FORM 10-Q 		 SECURITIES AND EXCHANGE COMMISSION 			 WASHINGTON, D.C. 20549 		 QUARTERLY REPORT UNDER SECTION 13 OR 15(d) 		 OF THE SECURITIES EXCHANGE ACT OF 1934 	For the quarterly period ended 		 Commission File 	June 30, 1994					 Number 0-14702 		 INFINITY BROADCASTING CORPORATION 		 ______________________________________ 	 (Exact name of registrant as specified in its charter) 		 DELAWARE			 13-2766282 	_______________________________ 	____________________ 	(State or other jurisdiction of 	 (I.R.S. Employer 	incorporation or organization) 	 Identification No.) 		 600 MADISON AVENUE, NEW YORK, NY 10022 		____________________________________________ 		 (Address of principal executive offices) 			 (212)750-6400 			 ______________ 	 (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 		 _____		 _____ 	Indicate the number of shares outstanding of each of the 	issuer's classes of common stock, as of the latest 	practicable date: 28,516,466	shares	of Class A Common 	Stock, 3,990,621 shares of Class B Common Stock and 496,114 	shares of Class C Common Stock as of August 12, 1994. 		 INFINITY BROADCASTING CORPORATION 				 INDEX Page No. ________ 	Part I. Financial Information 	 Item 1. Financial Statements 		 Consolidated Balance Sheets............	 2 		 Consolidated Statements of Operations..	 4 		 Consolidated Statements of Stockholders' 		 Equity.................................	 5 		 Consolidated Statements of 		 Cash Flows.............................	 6 		 Notes to Consolidated Financial 		 Statements.............................	 7 	 Item 2. Management's Discussion and 		 Analysis of Financial Condition and 		 Results of Operations..................	 9 	Part II. 	 Item 6. Exhibits and Reports on Form 8-K.......	13 				 i INFINITY BROADCASTING CORPORATION AND SUBSIDIARIES 	ITEM 1. FINANCIAL STATEMENTS 	_______ ____________________ 			CONSOLIDATED BALANCE SHEETS 			 (Dollars in thousands) 					 June 30,	 Dec. 31, 					 1994	 1993 					 ___________	 ________ 					 (Unaudited) ASSETS Current assets: 	Cash and cash equivalents	 $	 6,645	 $ 9,913 	Receivables, net			62,596	 57,249 	Prepaid expenses and other 	 current assets			 2,269	 2,978 					 _________	 _________ 	 Total Current Assets			71,510	 70,140 Property and equipment, net 23,485 18,749 Intangible assets, net		 463,612	 277,047 Other assets				11,738	 12,104 					 _________	 _________ 					 $ 570,345	 $ 378,040 					 _________	 _________ See accompanying Notes to Consolidated Financial Statements. 				 2 	 INFINITY BROADCASTING CORPORATION AND SUBSIDIARIES 		 CONSOLIDATED BALANCE SHEETS, CONTINUED 			 (Dollars in thousands) 						 June 30, Dec. 31, 							1994	 1993 						 _________ ________ 						 (Unaudited) 						 	 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY) Current Liabilities: Accounts payable and other accrued expenses	 $	 16,780 $ 12,841 Accrued compensation 				 3,484 3,236 Accrued interest					 10,256 7,776 Income taxes 					 7,648 7,477 Other current liabilities				 16,848 5,888 Current portion of long-term debt			 22,312 22,312 						 __________ __________ 	 Total Current Liabilities			 77,328 59,530 						 __________ __________ Long-term debt, less current portion			521,875 342,750 						 __________ __________ Stockholders' equity (deficiency): Preferred stock, $0.01 par value: 1,000,000 shares authorized, none issued		 - 	 - Class A Common Stock, $.002 par value: 75,000,000 shares authorized; 28,377,585 shares issued and outstanding in 1993 and 28,493,966 shares in 1994.			 57 	 57 Class B Common Stock, $.002 par value: 17,500,000 shares authorized; issued and outstanding 3,990,621 shares in 1993 and 1994.					 8 	 8 Class C Common Stock, $.002 par value: 30,000,000 shares authorized; issued and outstanding 496,114 shares in 1993 and 1994. 					 1 	 1 Additional paid-in capital				259,802 259,748 Retained earnings (deficit)			 (276,528) (284,054) 						 __________ _________ 							(16,660) (24,240) Less treasury stock at cost, 525,000 shares		(12,198)	 - 						 __________ _________ Total stockholders' equity (deficiency) (28,858) (24,240) 						 __________ _________ 						 $	570,345 $ 378,040 						 __________ _________ See accompanying Notes to Consolidated Financial Statements. 				 3 	 INFINITY BROADCASTING CORPORATION AND SUBSIDIARIES 	 CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) 	 (Dollars in thousands except per share amounts) 			 Three Months Ended Six Months Ended 			 June 30,	June 30, June 30,	June 30, 1994 1993 1994 1993 ___________ ___________ ___________ ___________ 			 			 	 Total revenues $ 79,081 $ 61,058 $ 134,036 $ 101,321 Less agency commissions 10,387 8,022 17,159 13,120 ___________ ___________ ___________ ___________ Net revenues	 68,694	 53,036 116,877	 88,201 ___________ ___________ ___________ ___________ Station operating expenses excluding depreciation and amortization	 33,501	 26,029 63,863	 48,826 Depreciation and	 11,547	 10,435 22,050	 18,818 amortization Corporate general and administrative expenses 1,302	 1,327	2,419	 2,286 ___________ ___________ ___________ ___________ Total operating expenses 46,350	 37,791 88,332	 69,930 ___________ ___________ ___________ ___________ Operating income	 22,344	 15,245 28,545	 18,271 Other income (expense) Interest expense	 (10,803)	 (9,767) (20,906)	 (19,224) Interest income 49 408 89 410 ___________ ___________ ___________ ___________ Earnings (loss) before income taxes		 11,590	 5,886	7,728	 (543) Income taxes			 200	 202	 202	 203 ___________ ___________ ___________ ___________ Net income (loss)	 $ 11,390	$ 5,684 $	7,526	$ (746) =========== =========== =========== =========== Net income (loss) per share $ .25 $ .14 $ .17 $ (.02) ___________ ___________ ___________ ___________ Average shares and equivalents 45,619,121 41,532,894 44,789,403 34,915,975 =========== =========== =========== =========== See accompanying Notes to Consolidated Financial Statements. 				 4 	 INFINITY BROADCASTING CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIENCY) 				(In thousands) 			 Class A	 Class B		 Class C 			 Common Stock	 Common Stock Common Stock 			 ____________	 ____________ ____________ 			 Shares Amt	 Shares Amt Shares	Amt 			 ______ ___	 ______ ___ ______	___ 			 	 	 	 Balance at Dec. 31, 1993		 28,378 $ 57	 3,991 $ 8	 496 $ 1 Net loss for the three months ended March 31, 1994 Issuance of Class A Common Stock	 108 			 ______ ___	 ______ ___ ______	____ Balance at March 31, 1994 (Unaudited) 28,486 $ 57 3,991 $ 8 496 $ 1 Net earnings for the three months ended June 30, 1994 Issuance of Class A Common Stock	 8 Treasury Stock Acquired		 ______ ___	 ______ ___ ______	____ Balance at June 30, 1994 (Unaudited) 28,494 $ 57 3,991 $ 8 496 $ 1 			 Add'l Retained 			 Paid-in Earnings	 Treasury Stock 			 _______ _________ ______________ 			 Capital (Deficit) Shares	Amt	Total 			 _______ _________ ______	___	_____ Balance at Dec. 31, 1993		 $259,748 $(284,054) 	0	 0 $(24,240) Net loss for the three months ended March 31, 1994					(3,864) 			(3,864) Issuance of Class A Common Stock	 53					 53 			 ________ _________ ______	___ ________ Balance at March 31, 1994 (Unaudited)	 $259,801 $(287,918) 	0	 0 $(28,051) Net earnings for the three months ended June 30, 1994					11,390				11,390 Issuance of Class A Common Stock		1					 1 Treasury Stock Acquired 525 (12,198) (12,198) 			 ________ _________ ______	___	________ Balance at June 30, 1994 (Unaudited) $259,802 $(276,528) 525 $(12,198) $(28,858) 			 ======== ========= ======	=== ========= See accompanying Notes to Consolidated Financial Statements. 				 5 	 INFINITY BROADCASTING CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) 	 SIX MONTHS ENDED JUNE 30, 1994 AND JUNE 30, 1993 			 (In thousands) 						 June 30,	 June 30, 						 1994	 1993 						 ________	 ________ 						 	 Net cash flow from (used in) operating activities: Net earnings	(loss)				 $	7,526	 $ (746) Depreciation and amortization 		 22,050	 18,818 Amortization of deferred financing costs		 825		665 						 ________	 ________ 						 30,401	 18,737 Increase in receivables (5,347) (8,685) (Increase) decrease in other current assets		 709	 (2,173) Increase in accounts payable and accrued expenses				4,358	 6,483 Increase (decrease) in accrued interest 2,480 (497) Other, net						 16	 (578) Increase (decrease) in other current liabilities 10,960		(12) 						 ________	 ________ Net cash flow from operating activities 	 43,577	 13,275 						 ________	 ________ Investing Activities: Capital expenditures					 674		 686 Acquisitions: Intangibles				 206,725	 100,000 Property and Equipment				5,920	 3,000 						 ________	 _______ Net cash used for investing activities		 213,319	 103,686 						 ________	 _______ Cash provided (required) before financing activities				 (169,742)	 (90,411) 						 ========	 ======= Financing Activities: Borrowings under debt agreements		 213,000	 107,000 Reduction of debt				 (33,875)	 (115,125) Proceeds from issuance of stocks			 54	 100,127 Financing costs				 (1,707)		 - Repurchase of Class A Common Stock		 (12,198)		 - Other, Net						1,200		 - 						 ________	 ________ Net financing activities			 166,474	 92,002 Increase (decrease) in cash and cash equivalents					3,268	 (1,591) 						 _________	 ________ Total financing activities 		 $169,742	 $ 90,411 						 =========	 ======== See accompanying Notes to Consolidated Financial Statements. 				 6 	 INFINITY BROADCASTING CORPORATION AND SUBSIDIARIES 		 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 	1. Basis of Presentation 	 _____________________ 	 In the opinion of management the unaudited interim 	financial statements contain all adjustments, consisting of 	normal recurring accruals, necessary to present fairly the 	financial position, results of operations and cash flows for 	the periods presented. 	 Interim periods are not necessarily indicative of 	results to be expected for the year. It is suggested that 	these financial statements be read in	conjunction with the 	Consolidated Financial	Statements and the notes thereto of 	the Company for the year ended December 31, 1993. 	 The consolidated	financial statements	include the 	accounts of the Company and its subsidiaries, which are all 	wholly	owned.	 All significant intercompany balances and 	transactions have been eliminated in consolidation. 	 Earnings per common share are based on	the weighted 	average number of common shares and common equivalent shares 	outstanding during the period. 	 Effective August 9, 1993, the Company declared a three- 	for-two stock split in the form of a stock dividend payable 	on August 16, 1993 to shareholders of record at the close of 	business on August 9, 1993. Effective November 12, 1993, 	the Company declared another three-for-two stock split in 	the form of a stock dividend payable on November 19, 1993 to 	shareholders of record	at the close of business on November 	12, 1993. The accompanying financial statements reflect the 	effect of the stock dividends. 	 During the three months ended June 30, 1994, the 	Company purchased 525,000 shares of its Class A Common Stock 	at a total cost of approximately $12 million.	The purchase price was financed principally from cash flow from operations. 	2. Public Stock Offerings 	 ______________________ 	 On May 13, 1993,	the Company and certain holders of 	warrants exercisable for shares of the Company's Class A 	Common Stock sold through a public offering 8,148,814 shares 	of Class A Common Stock, resulting in net proceeds to the 	Company of approximately $100 million. The	net proceeds 	from this offering were used to pay down bank borrowings 	under the Company's bank credit agreement (the "Credit 	Agreement"). 				 7 	3. Acquisitions 	 ____________ 	 On February 1,	1993, the Company completed the 	acquisition of the assets of WZGC-FM (Atlanta), WZLX-FM 	(Boston) and WUSN-FM	(Chicago) from Cook	Inlet Radio 	Partners, L.P.	and Cook Inlet Radio License	Partnership, 	L.P. for a total purchase price of approximately	$100 	million. 	 On September 1,	1993,	the Company completed the 	acquisition of	WIP-AM, an all-sports radio station serving 	Philadelphia,	from Spectacor Broadcasting, L.P.	 for 	approximately $17.4 million. 	 In February 1994, the Company completed the acquisition 	of Los Angeles radio station KRTH-FM from Beasley FM 	Acquisition Corp. for approximately $116 million. 	 In June 1994, the	Company completed the acquisition of 	Washington, D.C. radio	stations WPGC-AM/FM from Cook Inlet 	Radio	Partners, L.P. and	Cook Inlet Radio License 	Partnership, L.P. for approximately $60 million. 	 In June 1994, the	Company completed the acquisition of 	Detroit radio station WXYT-AM from Fritz Broadcasting,	Inc. 	for approximately $23 million. 	 The purchase price of the above acquisitions was funded 	by borrowings under the Credit Agreement. 	 The operating results of these acquisitions	 are 	included in the Company's consolidated results of operations 	from the date of acquisition.	The following unaudited pro 	forma	summary presents the consolidated	 results of 	operations as if the acquisitions had occurred as of the 	beginning of 1994 and 1993, after giving effect to certain 	adjustments, including amortization of intangibles and 	interest expense on the acquisition debt. These pro forma 	results have been prepared for comparative purposes only and 	do not purport to be indicative of what would have occurred 	had the acquisitions been made as of those dates or of 	results which may occur in the future. 					 Six Months Ended June 						 30, 					 1994	 1993 					 ____	 ____ 						 (Unaudited) 					 		 	Net revenues..................	 $129,762	$112,716 	Net earnings (loss)...........	 7,292	 (4,611) 	Net earnings (loss) per common 	share.........................		.16	 (.13) 				 8 	 On February 3, 1994, the Company, Unistar 	Communications	Group,	Inc. ("Unistar") and Westwood One, 	Inc. ("Westwood One") completed the purchase by Westwood One 	of the	radio network business of Unistar for approximately 	$101.3	million. Westwood One is the nation's largest 	producer and distributor of	nationally sponsored radio 	programs. In connection with transaction, an affiliate of 	the Company received 5 million newly issued shares of common 	stock of Westwood One for $3 per share (which represents 	approximately 16.45% of the issued and outstanding capital 	stock of Westwood One) and	an option to	purchase an 	additional 3 million shares of Westwood One's common stock 	at a purchase	price of $3 per share, subject to certain 	vesting requirements.	In connection with the transactions, 	the Company's Chief Executive Officer and Chief Financial 	Officer became the Chief Executive Officer and Chief 	Financial Officer, respectively, of Westwood One pursuant to 	a management agreement between the Company and Westwood One. 	Under the management agreement, the Company will receive a 	base management fee and additional warrants to acquire up to 	1.5 million shares of Westwood One's Common Stock at a 	purchase price from $3 to $5	per share in the event that 	Westwood One's Common Stock trades above certain target 	price levels. 	ITEM 2	- MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL 		 CONDITION AND RESULTS OF OPERATIONS 		 ___________________________________ 	RESULTS OF OPERATIONS 	_____________________ 	SECOND QUARTER OF 1994 COMPARED TO SECOND QUARTER OF 1993 	_________________________________________________________ 	 Net revenues for the second quarter of 1994	were 	$68,694,000 as compared to $53,036,000 for the second 	quarter of 1993, an increase of approximately $15,658,000 or 	30%. The increase was due principally to higher advertising 	revenues at most of	 the Company's stations, and the 	acquisitions of radio stations WZLX-FM (Boston), WZGC-FM 	(Atlanta) and WUSN-FM (Chicago) effective February 1, 1993, 	WIP-AM	(Philadelphia) effective September 1, 1993, KRTH-FM 	(Los Angeles) effective February 15, 1994, and WPGC-AM/FM 	(Washington, D.C.) effective June 17, 1994. On a pro forma 	basis, assuming the above acquisitions had occurred as of 	the beginning of 1993,	net revenues for the second quarter 	of 1994 would have increased by approximately 13%. 	 Station operating expenses excluding depreciation and 	amortization for the second quarter of 1994 were $33,501,000 	as compared to $26,029,000 for	the second quarter of 1993, 	an increase of $7,472,000 or approximately 29%.	 The 	increase was principally due	to the above acquisitions, 	expenses associated 				 9 	with higher revenues and higher 	programming expenses.	On a pro forma basis, assuming the 	above acquisitions had occurred as of the beginning of 1993, 	station operating expenses for the second quarter of 1994 	would have increased by approximately 10%. 	 Depreciation and amortization expense for the second 	quarter of 1994 was approximately $11,547,000 as compared to 	$10,435,000 for the second quarter of 1993, an increase of 	approximately	$1,112,000 or	 11%.	 The increase was 	principally due to the depreciation and amortization expense 	associated with the above acquisitions. 	 Operating	income for the second	quarter of 1994 was 	$22,344,000 as compared to $15,245,000 for the second 	quarter of 1993, an increase of approximately $7,099,000 or 	47%. The increase was due principally to improved results 	at the Company's radio stations. 	 Net financing expense (defined as interest expense less 	interest income) for	the second quarter of 1994 was 	$10,754,000 as compared to $9,359,000 for the second quarter 	of 1993, an increase of approximately $1,395,000 or 15%. 	The increase was due principally to additional borrowings in 	connection with the above acquisitions. 	 Net income for	the second quarter of 1994 was 	$11,390,000 as compared to $5,684,000 for the second quarter 	of 1993, an increase of approximately $5,706,000 or 100%. 	SIX MONTHS ENDED JUNE 30, 1994	AS COMPARED TO THE FIRST SIX 	____________________________________________________________ 	MONTHS OF 1993 	______________ 	 Net revenues for the six months	ended June 30, 1994 	were $116,877,000 as compared to $88,201,000 for the first six months of 1993, an increase of approximately 33%. The 	increase was due principally to higher advertising revenues 	at most of the Company's stations, and the acquisitions of 	radio stations WZLX-FM	(Boston), WZGC-FM (Atlanta), WUSN-FM 	(Chicago), WIP-AM (Philadelphia), KRTH-FM (Los Angeles), and 	WPGC-AM/FM (Washington, D.C.). On a pro forma basis, 	assuming the above acquisitions had	occurred as of the 	beginning of 1993, net revenues for the first six months of 	1994 would have increased by approximately 15%. 	 Station operating expenses excluding depreciation and 	amortization for the six months ended June 30, 1994	were 	$63,863,000 as compared to $48,826,000 for the first six 	months	of 1993, an increase of 31%. The increase was 	principally due to	the above acquisitions, expenses 	associated with higher revenues and higher programming 	expenses. On a 				 10 	pro forma basis, assuming the above 	acquisitions had occurred as	of the beginning of 1993, 	station operating expenses for the first six months of 1994 	would have increased by approximately 13%. 	 Depreciation and amortization expense for the first six 	months of 1994 was $22,050,000 as compared to $18,818,000 	for the first six months of 1993, an increase of 	approximately $3,232,000 or 17%. The increase was due to 	depreciation and amortization	expense associated with the 	above acquisitions. 	 Operating income for the first six months of 1994 was 	$28,545,000 as compared to $18,271,000 for the first six 	months	of 1993, an increase of approximately 56%.	 The 	increase was due principally	to improved results at the 	Company's radio stations. 	 Net financing expense (defined as interest expense less 	interest income) for	the first six	months	of 1994 was 	$20,817,000 as compared to $18,814,000 for the first six 	months of 1993, an increase of approximately 11%.	 The 	increase was due principally to additional interest expense 	associated with the	additional borrowings	incurred to 	finance the above acquisitions. 	 Net income for the first six months of 1994 was 	$7,526,000 ($0.17 per share) as compared to a net loss of 	$746,000 ($0.02 per share) for the first six months of 1993, 	an increase of approximately $8,272,000. 	LIQUIDITY AND CAPITAL RESOURCES 	_______________________________ 	 For the first six months	of 1994, net cash flow from 	operating activities was approximately $43,577,000, as 	compared to $13,275,000 for the first six months of 1993, an 	increase of approximately $30,302,000. The increase was 	principally due to improved earnings in 1994 offset in part 	by higher working capital requirements for the acquired 	stations. The operating cash flow was used principally to 	pay down debt and purchase treasury stock. 	 During the first six months of 1994,	the Company 	borrowed approximately $213	million under	the Credit 	Agreement to finance the acquisition and working capital of 	the acquired radio stations. 	 On June 7, 1994, the Company entered into an amended 	and restated bank credit agreement. Under the amended bank 	agreement, as of June	30, 1994, the	Company had undrawn 	borrowing capacity of approximately $86 million. 				 11 	 During the three months ended June 30, 1994, the 	Company purchased 525,000 shares of its Class A Common Stock 	at a total cost of approximately $12 million.	The purchase 	price	 was financed	 principally from cash flow	from 	operations. 				 12 	ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K 		 ________________________________ 	(a) Exhibits. 	Exhibit 	Number			 Description of Exhibit 	_______ 		 ______________________ 	2(a) __ Asset Purchase Agreement, dated as of August 15, 		 1992, between Cook Inlet Radio Partners, L.P. and 		 Cook	Inlet Radio License Partnership, L.P. and 		 Infinity Broadcasting Corporation	of Chicago, 		 Infinity Broadcasting Corporation	of Atlanta, 		 Infinity Broadcasting Corporation of Boston and 		 the Company. (This exhibit can be found as 		 Exhibit 2(c) to the Company's Quarterly Report on 		 Form 10-Q for the quarter ended September 30, 1992 		 (File No. 0-14702) and is incorporated herein by 		 reference.) 	2(b) __ Asset Purchase Agreement, dated as of 		 September 25, 1992, between	 Spectacor 		 Broadcasting, L.P.	and Infinity	Broadcasting 		 Corporation of Philadelphia.	(This exhibit can be 		 found as Exhibit 2(d) to the Company's Quarterly 		 Report on Form 10-Q for	the quarter ended 		 September 30, 1992 (File No. 0-14702) and is 		 incorporated herein by reference.) 	2(c) __ Purchase Agreement, dated as of June 16, 1993, 		 among Beasley FM Acquisition Corp., Infinity 		 Broadcasting	Corporation of California and the 		 Company. (This exhibit can be found as Exhibit 		 2(e)	to the	Company's Quarterly Report on Form 		 10-Q for the quarter ended June 30, 1993 (File No. 		 0-14702) and is incorporated herein by reference.) 	2(d) __ Asset Purchase Agreement, dated as of October 4, 		 1993, between Cook Inlet Radio Partners, L.P. and 		 Cook	Inlet Radio License Partnership, L.P. and 		 Infinity Broadcasting Corporation of	Maryland 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, 1993 		 (File No. 0-14702) and is incorporated herein by 		 reference.) 	2(e) __ Asset Purchase Agreement, dated as	of March 8, 		 1994, by and between Fritz Broadcasting, Inc., 		 Infinity Broadcasting Corporation of Detroit and 		 the Company. (This exhibit can be found as 		 Exhibit 2(h) to the Company's Annual Report on Form 10-K for the year ended December 31, 1993 (FileNo.0-14702) and is incorporated herein by 		 reference. 				 13 	4(a) __ Amended and Restated Credit Agreement, dated as of 		 June 7, 1994, between the Company and the banks 		 that are signatories	thereto. (This exhibit can 		 be found as Exhibit 4(a) to	the Company's Report 		 on Form 8-K filed on July 5, 1994 (File No. 0-14702) 		 and is incorporated herein by reference.) 	4(b) __ Security Agreement, dated as of June 7, 1994, by 		 and among the Company, its subsidiaries that are 		 signatories	thereto and	Chemical Bank, as 		 collateral agent. (This exhibit can be found as 		 Exhibit 4(b) to the Company's Report on Form 8-K 		 filed on July 5, 1994 (File	No. 0-14702) and is 		 incorporated herein by reference.) 	10(a) __ Sixth Amendment to the Employment Agreement, dated 		 as of September 10, 1990, between the Company and 		 Mel Karmazin, effective as of March 30, 1994 (This 		 exhibit can	be found as Exhibit 10(a) to the 		 Company's Quarterly Report on Form 10-Q for the 		 quarter ended March 31, 1994 (File No. 0-14702) 		 and is incorporated herein by reference.) 	(b) Reports on Form 8-K 		 No reports on Form 8-K were filed by the Company 	 during the quarter ended June 30, 1994. 				 14 				 SIGNATURES 		 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 	thereunto duly authorized. 				 INFINITY BROADCASTING CORPORATION 				 _________________________________ 					 (Registrant) 				 /s/ Farid Suleman 				 ________________________________ 				 Farid Suleman, 				 Vice President-Finance/ 				 Chief Financial Officer 	Dated:	August 12, 1994 				 15