FORM 10-Q
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                   QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934



For Quarter Ended September 30, 1997             Commission File Number  0-13020


                               WESTWOOD ONE, INC.
                               ------------------
             (Exact name of registrant as specified in its charter)



          DELAWARE                                               95-3980449
-------------------------------                              -------------------
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)



              9540 WASHINGTON BLVD., CULVER CITY, CALIFORNIA 90232
              ----------------------------------------------------
              (Address of principal executive offices and zip code)


       Registrant's telephone number, including area code: (310) 204-5000




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
                                ---                  ---



As of November 1, 1997,  31,464,935 shares of Common Stock,  excluding 3,659,795
treasury  shares,  were  outstanding  and  351,733  shares of Class B Stock were
outstanding.








<PAGE>



                               WESTWOOD ONE, INC.
                               ------------------

                                      INDEX
                                      -----




PART I.      FINANCIAL INFORMATION:                                     Page No.
                                                                        --------



                  Consolidated Balance Sheets                               3

                  Consolidated Statements of Operations                     4

                  Consolidated Statements of Cash Flows                     5

                  Notes to Consolidated Financial Statements                6

                  Management's Discussion and Analysis of
                  Financial Condition and Results of
                  Operations                                                7





PART II.     OTHER INFORMATION                                             10

             SIGNATURES                                                    11


















                                        2

<PAGE>

<TABLE>
                               WESTWOOD ONE, INC.
                           CONSOLIDATED BALANCE SHEETS
                      (In thousands, except share amounts)

<CAPTION>
                                                                                 September 30,     December 31,
                                                                                     1997             1996
                                                                                 -------------     ------------
                                    ASSETS
                                    ------
<S>                                                                                <C>              <C>
CURRENT ASSETS:
  Cash and cash equivalents                                                        $  1,909         $  2,655
  Accounts receivable, net of allowance for doubtful accounts                        59,931           41,325
  Other current assets                                                                7,340            4,399
                                                                                   --------         --------
              Total Current Assets                                                   69,180           48,379
PROPERTY AND EQUIPMENT, NET                                                          15,433           16,146
INTANGIBLE ASSETS, NET                                                              205,336          201,730
OTHER ASSETS                                                                          9,051            6,791
                                                                                   --------         --------
                TOTAL ASSETS                                                       $299,000         $273,046
                                                                                   ========         ========

                     LIABILITIES AND SHAREHOLDERS' EQUITY
                     ------------------------------------

CURRENT LIABILITIES:
  Accounts payable                                                                 $ 22,262         $ 20,233
  Accrued expenses and other liabilities                                             38,169           31,793
                                                                                   --------         --------
              Total Current Liabilities                                              60,431           52,026
LONG-TERM DEBT                                                                      100,000          130,443
OTHER LIABILITIES                                                                    13,685            3,729
                                                                                   --------         --------
                TOTAL LIABILITIES                                                   174,116          186,198
                                                                                   --------         --------
COMMITMENTS AND CONTINGENCIES                                                           -                -
SHAREHOLDERS' EQUITY
  Preferred stock: authorized 10,000,000 shares, none outstanding                       -                -
  Common stock, $.01 par value: authorized,  117,000,000 shares;
    issued and outstanding, 34,624,730 (1997) and 31,817,652 (1996)                     346              318
  Class B stock, $.01 par value: authorized,  3,000,000 shares:
    issued and outstanding, 351,733 (1997 and 1996)                                       4                4
  Additional paid-in capital                                                        203,672          152,708
  Accumulated deficit                                                              (20,046)         (37,399)
                                                                                   --------         --------
                                                                                    183,976          115,631
  Less treasury stock, at cost; 3,054,795 (1997) and 1,895,395 shares (1996)       (59,092)         (28,783)
                                                                                   --------         --------
                TOTAL SHAREHOLDERS' EQUITY                                          124,884           86,848
                                                                                   --------         --------
                TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                         $299,000         $273,046
                                                                                   ========         ========


</TABLE>

          See accompanying notes to consolidated financial statements.
                                        3

<PAGE>

<TABLE>
                               WESTWOOD ONE, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                    (In thousands, except per share amounts)



<CAPTION>
                                                                                   Three Months Ended        Nine Months Ended
                                                                                     September 30,              September 30,
                                                                                     -------------              -------------
                                                                                   1997          1996         1997         1996
                                                                                   ----          ----         ----         ----

<S>                                                                               <C>          <C>          <C>          <C>     
   GROSS REVENUES                                                                 $73,467      $55,267      $198,277     $147,085
     Less Agency Commissions                                                       10,094        7,706        27,326       20,284
                                                                                   ------       ------       -------      -------
   NET REVENUES                                                                    63,373       47,561       170,951      126,801
                                                                                   ------       ------       -------      -------
   Operating Costs and Expenses Excluding
     Depreciation and Amortization                                                 48,211       34,138      132,462        93,798
   Depreciation and Amortization                                                    3,363        2,958        9,301         8,896
   Corporate General and Administrative Expenses                                    1,021        1,509        3,692         4,273
                                                                                   ------       ------      -------       -------
                                                                                   52,595       38,605      145,455       106,967
                                                                                   ------       ------      -------       -------
   OPERATING INCOME                                                                10,778        8,956       25,496        19,834
   Interest Expense                                                                 2,114        2,271        6,615         6,494
   Other Income                                                                     (132)         (81)        (252)         (207)
                                                                                   ------       ------      -------       -------
   INCOME BEFORE INCOME TAXES                                                       8,796        6,766       19,133        13,547
   INCOME TAXES                                                                       930          301        1,780           730
                                                                                   ------       ------      -------       -------

   NET INCOME                                                                      $7,866       $6,465      $17,353       $12,817
                                                                                   ======       ======      =======       =======



   NET INCOME PER SHARE                                                             $ .23        $ .19        $ .50        $ .38
                                                                                   ======       ======       ======       ======

   WEIGHTED AVERAGE SHARES OUTSTANDING                                             34,959       34,381       34,468       33,599
                                                                                   ======       ======       ======       ======





</TABLE>



          See accompanying notes to consolidated financial statements.
                                        4

<PAGE>

<TABLE>
                               WESTWOOD ONE, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (In thousands)

<CAPTION>
                                                                                       Nine Months Ended
                                                                                          September 30,
                                                                                       -----------------
                                                                                        1997        1996
                                                                                        ----        ----
CASH FLOW FROM OPERATING ACTIVITIES:
<S>                                                                                   <C>         <C>    
  Net income                                                                          $17,353     $12,817
  Adjustments to reconcile net income to net cash provided by operating
     activities:
        Depreciation and amortization                                                   9,301       8,896
        Other                                                                             242         292
        Changes in assets and liabilities:
           (Increase) Decrease  in accounts receivable                               (18,606)         592
           Decrease (Increase) in prepaid assets                                      (2,941)         436
           Increase (Decrease) in accounts payable and accrued liabilities              4,569       (773)
                                                                                      -------     -------

                Net Cash Provided By Operating Activities                               9,918      22,260
                                                                                      -------     -------
CASH FLOW FROM INVESTING ACTIVITIES:
  Acquisition of companies and other (Shadow Traffic in 1996)                         (9,383)    (25,615)
  Capital expenditures                                                                  (924)       (940)
                                                                                     --------    --------
                Net Cash Used For Investing Activities                               (10,307)    (26,555)
                                                                                     --------    --------
                CASH (USED) BEFORE
                   FINANCING ACTIVITIES                                                 (389)     (4,295)
                                                                                     --------    --------
CASH FLOW FROM FINANCING ACTIVITIES:
  Debt repayments                                                                    (15,150)     (1,250)
  Borrowings under bank and other long-term obligations                                 9,012      23,750
  Issuance of common stock                                                             36,090         914
  Repurchase of common stock                                                         (30,309)    (15,143)
                                                                                     --------    --------
                NET CASH FROM (USED IN) FINANCING ACTIVITIES                            (357)       8,271
                                                                                     --------    --------
NET INCREASE  IN CASH AND CASH EQUIVALENTS                                              (746)       3,976

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                                        2,655         256
                                                                                     --------    --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD                                             $1,909      $4,232
                                                                                       ======      ======
</TABLE>

          See accompanying notes to consolidated financial statements.
                                        5

<PAGE>



                               WESTWOOD ONE, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                   ------------------------------------------
                      (In thousands, except per share data)

NOTE 1 - Basis of Presentation:
-------------------------------
        The  accompanying  consolidated  balance sheet as of September 30, 1997,
the  consolidated  statements of operations for the three and nine month periods
ended September 30, 1997 and 1996 and the consolidated  statements of cash flows
for the nine months ended September 30, 1997 and 1996 are unaudited,  but in the
opinion of management include all adjustments  necessary for a fair presentation
of the  financial  position  and the  results  of  operations  for  the  periods
presented.

        These  financial  statements  should  be read in  conjunction  with  the
Company's  Annual Report on Form 10-K,  filed with the  Securities  and Exchange
Commission.

NOTE 2 - Earnings Per Share:
----------------------------
        Net income per share is computed based upon the weighted  average number
of shares outstanding and Common Stock equivalents in periods where there is net
income.  The number of shares used to compute  earnings per share are 34,959 and
34,381  for  the  three  month  periods  ended  September  30,  1997  and  1996,
respectively  and 34,468 and 33,599 for the nine month periods  ended  September
30, 1997 and 1996, respectively.

NOTE 3 - Debt:
--------------
     At September 30, 1997, the Company had  outstanding  borrowings of $100,000
under its bank revolving credit facility and available borrowings of $50,000.

     On  July  21,  1997,  $15,293  principal  amount  of the  Company's  6 3/4%
Convertible Subordinated Debentures were converted into approximately 622 shares
of the Company's Common Stock and the remaining balance of $150 was redeemed for
cash, thereby resulting in a complete redemption of the securities.

NOTE 4 - Representation of CBS Radio Network:
---------------------------------------------
     On March 31, 1997, the Company entered into a representation and management
agreement (the  "Representation  Agreement") with CBS Inc. ("CBS"),  whereby the
Company will operate the CBS Radio Network for an initial two-year period ending
March 31, 1999. In accordance  with the  Representation  Agreement,  the Company
pays CBS a representation  fee and retains all revenues from sales of commercial
time and is responsible for all expenses of the CBS Radio Network.  Accordingly,
the  operating  results  of CBS Radio  Network  are  included  with those of the
Company from the effective date of the Representation Agreement. Pursuant to the
Representation  Agreement,  CBS  provided  a  working  capital  loan of  $9,012,
repayable on March 31, 1999,  with interest  payable at 50 basis points over the
six-month  LIBOR rate.  The Company is required to pay a  representation  fee of
$10,000  and  $12,000   respectively  in  the  first  and  second  year  of  the
Representation  Agreement  and to reimburse CBS for certain  programming  costs,
including news, that CBS provides to Westwood One.

                                        6

<PAGE>



                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                  ---------------------------------------------
                    (In thousands, except per share amounts)

     On March 31, 1997, the Company entered into a Representation Agreement with
CBS to operate the CBS Radio  Network.  The  Company  retains all revenue and is
responsible for all expenses of the CBS Radio Network from the effective date of
the Represenation Agreement.


RESULTS OF OPERATIONS

THREE MONTHS ENDED SEPTEMBER  30, 1997 COMPARED
  WITH THREE MONTHS ENDED SEPTEMBER  30, 1996
-----------------------------------------------

     Westwood  One derives  substantially  all of its  revenue  from the sale of
advertising  time to  advertisers.  Net  revenue  increased  $15,812,  or 33% to
$63,373 in the third quarter of 1997 from $47,561 in the  comparable  prior year
quarter.  The increase in net revenue was  primarily due to the inclusion of the
results of the CBS Radio Network and higher  advertising rates for the Company's
programs,  partially offset by the non-recurrence of revenue associated with the
1996 Summer Olympics.

     Operating  costs  and  expenses  excluding  depreciation  and  amortization
increased $14,073,  or 41%, to $48,211 in the third quarter of 1997 from $34,138
in the third  quarter of 1996.  The increase was primarily  attributable  to the
inclusion of the CBS Radio Network,  including fees payable to CBS in connection
with  the   Representation   Agreement,   partially   offset  by  lower  station
compensation expenses for the Company's network operation and the non-recurrence
of costs associated with the Company's coverage of the 1996 Summer Olympics.

        Depreciation  and  amortization  increased  14% to  $3,363  in the third
quarter  of 1997 from  $2,958 in the third  quarter  of 1996.  The  increase  is
principally  attributable to  amortization  associated with the inclusion of the
CBS Radio Network and higher amortization from the Shadow Traffic acquisition.

        Corporate general and administrative expenses decreased 32% to $1,021 in
1997 from  $1,509 in 1996.  The  decrease  is  primarily  attributable  to lower
compensation expense.

        Operating  income  increased  $1,822,  or 20%,  to  $10,778 in the third
quarter of 1997 from $8,956 in the third  quarter of 1996.  The  improvement  is
principally  attributable  to higher  revenue and  consolidations  in operations
resulting from the inclusion of the CBS Radio Network,  partially  offset by the
non-recurrence of the 1996 Summer Olympics.

     Interest  expense  decreased 7% to $2,114 in the third quarter of 1997 from
$2,271 in the third quarter of 1996. The decrease was  principally  attributable
to lower  debt  levels as a result of the  conversion  of the  Company's  6 3/4%
Convertible Subordinated Debentures to Common Stock.

        Income  taxes  increased  209% to $930 in 1997  from  $301 in 1996.  The
increase is principally attributable to higher state taxes.


                                        7

<PAGE>



     Net income in the third quarter increased 22% to $7,866, or $.23 per share,
in 1997 from $6,465,  or $.19 per share, in 1996. The weighted average number of
shares outstanding  (including common stock equivalents)  increased 2% to 34,959
in the third quarter of 1997 from 34,381 in the  comparable  1996  quarter,  due
principally to the conversion of the Company's 6 3/4%  Convertible  Subordinated
Debentures into 622 shares of Common Stock and the issuance of 2,036 shares as a
result of warrants  being  exercised,  partially  offset by the Company's  stock
repurchase program.


NINE MONTHS ENDED SEPTEMBER 30, 1997 COMPARED
  WITH NINE MONTHS ENDED SEPTEMBER  30, 1996
---------------------------------------------

     Net revenue for the first nine months of 1997  increased 35% to $170,951 in
1997 from  $126,801 in the first nine months of 1996.  The increase is primarily
attributable  to the  inclusion of the CBS Radio  Network,  the  acquisition  of
Shadow  Traffic,  and  higher  advertising  rates  for the  Company's  programs,
partially offset by the non-recurrence of the 1996 Summer Olympics.

        Operating costs and expenses increased 41% to $132,462 in the first nine
months of 1997 from  $93,798 in the  comparable  1996  period.  The increase was
primarily  attributable  to the  inclusion  of the  CBS  Radio  Network  and the
acquisition of Shadow Traffic,  partially  offset by the  non-recurrence  of the
1996 Summer Olympics and lower station compensation expenses.

        Depreciation and  amortization  increased 5% to $9,301 in the first nine
months of 1997 from  $8,896 in the first nine  months of 1996.  The  increase is
principally  attributable to the purchase of Shadow Traffic and the inclusion of
the CBS Radio Network.

        Corporate general and  administrative  expenses decreased 14%, to $3,692
in the first  nine  months of 1997 from  $4,273  in 1996's  first  nine  months,
principally to lower compensation expense.

        Interest expense increased 2% to $6,615 in the first nine months of 1997
as  compared  to $6,494 in the  first  nine  months  of 1996.  The  increase  is
principally  attributable to higher debt levels for a majority of the nine month
period, partially offset by lower interest rates.

        Income  taxes  increased  144% to $1,780 in 1997 from $730 in 1996.  The
increase is principally  attributable  to the reasons  discussed under the three
month results.

        Net income  increased  35% to $17,353 ($.50 per share) in the first nine
months of 1997 as compared to $12,817  ($.38 per share) in the  comparable  1996
period. The weighted average number of shares outstanding increased 3% to 34,468
in 1997 from 33,599 in 1996, due principally to the reasons  discussed under the
three month results.

LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

        At September 30, 1997,  the  Company's  cash and cash  equivalents  were
$1,909, a decrease of $746 from December 31, 1996.

        For the nine months  ended  September  30, 1997 net cash from  operating
activities was $9,918.  Cash flow from operations was  principally  used to fund
working  capital  requirements  resulting  from the  inclusion  of the CBS Radio
Network.

                                        8

<PAGE>



        At September 30, 1997,  the Company had available  borrowings of $50,000
on its revolving credit  facility.  In addition,  as part of the  Representation
Agreement  with CBS, CBS provided a $9,012  working  capital loan to the Company
which is payable on March 31, 1999.

     On  July  21,  1997,  $15,293  principal  amount  of the  Company's  6 3/4%
Convertible Subordinated Debentures were converted into approximately 622 shares
of the Company's Common Stock. The remaining outstanding balance of the issuance
was redeemed for cash.  In addition,  in the third  quarter,  warrants  covering
approximately 2,036 shares were exercised, resulting in a cash inflow of $35,093
to the Company. These warrants expired on September 4, 1997.

        The Company has used its available  cash to repurchase its Common Stock.
In the first nine months of 1997, the Company repurchased 1,160 shares of Common
Stock at a cost of $30,309. In addition, in October 1997 the Company repurchased
500 warrants and an additional 105 shares of Common Stock at a cost of $15,827.


                                        9

<PAGE>



                            PART II OTHER INFORMATION



Items 1 through 5
-----------------

        These items are not applicable.


Item 6 - Exhibits and Reports on Form 8-K
------   --------------------------------

(a)  Exhibits
     --------

     27.     Financial Data Schedule

(b)  Reports on Form 8-K
     -------------------

     There  were no  reports  on Form  8-K  filed  for the  three  months  ended
September 30, 1997.





                                       10

<PAGE>



                                   SIGNATURES
                                   ----------



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




                                                     WESTWOOD ONE, INC.




                                                     By:    FARID SULEMAN
                                                        ------------------------
                                                            FARID SULEMAN
                                                         Chief Financial Officer






                                                        Dated: November 11, 1997





                                       11