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Item 7.		Financial Statements, Pro Forma Financial Information and Exhibits

(c)		Exhibits.

		99.1 Arbitron Inc. News Release dated January 27, 2004

Item 12.		Results of Operations and Financial Condition

		The following information is being furnished pursuant to Item 12 of Form 8-K.

On January 27, 2004, we issued a press release reporting 2003 fourth quarter and year end financial results. A copy of the press release is attached hereto as Exhibit 99.1. The information furnished in this Item 12, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities of that Section, nor shall such information be deemed incorporated by reference in any filing with the Securities and Exchange Commission, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in such filing.

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.


	ARBITRON INC.
Date: January 27, 2004	By:	/s/ Dolores L. Cody
		Dolores L. Cody
		Executive Vice President, Legal and Business Affairs, Chief Legal Officer and Secretary


		Exhibit 99.1

Press Release		Company Contact: Bill Walsh, CFO Arbitron Inc. Phone: 212-887-1408 bill.walsh@arbitron.com

		Investor Relations Contact: Todd Fromer KCSA Worldwide 212-896-1215 todd@kcsa.com

		Media contact: Thom Mocarsky Arbitron Inc. 212-887-1314 thom.mocarsky@arbitron.com

		FOR IMMEDIATE RELEASE

ARBITRON INC. REPORTS 2003 FOURTH QUARTER AND YEAR END FINANCIAL RESULTS
Annual revenue up 9.5% to $273.6 million;
EBIT up 8.1% to $92.7 million;
Annual net income per share (diluted) is $1.63, an increase of 14.8%

NEW YORK, January 27, 2004 – Arbitron Inc. (NYSE: ARB) today announced results for the quarter and year ended December 31, 2003.

For the fourth quarter 2003, the Company reported revenue of $65.4 million, an increase of 13.2% over revenue of $57.8 million during the fourth quarter of 2002. Costs and expenses for the fourth quarter increased by 13.8%, from $47.9 million in 2002 to $54.5 million in 2003. Earnings before interest and taxes (EBIT) for the quarter were $16.1 million, compared with EBIT of $14.1 million during the comparable period last year.

Interest expense for the quarter declined 30.8%, from $3.8 million in 2002 to $2.6 million in 2003, due to reductions in the Company’s long-term debt.

Net income for the quarter was $8.7 million, compared with $6.5 million for the fourth quarter of 2002. Net income per share for the fourth quarter 2003 increased to $0.28 (diluted), compared with $0.21 (diluted) during the comparable period last year.

In the fourth quarter 2003, Arbitron reduced its long-term debt by $10 million from $115 million to $105 million.

Arbitron Inc. • 142 West 57th Street • New York, New York 10019 • www.arbitron.com

For the year ended December 31, 2003, revenue was $273.6 million, an increase of 9.5% over revenues of $249.8 million for the same period last year. EBIT for 2003 increased 8.1% to $92.7 million compared with $85.7 million in 2002. Net income for 2003 increased 16.6% to $49.9 million compared with $42.8 million in 2002. Net income per share (diluted) in 2003 was $1.63 per share (diluted), compared with $1.42 per share (diluted) last year.

Commenting on the results for the year, Stephen Morris, president and chief executive officer of Arbitron, said: “2003 was a very demanding year. Yet despite the challenges, we still met the guidance for revenue, EBIT and earnings per share that we established at the beginning of the year. Equally important, we worked hard to help our customers weather a difficult year and prepare to take advantage of an improving environment in 2004.”

“We also devoted considerable time, effort and money to our programs to enhance the willingness of the public to take part in our surveys, and continued our effort to improve how we manage the representation of Hispanics by their language preference. Working with Nielsen Media Research, we developed promising new sample recruitment techniques that make it possible for us to take the first steps toward deploying a second Portable People Meter demonstration market in the United States in 2004.” said Mr. Morris.

“We also enhanced the technical capabilities of the Portable People Meter system and continued to explore new ways to use that technology to meet the needs of marketers and advertisers,” said Mr. Morris.

“Given the overall strength of the core ratings business, we believe Arbitron remains well positioned to deliver solid growth in revenue and profitability in 2004. At the same time, we expect to continue our investments in new services that have long-term growth potential for our company and for our customers,” Mr. Morris concluded.

Arbitron will host a conference call at 10:00 a.m. ET on January 27th to discuss its fourth quarter results and other relevant matters. To listen to the call, dial the following telephone number: (877)-780-2271. The call will also be available live on the Internet at the following sites: www.arbitron.com, www.ccbn.com and www.streetevents.com

Arbitron Inc. (NYSE: ARB) is an international media and marketing research firm serving radio broadcasters, cable companies, advertisers, advertising agencies and outdoor

advertising companies in the United States, Mexico and Europe. Arbitron’s core businesses are measuring network and local market radio audiences across the United States; surveying the retail, media and product patterns of local market consumers; and providing application software used for analyzing media audience and marketing information data. Arbitron Internet Broadcast Services measures the audiences of audio and video content on the Internet, commonly known as webcasts. The Company is developing the Portable People Meter, a new technology for radio, television and cable ratings.

Arbitron’s marketing and business units are supported by a world-renowned research and technology organization located in Columbia, Maryland. Arbitron has approximately 850 full-time employees; its executive offices are located in New York City.

Through its Scarborough Research joint venture with VNU, Inc., Arbitron also provides media and marketing research services to the broadcast television, magazine, newspaper, outdoor and online industries.

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The statements regarding Arbitron in this document that are not historical in nature, particularly those that utilize terminology such as “may,” “will,” “should,” “likely,” “expects,” “anticipates,” “estimates,” “believes” or “plans,” or comparable terminology, are forward-looking statements based on current expectations about future events, which Arbitron has derived from information currently available to it. These forward-looking statements involve known and unknown risks and uncertainties that may cause our results to be materially different from results implied in such forward-looking statements. These risks and uncertainties include whether we will be able to:

•

renew all or part of contracts with large customers as they expire;

•

successfully execute our business strategies, including timely implementation of our Portable People Meter services, as well as expansion of international operations;

•

effectively manage the impact of further consolidation in the radio industry;

•

keep up with rapidly changing technological needs of our customer base, including creating new products and services that meet these needs; and

•

successfully manage the impact on our business of any economic downturn generally and in the advertising market in particular; and

•

successfully manage the impact on costs of data collection due to privacy concerns and/or government regulations.

Additional important factors known to Arbitron that could cause forward-looking statements to turn out to be incorrect are identified and discussed from time to time in Arbitron’s filings with the Securities and Exchange Commission, including in particular the risk factors discussed under the caption “ITEM 1. BUSINESS — Business Risks” in our Annual Report on Form 10-K.

The forward-looking statements contained in this document speak only as of the date of this release, and Arbitron undertakes no obligation to correct or update any forward-looking statements, whether as a result of new information, future events or otherwise.

Arbitron Inc.
Consolidated Statements of Income
Three Months Ended December 31, 2003 and 2002
(In thousands, except per share data)
(Unaudited)


	Three Months Ended
	December 31,							%
	2003		2002		Change			Change
Revenue	$	65,429	$	57,786	$	7,643			13.2	%
Costs and expenses
Cost of revenue		31,176		27,673		3,503			12.7	%
Selling, general and administrative		16,502		13,939		2,563			18.4	%
Research and development		6,853		6,289		564			9.0	%
Total costs and expenses		54,531		47,901		6,630			13.8	%

Operating income		10,898		9,885		1,013			10.2	%

Equity in net income of affiliate		5,170		4,229		941			22.3	%

Earnings before interest and income taxes		16,068		14,114		1,954			13.8	%
Interest income		194		172		22			12.8	%
Interest expense		2,602		3,762		(1,160	)		(30.8	%)

Earnings before income taxes		13,660		10,524		3,136			29.8	%
Income tax expense		4,922		4,051		871			21.5	%

Net income	$	8,738	$	6,473	$	2,265			35.0	%

Net income per weighted average common share
Basic	$	0.29	$	0.22	$	0.07			31.8	%
Diluted	$	0.28	$	0.21	$	0.07			33.3	%

Weighted average shares used in calculations
Basic		30,458		29,570		888			3.0	%
Diluted		31,146		30,180		966			3.2	%

Other data
EBITDA	$	17,327	$	15,317	$	2,010			13.1	%

Arbitron Inc.
Consolidated Statements of Income
Year Ended December 31, 2003 and 2002
(In thousands, except per share data)


	Year Ended
	December 31,
	2003		2002					%
	Unaudited		Audited		Change			Change
Revenue	$	273,550	$	249,757	$	23,793			9.5	%
Costs and expenses
Cost of revenue		103,109		91,821		11,288			12.3	%
Selling, general and administrative		58,662		53,096		5,566			10.5	%
Research and development		25,842		24,728		1,114			4.5	%
Total costs and expenses		187,613		169,645		17,968			10.6	%

Operating income		85,937		80,112		5,825			7.3	%

Equity in net income of affiliate		6,754		5,627		1,127			20.0	%

Earnings before interest and income taxes		92,691		85,739		6,952			8.1	%
Interest income		741		596		145			24.3	%
Interest expense		12,338		16,815		(4,477	)		(26.6	%)

Earnings before income taxes		81,094		69,520		11,574			16.6	%
Income tax expense		31,221		26,765		4,456			16.6	%

Net income	$	49,873	$	42,755	$	7,118			16.6	%

Net income per weighted average common share
Basic	$	1.66	$	1.45	$	0.21			14.5	%
Diluted	$	1.63	$	1.42	$	0.21			14.8	%

Weighted average shares used in calculations
Basic		30,010		29,413		597			2.0	%
Diluted		30,616		30,049		567			1.9	%

Other data
EBITDA	$	97,528	$	90,108	$	7,420			8.2	%

Arbitron Inc.
EBIT and EBITDA Reconciliation
Three Months and Year Ended December 31, 2003 and 2002
(In thousands)
(Unaudited)


	Three Months Ended				Year Ended
	December 31,				December 31,
	2003		2002		2003		2002
Net income	$	8,738	$	6,473	$	49,873	$	42,755
Income tax expense		4,922		4,051		31,221		26,765
Net interest expense		2,408		3,590		11,597		16,219

EBIT	$	16,068	$	14,114	$	92,691	$	85,739

Depreciation and amortization		1,259		1,203		4,837		4,369

EBITDA	$	17,327	$	15,317	$	97,528	$	90,108

Note: Earnings before interest and income taxes (EBIT) and EBITDA are widely used measures of operating performance. They are presented as supplemental information that management of Arbitron believes is useful to investors to evaluate the Company’s results because they exclude certain items that are not directly related to the Company’s core operating performance. EBIT is calculated by adding back net interest expense and income tax expense to net income. EBITDA is calculated by adding back net interest expense, income taxes, depreciation and amortization to net income. EBIT and EBITDA should not be considered as substitutes either for net income, as indicators of Arbitron’s operating performance, or for cash flow, as measures of Arbitron’s liquidity. In addition, because EBITDA is not calculated identically by all companies, the presentation here may not be comparable to other similarly titled measures of other companies.

Arbitron Inc.
Condensed Consolidated Balance Sheets
December 31, 2003 and December 31, 2002
(In thousands)


	December 31,			December 31,
	2003			2002
	(Unaudited)			(Audited)
Assets:
Cash and cash equivalents	$	68,433		$	43,095
Trade receivables		21,355			20,509
Deferred taxes		30,829			29,357
Goodwill, net		32,937			32,937
Other assets		30,640			30,140

Total assets	$	184,194		$	156,038

Liabilities and Stockholders’ Equity (Deficit):
Deferred revenue	$	58,398		$	54,746
Long-term debt		105,000			165,000
Other liabilities		38,869			36,871
Stockholders’ equity (deficit) (1)		(18,073	)		(100,579	)

Total liabilities and stockholders’ equity (deficit)	$	184,194		$	156,038

(1) Prior to the spin-off from Ceridian Corporation in March 2001, Arbitron distributed its earnings to Ceridian. Those distributions, together with a $250 million distribution made to Ceridian on the date of the spin-off, gave rise to the stockholders’ deficit. Proceeds from the issuance of long-term debt were used by Arbitron to make the $250 million distribution.


Delaware	1-01969	52-0278528

(State or other jurisdiction of incorporation)	(Commission File Number) Identification No.)	(IRS Employer


142 West 57th Street, New York, New York		10019-3300

(Address of principal executive offices)		(Zip Code)


Exhibit No.		Description

99.1		Arbitron Inc. News Release dated January 27, 2004. This exhibit is deemed to be furnished not “filed” pursuant to Item 12 of Form 8-K.


Arbitron Inc.

(Exact name of registrant as specified in its charter)


Registrant’s telephone number, including area code: (212) 887-1300




(Former name or former address, if changed since last report)


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