EXHIBIT 8.1

                           GRAYDON, HEAD & RITCHEY
                           1900 FIFTH THIRD CENTER
                            CINCINNATI, OHIO 45202

                                       

                              February 3, 1998



Jacor Communications, Inc.
50 E. RiverCenter Blvd.
12th Floor
Covington, KY  41011

     RE:  REGISTRATION STATEMENT ON FORM S-3

Ladies and Gentlemen:

     We are acting as your counsel in connection with the registration under 
the Securities Act of 1933, as amended, of $383,573,000 aggregate principal 
amount at maturity of Liquid Yield Option-TM- Notes due 2018 (the "LYONS") of 
Jacor Communications, Inc. (the "Company") with gross proceeds to Jacor of 
$150,000,000 and an additional $43,344,000 aggregate principal amount at 
maturity of LYONs with gross proceeds to Jacor of $16,950,000 upon exercise
of the underwriters' over allotment option.  In that capacity, we have 
examined the Registration Statement on Form S-3 (the "Registration 
Statement") filed by the Company with the Securities and Exchange Commission 
in connection with the proposed public offering of the LYONS.

     We hereby confirm our opinion set forth in the Prospectus Supplement dated
February 3, 1998 in the second full paragraph under the caption "Certain United
States Federal Income Tax Considerations."  Furthermore, we are of the opinion
that the section in such Prospectus Supplement under the caption "Certain United
States Federal Income Tax Considerations," while not purporting to discuss all
tax matters relating to the LYONS, sets forth the material federal income tax
consequences of the LYONS, subject to the qualifications set forth therein.

     The foregoing is based on the Internal Revenue Code of 1986, as amended
(the "Code"), Treasury Regulations (including proposed Treasury Regulations)
promulgated thereunder, rulings, official pronouncements and judicial decisions,
all as in effect on the date hereof and all of which are subject to change or
different interpretations by the Internal Revenue Service or the courts.


Jacor Communications, Inc.
February 3, 1998
Page 2

     We consent to the use of this opinion as an exhibit to the Registration
Statement and to the references to this firm in the Prospectus Supplement which
forms a part thereof.

                              Very truly yours,

                              GRAYDON, HEAD & RITCHEY



                              By: /s/ Henry G. Alexander, Jr
                                  -----------------------------
                                    Henry G. Alexander, Jr.