SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

HOGAN JOHN E

(Last)

(First)

(Middle)

C/O CLEAR CHANNEL COMMUNICATIONS, INC.

200 EAST BASSE ROAD

(Street)

SAN ANTONIO

78209

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CLEAR CHANNEL COMMUNICATIONS INC [ CCU ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CEO - Clear Channel Radio

3. Date of Earliest Transaction (Month/Day/Year)
07/30/2008

4. If Amendment, Date of Original Filed (Month/Day/Year)

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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/30/2008		D		137,017	D	⁽¹⁾	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock Options (right to buy)	$44.3093	07/30/2008		D			52,223	⁽²⁾	12/14/2008	Common Stock	52,223	⁽²⁾	0	D
Common Stock Options (right to buy)	$42.6338	07/30/2008		D			141,004	12/31/2004	02/19/2009	Common Stock	141,004	⁽³⁾	0	D
Common Stock Options (right to buy)	$35.0606	07/30/2008		D			88,780	⁽⁴⁾	02/19/2010	Common Stock	88,780	⁽⁴⁾	0	D
Common Stock Options (right to buy)	$53.6154	07/30/2008		D			31,334	07/25/2006	07/25/2011	Common Stock	31,334	⁽³⁾	0	D
Common Stock Options (right to buy)	$30.3107	07/30/2008		D			103,659	⁽⁵⁾	01/12/2012	Common Stock	103,659	⁽⁵⁾	0	D
Common Stock Options (right to buy)	$26.1432	07/30/2008		D			51,829	07/30/2007	07/30/2012	Common Stock	51,829	⁽³⁾	0	D

Explanation of Responses:

1. Disposed of pursuant to merger agreement (the "Merger Agreement") between Clear Channel Communications, Inc. and BT Triple Crown Merger Co., Inc., B Triple Crown Finco, LLC, T Triple Crown Finco, LLC and CC Media Holdings, Inc. ("CC Media"), as amended in exchange for, on a per share basis, either a cash payment of $36.00 or one share of CC Media Class A Common Stock ("Class A Stock").

2. These options, which provided for vesting of 13,055 shares on December 14, 2004, 13,056 shares on December 14, 2005 and 26,112 shares on December 14, 2006, were canceled pursuant to the Merger Agreement in exchange for, on a per option basis, either a cash payment of $36.00 or one share of Class A Stock, less the exercise price of the option.

3. These options were canceled pursuant to the Merger Agreement in exchange for, on a per option basis, either a cash payment of $36.00 or one share of Class A Stock, less the exercise price of the option.

4. These options, which provided for vesting of 22,195 shares on February 19, 2006, 22,195 shares on February 19, 2007 and 44,390 shares on February 19, 2008, were canceled pursuant to the Merger Agreement in exchange for, on a per option basis, either a cash payment of $36.00 or one share of Class A Stock, less the exercise price of the option.

5. These options, which provided for vesting of 25,914 shares on January 12, 2008, 25,915 shares on January 12, 2009 and 51,830 shares on January 12, 2010, were canceled pursuant to the Merger Agreement in exchange for, on a per option basis, either a cash payment of $36.00 or one share of Class A Stock, less the exercise price of the option.

	/s/ John E. Hogan	07/30/2008
	** 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 4 (b)(v).
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