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                                                                  EXHIBIT 10.8.3

                                    AMFM INC.

                             SECOND AMENDMENT TO THE
                        CAPSTAR BROADCASTING CORPORATION
                             1998 STOCK OPTION PLAN


         THIS SECOND AMENDMENT TO THE CAPSTAR BROADCASTING CORPORATION 1998
STOCK OPTION PLAN (this "Amendment") is made and adopted by AMFM Inc., a
Delaware corporation (the "Corporation"), effective as of March 31, 2000.

                                    RECITALS

         WHEREAS, the Corporation assumed all of the obligations of Capstar
Broadcasting Corporation ("CBC") under the Capstar Broadcasting Corporation 1998
Stock Option Plan, as amended (the "Plan"), upon the merger of CBC with and into
CBC Acquisition Company, Inc., a Delaware corporation and wholly-owned
subsidiary of the Corporation; and

         WHEREAS, in contemplation of the consummation of the merger (the "Clear
Channel Merger") of CCU Merger Sub, Inc., a Delaware corporation and
wholly-owned subsidiary of Clear Channel Communications, Inc., a Texas
corporation, with and into the Corporation, the Board of Directors of the
Corporation approved this Amendment to amend the terms and provisions of the
Plan; and

         WHEREAS, any capitalized term used herein, and not otherwise defined
herein, shall have the meaning set forth in the Plan.

                                    AMENDMENT

         NOW, THEREFORE, the Plan is hereby amended as follows:

         1. Section 11 is amended and restated in its entirety to read as
         follows:

         11. Assignment or Transfer. Except as provided in this Section 11,
         during the lifetime of an optionee, Options granted to him or her
         hereunder shall be exercisable only by the optionee or by the
         optionee's legal representative in the event that a legal
         representative has been appointed in connection with the Disability of
         the optionee.

             (a)  Transfer of Incentive Options. Incentive Options are not
                  transferrable by an optionee other than by will or the laws of
                  descent and distribution.

             (b)  Transfer of Non-Qualified Options.


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                  (i)      Permitted Transferees. The Board of Directors or the
                           Committee may, in its sole discretion, permit an
                           optionee to transfer all or any portion of a
                           Non-Qualified Option, or authorize all or a portion
                           of any Non-Qualified Option to be granted to an
                           optionee to be on terms which permit transfer by such
                           optionee to any other Person (a "Permitted
                           Transferee"), including pursuant to domestic
                           relations orders entered or approved by a court of
                           competent jurisdiction upon delivery to the Company
                           of written notice of such transfer and a certified
                           copy of such order; provided that subsequent
                           transfers of Non-Qualified Options transferred as
                           provided above shall be prohibited except subsequent
                           transfers back to the original optionee.


                  (ii)     Other Transfers and Exercise Rights. Except as
                           expressly permitted by Section 11(b)(i),
                           Non-Qualified Options requiring exercise shall not be
                           transferable other than by will or the laws of
                           descent and distribution. In the event that a legal
                           representative has been appointed in connection with
                           the Disability of an optionee, the optionee's options
                           may be exercised by the legal representative.

                  (iv)     Effect of Transfer. Following the transfer of any
                           Non-Qualified Option as contemplated by Sections
                           11(b)(i) and 11(b)(ii), (A) such Non-Qualified Option
                           shall continue to be subject to the same terms and
                           conditions as were applicable immediately prior to
                           transfer, provided that the term "optionee" shall be
                           deemed to refer to the Permitted Transferee or the
                           estate or heirs of a deceased optionee, as
                           applicable, to the extent appropriate to enable the
                           optionee to exercise the transferred Non-Qualified
                           Option in accordance with the terms of this Plan and
                           applicable law, (B) the provisions of Sections 6(e)
                           through (h) hereof (Sections 7(a)(iv) through (vii)
                           with respect to Options granted to Eligible
                           Non-Employees) shall continue to be applied with
                           respect to the original optionee and, following the
                           occurrence of any such events described therein the
                           Non-Qualified Options shall be exercisable by the
                           Permitted Transferee, the recipient under a domestic
                           relations order, or the estate or heirs of a deceased
                           Optionee, as applicable, only to the extent and for
                           the periods specified in Sections 6(e) through (h)
                           (Sections 7(a)(iv) through (vii) with respect to
                           Options granted to Eligible Non-Employees), and (C)
                           in the discretion of the Board of Directors or the
                           Committee, all voting control in the Common Stock
                           transferred pursuant to the exercise of Non-Qualified
                           Options shall be retained in the original optionee.


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                  (c)      Procedures and Restrictions. Any optionee desiring to
                           transfer an Option as permitted under Section 11(a)
                           or 11(b) shall make application therefor in the
                           manner and time specified by the Board of Directors
                           or the Committee and shall comply with such other
                           requirements as the Board of Directors or the
                           Committee may require to assure compliance with all
                           applicable tax and securities laws. The Board of
                           Directors or the Committee shall not give permission
                           for such a transfer if (i) it would give rise to
                           short-swing liability under Section 16(b) of the
                           Exchange Act, or (ii) it may not be made in
                           compliance with all applicable federal, state and
                           foreign securities laws.

         2. Except as expressly set forth herein, the Plan shall remain in full
force and effect without further amendment or modification.

         IN WITNESS WHEREOF, the Corporation, acting by and through its officer
hereunto duly authorized, has executed this Amendment effective as of the date
first written above.


                                         AMFM INC.


                                         By:         /s/ W. Schuyler Hansen
                                                  ------------------------------
                                         Name:    W. Schuyler Hansen
                                         Title:   Senior Vice President and
                                                  Chief Accounting Officer


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