M Street D $1.2B in debt, sold $1.2B, 141 investors

The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM D

Notice of Exempt Offering of Securities

OMB APPROVAL

OMB Number:	3235-0076
Estimated average burden
hours per response:	4.00

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

X None

Entity Type

0000739708

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

CLEAR CHANNEL COMMUNICATIONS INC

Jurisdiction of Incorporation/Organization

TEXAS

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
CLEAR CHANNEL COMMUNICATIONS INC
Street Address 1		Street Address 2
200 E BASSE RD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

X None

Entity Type

0001457758

	Corporation
	Limited Partnership
X	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

AMFM Broadcasting Licenses, LLC

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
AMFM Broadcasting Licenses, LLC
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001457757

Shamrock Broadcasting, Inc.

Chancellor Media/Shamrock Broadcasting, Inc.

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

AMFM Broadcasting, Inc.

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
AMFM Broadcasting, Inc.
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0000908612

CAPSTAR COMMUNICATIONS INC

SFX BROADCASTING INC

CAPSTAR COMMUNICATIONS, INC.

CF MEDIA, INC.

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

AMFM OPERATING INC

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
AMFM OPERATING INC
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001457753

Chancellor Media/Shamrock Radio Licenses, LLC

	Corporation
	Limited Partnership
X	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

AMFM Radio Licenses, LLC

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
AMFM Radio Licenses, LLC
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001457751

Evergreen Media of Houston Limited Partnership

Chancellor Media of Houston Limited Partnership

	Corporation
X	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

AMFM Texas Broadcasting, LP

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
AMFM Texas Broadcasting, LP
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001457750

AMFM Texas Licenses, LP

KLOL License Limited Partnership

	Corporation
	Limited Partnership
X	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

AMFM Texas Licenses, LLC

Jurisdiction of Incorporation/Organization

TEXAS

Year of Incorporation/Organization

	Over Five Years Ago
X	Within Last Five Years (Specify Year)	2009
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
AMFM Texas Licenses, LLC
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

X None

Entity Type

0001457749

	Corporation
	Limited Partnership
X	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

AMFM Texas, LLC

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
AMFM Texas, LLC
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001457748

CBC GP, Inc.

SFX GP, Inc.

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Capstar Radio Operating Co

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Capstar Radio Operating Co
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001457747

Capstar TX Limited Partnership

SFXTX Limited Partnership

	Corporation
	Limited Partnership
X	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Capstar TX , LLC

Jurisdiction of Incorporation/Organization

TEXAS

Year of Incorporation/Organization

	Over Five Years Ago
X	Within Last Five Years (Specify Year)	2009
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Capstar TX , LLC
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

X None

Entity Type

0001457746

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

CC Broadcast Holdings, Inc.

Jurisdiction of Incorporation/Organization

NEVADA

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
CC Broadcast Holdings, Inc.
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

X None

Entity Type

0001457745

	Corporation
	Limited Partnership
X	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

CC Finco Holdings, LLC

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

	Over Five Years Ago
X	Within Last Five Years (Specify Year)	2008
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
CC Finco Holdings, LLC
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

X None

Entity Type

0001457744

	Corporation
	Limited Partnership
X	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

CC Licenses, LLC

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
CC Licenses, LLC
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001037471

Republic Radio Sales, Inc.

RKO Radio Sales, Inc.

R K O Radio Representatives, Inc.

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

CHRISTAL RADIO SALES INC

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
CHRISTAL RADIO SALES INC
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

X None

Entity Type

0001028817

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

CINE GUARANTORS II INC

Jurisdiction of Incorporation/Organization

CALIFORNIA

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
CINE GUARANTORS II INC
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001028812

Taft Television and Radio Company

Taft Television and Radio Company, Inc.

Citicaster Licenses, Inc.

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

CITICASTERS CO

Jurisdiction of Incorporation/Organization

OHIO

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
CITICASTERS CO
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001457741

Citicasters Licenses, L.P.

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Citicasters Licenses, Inc.

Jurisdiction of Incorporation/Organization

TEXAS

Year of Incorporation/Organization

	Over Five Years Ago
X	Within Last Five Years (Specify Year)	2008
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Citicasters Licenses, Inc.
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001457739

Clear Channel Radio Licenses, Inc.

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Clear Channel Broadcasting Licenses, Inc.

Jurisdiction of Incorporation/Organization

NEVADA

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Clear Channel Broadcasting Licenses, Inc.
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001457738

Clear Channel Radio, Inc.

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Clear Channel Broadcasting, Inc.

Jurisdiction of Incorporation/Organization

NEVADA

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Clear Channel Broadcasting, Inc.
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

X None

Entity Type

0001457737

	Corporation
	Limited Partnership
X	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Clear Channel Capital I, LLC

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

	Over Five Years Ago
X	Within Last Five Years (Specify Year)	2008
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Clear Channel Capital I, LLC
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

X None

Entity Type

0001343953

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Clear Channel Holdings, Inc.

Jurisdiction of Incorporation/Organization

NEVADA

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Clear Channel Holdings, Inc.
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001457734

Clear Channel Identity, L.P.

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Clear Channel Identity, Inc.

Jurisdiction of Incorporation/Organization

TEXAS

Year of Incorporation/Organization

	Over Five Years Ago
X	Within Last Five Years (Specify Year)	2008
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Clear Channel Identity, Inc.
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

X None

Entity Type

0001080208

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

CLEAR CHANNEL INVESTMENTS INC

Jurisdiction of Incorporation/Organization

NEVADA

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
CLEAR CHANNEL INVESTMENTS INC
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001457733

Clear Channel Management Services, L.P.

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Clear Channel Management Services, Inc.

Jurisdiction of Incorporation/Organization

TEXAS

Year of Incorporation/Organization

	Over Five Years Ago
X	Within Last Five Years (Specify Year)	2008
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Clear Channel Management Services, Inc.
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

X None

Entity Type

0001457732

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Clear Channel Mexico Holdings, Inc.

Jurisdiction of Incorporation/Organization

NEVADA

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Clear Channel Mexico Holdings, Inc.
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001457731

Clear Channel Real Estate, Inc.

	Corporation
	Limited Partnership
X	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Clear Channel Real Estate, LLC

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Clear Channel Real Estate, LLC
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001457730

NSN Network Services, Ltd.

Jacor Broadcasting of Knoxville, Inc.

Republic Broadcasting Corporation

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Clear Channel Satellite Services, Inc.

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Clear Channel Satellite Services, Inc.
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001457727

Tastemore Corporation

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Critical Mass Media, Inc.

Jurisdiction of Incorporation/Organization

OHIO

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Critical Mass Media, Inc.
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001037474

The Katz Agency, Inc.

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

KATZ COMMUNICATIONS INC

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
KATZ COMMUNICATIONS INC
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0000934494

KATZ HOLDING CORP /DE/

KATZ CAPITAL CORP

The Cable Company, Inc.

Katz Media Corporation

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

KATZ MEDIA GROUP INC

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
KATZ MEDIA GROUP INC
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001457726

Seltel Inc.

Meeker Television, Inc.

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Katz Millennium Sales & Marketing Inc.

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Katz Millennium Sales & Marketing Inc.
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001457725

Net Radio Sales, Inc.

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Katz Net Radio Sales, Inc.

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Katz Net Radio Sales, Inc.
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

X None

Entity Type

0001457723

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

M Street Corp

Jurisdiction of Incorporation/Organization

WASHINGTON

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
M Street Corp
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

X None

Entity Type

0000885084

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

PREMIERE RADIO NETWORKS INC

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
PREMIERE RADIO NETWORKS INC
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

X None

Entity Type

0001457722

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Terrestrial RF Licensing, Inc.

Jurisdiction of Incorporation/Organization

NEVADA

Year of Incorporation/Organization

X	Over Five Years Ago
	Within Last Five Years (Specify Year)
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Terrestrial RF Licensing, Inc.
Street Address 1		Street Address 2
200 EAST BASSE ROAD
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SAN ANTONIO	TEXAS	78209	210-822-2828

3. Related Persons

Last Name	First Name	Middle Name
Abrams	David	C.
Street Address 1	Street Address 2
c/o Clear Channel Communications, Inc.	200 East Basse Road
City	State/Province/Country	ZIP/PostalCode
San Antonio	TEXAS	78209

Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Azoff	Irving	L.
Street Address 1	Street Address 2
c/o Clear Channel Communications, Inc.	200 East Basse Road
City	State/Province/Country	ZIP/PostalCode
San Antonio	TEXAS	78209

Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Bressler	Richard	J.
Street Address 1	Street Address 2
c/o Clear Channel Communications, Inc.	200 East Basse Road
City	State/Province/Country	ZIP/PostalCode
San Antonio	TEXAS	78209

Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Connaughton	John	P.
Street Address 1	Street Address 2
c/o Clear Channel Communications, Inc.	200 East Basse Road
City	State/Province/Country	ZIP/PostalCode
San Antonio	TEXAS	78209

Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Hendrix	Blair	E.
Street Address 1	Street Address 2
c/o Clear Channel Communications, Inc.	200 East Basse Road
City	State/Province/Country	ZIP/PostalCode
San Antonio	TEXAS	78209

Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Jacobson	Jonathon	S.
Street Address 1	Street Address 2
c/o Clear Channel Communications, Inc.	200 East Basse Road
City	State/Province/Country	ZIP/PostalCode
San Antonio	TEXAS	78209

Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Loring	Ian	K.
Street Address 1	Street Address 2
c/o Clear Channel Communications, Inc.	200 East Basse Road
City	State/Province/Country	ZIP/PostalCode
San Antonio	TEXAS	78209

Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Mays	Mark	P.
Street Address 1	Street Address 2
c/o Clear Channel Communications, Inc.	200 East Basse Road
City	State/Province/Country	ZIP/PostalCode
San Antonio	TEXAS	78209

Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Sperling	Scott	M.
Street Address 1	Street Address 2
c/o Clear Channel Communications, Inc.	200 East Basse Road
City	State/Province/Country	ZIP/PostalCode
San Antonio	TEXAS	78209

Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Pittman	Robert	W.
Street Address 1	Street Address 2
c/o Clear Channel Communications, Inc.	200 East Basse Road
City	State/Province/Country	ZIP/PostalCode
San Antonio	TEXAS	78209

Relationship: X Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Casey	Thomas	W.
Street Address 1	Street Address 2
c/o Clear Channel Communications, Inc.	200 East Basse Road
City	State/Province/Country	ZIP/PostalCode
San Antonio	TEXAS	78209

Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Eccleshare	C.	William
Street Address 1	Street Address 2
c/o Clear Channel Communications, Inc.	200 East Basse Road
City	State/Province/Country	ZIP/PostalCode
San Antonio	TEXAS	78209

Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Hamilton	Scott	D.
Street Address 1	Street Address 2
c/o Clear Channel Communications, Inc.	200 East Basse Road
City	State/Province/Country	ZIP/PostalCode
San Antonio	TEXAS	78209

Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Hogan	John	E.
Street Address 1	Street Address 2
c/o Clear Channel Communications, Inc.	200 East Basse Road
City	State/Province/Country	ZIP/PostalCode
San Antonio	TEXAS	78209

Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Walls, Jr.	Robert	H.
Street Address 1	Street Address 2
c/o Clear Channel Communications, Inc.	200 East Basse Road
City	State/Province/Country	ZIP/PostalCode
San Antonio	TEXAS	78209

Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Carlisle	James	C.
Street Address 1	Street Address 2
c/o Clear Channel Communications, Inc.	200 East Basse Road
City	State/Province/Country	ZIP/PostalCode
San Antonio	TEXAS	78209

Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Freeman	Matthew	J.
Street Address 1	Street Address 2
c/o Clear Channel Communications, Inc.	200 East Basse Road
City	State/Province/Country	ZIP/PostalCode
San Antonio	TEXAS	78209

Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

4. Industry Group

Agriculture

Banking & Financial Services

Commercial Banking

Insurance

Investing

Investment Banking

Pooled Investment Fund

Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?

Yes No

Other Banking & Financial Services

Business Services

Energy

Coal Mining

Electric Utilities

Energy Conservation

Environmental Services

Oil & Gas

Other Energy

Health Care

Biotechnology

Health Insurance

Hospitals & Physicians

Pharmaceuticals

Other Health Care

Manufacturing

Real Estate

Commercial

Construction

REITS & Finance

Residential

Other Real Estate

Retailing

Restaurants

Technology

Computers

Telecommunications

Other Technology

Travel

Airlines & Airports

Lodging & Conventions

Tourism & Travel Services

Other Travel

X

Other

5. Issuer Size

Revenue Range		OR	Aggregate Net Asset Value Range
	No Revenues			No Aggregate Net Asset Value
	$1 - $1,000,000			$1 - $5,000,000
	$1,000,001 - $5,000,000			$5,000,001 - $25,000,000
	$5,000,001 - $25,000,000			$25,000,001 - $50,000,000
	$25,000,001 - $100,000,000			$50,000,001 - $100,000,000
X	Over $100,000,000			Over $100,000,000
	Decline to Disclose			Decline to Disclose
	Not Applicable			Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

Rule 504(b)(1) (not (i), (ii) or (iii))		Rule 505
Rule 504 (b)(1)(i)	X	Rule 506
Rule 504 (b)(1)(ii)		Securities Act Section 4(5)
Rule 504 (b)(1)(iii)		Investment Company Act Section 3(c)
	Section 3(c)(1) Section 3(c)(9)   Section 3(c)(2) Section 3(c)(10) Section 3(c)(3) Section 3(c)(11) Section 3(c)(4) Section 3(c)(12) Section 3(c)(5) Section 3(c)(13) Section 3(c)(6) Section 3(c)(14) Section 3(c)(7)

7. Type of Filing

X	New Notice	Date of First Sale	2013-06-21	First Sale Yet to Occur
	Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year? Yes X No

9. Type(s) of Securities Offered (select all that apply)

	Equity	Pooled Investment Fund Interests
X	Debt	Tenant-in-Common Securities
	Option, Warrant or Other Right to Acquire Another Security	Mineral Property Securities
	Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security	Other (describe)

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer? Yes X No

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor $1,000 USD

12. Sales Compensation

Recipient	Recipient CRD Number None
Morgan Stanley & Co. LLC	8209
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
1585 Broadway
City	State/Province/Country	ZIP/Postal Code
New York	NEW YORK	10036
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	Foreign/non-US

Recipient	Recipient CRD Number None
Citigroup Global Markets Inc.	7059
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
390 Greenwich Street
City	State/Province/Country	ZIP/Postal Code
New York	NEW YORK	10013
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	Foreign/non-US

Recipient	Recipient CRD Number None
Goldman, Sachs & Co.	361
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
200 West Street
City	State/Province/Country	ZIP/Postal Code
New York	NEW YORK	10282
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	Foreign/non-US

Recipient	Recipient CRD Number None
Credit Suisse Securities (USA) LLC	816
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
Eleven Madison Avenue
City	State/Province/Country	ZIP/Postal Code
New York	NEW YORK	10010
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	Foreign/non-US

Recipient	Recipient CRD Number None
Deutsche Bank Securities Inc.	2525
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
60 Wall Street
City	State/Province/Country	ZIP/Postal Code
New York	NEW YORK	10005
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	Foreign/non-US

Recipient	Recipient CRD Number None
Wells Fargo Securities, LLC	126292
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
550 South Tryon Street, 5th Floor
City	State/Province/Country	ZIP/Postal Code
Charlotte	NORTH CAROLINA	28202
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	Foreign/non-US

13. Offering and Sales Amounts

Total Offering Amount	$1,200,991,648	USD	or Indefinite
Total Amount Sold	$1,200,991,648	USD
Total Remaining to be Sold	$0	USD	or Indefinite

Clarification of Response (if Necessary):

The issuer offered to certain eligible holders of its 10.75% Senior Cash Pay Notes due 2016 and 11.00% / 11.75% Senior Toggle Notes due 2016 to exchange any and all outstanding notes for newly issued Senior Notes due 2021.

14. Investors

Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.

Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:

141

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions	$9,490,112	USD	Estimate
Finders' Fees	$0	USD	Estimate

Clarification of Response (if Necessary):

The Dealer Managers are to be paid a cash fee equal to the sum of 0.75% of the aggregate principal amount of Securities retired in the Offer.

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$0

USD

Estimate

Clarification of Response (if Necessary):

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:

• Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*

• Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of:  (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.

• Certifying that, if the issuer is claiming a Rule 505 exemption, the issuer is not disqualified from relying on Rule 505 for one of the reasons stated in Rule 505(b)(2)(iii).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

X I also am a duly authorized representative of the other issuer(s) identified in Item 1 above and authorized to sign on their behalf.

Issuer	Signature	Name of Signer	Title	Date
CLEAR CHANNEL COMMUNICATIONS INC	/s/ Hamlet T. Newsom, Jr.	Hamlet T. Newsom, Jr.	Vice President, Associate General Counsel & Asst. Secretary	2013-06-21

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.