UNITED STATESSECURITIES AND EXCHANGE
COMMISSIONWASHINGTON, D.C. 20549

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FORM 10-Q/A(Amendment No. 1)



| |  | [X] | QUARTERLY REPORT PURSUANT TO SECTION 13 OR
      15(d) OF THE SECURITIESEXCHANGE ACT OF 1934
| |  | --- | --------------------------------------------------------------------------------------------

FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30,
2004

OR



| |  | [   ] | TRANSITION REPORT PURSUANT TO SECTION 13 OR
      15(d) OF THE SECURITIESEXCHANGE ACT OF 1934
| |  | ----- | ---------------------------------------------------------------------------------------------

FOR THE TRANSITION PERIOD FROM __________________
TO __________________

COMMISSION FILE NUMBER 000-26497

SALEM COMMUNICATIONS
CORPORATION(EXACT NAME OF REGISTRANT AS SPECIFIED IN
ITS CHARTER)



|                                                                                              |  |                                                       
|--------------------------------------------------------------------------------------------- |  | ------------------------------------------------------
|DELAWARE(STATE OR
      OTHER JURISDICTION OFINCORPORATION OR ORGANIZATION)                   |  | 77-0121400(I.R.S.
      EMPLOYERIDENTIFICATION NUMBER)
|4880 SANTA ROSA
      ROADCAMARILLO, CALIFORNIA(ADDRESS OF PRINCIPAL EXECUTIVE
      OFFICES) |  | 93012(ZIP
      CODE)                                 

REGISTRANTS TELEPHONE NUMBER, INCLUDING AREA
CODE: (805) 987-0400

Indicate by check mark
whether the registrant: (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. YES [X] NO [   ]



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Indicate by check mark
whether the registrant is an accelerated filer (as defined in Exchange Act Rule
12b-2). YES [X] NO [   ]

As of November 3, 2004,
there were 20,369,642 shares of Class A common stock and 5,553,696 shares of
Class B common stock of Salem Communications Corporation outstanding.



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EXPLANATORY NOTE

This Amendment No. 1 to our Quarterly Report on Form 10-Q/A amends our Quarterly Report on Form 10-Q for the quarterly period ended
September 30, 2004 that was originally filed on November 9, 2004 in order to disclose a material change in controls over fixed assets
as discussed in Part I, Item 4.  This correction has no impact on the Company's historical financial condition, results of operations
or cash flows. This Form 10-Q/A does not cover any events subsequent to November 9, 2004, the original filing date.

2

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ITEM 4. CONTROLS AND PROCEDURES

As of the end of the period covered by this report, the company carried out an evaluation, under the supervision and with the
participation of the companys management, including the companys Chief Executive Officer and Chief Financial Officer, of the
effectiveness of the design and operation of the companys disclosure controls and procedures as defined in Rules 13a-15(e) and
15d-15(e) of the Exchange Act. During the quarter ended September 30, 2004, the company identified a material weakness involving the
tracking of its fixed assets. The company conducted a comprehensive physical inventory of its property, plant and equipment and
determined a $3.1 million write-off was necessary (as discussed in Note 11 to the companys condensed consolidated financial
statements for the quarter ended September 30, 2004). As a result of this evaluation, the company instituted a policy of conducting annual physical
inventories of fixed assets and enhanced its internal controls over the accurate and timely recording of fixed asset transfers and
dispositions in addition to other policies to improve its controls over fixed assets. As a result of the companys actions, the
company believes the control weakness was remediated as of September 30, 2004.

Based on the companys evaluation and change in policies instituted during the quarter ended September 30, 2004, the Chief Executive
Officer and Chief Financial Officer concluded that the companys disclosure controls and procedures are effective. With the exception
of the change in internal controls over fixed assets described above, there were no other changes in the companys internal controls
over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to
materially affect, the companys internal control over financial reporting.

3

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ITEM 6. EXHIBITS

Set forth below is a list of
exhibits included as part of this Quarterly Report:

|        |  |                                                                                                                      
|------- |  | ---------------------------------------------------------------------------------------------------------------------
|Exhibit
|Number  |  | Description of
    Exhibits                                                                                          
|        |  |                                                                                                                      
|31.1    |  | Certification of Edward G. Atsinger
      III Pursuant to Rules 13a-14(a) and 15d-14(a) under the Exchange
      Act.
|31.2    |  | Certification of David A.R. Evans
      Pursuant to Rules 13a-14(a) and 15d-14(a) under the Exchange
  Act.          
|32.1    |  | Certification of Edward G. Atsinger
      III Pursuant to 18 U.S.C. Section 1350.                                    
|32.2    |  | Certification of David A.R. Evans
      Pursuant to 18 U.S.C. Section 1350.                                          

4



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SIGNATURES

Pursuant to the requirements
of the Securities Exchange Act of 1934, Salem Communications Corporation has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.









| |                  | SALEM COMMUNICATIONS CORPORATION                           | 
| | ---------------- | ---------------------------------------------------------- | 
| | February 8, 2005 |                                                            | 
| |                  | By: /s/ EDWARD G. ATSINGER
      III                       | 
| |                  |                                                            | 
| |                  | Edward G. Atsinger III                                     | 
| |                  | President and Chief Executive
      Officer                | 
| |                  | (Principal Executive
      Officer)                        | 
| | February 8, 2005 |                                                            | 
| |                  | By: /s/ DAVID A.R. EVANS                                   | 
| |                  |                                                            | 
| |                  | David A.R. Evans                                           | 
| |                  | Executive Vice President and Chief
      Financial Officer | 
| |                  | (Principal Financial
      Officer)                        | 

5



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EXHIBIT INDEX

|        |  |                                                                                                                      
|------- |  | ---------------------------------------------------------------------------------------------------------------------
|Exhibit
|Number  |  | Description of
    Exhibits                                                                                          
|        |  |                                                                                                                      
|        |  |                                                                                                                      
|31.1    |  | Certification of Edward G. Atsinger
      III Pursuant to Rules 13a-14(a) and 15d-14(a) under the Exchange
      Act.
|        |  |                                                                                                                      
|31.2    |  | Certification of David A.R. Evans
      Pursuant to Rules 13a-14(a) and 15d-14(a) under the Exchange
  Act.          
|        |  |                                                                                                                      
|32.1    |  | Certification of Edward G. Atsinger
      III Pursuant to 18 U.S.C. Section 1350.                                    
|        |  |                                                                                                                      
|32.2    |  | Certification of David A.R. Evans
      Pursuant to 18 U.S.C. Section 1350.                                          

6



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EXHIBIT 31.1

Certification of Chief Executive
Officer

I, Edward G. Atsinger III, certify that:

|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|-- | --- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | 
|1. |     | I have reviewed this report on Form 10-Q of
      Salem Communications Corporation;                                                                                                                                                                                                                                                                                                                                   | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|2. |     | Based on my knowledge, this report does not
      contain any untrue statement of a material fact or omit to state a
      material fact necessary to make the statements made, in light of the
      circumstances under which such statements were made, not misleading with
      respect to the period covered by this report;                                                                                    | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|3. |     | Based on my knowledge, the financial
      statements, and other financial information included in this report,
      fairly present in all material respects the financial condition, results
      of operations and cash flows of the registrant as of, and for, the periods
      presented in this report;                                                                                                       | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|4. |     | The registrants other certifying officer(s)
      and I are responsible for establishing and maintaining disclosure controls
      and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e))
      for the registrant and have:                                                                                                                                                                      | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|   | (a) | Designed such disclosure controls and
      procedures, or caused such disclosure controls and procedures to be
      designed under our supervision, to ensure that material information
      relating to the registrant, including its consolidated subsidiaries, is
      made known to us by others within those entities, particularly during the
      period in which this report is being prepared;          | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|   | (b) | Evaluated the effectiveness of the
      registrants disclosure controls and procedures and presented in this
      report our conclusions about the effectiveness of the disclosure controls
      and procedures as of the end of the period covered by this report based on
      such evaluation; and                                                                                                            | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|   | (c) | Disclosed in this report any change in the
      registrants internal control over financial reporting that occurred
      during the registrants most recent fiscal quarter (the registrants
      fourth fiscal quarter in the case of an annual report) that has materially
      affected, or is reasonably likely to materially affect, the registrants
      internal control over financial reporting; and | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|5. |     | The registrants other certifying officer(s)
      and I have disclosed, based on our most recent evaluation of internal
      control over financial reporting, to the registrants auditors and the
      audit committee of the registrants board of directors (or persons
      performing the equivalent functions):                                                                                            | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|   | (a) | All significant deficiencies and material
      weaknesses in the design or operation of internal control over financial
      reporting which are reasonably likely to adversely affect the registrants
      ability to record, process, summarize and report financial information;
      and                                                                                                                     | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|   | (b) | Any fraud, whether or not material, that
      involves management or other employees who have a significant role in the
      registrants internal control over financial reporting.                                                                                                                                                                                                                                | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|   |     | Dated: February 8, 2005                                                                                                                                                                                                                                                                                                                                                                                               | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|   |     | By: /s/ EDWARD G. ATSINGER
      III                                                                                                                                                                                                                                                                                                                                                                                  | 

| |  |                         | 
| |  | ----------------------- | 
| |  | Edward G. Atsinger III  | 
| |  | Chief Executive Officer | 
| |  |                         | 
| |  |                         | 

A signed original of this written statement required by Section
302 of the Sarbanes-Oxley Act of 2002 or other document authenticating,
acknowledging, or otherwise adopting the signature that appears in typed form
within the electronic version of this written statement required by Section 302
has been provided to Salem Communications Corporation and will be retained by
Salem Communications Corporation and furnished to the Securities and Exchange
Commission or its staff upon request.





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EXHIBIT 31.2

Certification of Chief Financial
Officer

I, David A.R. Evans, certify that:

|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|-- | --- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | 
|1. |     | I have reviewed this report on Form 10-Q of
      Salem Communications Corporation;                                                                                                                                                                                                                                                                                                                                   | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|2. |     | Based on my knowledge, this report does not
      contain any untrue statement of a material fact or omit to state a
      material fact necessary to make the statements made, in light of the
      circumstances under which such statements were made, not misleading with
      respect to the period covered by this report;                                                                                    | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|3. |     | Based on my knowledge, the financial
      statements, and other financial information included in this report,
      fairly present in all material respects the financial condition, results
      of operations and cash flows of the registrant as of, and for, the periods
      presented in this report;                                                                                                       | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|4. |     | The registrants other certifying officer(s)
      and I are responsible for establishing and maintaining disclosure controls
      and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e))
      for the registrant and have:                                                                                                                                                                      | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|   | (a) | Designed such disclosure controls and
      procedures, or caused such disclosure controls and procedures to be
      designed under our supervision, to ensure that material information
      relating to the registrant, including its consolidated subsidiaries, is
      made known to us by others within those entities, particularly during the
      period in which this report is being prepared;          | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|   | (b) | Evaluated the effectiveness of the
      registrants disclosure controls and procedures and presented in this
      report our conclusions about the effectiveness of the disclosure controls
      and procedures as of the end of the period covered by this report based on
      such evaluation; and                                                                                                            | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|   | (c) | Disclosed in this report any change in the
      registrants internal control over financial reporting that occurred
      during the registrants most recent fiscal quarter (the registrants
      fourth fiscal quarter in the case of an annual report) that has materially
      affected, or is reasonably likely to materially affect, the registrants
      internal control over financial reporting; and | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|5. |     | The registrants other certifying officer(s)
      and I have disclosed, based on our most recent evaluation of internal
      control over financial reporting, to the registrants auditors and the
      audit committee of the registrants board of directors (or persons
      performing the equivalent functions):                                                                                            | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|   | (a) | All significant deficiencies and material
      weaknesses in the design or operation of internal control over financial
      reporting which are reasonably likely to adversely affect the registrants
      ability to record, process, summarize and report financial information;
      and                                                                                                                     | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|   | (b) | Any fraud, whether or not material, that
      involves management or other employees who have a significant role in the
      registrants internal control over financial reporting.                                                                                                                                                                                                                                | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|   |     | Dated: February 8, 2005                                                                                                                                                                                                                                                                                                                                                                                               | 
|   |     |                                                                                                                                                                                                                                                                                                                                                                                                                       | 
|   |     | By: /s/ DAVID A.R. EVANS                                                                                                                                                                                                                                                                                                                                                                                              | 

| |  |                         | 
| |  | ----------------------- | 
| |  | David A.R. Evans        | 
| |  | Chief Financial Officer | 
| |  |                         | 
| |  |                         | 

A signed original of this written statement required by Section
302 of the Sarbanes-Oxley Act of 2002 or other document authenticating,
acknowledging, or otherwise adopting the signature that appears in typed form
within the electronic version of this written statement required by Section 302
has been provided to Salem Communications Corporation and will be retained by
Salem Communications Corporation and furnished to the Securities and Exchange
Commission or its staff upon request.





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EXHIBIT 32.1

CERTIFICATION PURSUANT TO18 U.S.C. SECTION
1350,AS ADOPTED PURSUANT TOSECTION 906 OF THE SARBANES-OXLEY ACT OF
2002

The undersigned hereby certifies, in his capacity as President
and Chief Executive Officer of Salem Communications Corporation (the Company),
for purposes of 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002, that based on his knowledge:

- the Quarterly Report of the Company on Form 10-Q for the
  period ended September 30, 2004 (the Report) fully complies with the
  requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act
  of 1934; and

- the information contained in the Report fairly presents, in
  all material respects, the financial condition and results of operations of
  the Company.

| | Dated: February 8, 2005 |                                             | 
| | ----------------------- | ------------------------------------------- | 
| |                         | By: /s/ EDWARD G. ATSINGER
      III        | 
| |                         |                                             | 
| |                         | Edward G. Atsinger III                      | 
| |                         | President and Chief Executive
      Officer | 

A signed original of this written statement required by Section
906 of the Sarbanes-Oxley Act of 2002 or other document authenticating,
acknowledging, or otherwise adopting the signature that appears in typed form
within the electronic version of this written statement required by Section 906
has been provided to Salem Communications Corporation and will be retained by
Salem Communications Corporation and furnished to the Securities and Exchange
Commission or its staff upon request.





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EXHIBIT 32.2

CERTIFICATION PURSUANT TO18 U.S.C. SECTION
1350,AS ADOPTED PURSUANT TOSECTION 906 OF THE SARBANES-OXLEY ACT OF
2002

The undersigned hereby certifies, in his capacity as Senior Vice
President and Chief Financial Officer of Salem Communications Corporation (the
Company), for purposes of 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, that based on his
knowledge:

- the Quarterly Report of the Company on Form 10-Q for the
  period ended September 30, 2004 (the Report) fully complies with the
  requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act
  of 1934; and

- the information contained in the Report fairly presents, in
  all material respects, the financial condition and results of operations of
  the Company.

| | Dated: February 8, 2005 |                                                            | 
| | ----------------------- | ---------------------------------------------------------- | 
| |                         | By: /s/ DAVID A.R. EVANS                                   | 
| |                         |                                                            | 
| |                         | David A.R. Evans                                           | 
| |                         | Executive Vice President and Chief
      Financial Officer | 
| |                         |                                                            | 

A signed original of this written statement required by Section
906 of the Sarbanes-Oxley Act of 2002 or other document authenticating,
acknowledging, or otherwise adopting the signature that appears in typed form
within the electronic version of this written statement required by Section 906
has been provided to Salem Communications Corporation and will be retained by
Salem Communications Corporation and furnished to the Securities and Exchange
Commission or its staff upon request.





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