S. Employer
                                                          Identification Number)

                             2000 West 41st Street,
                            Baltimore, Maryland 21211

              (Address of principal executive offices and zip code)

                                 (410) 467-5005

                         (Registrant's telephone Number)

                                  Page 1 of 3

<PAGE>



ITEM 5.  OTHER EVENTS

     The information set forth in Exhibit 99 is incorporated herin by reference.

ITEM 7.  EXHIBITS


Exhibit No.
- ----------

    99     Press Release by Sinclair Broadcast Group, Inc., dated July 16, 1997.

                                  Page 2 of 3


<PAGE>



                                    SIGNATURE

     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 hereunto duly authorized.

                                          SINCLAIR BROADCAST GROUP, INC.

                                          By:  /s/ David B. Amy
                                               -------------------------------
                                               David B. Amy
                                               Chief Financial Officer/
                                               Principal Accounting Officer

Dated:  July 16, 1997

                                  Page 3 of 3




NEWS RELEASE

July 16, 1997             Contact: David B. Amy, Chief Financial Officer
Baltimore, MD                      Patrick Talamantes, Dir. of Corporate Finance
                                   Sinclair Broadcast Group, Inc. (410) 467-5005
                                   Reed Nolte, VP-Investor Relations
                                   News Corporation, (212) 852-7092


                  SINCLAIR TO ACQUIRE HERITAGE MEDIA STATIONS

                DEAL TO ADD 6 TV STATIONS AND 24 RADIO STATIONS

     Sinclair  Broadcast Group, Inc. today announced that it has entered into an
asset  purchase  agreement  to  acquire  the radio and  television  stations  of
Heritage  Media Group for $630  million in cash upon the  closing of  Heritage's
merger  agreement with The News  Corporation  Limited,  which remains subject to
regulatory  approval.  The acquisition is expected to occur in the first quarter
of 1998. The stations and their markets are as follows:

Television Stations:

<TABLE>
<CAPTION>
Market                               Market Rank     Station                          Affiliation
- --------------------------------     -----------     ----------------------------     -----------
<S>                                          <C>     <C>                              <C>
Oklahoma City, Ok                            43      KOKH-TV (Ch.25)                  FOX
Charleston-Huntington, WV                    56      WCHS-TV (Ch. 8)                  ABC
Mobile, Al-Pensacola, FL                     61      WEAR-TV (Ch. 3)                  ABC
                                                     WFGX-TV (Ch. 35) (LMA)           WB
Burlington, VT-Plattsburgh, NY               91      WPTZ-TV (Ch. 5)                  NBC
                                                     WNNE-TV (Ch. 31) (simulcast)     NBC
                                                     WFFF-TV (Ch. 44) (LMA)           FOX
</TABLE>

Radio Stations:

Market                    Market        Station     Format
- -------------------       -------       -------     ---------------------
St. Louis, MO                 17        WRTH-AM     Adult Standards
                                        WIL-FM      Country
                                        KIHT-FM     70s Rock
Portland, OR                  24        KKSN-AM     Adult Standards
                                        KKSN-FM     60s Oldies
                                        KKRH-FM     70s Rock
Kansas City, MO               26        KCAZ-AM     Children's
                                        KCFX-FM     70s Rock
                                        KQRC-FM     Active Rock

<PAGE>

                                        KCIY-FM     Smooth Jazz
                                        KXTR-FM     Classical
Milwaukee, WI                 28        WEMP-AM     60s Oldies
                                        WMYX-FM     Adult Contemporary
                                        WAMG-FM     Rhythmic Contemporary
Norfolk, VA                   33        WGH-AM      Sports Talk
                                        WGH-FM      Country
                                        WVCL-FM     60s Oldies
New Orleans, LA               38        WBYU-AM     Adult Standards
                                        WEZB-FM     Adult Contemporary
                                        WRNO-FM     70s Rock
Rochester, NY                 45        WBBF-AM     Adult Standards
                                        WBEE-FM     Country
                                        WKLX-FM     60s Oldies
                                        WQRV-FM     Classic Hits


     The transaction is expected to be financed  entirely with bank  borrowings.
Under  the terms of the  agreement,  Sinclair  is  required  to divest  KOKH-TV,
Oklahoma City,  prior to closing.  The transaction is subject to FCC and Justice
Department approval.

     Sinclair  Broadcast Group,  Inc. is one of the nation's  largest  broadcast
groups,  owning and/or providing  programming services to 29 television stations
in 21 separate markets, and owning, providing sales and programming services to,
or having  options to  acquire,  34 radio  stations in 8 separate  markets.  The
television group reaches  approximately  15% of U.S.  television  households and
includes ABC, CBS, FOX, WB, and UPN  affliliates.  The radio group is one of the
twenty largest groups in the United States.

     Sinclair  Broadcast  Group's  Class A common  stock is traded on the NASDAQ
National Market System under the ticker symbol "SBGI."

                                      ***




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