Exhibit 3.31

CERTIFICATE OF FORMATION

ENTERCOM GAINESVILLE LICENSE, LLC

In compliance with the requirements of the Delaware Limited Liability Company Act, as amended, the undersigned, desiring to organize a limited liability company, hereby certifies as follows:

1. The name of the limited liability company is:

Entercom Gainesville License, LLC.

2. The address of the registered office of the Company in the State of Delaware is 1209 Orange Street, Wilmington, Delaware 19801. The name of the registered agent at such address is The Corporation Trust Company.

3. This Certificate shall be effective immediately upon filing.

I, THE INDERSIGNED, for the purpose of forming a limited liability company pursuant to the Delaware Limited Liability Company Act, as amended, hereby make this Certificate, hereby declaring and certifying that this is my act .and deed and the facts herein stated are true, and accordingly have hereunto signed as of this 23^rd day of June, 1999.

/s/    John C. Donlevie        

John C. Donlevie

Authorized Representative

CERTIFICATE OF AMENDMENT

OF

ENTERCOM GAINESVILLE LICENSE, LLC

1. The name of the limited liability company is Entercom Gainesville License, LLC (the “Company”).

2. The Certificate of Formation of the limited liability company is hereby amended as follows:

“2. The address of the registered office of the Company in the State of Delaware is 919 North Market Street, Suite 600, Wilmington, Delaware 19801. The name of the registered agent at such address is SR Services, LLC.”

IN WITNESS WHEREOF, the undersigned has duly executed this Certificate of Amendment the 17th day of July, 2000.

SOLE MEMBER: ENTERCOM RADIO, LLC
By:	/s/    John C. Donlevie
Name:	John C. Donlevie
Title:	Executive Vice President

CERTIFICATE OF MERGER

ENTERCOM MICANOPY LICENSE, LLC

a Delaware limited liability company

with and into

ENTERCOM GAINESVILLE LICENSE, LLC

a Delaware limited liability company

Pursuant to the provisions of Section 18-209 of the Delaware Limited Liability Company Act, as amended (the “Act”), the undersigned limited liability company, ENTERCOM GAINESVILLE LICENSE, LLC (the “License LLC”), does hereby certify to the following information relating to the merger (the “Merger”) of ENTERCOM MICANOPY LICENSE, LLC, a Delaware limited liability company (the “Micanopy LLC”), with and into the License LLC, The Micanopy LLC and the License LLC are herein collectively referred to as the “Constituent Companies”:

FIRST: The name and state of formation of each of the Constituent Companies to the Merger are as follows:

Name	State of Formation
Entercom Micanopy License, LLC	Delaware
Entercom Gainesville License, LLC	Delaware

SECOND: An Agreement and Plan of Merger has been approved, adopted, certified, executed and acknowledged by each of the Constituent Companies in accordance with Section 18-209 of the Act.

THIRD: The limited liability company surviving the Merger shall be the License LLC (the “Surviving Company”).

FOURTH: An executed copy of the Agreement and Plan of Merger between the Constituent Companies is on file at an office of the Surviving Company at the following address:

Entercom Gainesville License, LLC

401 City Avenue, Suite 409

Bala Cynwyd, PA 19004

FIFTH: A copy of the Agreement and Plan of Merger between the Constituent Companies shall be furnished by the Surviving Company, on request and without cost, to any member of either of the Constituent Companies.

SIXTH: The Merger shall be effective on December 31, 2001 at 11:59 p.m.

IN WITNESS WHEREOF, the undersigned officer has executed and acknowledged this Certificate of Merger on behalf of the License LLC this 14^th day of December, 2001.

ENTERCOM GAINESVILLE LICENSE, LLC:
By:	/s/    John C. Donlevie
Name: John C. Donlevie Title: Executive Vice President

STATE OF DELAWARE

CERTIFICATE OF CHANGE OF AGENT

AMENDMENT OF LIMITED LIABILITY COMPANY

1.                The name of the limited liability company  is

Entercom Gainesville License, LLC

2.                The Registered Office of the limited liability company in the State of Delaware is

changed to Corporation Trust Center, 1209 Orange Street

(street), in the City of Wilmington                                                                                                  ,

Zip Code         19801                    .         The name of the Registered Agent at such address upon whom

process against this limited liability company may be served is

THE CORPORATION TRUST COMPANY

By:	/s/    Andrew P. Sutor, IV
	Authorized Person

Name:	Andrew P. Sutor, IV, Authorized Person
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