Standard & Poor's lowered CC Media Holdings' corporate credit rating from B to CC due to Clear Channel Communications announcing tender offers to purchase some of its outstanding senior notes. Standard & Poor's also lowered the ratings on those senior notes but affirmed ratings on Clear Channel's other debt. It indicated it expects to raise the corporate credit rating back to B after the tender offers are completed. CC Media Holdings filed an 8-K report to disclose this credit rating change.

1. BOWNE INTEGRATED TYPESETTING SYSTEM Site: BOWNE OF DALLAS, INC. Phone: (214) 651-1001 Operator: BOD34574 Date: 5-DEC-2008 17:25:46.74
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Name: CC MEDIA HOLDINGS
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D65490.SUB, DocName: 8-K, Doc: 1, Page: 1
Description: FORM 8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): December 5, 2008
CC MEDIA HOLDINGS, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 000-53354 26-0241222
(State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer
Incorporation or Organization) Identification No.)
200 East Basse Road
San Antonio, TX 78209
(Address of Principal Executive Offices, Including Zip Code)
Date: 5-DEC-2008 17:25:46.74
(210) 822-2828
(Registrant’s Telephone Number, Including Area Code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of
BOD D65490 001.00.00.00 0/1
the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Operator: BOD34574
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Phone: (214) 651-1001
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Name: CC MEDIA HOLDINGS
Description: FORM 8-K

2. BOWNE INTEGRATED TYPESETTING SYSTEM Site: BOWNE OF DALLAS, INC. Phone: (214) 651-1001 Operator: BOD34574 Date: 5-DEC-2008 17:25:46.74
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Name: CC MEDIA HOLDINGS
[E/O] CRC: 29732
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Description: FORM 8-K
ITEMS TO BE INCLUDED IN THIS REPORT
Item 8.01 Other Events.
On December 5, 2008, Standard & Poor’s Rating Services lowered its corporate credit rating on CC Media Holdings, Inc. (the “Company”),
which is analyzed on a consolidated basis with Clear Channel Communications, Inc. (“Clear Channel”), a subsidiary of the Company, to “CC”
from “B.” This action follows Clear Channel’s November 24, 2008 announcement that (i) it commenced a cash tender offer to purchase its
outstanding 7.65% Senior Notes due 2010 in an aggregate principal amount not to exceed $200,000,000 (subject to change) pursuant to a
modified “Dutch auction” procedure on the terms and conditions set forth in an Offer to Purchase dated November 24, 2008 and (ii) its indirect
wholly-owned subsidiary, CC Finco, LLC, commenced (a) a cash tender offer for the maximum aggregate principal amount of Clear Channel’s
outstanding 6.25% Senior Notes due 2011 and 4.40% Senior Notes due 2011 that it can purchase for $75,000,000 (subject to change) pursuant
to a modified “Dutch auction” procedure in accordance with the terms and conditions set forth in an Offer to Purchase dated November 24,
2008 and (b) a cash tender offer for the maximum aggregate principal amount of Clear Channel’s outstanding 5.00% Senior Notes due 2012
and 5.75% Senior Notes due 2013 that it can purchase for $25,000,000 (subject to change) pursuant to a modified “Dutch auction” procedure
on the terms and conditions set forth in an Offer to Purchase dated November 24, 2008.
Standard & Poor’s Rating Services also lowered the issue-level ratings on Clear Channel’s senior notes subject to the tender offers described
above. Standard & Poor’s Rating Services affirmed all other issue-level ratings on Clear Channel’s secured and unsecured debt and indicated
its preliminary expectation that it will raise the corporate credit rating back to “B” following the consummation of the tender offers.
Date: 5-DEC-2008 17:25:46.74
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Phone: (214) 651-1001
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Name: CC MEDIA HOLDINGS
Description: FORM 8-K

3. BOWNE INTEGRATED TYPESETTING SYSTEM Site: BOWNE OF DALLAS, INC. Phone: (214) 651-1001 Operator: BOD34574 Date: 5-DEC-2008 17:25:46.74
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Name: CC MEDIA HOLDINGS
[E/O] CRC: 55968
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
CC MEDIA HOLDINGS, INC.
By: /s/ Herbert W. Hill, Jr.
Date: December 5, 2008
Herbert W. Hill, Jr.
Senior Vice President, Chief Accounting Officer
and Assistant Secretary
Date: 5-DEC-2008 17:25:46.74
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Operator: BOD34574
Phone: (214) 651-1001
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Name: CC MEDIA HOLDINGS
Description: FORM 8-K