FORM 4UNITED 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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Expires:February 28, 2011
Estimated average burden
hours per response0.5
X
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*
LEVIN ANDREW W
(Last)(First)(Middle)
C/O CLEAR CHANNEL COMMUNICATIONS, INC., 200 EAST BASSE ROAD
(Street)
SAN ANTONIOTX78209
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Executive V.P. - CLO
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)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock 07/30/2008 D  34,753 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 Security3. 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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		11. Nature of Indirect Beneficial Ownership
(Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Common Stock Options (right to buy) $ 42.6338 07/30/2008 D   41,779 12/31/200402/19/2009 Common Stock 41,779 (2) 0 D  
Common Stock Options (right to buy) $ 35.0606 07/30/2008 D   23,260  (3)02/19/2010 Common Stock 23,260 (3) 0 D  
Common Stock Options (right to buy) $ 30.3107 07/30/2008 D   11,308  (4)01/12/2012 Common Stock 11,308 (4) 0 D  
Common Stock Options (right to buy) $ 35.0606 07/30/2008 D   2,851 02/19/200802/19/2013 Common Stock 2,851 (2) 0 D  
Common Stock Options (right to buy) $ 30.3107 07/30/2008 D   3,298 01/12/201001/12/2015 Common Stock 3,298 (2) 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 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, which provided for vesting of 5,815 shares on February 19, 2006, 5,815 shares on February 19, 2007 and 11,630 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.
4. These options, which provided for vesting of 2,827 shares on January 12, 2008, 2,827 shares on January 12, 2009 and 5,654 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/ Andrew W. Levin07/30/2008
** Signature of Reporting PersonDate
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).
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.



 
Related Symbols           
CCURatingOverviewRatiosCompetitorsEarnings EstimatesSales EstimatesAnalyst RatingsTechnicalsRelated StoriesChart