| FORM 5 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL 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). | |||||||||||||||||
| Form 3 Holdings Reported. | |||||||||||||||||
| Form 4 Transactions Reported. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
CLEAR CHANNEL COMMUNICATIONS INC [ CCU ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Statement for Issuer's Fiscal Year Ended
(Month/Day/Year) 12/31/2005 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | |||||||||||||||
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| 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 at end of Issuer's Fiscal Year (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||||||
| Amount | (A) or (D) | Price | |||||||||||||
| Common Stock | 01/13/2005 | G | 21,640(12) | D | (12) | 22,886,263 | I | By LLM Partners | |||||||
| Common Stock | 02/15/2005 | G | 127,964 | D | (1) | 0(2) | I | By 2003 GRAT #1 | |||||||
| Common Stock | 02/17/2005 | G | 1,070,312 | D | (1) | 86,436(3) | D | ||||||||
| Common Stock | 02/17/2005 | G | 1,070,312 | A | (1) | 23,956,575 | I | By LLM Partners | |||||||
| Common Stock | 02/24/2005 | G | 82,656 | D | (1) | 0(4) | I | by 2003 GRAT #2 | |||||||
| Common Stock | 02/25/2005 | G | 523,512 | D | (1) | 86,436(5) | D | ||||||||
| Common Stock | 02/25/2005 | G | 523,512 | A | (1) | 24,480,087 | I | by LLM Partners | |||||||
| Common Stock | 03/17/2005 | G | 96,162 | D | (1) | 0(6) | I | By 2003 GRAT #3 | |||||||
| Common Stock | 03/18/2005 | G | 494,870 | D | (1) | 86,436(7) | D | ||||||||
| Common Stock | 03/18/2005 | G | 494,870 | A | (1) | 24,974,957 | I | By LLM Partners | |||||||
| Common Stock | 04/06/2005 | G | 76,052 | D | (1) | 0(8) | I | By 2003 GRAT #4 | |||||||
| Common Stock | 04/08/2005 | G | 515,946 | D | (1) | 86,436(9) | D | ||||||||
| Common Stock | 04/08/2005 | G | 515,946 | A | (1) | 25,490,903 | I | by LLM Partners | |||||||
| Common Stock | 08/16/2005 | G | 444,570 | D | (1) | 86,436(10) | D | ||||||||
| Common Stock | 08/16/2005 | G | 444,570 | A | (1) | 25,935,473 | I | By LLM Partners | |||||||
| Common Stock | 09/30/2005 | G | 741,834 | D | (1) | 86,436(11) | D | ||||||||
| Common Stock | 09/30/2005 | G | 741,834 | A | (1) | 26,677,307 | I | By LLM Partners | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | ||||||||||||||
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| 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) | |||
| (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | |||||||||
| Explanation of Responses: |
| 1. This reported item is a gift. |
| 2. Excludes 1,070,312 shares previously held through the 2003 GRAT #1 which were distributed to the reporting person on February 15, 2005 and are now owned directly. |
| 3. Reflect direct beneficial ownership following transfer of 1,070,312 shares previously held through the 2003 GRAT #1 which were distributed to the direct beneficial ownership of the reporting person on February 15, 2005. |
| 4. Excludes 523,512 shares previously held through the 2003 GRAT #2 which were distributed to the reporting person on February 24, 2005 and are now owned directly. |
| 5. Reflects direct beneficial ownership following transfer of 523,512 shares previously held through the 2003 GRAT #2 which were distributed to the direct beneficial ownership of the reporting person on February 24, 2005. |
| 6. Excludes 494,870 shares previously held through the 2003 GRAT #3 which were distributed to the reporting person on March 17, 2005 and are now owned directly. |
| 7. Reflects direct beneficial ownership following transfer of 494,870 shares previously held through the 2003 GRAT #3 which were distributed to the direct beneficial ownership of the reporting person on March 17, 2005. |
| 8. Excludes 515,946 shares previously held through the 2003 GRAT #4 which were distributed to the reporting person on April 6, 2005 and are now owned directly. |
| 9. Reflects direct beneficial ownership following transfer of 515,946 shares previously held through the 2003 GRAT #4 whcih were distributed to the direct beneficial ownership of the reporting person on April 6, 2005. |
| 10. Reflects direct beneficial ownership following transfer of 444,570 shares held through the 2003 GRAT #5 which were distributed to the direct beneficial ownership of the reporting person on August 12, 2005. This represents all of the shares that were previously held through the 2003 GRAT #5. |
| 11. Reflects direct beneficial ownership following transfer of 741,834 shares previously held through the 2003 GRAT #6 which were distributed to the direct beneficial ownership of the reporting person on September 30, 2005. This represents all of the shares that were previously held through the 2003 GRAT #6. |
| 12. Represents separate gifts of limited partnership interests in LLM Partners, a limted partnership, to four individuals and 16 trusts. The gifts represent an aggregate 0.868% interest in LLM Partners. The reporting person disclaims beneficial ownership of CCU common stock held by LLM Partners except to the extnent of his pecuniary interest therein. |
| Remarks: |
| L. Lowry Mays | 02/13/2006 | |
| ** 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). | ||
| ** 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. | ||