U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   FORM 10-KSB

              ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 1995
Commission file number 0-9385

                              Bull Run Corporation
                 (Name of small business issuer in its charter)


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<S>                                                                <C>       
                  Georgia                                                     91-1117599
(State or other jurisdiction of incorporation or organization)     (I.R.S. Employer Identification No.)
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4370 Peachtree Road, N.E., Atlanta, GA                         30319
(Address of principal executive offices)                      (Zip Code)

Issuer's telephone number:          (404) 266-8333

Securities registered under Section 12(b) of the Exchange Act:  None

Securities registered under Section 12(g) of the Exchange Act:
                          Common Stock, $.01 par value
                                (Title of class)

         Check whether the issuer (1) filed all reports  required to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 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__

         Check if  disclosure  of  delinquent  filers in response to Item 405 of
Regulation  S-B is not  contained  in  this  form,  and no  disclosure  will  be
contained,  to the  best of  registrant's  knowledge,  in  definitive  proxy  or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB [X]

         Total revenue for the issuer's most recent fiscal year was $27,153,000.

         The aggregate  market value of the voting stock,  held by nonaffiliates
of the registrant (10,645,608 shares) on March 8, 1996 was $27,279,371, based 
on the NASDAQ National Market System closing price.

         As of March 8, 1996 there were 22,116,227 shares of Common Stock, par
value $.01 per share, outstanding.

                       DOCUMENTS INCORPORATED BY REFERENCE

Portions of the following documents are incorporated by reference:
          Documents                         Form 10-K Reference
          ---------                          -------------------
1995 Annual Report to Shareholders     Part I, Item 1 and Part II, Items 6 and 7
Proxy Statement dated March 20, 1996   Part III, Items 10, 11 and 12


<PAGE>





                              BULL RUN CORPORATION

                                FORM 10-KSB INDEX

                                     PART I
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                                                                                                  Page

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Item 1.           Description of Business...................................................    3
Item 2.           Description of Property...................................................    7
Item 3.           Legal Proceedings.........................................................    8
Item 4.           Submission of Matters to a Vote of Security Holders.......................    8


                                     PART II


Item 5.           Market for Common Equity and  Related Stockholder Matters.................    8
Item 6.           Management's Discussion and Analysis or Plan of Operations................    8
Item 7.           Financial Statements......................................................    8
Item 8.           Changes in and Disagreements with Accountants on
                          Accounting and Financial Disclosure...............................    9


                                    PART III


Item 9.           Directors, Executive Officers, Promoters and Control Persons;
                    Compliance With Section 16(a) of the Exchange Act.......................    9
Item 10.          Executive Compensation....................................................    9
Item 11.          Security Ownership of Certain Beneficial Owners
                   and Management...........................................................    9
Item 12.          Certain Relationships and Related Transactions............................    9


                                     PART IV


Item 13.          Exhibits and Reports on Form 8-K..........................................   10
                  Signatures................................................................   13


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                                                    2

<PAGE>



                                     PART I

Item 1.  Description of Business

General

         Bull  Run  Corporation  ("Bull  Run"),  a  Georgia   corporation,   was
originally incorporated under the laws of the State of Washington under the name
of  Bull  Run  Gold  Mines,  Ltd.  Bull  Run  changed  its  name  and  state  of
incorporation  effective  December 22, 1992, and relocated its corporate offices
to Atlanta.  Bull Run was a mineral  resource  company which had been engaged in
the business of  developing  and mining in Nevada  through a joint  venture with
another  mining  company.  Bull Run sold its  interest  in the joint  venture in
November 1990 for,  among other things,  $6,000,000 in cash and the discharge of
its outstanding debt related to the joint venture.

         In  April  1993,  Bull  Run  purchased   approximately   43.6%  of  the
outstanding   shares  of  common   stock  of  Datasouth   Computer   Corporation
("Datasouth"). On November 29, 1994, the merger (the "Merger") of Datasouth into
BRC Acquisition Corporation ("BRC"), a newly-formed,  wholly-owned subsidiary of
Bull Run, was consummated. Under the terms of the Merger, each outstanding share
of common  stock of Datasouth  (other than shares owned by Bull Run,  which were
cancelled) was converted into the right to receive three shares of common stock,
par value $.01 per share ("Common Stock"),  of Bull Run.  Immediately  following
the  Merger,  BRC  changed  its name to  Datasouth  Computer  Corporation  (also
referred to as  "Datasouth").  Bull Run's  investment in Datasouth was accounted
for under the equity  method from May 1, 1993 through  November 29, 1994.  Since
the Merger, Datasouth has operated as a wholly-owned subsidiary of Bull Run.

         Datasouth, located in Charlotte, North Carolina, designs, manufactures,
markets,  and supports heavy-duty printers used primarily with multi-user micro,
mini and  mainframe  computers  for  heavy-duty,  print-intensive  applications.
Datasouth  sells its products  worldwide  through  distributors  and value-added
resellers,  and  directly  to large  volume  major  accounts.  Founded  in 1977,
Datasouth has sold more than 220,000 printers.

         In May 1993,  Datasouth  acquired for approximately  $11,100,000 common
stock of Gray Communications Systems, Inc. ("Gray"),  constituting approximately
21% of Gray's outstanding shares. In 1994,  Datasouth purchased  additional Gray
common stock for $969,000 and in 1995, acquired additional shares for $1,930,000
thereby increasing its interest in Gray to 27.3% of the outstanding shares as of
December 31,  1995.  Based in Albany,  Georgia,  Gray  operates:  (i) three VHF,
NBC-affiliated  television  stations - WALB-TV in  Albany,  Georgia;  WJHG-TV in
Panama  City,  Florida;  and  KTVE-TV  in  Monroe,   Louisiana;  (ii)  two  UHF,
CBS-affiliated television stations which were acquired by Gray in September 1994
- WKYT-TV in Lexington,  Kentucky and WYMT-TV in Hazard,  Kentucky;  and (iii) a
VHF, CBS-affiliated  television station, WRDW-TV in Augusta,  Georgia, which was
acquired by Gray in January 1996. Gray also operates three daily newspapers: (i)
The Albany  Herald in Albany,  Georgia;  (ii) The  Rockdale  Citizen in Conyers,
Georgia,  acquired by Gray in May 1994; and (iii) The Gwinnett  Post-Tribune  in
Lawrenceville,  Georgia, acquired in January 1995;  as well as four  advertising
weekly shoppers in Southwest  Georgia and North Florida.  In December 1995, Gray
executed a  definitive  agreement  to  purchase  the assets of  WCTV-TV,  a VHF,
CBS-affiliated  television  station in Tallahassee,  Florida and WKXT-TV, a VHF,
CBS-affiliated  television  station  in  Knoxville,  Tennessee,  as  well  as  a
communications   and  paging   business   operating  in  certain  parts  of  the
southeastern  United States.  The  transaction is expected to close by September
1996. J. Mack  Robinson,  Chairman of the Board of Bull Run,  Robert S. Prather,
Jr.,  President and a director of Bull Run, and Hilton Howell,  Vice  President,
Secretary and a director of Bull Run, are members of Gray's Board of Directors.

         In March 1995,  Bull Run acquired,  principally  from General  Electric
Capital  Corporation,  50% of the  outstanding  common  stock of Capital  Sports
Properties,  Inc.  ("CSP")  for a total  purchase  price of  approximately  $9.7
million.  CSP's assets consist of 50,000 shares of 8% cumulative preferred stock
(representing  all of the outstanding  preferred stock) and warrants to purchase
447,002  shares  of  common  stock   (representing   approximately  48%  of  the
outstanding

                                                    3

<PAGE>



shares  assuming  conversion  of the  warrants)  of  Host  Communications,  Inc.
("Host").  The warrants have a negligible  exercise price. During 1995, Bull Run
also acquired  approximately  8.7% of Host's currently  outstanding common stock
for approximately  $1,177,000.  Host is a collegiate  sports marketing  company,
producing sports publications,  syndicating radio and television broadcasts, and
producing audio/video marketing presentations.

         In  November  1995,  Bull Run  purchased,  for  $650,000,  65 shares of
convertible   preferred  stock  of  University  Sports  America,  Inc.  ("USA"),
representing  13.3% of USA's outstanding  preferred shares.  The preferred stock
owned  by  Bull  Run  is  convertible  into  65  shares  of  USA  common  stock,
representing  approximately  3% of the  outstanding  common  shares after giving
effect to such  conversion.  USA is a  newly-formed  entity  which  markets  and
operates  participatory  sports events and provides  collegiate sports marketing
services. Host owns approximately 33.8% of USA's outstanding common stock, which
Host  received  in  exchange  for its  contribution  to USA of certain of Host's
collegiate sports marketing business.

         In January 1996,  Bull Run entered into a Note Purchase  Agreement with
Gray pursuant to which Bull Run purchased an 8% Subordinated Note issued by Gray
in the  principal  amount of  $10,000,000  due in January  2005,  with  interest
payable quarterly beginning March 31, 1996. In connection with the Note Purchase
Agreement,  Gray issued to Bull Run warrants to purchase up to 487,500 shares of
Gray common stock at $17.88 per share,  warrants for 300,000 shares of which are
fully vested, with the remaining warrants vesting in five annual installments of
37,500 shares each beginning January 3, 1997,  assuming the 8% Subordinated Note
remains  outstanding.  Vested warrants are exercisable after January 3, 1998 and
expire in January 2006. The note is subordinated to Gray's outstanding debt to a
bank and an institutional  lender  (collectively,  "Senior Debt"),  and any debt
refinancing or modifying  Gray's Senior Debt.  Bull Run financed the loan with a
$10,000,000 increase in its outstanding long-term borrowings from a bank.

Principal Products and Markets

         The market for Datasouth's  products is directly  related to the market
for micro, mini and mainframe  computers,  because most computer systems include
one or more printers. Datasouth's impact printers compete in the medium and high
speed (i.e.,  300 to 600  characters  per second,  or "cps")  serial  impact dot
matrix  printer  markets.  Datasouth  provides  dot matrix  printers  for use in
applications where reliability, high duty cycles and/or thick forms printing are
required, such as in the printing of invoices, packing lists, hospital admission
forms,  airline tickets,  labels and checks, as well as data processing  reports
and spreadsheets.  Datasouth's dot matrix products  distinguish  themselves from
many lower priced  printers in their ability to print forms and reports as thick
as nine parts and to withstand rugged duty cycles.  Datasouth's  business is not
seasonal to any significant degree.

         Datasouth currently manufactures three dot matrix product families: the
Documax(TM), the Performax and the XL line. Documax(TM), a heavy-duty dot matrix
printer  designed to provide  maximum forms printing  capabilities  in a minimum
amount of space,  was introduced in April 1993. Documax(TM) is a narrow carriage
printer  intended for printing on demand  industry  specific  documents  such as
hotel bills, patient  admissions/discharge forms, airline tickets, packing slips
and  invoices.  A multipath  printer for  multipart  forms, Documax(TM) offers a
dual-tractor  feature which allows the operator to switch automatically from one
form to another. The original Documax(TM) versions print at speeds up to 333 cps
and generate bar codes, OCR and industrial graphics as well. In 1995,  Datasouth
introduced a 600 cps version of Documax(TM), with shipments scheduled to begin 
in 1996. The Performax line is a family of high speed serial  impact dot matrix
printers  which  operate  at speeds up to 622 cps. A number of  different  print
styles and sizes may be selected  depending on the  application.  Performax  can
print on  multipart  forms  having  up to six  parts  and has a demand  document
feature to allow immediate  tear-off of each form as it is printed.  The XL line
is a family of medium speed serial impact dot matrix  printers  which operate at
speeds  ranging from 300 to 400 cps. It replaced  Datasouth's  DS line of medium
speed serial impact dot matrix printers, which was discontinued in 1992.

         In 1994,  Datasouth  introduced the "FreeLiner(TM)," its first line of
portable thermal printers.

                                                    4

<PAGE>



The FreeLiner(TM) printer is used primarily for printing one label at a time for
various applications, such as packing and shipping labels. This line of printers
uses a new label stock which has no silicone coated liner. The "linerfree" stock
offers several advantages over conventional  liner-backed labels, including more
printable  labels per roll,  superior print image and durability and elimination
of label liner waste.  The "linerfree"  stock also generally has a lower overall
cost than conventional label stock. Delivery of the FreeLiner(TM) printer began
in October 1994. Datasouth commenced shipments of a desktop version of the 
printer, the "FreeLiner(TM) DT" in 1995.

         In 1995,  Datasouth  announced  the  "WinLiner,"  its first  internally
developed  and  manufactured  thermal  printer,  a portable  2-inch wide printer
targeted at label and receipt applications.  Datasouth expects to begin shipping
WinLiner  units,  which also take  advantage of  Datasouth's  "linerfree"  label
adaptations, in 1996.

Competition

         Competition in the computer printer industry is generally quite intense
and some of Datasouth's  competitors have greater  financial and other resources
than Bull Run. As the printer market continues to segment by speed, applications
and  technology,  Bull Run believes its dot matrix products to be competitive in
the  medium  and high  speed  serial  impact  dot  matrix  printer  markets  for
applications  requiring high performance output of text, graphics and bar codes,
and believes that its thermal printer products to be competitive in the portable
and desktop thermal printer markets. Bull Run believes that Datasouth's products
do not  generally  compete  in "mass  market"  dot matrix  and  thermal  printer
applications,  but are focused in industrial  vertical  markets often avoided by
large Japanese and domestic printer manufacturers due to their size and the size
of the overall market.

Manufacturing and Quality Control

         Datasouth's  manufacturing  operation  assembles products in accordance
with its designs and  specifications.  It utilizes components and sub-assemblies
procured  from  outside  suppliers,  some of which  produce  parts from  tooling
designed  and  owned  by  Datasouth.  Most  of  the  materials,  components  and
subassemblies  are  available  from a variety of sources and are  generally  not
subject to significant price volatility.  Although Datasouth has not experienced
any significant  problems in obtaining  materials,  components or subassemblies,
future shortages could result in production  delays which would adversely affect
its business.

         Datasouth's  approach to product  design  reflects an  awareness of the
practical  aspects  of  manufacturing  high  quality  products.  Commonality  of
components  and  subassemblies  across product lines  provides  efficiencies  in
quality control,  productivity,  material cost and inventory control.  Datasouth
verifies  the quality of its products by thorough  testing at various  stages of
the assembly process.

         Datasouth's production scheduling methodology makes use of Just-In-Time
manufacturing techniques, whereby final unit configuration is scheduled each 
day -- not weeks or months in advance -- to meet changing order requirements. 
All assemblies and raw materials are pulled through to replenish stock consumed,
thereby eliminating unnecessary inventories and scheduling. After configuration,
the units are burned-in and are available for shipment within 24 hours. As a 
result, the product mix can be altered within hours, allowing Datasouth to 
quote delivery in a much shorter period than many of its competitors. In 
addition, Datasouth utilizes automated component insertion, wave soldering and 
automated  test  equipment to reduce labor costs while maintaining high 
quality.

Warranty and Service

         Datasouth   generally   warrants  its  printers   against   defects  in
workmanship  for one year.  In  addition  to  providing  in-house  depot  repair
service,  distributors  and national third party service  organizations  provide
on-site repair under service contracts.  Datasouth has a technical support staff
accessible to all customers through a toll-free hotline.

                                                    5

<PAGE>




         Datasouth's  warranty  experience  over the past three years has ranged
from approximately .3% to .4% of revenue.  Total warranty expense for 1995, 1994
and 1993 was $73,000, $78,000 $66,000, respectively.

Sales and Distribution

         Datasouth  sells its  printers  through  an  international  network  of
approximately  60  independent  distributors  and directly to large volume major
accounts,  which  consist of  end-users  and original  equipment  manufacturers.
During 1995,  finished  product sales to  distributors  represented 35% of total
revenue,  and finished product sales to major accounts represented 44%, compared
to 40% and 38% in 1994, respectively.

         Datasouth's  distributors typically operate in nonexclusive territories
on a local,  regional,  national or international  basis. The distributors carry
complementary  lines of computers and peripheral products and may carry products
competitive with Datasouth's products. They sell principally to large industrial
companies, hospitals, banks, government agencies and educational institutions.

         In 1993,  Datasouth began to supply Documax(TM)  printers to SABRE,  a
division of American  Airlines  under a five year  contract.  The  contract  is,
however,  cancelable  at any  time  by  American  Airlines.  Moreover,  American
Airlines is under no  contractual  obligation to purchase any minimum  number of
printers  from  Datasouth  during the term of the  contract.  Sales to  American
Airlines  aggregated  approximately  $7,800,000 in 1995 and  $4,800,000 in 1994,
representing 30% and 22% of Datasouth's total sales, respectively.  For November
30, 1994 through December 31, 1994 (i.e.,  the 1994 period in which  Datasouth's
results  were  consolidated  with  Bull  Run's),   sales  to  American  Airlines
aggregated approximately $940,000, representing 34% of total operating revenue.

         Datasouth intends to continue  pursuing  aggressively new major account
business in 1996, while  maintaining and  strengthening  relationships  with key
distributors.

Backlog

         Datasouth  sells its products to its  customers  pursuant to cancelable
purchase orders and,  accordingly,  does not require firm quantity  commitments.
Datasouth's  customers  generally  issue  cancelable  purchase orders with short
delivery  lead times.  The time lapse  between  receipt of a purchase  order and
shipment of printers  generally  ranges  from one to 90 days.  For this  reason,
Datasouth's  production schedule is based substantially on anticipated releases,
and management does not regard the backlog of purchase orders at any one time to
be indicative of future trends in its revenue.

         As of December 31, 1995,  Datasouth  had unfilled  cancelable  purchase
orders with an aggregate selling price of approximately $755,000,  compared with
$3,150,000 and $1,688,000 as of December 31, 1994 and 1993, respectively.

Advertising and Promotion

         Datasouth   participates   in   numerous   regional,    national,   and
international  trade shows and actively  promotes its  products  through  direct
mail,  telemarketing  and  co-op  advertising  arrangements  with  distributors.
Datasouth  also  advertises  its  products  in  publications  such as "PC Week",
"Automatic   ID  News"  and   "Network   Computing".   Advertising   costs  were
approximately $198,000 and $244,000 in 1995 and 1994, respectively. For the 1994
period in which  Datasouth's  results  were  consolidated  with Bull Run's (i.e.
November 30, 1994 to December 31, 1994), advertising costs were insignificant.

Research and Development

         Datasouth employs over 20 engineers,  technicians and support personnel
to engage in basic and applied research.  In 1996,  Datasouth released a new 600
cps version of its Documax(TM)

                                                    6

<PAGE>



printer, and plans to release an internally-developed  portable thermal printer,
the  "WinLiner."  Current  engineering  efforts  are focused on  enhancement  of
existing  products  to expand  market  penetration,  customization  of  existing
products to meet special printing  applications for specific customer needs, and
development of new thermal  printers to complement those introduced by Datasouth
in 1995 and  1996.  New  markets  and  technology  are also  being  explored  in
conjunction with strategic business partners where Datasouth can conceivably add
value through design, manufacturing or distribution capabilities.

         Total  research  and  development  expense  incurred by  Datasouth  was
$1,872,000,  $1,515,000 and $1,735,000 in 1995, 1994 and 1993, respectively. For
the 1994 period in which  Datasouth's  results were consolidated with Bull Run's
(i.e. November 30, 1994 to December 31, 1994),  research and development expense
was $140,000.

Patents, Trademarks and Related Contracts

         Datasouth's  business  is  not  dependent  upon  the  existence  of any
patents, trademarks or related contracts.

Employees

         As of December 31, 1995, Bull Run had 130 full-time employees,  most of
whom were located at Datasouth's  administrative  and manufacturing  facility in
Charlotte,  North  Carolina.  No employees are subject to collective  bargaining
agreements,  and there have been no work  stoppages  due to labor  difficulties.
Management believes that its relationship with employees is good.

Export Sales

         Datasouth  sales to  non-domestic  customers,  located  principally  in
Western Europe,  Southeast Asia and Mexico, totaled approximately  $2,361,000 in
1995,  $1,700,000  in 1994 and  $998,000  in 1993.  For the 1994 period in which
Datasouth's  results were consolidated with Bull Run's (i.e.,  November 30, 1994
to December 31, 1994), such sales were $209,000.

Item 2.  Description of Property

         Bull  Run's  executive  offices  are  located  in  Atlanta,  Georgia in
approximately 2,000 square feet of office space leased from Delta Life Insurance
Company,  an affiliate of J. Mack  Robinson,  Chairman of the Board of Bull Run.
The lease expires on December 31, 2002,  subject to several  renewal  options on
the part of Bull Run. Bull Run anticipates that its current office space will be
suitable for its anticipated needs for the foreseeable future.

         Datasouth's  administrative  offices  and  operations  are  located  in
Charlotte,  North Carolina in approximately 60,000 square feet of fully-utilized
leased facilities. Although present facilities are suitable and adequate for its
current needs,  Datasouth owns  approximately  eight acres of land contiguous to
its  main  facility  for  future  expansion,  if  necessary.   Datasouth's  main
administrative and manufacturing  facility is leased through 1998 having a three
year renewal  option,  and  additional  office and  warehousing  space is leased
through 1997.

         Following  the sale of Bull Run's  interest  in the gold  mining  joint
venture,  Bull Run  retained a two and one-half  percent net smelter  royalty on
production  outside of the  recoverable  reserves  previously  identified at the
joint venture's property. Bull Run earned royalty income of approximately $2,000
in 1995 and $223,000 in 1994 relating to gold processed in those years. Bull Run
believes  that  gold  mined  but  not  processed  as of  December  31,  1995  is
insignificant,  therefore Bull Run does not anticipate  that it will receive any
material  amount of royalty  income for the  foreseeable  future.  The amount of
royalty  income,  if any,  to be  received  by Bull  Run in the  future  will be
dependent solely on factors outside the control of Bull Run, including the price
of gold and the costs of mining and processing gold from the property.


                                                    7

<PAGE>



Item 3.  Legal Proceedings

         Bull Run is not currently a party to any legal proceedings.

Item 4.  Submission of Matters to a Vote of Security Holders

         None

                                     PART II

Item 5.  Market for Common Equity and Related Stockholder Matters

Market Information

         The Common Stock is traded in the over-the-counter market on the NASDAQ
National  Market System under the symbol "BULL." The following  table sets forth
for each period  indicated  the high and low closing  sale prices for the Common
Stock as reported on the NASDAQ  National  Market  System.  Such prices  reflect
interdealer  prices  without  adjustments  for  retail  markups,   markdowns  or
commissions.

                   1994                         High             Low
                  First Quarter                 1.91             1.25
                  Second Quarter                1.81             1.19
                  Third Quarter                 1.69             1.28
                  Fourth Quarter                1.88             1.38

                  1995
                  First Quarter                 2.56             1.63
                  Second Quarter                3.19             2.03
                  Third Quarter                 4.25             2.75
                  Fourth Quarter                3.94             2.56
                  

Holders

         As of March 8,  1996,  there  were 3,257 holders  of record of Common
Stock.

Dividends

         It is the present policy of Bull Run's Board of Directors to retain all
earnings to finance the  development and growth of Bull Run's  businesses.  Bull
Run has never  declared or paid a cash dividend on its Common Stock.  Bull Run's
future  dividend  policy will depend upon its  earnings,  capital  requirements,
financial condition and other relevant factors.

Item 6.  Management's Discussion and Analysis or Plan of Operations
         The  information  required by this item is set forth under the captions
"Bull Run  Corporation  Management's  Discussion  and Analysis"  and  "Datasouth
Computer Corporation - Management's Discussion and Analysis" on pages 16, 17 and
29 in the Company's 1995 Annual Report, which
is incorporated herein by reference.

Item 7.  Financial Statements and Supplementary Data

         The financial  statements  required by this item are set forth on pages
18 through 27 and pages 30 through 32 in the Company's 1995 Annual  Report,  and
the  supplementary  data  required by this item is set forth under the  caption
"Selected Quarterly  Financial  Data  (Unaudited)" on pages 9 and 28 in the 
Company's 1995 Annual Report, which is  incorporated herein by reference.



                                                    8

<PAGE>



Item 8.  Changes in and Disagreements with Accountants on Accounting and 
            Financial Disclosure

         Not applicable

                                    PART III

Item 9.  Directors, Executive Officers, Promoters and Control Persons; 
         Compliance With Section 16(a) of the Exchange Act

         Except for the information  stated below,  the information  required by
this item is set forth under the caption  "Election  of  Directors - General" on
page 3, and under the caption  "Compliance  with Section 16(a) of the Securities
Exchange Act of 1934" on page 7 of the Company's Proxy Statement dated March 20,
1996, which is incorporated herein by reference.

         In addition to Messrs.  Prather, Howell and Robinson listed above, Bull
Run has the following executive officer:

FREDERICK J.  ERICKSON,  37, has been Vice  President - Finance,  Treasurer  and
Chief  Financial  Officer of Bull Run since 1994 and has been Vice  President  -
Finance & Administration,  Chief Financial  Officer,  Treasurer and Secretary of
Datasouth  since 1993. He was employed by Coopers & Lybrand from 1981 to 1993 as
a certified public accountant.


Item 10.  Executive Compensation

         The  information  required by this item is set forth under the captions
"Executive  Compensation",  "Long Term  Incentive  Plans",  "Employee  Incentive
Plans" and "Employment Arrangements" on pages 5 through 6 of the Company's Proxy
Statement dated March 20, 1996, which is incorporated herein by reference.


Item 11. Security Ownership of Certain Beneficial Owners and Management

         The  information  required  by this item is set forth under the caption
"Election of Directors" on pages 3 through 4 of the  Company's  Proxy  Statement
dated March 20, 1996, which is incorporated herein by reference.

Item 12. Certain Relationships and Related Transactions

         The  information  required  by this item is set forth under the caption
"Certain  Relationships  and Related  Transactions"  on page 7 of the  Company's
Proxy Statement dated March 20, 1996, which is incorporated herein by reference.

                                                    9

<PAGE>



                                     PART IV

Item 13.  Exhibits and Reports on Form 8-K

(a)      List of Documents filed as part of this Report

         (1)     Financial Statements and Related Independent Auditors' Reports:

                 The following consolidated financial statements of Bull Run 
                 Corporation and Independent Auditors' Report are incorporated 
                 by reference in Item 7 from the Bull Run Corporation 1995 
                 Annual Report:
                           Independent  Auditors'  Report  
                           Consolidated Balance Sheets as of December 31, 1995
                                   and 1994  
                           Consolidated  Statements  of Income for the 
                                   years ended December 31, 1995, 1994 and 1993
                           Consolidated Statements of  Stockholders' 
                                  Equity for the years ended December 31, 1995,
                                  1994 and 1993
                           Consolidated  Statements  of Cash Flows for the years
                                  ended December 31, 1995, 1994 and 1993
                           Notes to Consolidated Financial Statements
                           Supplementary Data, Selected Quarterly Financial Data
                                  (Unaudited)
                 The following consolidated financial statements of Datasouth  
                 Computer Corporation and Independent Auditors' Report are 
                 incorporated by reference in Item 7 from the Bull Run
                 Corporation 1995 Annual Report:
                           Consolidated  Statements  of  Income  for the  period
                                 January 1, 1994  through  November 29, 1994 and
                                 the year ended December 31, 1993
                           Consolidated  Statements of Cash Flows for the period
                                 January 1, 1994  through  November 29, 1994 and
                                 the year ended December 31, 1993
                           Notes to Consolidated Financial Statements
                           Supplementary Data, Selected Quarterly Financial Data
                                 (Unaudited)

                 Independent  Auditors'  Report on the  financial  statements of
                 Capital  Sports  Properties,  Inc. as of December  31, 1995 and
                 1994  and for  each of the  three  years  in the  period  ended
                 December 31, 1995 on page F-1 of this report

                 Independent  Auditors'  Report  on the  consolidated  financial
                 Statements of Host Communications, Inc. as of and for the years
                 ended June 30, 1995 and 1994 on page F-2 of this report

         (2)     List of Executive Compensation Plans and Contracts

                           Employment Agreement - Robert S. Prather, Jr.
                           Employment Agreement - James W. Busby
                           Employment Agreement - K. Nick Waller
                           Employment Agreement - Frederick J. Erickson
                           1994 Long Term Incentive Program
                           Non-Employee Directors' 1994 Stock Option Plan
                           Datasouth Employee Incentive Plan



                                                    10

<PAGE>

<TABLE>
<CAPTION>


         (3)     Exhibits
                                                                                                   Page Number or
                  Exhibit                                                                          Incorporation by
                  Numbers                         Description                                      Reference to
                <S>                  <C>                                                            <C>   
                   (2.1)            Agreement and Plan of Merger dated June 6, 1994                 (b)

                   (2.2)            Certificate of Merger of Datasouth Computer Corporation into
                                    Datasouth Computer Corporation (formerly, BRC Acquisition
                                    Corporation) dated November 29, 1994                            (b)

                   (3.1)            Articles of Incorporation                                       (b)

                   (3.2)            Certificate of Amendment to Articles of Incorporation, filed
                                    November 29, 1994                                               (b)

                   (3.3)            By-laws of the Registrant                                       (b)

                  (10.1)            Employment Agreement - Robert S. Prather, Jr.                   (c)

                  (10.2)            Employee Agreement - James W. Busby                             (e)

                  (10.3)            Employee Agreement - K. Nick Waller                             (e)

                  (10.4)            Employee Agreement - Frederick J. Erickson                      (e)
  
                  (10.5)            1994 Long Term Incentive Plan                                   (b)

                  (10.6)            Non-Employee Directors' 1994 Stock Option Plan                  (b)

                  (10.7)            1987 Non-Qualified Stock Option Plan                            (d)

                  (10.8)            Employee Incentive Plans                                         14

                  (10.9)            Lease Agreement between Delta Life Insurance Company and
                                    Bull Run dated as of January 1, 1993                            (a)

                  (10.10)           Lease Agreements between Hans L. Lengers and Datasouth
                                    Computer Corporation dated November 27, 1981                    (e)

                  (10.11)           Loan Agreement between Bull Run Corporation and Bank
                                    South, N.A., dated March 29, 1995                               (f)

                  (10.12)           Revolving Credit Note dated March 29, 1995                      (f)

                  (10.13)           First Modification of Loan Agreement between Bull Run
                                    Corporation and Bank South, N.A., dated January 3, 1996         (g)

                  (10.14)           First Term Note dated January 3, 1996                           (g)

                  (10.15)           Second Term Note dated January 3, 1996                          (g)

                  (10.16)           Note Purchase Agreement between Bull Run Corporation and
                                    Gray Communications Systems, Inc. dated January 3, 1996         (g)

                  (10.17)           8% Subordinated Note dated January 3, 1996                      (g)

                  (10.18)           Warrant to Purchase Common Stock dated January 3, 1996          (g)

                  (11)              Computation of Earnings per Share                               15

                  (13)              1995 Annual Report to Shareholders                              16

                  (21)              List of Subsidiaries of Registrant                              17

                  (23.1)            Consent of Ernst & Young LLP                                    18

                  (23.2)            Consent of KPMG Peat Marwick LLP                                19


                                                    11

<PAGE>



                  (23.3)            Consent of KPMG Peat Marwick LLP                                20

                  (27)              Financial Data Schedule                                         

                  (99)              Proxy Statement dated March 20, 1996                            21

</TABLE>



(a) Exhibit to Form 10-KSB Annual Report for the year ended  December 31, 1992
    (Commission  file  number  0-9385)  
(b) Exhibit  to  Form  S-4,  Registration Statement, effective November 3, 1994
(c) Exhibit to Form 10-KSB Annual Report for the year ended  December  31, 1993
    (Commission  file  number  0-9385) 
(d) Exhibit to Form 10-K Annual  Report for the year ended  December  31, 1988 
(e) Exhibit to Form  10-KSB  Annual  Report for the year ended  December  31, 
    1994 (Commission  file number  0-9385) 
(f) Exhibit to Form 8-K Current Report dated as of March 29, 1995 (Commission 
    file number 0-9385) 
(g) Exhibit to Form 8-K Current Report dated as of January 3, 1996 (Commission 
    file number 0-9385)


(b)      Reports on Form 8-K

         Bull Run filed a Current Report on Form 8-K dated as of January 3, 1996
in connection with the following:  (i) a modification in its Note Agreement with
a  bank  increasing  the  outstanding  borrowings  under  two  term  notes  from
$13,500,000 to $23,500,000,  and (ii) the execution of a Note Purchase Agreement
with Gray  pursuant to which Bull Run purchased a  $10,000,000  8%  Subordinated
Note due in January  2005,  which  additionally  provided  Bull Run  warrants to
purchase up to 487,500 shares of Gray common stock at  approximately  $17.88 per
share under certain conditions.

                                                    12

<PAGE>




                                   SIGNATURES

         Pursuant to the  requirements  of Section 13 of 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized, on March 25, 1996.


                                       BULL RUN CORPORATION

                                       BY:   /s/ Robert S. Prather, Jr.
                                                        Robert S. Prather, Jr.
                                                        President



         Signature                     Title                         Date


/s/ Robert S. Prather, Jr.        President and Director        MARCH 25, 1996
    Robert S. Prather, Jr.        (Principal Executive
                                  Officer)

/s/ Gerald N. Agranoff            Director                      MARCH 25, 1996
    Gerald N. Agranoff


/s/ James W. Busby                Director                      MARCH 25, 1996
   James W. Busby


/s/ Frederick J. Erickson         Vice President and            MARCH 25, 1996
   Frederick J. Erickson          Treasurer
                                  (Principal Accounting
                                  and Financial Officer)



/s/ Hilton H. Howell, Jr.         Vice President,               MARCH 25, 1996
   Hilton H. Howell, Jr.          Secretary and Director  

 
/s/ Alex C. Ritchie               Director                      MARCH 25, 1996
    Alex C. Ritchie


/s/ J. Mack Robinson              Director                      MARCH 25, 1996
    J. Mack Robinson

                                 



                                                    13


<PAGE>




                          Independent Auditors' Report

The Board of Directors
Capital Sports Properties, Inc:

We have audited the balance sheets of Capital Sports Properties, Inc. as of 
December 31, 1995 and 1994, and the related statements of earnings, changes 
in stockholders' equity and cash flows for each of the years in the three-year
period ended December 31, 1995, not separately presented herein. These 
financial statements are the responsibility of the Company's management. Our 
responsibility is to express an opinion on these financial statements based on 
our audits.

We conducted our audits in accordance with generally accepted auditing 
standards. Those standards require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements are free of 
material misstatement. An audit includes examining, on a test basis, evidence 
supporting the amounts and disclosures in the financial statements. An audit 
also includes assessing the accounting principles used and significant 
estimates made by management, as well as evaluating the overall financial 
statement presentation. We believe that our audits provide a reasonable basis 
for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Capital Sports Properties, Inc.
as of December 31, 1995 and 1994, and the results of its operations and its
cash flows for each of the years in the three-year period ended December 31, 
1995, in conformity with generally accepted accounting principles.

                                                 /s/ KPMG Peat Marwick LLP
Stamford, Connecticut
February 12, 1996

                                   F-1

<PAGE>

KPMG Peat Marwick LLP
1600 PNC Center
201 East Fifth Street
Cincinnati, OH 45202

Dayton, OH
                           Independent Auditors' Report

The Board of Directors
Host Communications, Inc.:

We have audited the consolidated balance sheets of Host Communications, Inc. 
and subsidiaries as of June 30, 1995 and 1994, and the related consolidated
statements of earnings, stockholders' equity, and cash flows for the
years then ended, not separately presented herein. These consolidated 
financial statements are the responsibility of the Company's management. Our 
responsibility is to express an opinion  on these consolidated financial 
statements based on our audits.


We conducted our audits in accordance with generally accepted auditing 
standards. Those standards require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements are free of 
material misstatement. An audit includes examining, on a test basis, evidence 
supporting the amounts and disclosures in the financial statements. An audit 
also includes assessing the accounting principles used and significant 
estimates made by management, as well as evaluating the overall financial 
statement presentation. We believe that our audits provide a reasonable basis 
for our opinion.

In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of Host 
Communications, Inc. and subsidiaries at June 30, 1995 and 1994, and the 
results of their operations and their cash flows for the years then ended 
in conformity with generally accepted accounting principles.



                                                   /s/ KPMG Peat Marwick LLP

September 11, 1995

                                   F-2

<PAGE>