UNITED STATES
             SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C. 20549
                              
                          FORM 10-Q

                         (Mark One)
[X]  Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

For the quarterly period ended September 30, 1995
                             or
[   ] Transition  Report Pursuant to Section 13 or 15(d)  of
the Securities Exchange Act of 1934
For the transition period from _______ to _______

Commission file number 0-16841

              OSBORN COMMUNICATIONS CORPORATION
   (Exact name of registrant as specified in its charter)
                              
               DELAWARE                       06-1142367
(State or other jurisdiction of             (I.R.S.Employer
incorporation or organization)             Identification No.)

       130 Mason Street, Greenwich, Connecticut 06830
     (Address of principal executive offices)(Zip Code)

                       (203) 629-0905
     Registrant's telephone number, including area code

____________________________________________________________
                            
   (Former name, former address and former fiscal year, if
                 changed since last report)

     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______

      APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
           PROCEEDINGS DURING THE LAST FIVE YEARS
     Indicate by check mark whether the registrant has filed
all documents and reports required to be filed by Section
12, 13 or 15(d) of the Securities Exchange Act of 1934
subsequent to the distribution of securities under a plan
confirmed by a court. Yes_____        No______
                              
            APPLICABLE ONLY TO CORPORATE ISSUERS
      Indicate the number of shares outstanding in  each  of
the  issuer's  classes of common stock,  as  of  the  latest
practicable date.
                                              Outstanding
        Class                              at November 6, 1995
   Common stock, $.01 par value                5,276,347
   Non-voting common stock, $.01 par value             -



                           PART I
                              
                    FINANCIAL INFORMATION


Item 1. Financial Statements

     (1) Consolidated Balance Sheets at September 30, 1995
       (unaudited) and December 31, 1994
     
     (2) Consolidated Statements of Operations for the three
       and nine months ended September 30, 1995 and 1994
       (unaudited)
     
     (3) Consolidated Statements of Cash Flows for the nine
       months ended September 30, 1995 and 1994 (unaudited)
     
     (4) Consolidated Statement of Changes in Stockholders'
       Equity for the nine months ended September 30, 1995
       (unaudited)
     
     (5) Notes to Unaudited Consolidated Financial
       Statements

Item 2. Management's Discussion and Analysis of Financial
     Condition and Results of Operations




OSBORN  COMMUNICATIONS  CORPORATION
CONSOLIDATED  BALANCE  SHEETS


                                                       

                                            September 30,     December 31,
                                                    1995             1994
                                              (Unaudited)
Current assets:
  Cash and cash equivalents                   $2,181,164       $6,368,473
  Accounts receivable, less allowance 
    for doubtful accounts of $486,677 
    in 1995 and $370,102 in 1994               5,310,749        5,435,792
  Distribution receivable                              -        2,264,552
  Note receivable                                      -        1,620,455
  Inventory                                    1,078,835        1,080,647
  Prepaid expenses and other current assets    1,652,088          782,544
    Total current assets                      10,222,836       17,552,463

Investment in affiliated companies               530,640          535,913
Property, plant and equipment, at cost, 
   less accumulated depreciation of 
   $17,884,306 in 1995 and $15,945,361 
   in 1994                                    15,487,820       16,442,810
Intangible assets, net of accumulated 
   amortization of $15,578,240 in 1995 
   and $13,308,848 in 1994                    41,423,105       44,418,927
Other noncurrent assets                          124,561          216,373
    Total assets                             $67,788,962      $79,166,486


LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Accounts payable and accrued expenses       $3,118,329       $3,787,528
  Accrued wages and sales commissions            142,703          304,781
  Accrued interest payable                       579,812        1,944,787
  Accrued income taxes                           474,228          535,489
  Current portion of long-term debt            2,700,000        2,700,000
    Total current liabilities                  7,015,072        9,272,585

Long-term debt                                44,500,000       48,313,905
Deferred income taxes                          2,185,047        2,035,047
Other noncurrent liabilities                     280,927          263,107

Commitments and contingencies                          -                -
Stockholders' equity:
  Preferred stock, par value $.01 per 
    share; authorized 5,000,000 shares, 
    none issued and outstanding                        -                -
  Common stock, par value $.01 per share; 
    authorized 7,425,000 shares, issued 
    and outstanding shares: 5,286,347 and 
    5,276,347 respectively, in 1995;
    5,369,747 and 5,359,747, respectively, 
    in 1994                                       52,764           53,598
  Non-voting common stock, par value $.01 
    per share; authorized 75,000 shares, 
    none issued and outstanding                        -                -
  Additional paid-in capital                  39,694,601       40,181,258
  Accumulated deficit                        (25,939,449)     (20,953,014)
  Total stockholders' equity                  13,807,916       19,281,842
    Total liabilities and stockholders' 
       equity                                $67,788,962      $79,166,486



See accompanying notes.


                              
OSBORN  COMMUNICATIONS  CORPORATION
CONSOLIDATED  STATEMENTS  OF  OPERATIONS
For the three and nine months ended September 30, 1995 and 1994
(Unaudited)


                                                       

                          Three months ended           Nine months ended
                             September 30,               September 30,
                          1995          1994          1995          1994

Net revenues              $12,001,802   $11,547,756   $28,802,257   $23,675,365

Operating expenses:
  Selling, technical 
    and program             2,817,392     2,744,017     8,869,892     6,122,852
  Direct programmed music 
    and entertainment       3,773,692     3,243,356     7,148,981     6,630,437
  General and 
    administrative          2,031,876     1,955,865     5,791,337     4,605,401
  Depreciation and 
    amortization            1,398,887     1,329,817     4,315,622     3,445,799
  Corporate expenses          426,674       480,510     1,276,051     1,927,615
      Total operating 
        expenses           10,448,521     9,753,565    27,401,883    22,732,104

Operating income            1,553,281     1,794,191     1,400,374       943,261

Other income (expense)         76,030       117,320     1,975,009      (136,311)

Interest expense            1,290,320     1,454,115     4,137,330     2,809,436

Equity in loss of 
  affiliated company           (5,273)            -        (5,273)            -

Income (loss) before 
   income taxes               333,718       457,396      (767,220)   (2,002,486)

Provision for income taxes    106,824        49,958       298,154       151,207

Income (loss) before 
   extraordinary item         226,894       407,438    (1,065,374)   (2,153,693)

Extraordinary item:
   Loss on debt 
     extinguishment        (3,921,061)            -    (3,921,061)     (436,329)

Net income (loss)         ($3,694,167)     $407,438   ($4,986,435)  ($2,590,022)

Earnings per common share:
   Income (loss) before 
     extraordinary item         $0.05         $0.08        ($0.20)       ($0.40)
   Loss on extinguishment 
      of debt                   (0.75)            -         (0.75)        (0.08)
Net income (loss) per
  common share                 ($0.70)        $0.08        ($0.95)       ($0.48)

Weighted average common 
 shares outstanding         5,256,292     5,377,590     5,258,216     5,376,681



See accompanying notes.



OSBORN  COMMUNICATIONS  CORPORATION
CONSOLIDATED  STATEMENTS  OF  CASH  FLOWS
For the nine months ended September 30, 1995 and 1994
(Unaudited)


                                                           
                                                    1995              1994
Cash flows from operating activities:
   Cash received from clients                   $28,557,416    $21,686,950
   Cash paid to vendors and employees           (24,415,386)   (18,080,461)
   Interest received                                321,375        280,268
   Interest paid                                 (5,216,445)    (3,000,189)
   Income taxes paid                              (209,415)        (57,725)
     Net cash (used in) provided by 
         operating activities                     (962,455)        828,843

Cash flows from investing activities:
   Distributions from affiliated companies       3,918,186               -
   Payments for business acquisitions                    -     (22,290,337)
   Proceeds from note receivable                 1,620,455         242,498
   Capital expenditures                           (966,132)       (686,904)
   Expenditures for intangible assets             (143,044)              -
   Reclassification of other noncurrent assets      91,812         (12,083)
     Net cash provided by (used in) 
       investing activities                      4,521,277     (22,746,826)

Cash flows from financing activities:
   Proceeds from issuance of long-term debt     44,500,000      48,460,982
   Proceeds from issuance of stock warrant               -       1,774,837
   Debt issuance costs                          (1,258,640)     (1,921,362)
   Proceeds from exercise of stock options         154,863           6,000
   Purchase and retirement of treasury stock      (642,354)              -
   Prepayment penalty on debt retirement          (500,000)              -
   Principal payments on long-term debt and 
     notes payable                             (50,000,000)    (23,286,671)
     Net cash (used in) provided by 
       financing activities                     (7,746,131)     25,033,786
Net (decrease) increase in cash and 
   cash equivalents                             (4,187,309)      3,115,803
Cash and cash equivalents at beginning 
   of period                                     6,368,473       1,321,175
Cash and cash equivalents at end of period      $2,181,164      $4,436,978

Reconciliation of net loss to net cash (used 
  in) provided by operating activities:
Net loss                                      ($4,986,435)     ($2,590,022)
Adjustments to reconcile net loss to net cash
    (used in) provided by operating activities:
  Depreciation and amortization                 4,315,622        3,415,799
  Loss on extinguishment of debt                3,921,061          436,329
  Write-off of registration statement costs             -          397,583
  Equity in loss of affiliated company              5,273           11,052
  Deferred income taxes                           150,000                -
  Non-cash interest expense                       285,860                -
  Decrease (increase) in accounts receivable      125,043       (1,453,987)
  Decrease (increase) in inventory                  1,812         (276,262)
  Distributions from affiliated companies      (1,653,634)               -
  Increase in prepaid expenses and other 
    current assets                               (869,544)        (175,557)
  Increase (decrease) in accounts payable
    and accrued expenses                         (669,199)       1,242,218
  Decrease in accrued wages and sales 
    commissions                                  (162,078)         (81,039)
  Decrease in accrued interest payable         (1,364,975)        (190,753)
  Increase (decrease) in accrued income taxes     (61,261)          93,482
Total adjustments                               4,023,980        3,418,865
Net cash (used in) provided by operating 
   activities                                   ($962,455)        $828,843

Schedule of non-cash investing activities:
  Acquisition of radio station through the 
    assumption of long-term debt                        -       $2,464,181



See accompanying notes.



OSBORN  COMMUNICATIONS  CORPORATION
CONSOLIDATED  STATEMENT  OF  CHANGES  IN  STOCKHOLDERS'
EQUITY
For the nine months ended September 30, 1995
(Unaudited)



                                                 

                         Voting         Non-voting    Additional
                                Par            Par    paid-in      Accumulated
                     Shares     value  Shares  value  capital      deficit


Balance at 
 December 31, 1994   5,359,747  $53,598     -      -  $40,181,258  ($20,953,014)

Purchase and 
 retirement of 
 treasury stock       (107,059)  (1,071)    -      -     (641,283)            -

Exercise of options     23,659      237     -      -      154,626             -

 Net loss                    -        -     -      -            -    (4,986,435)

Balance at 
 September 30, 1995  5,276,347  $52,764     -      -  $39,694,601  ($25,939,449)






See accompanying notes.



                              
              OSBORN COMMUNICATIONS CORPORATION
    NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                     September 30, 1995



1.   The financial information included herein is unaudited;
however,   such   information   reflects   all   adjustments
(consisting  solely  of normal recurring  adjustments)  that
are,  in  the opinion of management, necessary  for  a  fair
presentation   of   the  financial  position,   results   of
operations,   and   cash  flows  for  the  interim   periods
presented.

2.     In   August  1995,  the  Company  agreed  to  acquire
substantially all the assets of radio stations WKII-AM/WEEJ-
FM,  Port  Charlotte, Florida from Kneller  Broadcasting  of
Charlotte County, Inc. for $2.85 million, subject to Federal
Communications  Commission  ("FCC")  approval  and   license
renewal.   In the event that the Company is able to relocate
WEEJ-FM's  broadcast antenna to the Company's  Pine  Island,
Florida tower, additional consideration of $750,000 will  be
paid.   Pending  the  closing of the transaction,  which  is
expected  in  1996, the stations are being  managed  by  the
Company pursuant to a Local Marketing Agreement.

In  September 1995, the Company agreed to sell substantially
all  the assets of radio stations WNDR-AM/WNTQ-FM, Syracuse,
New York to Pilot Communications of Syracuse, Inc. for $12.5
million, subject to FCC approval. Pending the closing of the
transaction,  which is expected in early 1996, the  stations
are  being  managed  by the purchaser pursuant  to  a  Local
Marketing Agreement.

In  September 1995, the Company agreed to sell substantially
all  the  assets  of  radio stations WWRD-FM,  Jacksonville,
Florida/Brunswick,    Georgia    and    WFKS-FM,     Daytona
Beach/Palatka,  Florida,  as  well  as  the  Company's   50%
interest  in  the broadcast tower serving WWRD-FM  to  Renda
Broadcasting  Corporation for total consideration  of  $6.5
million.  The closing of the transactions is subject to  FCC
approval  and,  in the case of WFKS-FM, to license  renewal.
The  sale  of WWRD-FM is expected to close in late 1995  and
the  sale  of  WFKS-FM is expected to close  in  the  second
quarter  of  1996.  Pending the closing of the transactions,
the stations are being managed by the purchaser pursuant  to
a Local Marketing Agreement.

3.    In  August  1995, the Company entered  into  a  credit
facility  of $56.0 million with Society National Bank.   The
facility  consists  of  a  $46.0  million  revolving  credit
agreement and a $10.0 million facility which may be used for
acquisitions.  The initial drawdown of $44.5 million,  along
with  the  Company's  existing  funds,  was  used  to  repay
existing loans from a financial institution totalling  $50.0
million (see Note 8) plus transaction costs.  Along with the
repayment  of debt, the Company was able to cancel  purchase
rights  with  respect  to  676,000  warrant  shares  of  the
1,014,000 warrant shares issued with the previous loans.

As  a  result  of  the repayment of the loans,  the  Company
recorded  an  extraordinary loss on the early extinguishment
of  debt  of  approximately $3.9 million.  The extraordinary
loss is primarily due to non-cash charges from the write-off
of  deferred  financing costs and debt discount.

4.    On  June  30, 1994, the Company, through  wholly-owned
subsidiaries,   acquired substantially  all  the  assets  of
three FM and one AM radio stations for an aggregate of $20.0
million  plus  transaction costs.  The acquisition  included
radio  stations WKSF-FM/WWNC-AM, Asheville, North  Carolina;
WOLZ-FM,   Ft.   Myers,   Florida;  and   WFKS-FM,   Daytona
Beach/Palatka,  Florida.  On August 1,  1994,  the  Company,
through  a  wholly-owned subsidiary, acquired  substantially
all  the  assets of radio stations WQEN-FM/WAAX-AM, Gadsden,
Alabama  for  $1.75  million plus  transaction  costs.   The
Gadsden market is adjacent to the Anniston market, in  which
the  Company owns and operates its television station.   The
Company  applied  for a waiver  from  the FCC's  regulations 
prohibiting  ownership  of radio  and television stations in 
the same market.  The FCC granted the waiver in August 1995. 
Prior  to  the  FCC's ruling on the waiver  application, the 
Gadsden radio stations were placed in a trust which operated 
the stations on  the Company's behalf.

The  acquisitions  have  been accounted  for  as  purchases.
Accordingly, the purchase price of each acquisition has been
allocated to the assets based upon their fair values at  the
date  of  acquisition.   The results of  operations  of  the
acquired   properties   are  included   in   the   Company's
consolidated  results  of  operations  from  the  dates   of
acquisition.  The consolidated balance sheet at December 31,
1994  and the consolidated statements of operations for  the
1994  periods  have  been restated to  reflect  the  Gadsden
acquisition under the purchase method of accounting.   Prior
to  the  FCC's ruling on the waiver application, the Gadsden
acquisition  had been accounted for under the equity  method
of accounting.

5.   On March 30, 1994, Atlantic City Broadcasting Corp.
("Atlantic City"), a wholly-owned subsidiary of the Company,
acquired radio station WAYV-FM, Atlantic City, New Jersey,
for consideration of approximately $2.7 million.  The
consideration consisted of a $2.7 million term loan assumed
by Atlantic City.  The term loan is secured by the capital
stock and assets of Atlantic City, and is otherwise non-
recourse to the Company and its other assets. The Atlantic
City term loan agreement restricts Atlantic City's ability
to pay cash dividends or make other cash distributions to
the Company.  The acquisition has been accounted for as a
purchase.  Accordingly, the purchase price of the
acquisition has been allocated to the assets based upon
their fair values at the date of acquisition.  The results
of operations of Atlantic City are included in the Company's
consolidated results of operations from the date of
acquisition.

In  the  second quarter of 1995, the Company agreed to  sell
substantially  all the assets of Atlantic City,  subject  to
FCC  approval.   The  purchaser has defaulted  on  the  sale
agreement and the Company has cancelled such agreement.  The
Company  plans  to  sell substantially  all  the  assets  of
Atlantic City.

6.     In   January   1995,  the  Company  repurchased   and
subsequently  retired  107,059 unregistered  shares  of  its
common stock which were held by an institution for $642,000.

7.    In  January 1995, the Company received a  distribution
from Fairmont Communications Corporation of $2,265,000 which
was earned in 1994. In February 1995, the note receivable of
$1,620,000  relating to the 1988 disposition of the  Toledo,
Ohio radio station and Muzak franchise was received.

8.   On June 30, 1994, the Company entered into credit
agreements totalling $50.0 million with a financial
institution (see Note 3).  The proceeds were used to fund
the acquisition of six radio stations (see Note 4); to repay
the Company's existing long-term debt; to fund transaction
expenses; and to provide working capital.  The debt
repayments resulted in an extraordinary loss on the
extinguishment of debt of $436,000.


ITEM 2.

                              
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                 AND RESULTS OF OPERATIONS
                              
                              
On June 30, 1994, the Company acquired substantially all the
assets  of  three  FM  and  one AM  radio  stations  for  an
aggregate  of  $20.0  million plus transaction  costs.   The
acquisition   included   radio   stations   WKSF-FM/WWNC-AM,
Asheville, North Carolina; WOLZ-FM, Ft. Myers, Florida;  and
WFKS-FM, Daytona Beach/Palatka, Florida.  On August 1, 1994,
the  Company acquired substantially all the assets of  radio
stations WQEN-FM/WAAX-AM, Gadsden, Alabama for $1.75 million
plus  transaction costs.  The Gadsden market is adjacent  to
the  Anniston market, in which the Company owns and operates
its  television station.  The Company applied for  a  waiver
from   the   Federal  Communications  Commission's   ("FCC")
regulations  prohibiting ownership of radio  and  television
stations  in the same market. The FCC granted the waiver  in
August  1995.   Prior  to the FCC's  ruling  on  the  waiver
application,  the Gadsden radio stations were  placed  in  a
trust which  operated the stations on the Company's behalf.

On   March  30,  1994,  Atlantic  City  Broadcasting   Corp.
("Atlantic City"), a wholly-owned subsidiary of the Company,
acquired  radio station WAYV-FM, Atlantic City, New  Jersey,
for   consideration  of  approximately  $2.7  million.   The
consideration consisted of a $2.7 million term loan  assumed
by  Atlantic  City. The term loan is secured by the  capital
stock  and  assets  of Atlantic City and is  otherwise  non-
recourse to the Company and its other assets. In the  second
quarter  of  1995, the Company agreed to sell  substantially
all  the  assets of Atlantic City, subject to FCC  approval.
The  purchaser has defaulted on the sale agreement  and  the
Company has cancelled such agreement.  The Company plans  to
sell substantially all the assets of Atlantic City.

The  acquisitions  have  been accounted  for  as  purchases.
Accordingly, the purchase price of each acquisition has been
allocated to the assets based upon their fair values at  the
date  of  acquisition.   The results of  operations  of  the
acquired   properties   are  included   in   the   Company's
consolidated  results  of  operations  from  the  dates   of
acquisition.  The consolidated balance sheet at December 31,
1994  and the consolidated statements of operations for  the
1994  periods  have  been restated to  reflect  the  Gadsden
acquisition under the purchase method of accounting.   Prior
to  the  FCC's ruling on the waiver application, the Gadsden
acquisition  had been accounted for under the equity  method
of accounting.

Pending Transactions

In  August 1995, the Company agreed to acquire substantially
all  the  assets  of  radio stations  WKII-AM/WEEJ-FM,  Port
Charlotte,  Florida from Kneller Broadcasting  of  Charlotte
County, Inc. for $2.85 million, subject to FCC approval  and
license  renewal.  In the event that the Company is able  to
relocate  WEEJ-FM's broadcast antenna to the Company's  Pine
Island,  Florida tower, additional consideration of $750,000
will be paid.  Pending the closing of the transaction, which
is  expected in 1996, the stations are being managed by  the
Company pursuant to a Local Marketing Agreement.

In  September 1995, the Company agreed to sell substantially
all  the assets of radio stations WNDR-AM/WNTQ-FM, Syracuse,
New York to Pilot Communications of Syracuse, Inc. for $12.5
million, subject to FCC approval. Pending the closing of the
transaction,  which is expected in early 1996, the  stations
are  being  managed  by the purchaser pursuant  to  a  Local
Marketing Agreement.

In  September 1995, the Company agreed to sell substantially
all  the  assets  of  radio stations WWRD-FM,  Jacksonville,
Florida/Brunswick,    Georgia    and    WFKS-FM,     Daytona
Beach/Palatka,  Florida,  as  well  as  the  Company's   50%
interest  in  the broadcast tower serving WWRD-FM  to  Renda
Broadcasting  Corporation  for total consideration  of  $6.5
million.  The closing of the transactions is subject to  FCC
approval  and,  in the case of WFKS-FM, to license  renewal.
The  sale  of WWRD-FM is expected to close in late 1995  and
the  sale  of  WFKS-FM is expected to close  in  the  second
quarter  of  1996.  Pending the closing of the transactions,
the stations are being managed by the purchaser pursuant  to
a Local Marketing Agreement.


Results of Operations

Three months ended September 30, 1995 and 1994
Net  revenues  of $12,002,000 in the third quarter  of  1995
represent a 4% increase from 1994 quarterly net revenues  of
$11,548,000.   Net revenues in 1994 include  management  fee
revenue   of  $572,000  related  to  the  sale  of  Fairmont
Communications  Corporation's  ("Fairmont")  radio  stations
(see  Management  Agreements).  For  businesses  owned   and
operated  for  a  comparable period in 1995  and  1994,  net
revenues   increased   10%.   For  broadcasting   properties
operated for comparable periods, net revenues increased  9%,
to  $8,979,000 in the third quarter of 1995 from  $8,232,000
in  1994.  The increase is primarily attributable to  strong
performance   by  the  Wheeling  concert  and  entertainment
operations and Asheville radio stations, partially offset by
reduced revenue at the Syracuse radio stations. Net revenues
for  the programmed music division increased from $2,274,000
in  1994  to  $2,430,000  in 1995,  which  represents  a  7%
increase.

Total  operating expenses increased 7%, from  $9,754,000  in
1994  to  $10,449,000 in 1995.   The increase  is  primarily
attributable  to  the increased level  of  activity  at  the
concert  and entertainment businesses, partially  offset  by
reductions in corporate expenses.

Operating  cash flow (operating income before  depreciation,
amortization  and  corporate  expenses)  decreased  6%,   to
$3,379,000 in 1995 from $3,605,000 in 1994. The decrease  is
attributable  to the Fairmont management fee revenue  earned
in  1994  of  $572,000. Operating cash flow  for  businesses
owned  and  operated for a comparable period in  both  years
increased  by 13%. EBITDA (earnings before interest,  taxes,
depreciation  and amortization) of $2,952,000 in  the  third
quarter  of 1995 decreased 6%, from $3,124,000 in 1994,  due
to the Fairmont management fee revenue in 1994.

Operating   income  of  $1,553,000  in  1995   compares   to
$1,794,000   in   1994.   Interest  expense   decreased   to
$1,290,000  in  1995  from  $1,454,000  in  1994,  primarily
attributable  to  the lower debt level and cost  of  capital
related  to the August 1995 debt refinancing  (see Liquidity
and  Capital Resources).  Interest expense in 1995  includes
$77,000  of non-cash interest relating to deferred financing
cost and debt discount amortization.

Due  to the debt refinancing (see Long-term debt) undertaken
in  August 1995, net loss includes an extraordinary loss  on
the early extinguishment of debt of $3,921,000, or $0.75 per
share.  Along  with the repayment of debt, the  Company  was
able  to  cancel  purchase rights with  respect  to  676,000
warrant  shares of the 1,014,000 warrant shares issued  with
the previous loans.  The extraordinary loss is primarily due
to non-cash charges from the write-off of deferred financing
costs and debt discount.

Income  before extraordinary item of $227,000, or $0.05  per
share,  compared  to   income before extraordinary  item  of
$407,000,  or  $0.08  per  share,  in  1994.   Net  loss  of
$3,694,000  in  1995, or $0.70 per share,  compares  to  net
income of $407,000, or $0.08 per share, in 1994.

Nine months ended September 30, 1995 and 1994
Net revenues of $28,802,000 in the first nine months of 1995
represent   a  22%  increase  from  1994  net  revenues   of
$23,675,000.  The increase is primarily attributable to  the
radio  stations acquired during 1994. Net revenues  in  1994
include  management fee revenue of $572,000 related  to  the
sale   of   Fairmont's   radio  stations   (see   Management
Agreements).  For  businesses  owned  and  operated  for   a
comparable  period in 1995 and 1994, net revenues  increased
7%.   For  broadcasting properties operated  for  comparable
periods,  net revenues increased 7%, to $16,477,000  in  the
first  nine  months of 1995 from $15,470,000 in  1994.   The
increase is primarily attributable to strong performance  at
the  Company's  Wheeling, Asheville, Jackson,  and  Atlantic
City  properties, partially offset by decreased  revenue  at
the   Syracuse  radio  stations.  The  Anniston   television
station's  revenues  declined slightly, although  the  prior
year included significant revenue from political advertising
which  typically occurs in election years. Net revenues  for
the  programmed music division increased 8%, from $6,106,000
in 1994 to $6,620,000 in 1995.

Total operating expenses increased 21%, from $22,732,000  in
1994  to  $27,402,000 in 1995.   The increase  is  primarily
attributable  to  the radio stations acquired  during  1994,
partially  offset  by  reductions in corporate  expenses  of
$652,000.    For  businesses  owned  and  operated   for   a
comparable period in 1995 and 1994, total operating expenses
increased 7%.

Operating  cash  flow increased 11%, to $6,992,000  in  1995
from   $6,317,000  in  1994.  The  increase   is   primarily
attributable to the radio stations acquired during 1994,  as
well  as improved operations at the Company's broadcast  and
entertainment  properties owned for  comparable  periods  in
both years. Results in 1994 include Fairmont management  fee
revenue  of  $572,000.  Operating cash flow  for  businesses
owned  and  operated for a comparable period in  both  years
increased by 8%.  The increase for comparable properties  is
attributable   to  improved  operations  at  the   Company's
broadcasting, entertainment and programmed music franchises.
EBITDA  increased 30%, to $5,716,000 in 1995 from $4,389,000
in 1994.

Operating  income increased 48%, to $1,400,000 in 1995  from
$943,000  in  1994.   Other income  of  $1,975,000  in  1995
includes  a distribution from Northstar Television Group  of
$1,572,000  (see  Management Agreements). Other  expense  in
1994  includes  approximately $400,000 of  costs  associated
with  the  registration statement filed by  the  Company  in
March  1994  and  withdrawn in July 1994.  Interest  expense
increased to $4,137,000 in 1995 from $2,809,000 in 1994  due
to  the  greater  level  of  debt resulting  from  the  1994
acquisitions   (see   Liquidity  and   Capital   Resources).
Interest  expense  in  1995 includes  $286,000  of  non-cash
interest  relating  to  deferred  financing  cost  and  debt
discount amortization.

Due  to the debt refinancing (see Long-term debt) undertaken
in  August  1995, net loss in 1995 includes an extraordinary
loss  on the early extinguishment of debt of $3,921,000,  or
$0.75  per  share. Results in 1994 include an  extraordinary
loss  on  the  early extinguishment of debt of $436,000,  or
$0.08 per share.

Loss  before extraordinary item of $1,065,000, or $0.20  per
share,  decreased from $2,154,000, or $0.40  per  share,  in
1994.   Net loss of $4,986,000 in 1995, or $0.95 per  share,
compares  to net loss of $2,590,000, or $0.48 per share,  in
1994.  Per share amounts for 1994 are adjusted for the 1-for-
2 reverse stock split effected in July 1994.

Liquidity and Capital Resources

Cash flows from operating activities
In 1995, net cash used in operating activities was $962,000,
compared  to  net cash provided by operating  activities  of
$829,000  in  1994  (see  Results  of  Operations).    The
difference  is  primarily attributable  to  the  amount  and
timing  of  interest payments, partially offset by  improved
operations.

Cash flows from investing activities
The  Company  received distribution payments  in  the  first
quarter of 1995 from Fairmont Communications Corporation and
Northstar   Television  Group  totalling   $3,918,000   (see
Management Agreements and Results of Operations).  The  note
receivable of $1,620,000 relating to the 1988 disposition of
the  Toledo,  Ohio  radio station and  Muzak  franchise  was
received  in the first quarter of 1995.  In the  second  and
third  quarters  of  1994, the Company  acquired  six  radio
stations for approximately $22.3 million.

In  addition  to  debt service requirements,  the  Company's
remaining liquidity demands will be for capital expenditures
and  to  meet  working  capital needs.   The  Company   made
capital  expenditures of $966,000 and $687,000 in the  first
nine  months  of  1995  and  1994, respectively,  which  are
primarily attributable to equipment installations related to
its   programmed   music  franchises  and  improvements   to
technical facilities of certain of the stations acquired  in
1994.

For  the remainder of 1995, capital expenditures made by the
Company's wholly-owned businesses will be a function of  the
number  of installations by the programmed music franchises,
as   well   as   routine  expenditures  for  the   Company's
broadcasting properties.  The Company is in the  process  of
relocating  its  Ft.  Myers, Florida radio  station  to  new
studio  and  office  space and expects  to  make  additional
capital expenditures as necessary.

Cash flows from financing activities
In  January  1995, the Company repurchased and  subsequently
retired  107,059  unregistered shares of  its  common  stock
which  were  held by an institution for $642,000.   Also  in
January  1995,  the  Company paid $107,000  for  the  common
shares repurchased in December 1994.

Long-term debt
In  August 1995, the Company entered into a credit  facility
of  $56.0  million with Society National Bank.  The facility
consists of a $46.0 million revolving credit agreement and a
$10.0  million  facility which may be used for acquisitions.
The  initial  drawdown  of  $44.5 million,  along  with  the
Company's  existing funds, was used to repay  existing  debt
issued in 1994 from a financial institution totalling  $50.0
million plus transaction costs.  Along with the repayment of
debt,  the  Company was able to cancel purchase rights  with
respect  to 676,000 warrant shares of the 1,014,000  warrant
shares issued with the previous loans.

As  a  result  of  the repayment of the loans,  the  Company
recorded  an  extraordinary loss on the early extinguishment
of  debt  of  approximately $3.9  million  (see  Results  of
Operations).

Long-term  debt  to  total capitalization increased  between
December  31, 1994 and September 30, 1995 from 73%  to  77%.
Long-term  debt  includes  $2.7  million  of  debt,  net  of
unamortized debt discount of $700,000, associated  with  the
Atlantic  City  radio station.  The Atlantic  City  debt  is
secured  by  the capital stock and assets of Atlantic  City,
and  is  otherwise non-recourse to the Company or its  other
assets.   The  Atlantic City term loan  agreement  restricts
Atlantic City's ability to pay cash dividends or make  other
cash  distributions to the Company.   The Company  plans  to
sell  the  Atlantic City radio station.  The  Atlantic  City
debt will be repaid with the proceeds from the sale.

Working capital
At  September  30, 1995, cash and cash equivalents  totalled
$2,181,000,  compared to $6,368,000 at  December  31,  1994.
Working  capital  decreased $5,072,000, from  $8,280,000  to
$3,208,000 during the period, primarily due to the repayment
of long-term debt.

The  Company  believes that cash flows from  operations  and
existing  funds  will be sufficient to  meet  the  Company's
current cash requirements for the foreseeable future.  It is
not  possible  to  ascertain the  effect  on  the  Company's
liquidity   that   would   result  from   potential   future
acquisitions, dispositions or debt repayments.  The  Company
expects  to  evaluate  all viable forms  of  financing  when
examining  potential  future  acquisitions  or  its  capital
structure. This could take the form of, among other  things,
additional   sales   of   stock  or   notes,   bank   and/or
institutional borrowings, or seller financing,  as  well  as
internally generated funds.

Management Agreements
The  Company  currently owns 25% of the  stock  of  Fairmont
Communications   Corporation  ("Fairmont").    Fairmont   is
currently  managed by the Company pursuant to  a  management
agreement,   for  which  the  Company  receives   a   modest
management fee plus reimbursement of out-of-pocket  expenses
and  allocated  overhead costs. All of  Fairmont's  stations
were  sold  by the second quarter of 1994. The Company  will
continue  to  manage  Fairmont pursuant  to  the  management
agreement  which expires upon the liquidation  of  Fairmont,
which is expected to occur in 1995.

The  Company  held  a  32% interest in Northstar  Television
Group,  Inc.  ("Northstar")  and  managed  Northstar's  four
television  stations pursuant to a management  agreement  in
return  for  reimbursement  of  out-of-pocket  expenses  and
allocated  overhead  costs.  In 1994, Northstar's  creditors
and  equity  investors reached an agreement with respect  to
restructuring Northstar's highly leveraged capital structure
pursuant  to which, among other things, the Company received
a  portion of accrued and unpaid management fees and retains
an  economic  interest.  The Company's management  agreement
with  Northstar terminated following the restructuring.   In
January  1995, three of Northstar's four television stations
were  sold  and  the  Company  received  a  distribution  of
approximately $1.6 million (see Results of Operations).

Osborn Healthcare
The   Company's  credit  agreements  allow  for   additional
investment in Osborn Healthcare by the Company of up to $2.5
million, of which approximately $700,000 has been invested.

Seasonality
For  broadcasting properties, the first quarter is  expected
to  reflect the lowest revenues and net income of the  year,
while  the  fourth quarter has historically had the  highest
revenues  and net income.  This is due in part to  increases
in  retail  advertising in the fall in preparation  for  the
holiday  season,  with  a subsequent reduction  of  business
after the holidays.

The  Company's  entertainment  properties  are  expected  to
reflect  the lowest revenues and net income of the  year  in
the  first quarter due to the planned scheduling of the most
popular  performers during the peak spring, summer and  fall
seasons.   Also,  the  Company's  country  music   festival,
Jamboree in the Hills, takes place in the third quarter.



                           PART II
                      OTHER INFORMATION

Item 1. Legal Proceedings
     Not applicable

Item 2. Changes in Securities
     Not applicable

Item 3. Defaults upon Senior Securities
     Not applicable

Item 4. Submission of Matters to a Vote of Securities
     Holders
     Not applicable

Item 5. Other information
     Not applicable

Item 6. Exhibits and Reports on Form 8-K
     (a) Exhibits
          Loan Agreement by and among Osborn Communications
          Corporation, Society National Bank, and the
          Financial Institutions Listed Herein as of August
          18, 1995
          
          Assets Purchase Agreement dated as of August 31,
          1995 by and between Kneller Broadcasting of
          Charlotte County, Inc. and Osborn Communications
          Corporation

          Asset Purchase Agreement dated as of August 31,
          1995 by and between Nelson Broadcasting
          Corporation and Renda Broadcasting Corporation

          Asset Purchase Agreement dated as of August 31,
          1995 by and between Daytona Beach Broadcasting
          Corporation and Renda Broadcasting Corporation

          Stock Purchase Agreement between Renda
          Broadcasting Corporation and SNG Holdings, Inc.,
          the sole stockholder of Nelson Tower Corporation,
          dated as of August 31, 1995

          Asset Purchase Agreement between Pilot
          Communications of Syracuse, Inc. and Orange
          Communications, Inc. dated as of September 18,
          1995

     (b) Reports on Form 8-K
          None





                         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.


                    OSBORN COMMUNICATIONS CORPORATION
                                   (Registrant)

Date: November 7, 1995   /s/ Frank D. Osborn
                         (Signature)
                         Frank D. Osborn
                         President and Chief Executive
                         Officer


Date: November 7, 1995   /s/ Thomas S. Douglas
                         (Signature)
                         Thomas S. Douglas
                         Principal Financial Officer