SEC FORM 3/A

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Eccleshare Christopher William

(Last)

(First)

(Middle)

C/O CLEAR CHANNEL OUTDOOR HOLDINGS, INC.

200 EAST BASSE ROAD

(Street)

SAN ANTONIO,

78209

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/10/2009

3. Issuer Name and Ticker or Trading Symbol
Clear Channel Outdoor Holdings, Inc. [ CCO ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President & CEO, CCI

5. If Amendment, Date of Original Filed (Month/Day/Year)
09/14/2009

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock Options (right to buy)	⁽¹⁾	09/10/2019	Common Stock	40,000	$7.02	D
Common Stock Options (right to buy)⁽³⁾	⁽²⁾	09/10/2009	Common Stock	30,721	$7.02	D

Explanation of Responses:

1. Assuming continued employment and compliance with the terms and conditions of Mr. Eccleshare's Stock Option Agreement dated as of September 10, 2009 (the "Stock Option Agreement"), half of the shares represented by these options shall become vested and fully execersiable on September 10, 2010 and the other half of the shares represented by these options shall become vested and fully exercisable on September 10, 2011.

2. Assuming continued employement and compliance with the terms and conditions of the Stock Option Agreement, these options shall become vested and fully exercisable in four equal installments beginning on September 10, 2010.

3. The original Form 3 is amended to remove unvested options that will vest only if performance targets are met. No other changes have been made to the original Form 3.

Remarks:

	/s/ Michelle Miller, as Attonrey-in-Fact on behalf of Christopher William Eccleshare	10/21/2010
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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