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 June 30, 1998                  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 August 4, 1998,  30,652,435  shares of Common Stock,  excluding  4,219,295
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                                                8





PART II.    OTHER INFORMATION                                             11

            SIGNATURES                                                    12



                                        2

<PAGE>

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

<TABLE>
<CAPTION>
                                                                                June 30, 1998            December 31, 1997
                                                                                -------------            -----------------
                                     ASSETS
                                     ------
<S>                                                                              <C>                        <C>
CURRENT ASSETS:
  Cash and cash equivalents                                                      $  1,785                    $  2,763
  Accounts receivable, net of allowance for doubtful accounts
     of $3,097 (1998) and $2,907 (1997)                                            67,034                      67,765
  Other current assets                                                              8,471                       7,405
                                                                                 --------                    --------
                 Total Current Assets                                              77,290                      77,933
PROPERTY AND EQUIPMENT, NET                                                        18,384                      15,516
INTANGIBLE ASSETS, NET                                                            225,293                     204,339
DEFERRED TAXES                                                                     26,145                      28,722
OTHER ASSETS                                                                        8,913                       9,340
                                                                                 --------                    --------
                   TOTAL ASSETS                                                  $356,025                    $335,850
                                                                                 ========                    ========

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

CURRENT LIABILITIES:
  Accounts payable                                                               $ 28,473                    $ 24,412
  Accrued expenses and other liabilities                                           52,210                      41,341
                                                                                 --------                    --------
                 Total Current Liabilities                                         80,683                      65,753
LONG-TERM DEBT                                                                    139,000                     115,000
DEFERRED TAXES                                                                     18,155                      18,155
OTHER LIABILITIES                                                                   4,806                      12,264
                                                                                 --------                    --------
                   TOTAL LIABILITIES                                              242,644                     211,172
                                                                                 --------                    --------
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, 34,777,730 (1998) and 34,639,730 (1997)                                   348                         347
  Class B stock, $.01 par value: authorized,  3,000,000 shares:
    issued and outstanding, 351,733 (1998 and 1997)                                     4                           4
  Additional paid-in capital                                                      203,135                     201,759
  Accumulated deficit                                                             (7,776)                    (11,903)
                                                                                 --------                    --------
                                                                                  195,711                     190,207
  Less treasury stock, at cost; 3,894,795 (1998) and 3,272,295 (1997) shares     (82,330)                    (65,529)
                                                                                 --------                    --------
                   TOTAL SHAREHOLDERS' EQUITY                                     113,381                     124,678
                                                                                 --------                    --------
                   TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                    $356,025                    $335,850
                                                                                 ========                    ========
</TABLE>




          See accompanying notes to consolidated financial statements.
                                        3




<PAGE>

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


<TABLE>
<CAPTION>
                                                                                 Three Months Ended              Six Months Ended
                                                                                      June 30,                        June 30,
                                                                                  ----------------               -----------------
                                                                                  1998        1997               1998         1997
                                                                                  ----        ----               ----         ----
<S>                                                                             <C>         <C>                <C>          <C>
GROSS REVENUES                                                                  $73,010     $76,804            $134,069     $124,810
  Less Agency Commissions                                                         9,523      10,687              17,242       17,232
                                                                                -------     -------            --------     --------
NET REVENUES                                                                     63,487      66,117             116,827      107,578
                                                                                -------     -------            --------     --------
Operating Costs and Expenses Excluding
  Depreciation and Amortization                                                  47,490      49,731              94,323       84,251
Depreciation and Amortization                                                     5,196       3,090               8,631        5,938
Corporate General and Administrative Expenses                                     1,205       1,336               2,295        2,671
                                                                                -------     -------            --------     --------
                                                                                 53,891      54,157             105,249       92,860
                                                                                -------     -------            --------     --------
OPERATING INCOME                                                                  9,596      11,960              11,578       14,718
Interest Expense                                                                  2,438       2,251               4,517        4,501
Other Income                                                                       (88)        (70)               (266)        (120)
                                                                                -------     -------            --------     --------
INCOME BEFORE INCOME TAXES                                                        7,246       9,779               7,327       10,337
INCOME TAXES                                                                      3,168         796               3,200          850
                                                                                -------     -------            --------     --------

NET INCOME                                                                      $ 4,078     $ 8,983            $  4,127     $  9,487
                                                                                =======     =======            ========     ========


NET INCOME PER SHARE:
    BASIC                                                                         $ .13       $ .30               $ .13        $ .31
                                                                                =======     =======            ========     ========
    DILUTED                                                                       $ .12       $ .26               $ .12        $ .27
                                                                                =======     =======            ========     ========

WEIGHTED AVERAGE SHARES OUTSTANDING:
    BASIC                                                                        31,487      30,103              31,576       30,144
                                                                                =======     =======            ========     ========
    DILUTED                                                                      34,885      34,589              35,046       34,630
                                                                                =======     =======            ========     ========

</TABLE>







          See accompanying notes to consolidated financial statements.
                                        4




<PAGE>

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


                                                                                              Six Months Ended
                                                                                                   June 30, 
                                                                                               --------------
                                                                                            1998           1997
                                                                                            ----           ----
<S>                                                                                       <C>             <C>
CASH FLOW FROM OPERATING ACTIVITIES:
  Net income                                                                              $4,127          $9,487
  Adjustments to reconcile net income to net cash provided by
     operating activities:
        Depreciation and amortization                                                      8,631           6,071
        Other                                                                              2,734             164
                                                                                        --------         -------
                                                                                          15,492          15,722
        Changes in assets and liabilities:
           Decrease in accounts receivable                                                   731        (19,366)
           Increase in prepaid assets                                                    (1,066)           (888)
           Decrease in accounts payable and accrued liabilities                            3,587           4,688
                                                                                        --------        --------
                   Net Cash Provided By Operating Activities                              18,744             156
                                                                                        --------        --------
CASH FLOW FROM INVESTING ACTIVITIES:
  Acquisition of companies and other                                                    (26,447)         (4,182)
  Capital expenditures                                                                   (3,351)           (951)
                                                                                        --------        --------
                   Net Cash Used For Investing Activities                               (29,798)         (5,133)
                                                                                        --------        --------
                   CASH USED BEFORE FINANCING ACTIVITIES                                (11,054)         (4,977)
                                                                                        --------        --------
CASH FLOW FROM FINANCING ACTIVITIES:
  Borrowings (repayments) under debt arrangements and capital leases                      25,500           9,012
  Issuance of common stock                                                                 1,377           1,396
  Repurchase of common stock                                                            (16,801)         (5,992)
                                                                                        --------        --------
                   NET CASH (USED IN) FROM FINANCING ACTIVITIES                           10,076           4,416
                                                                                        --------        --------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                                       (978)           (561)

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                                           2,763           2,655
                                                                                        --------        --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD                                                $1,785          $2,094
                                                                                        ========        ========


</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 June 30, 1998, the
consolidated  statements of operations for the three and six month periods ended
June 30, 1998 and 1997 and the consolidated statements of cash flows for the six
months  ended  June  30,  1998 and 1997 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 in accordance with SFAS No. 128. Basic
earnings per share  excludes all dilution and is  calculated  using the weighted
average number of shares  outstanding in the period.  Diluted earnings per share
reflects the potential  dilution  that would occur if all financial  instruments
which may be  exchanged  for equity  securities  were  exercised or converted to
Common Stock.

         The Company has issued  options and warrants  which may have a dilutive
effect on reported earnings if they were exercised or converted to Common Stock.
The  following  numbers of shares  related to options and warrants were added to
the basic weighted average shares  outstanding to arrive at the diluted weighted
average shares outstanding for each period:

                  THREE MONTHS ENDED            SIX MONTHS ENDED
                       JUNE 30,                     JUNE 30,
                  ------------------            ----------------

                  1998         1997             1998         1997
                  ----         ----             ----         ----
Warrants         2,671        3,735            2,697        3,433
Options            682          746              751          851


NOTE 3 - Debt:
--------------

         At June 30,  1998 the Company had  outstanding  borrowings  of $139,000
under its bank revolving credit facility and available borrowings of $11,000.

NOTE 4 - Acquisition:
---------------------

         In May, 1998, the Company  acquired the operating  assets of the Shadow
Traffic  operations in  Baltimore,  Boston,  Dallas,  Detroit,  Houston,  Miami,
Sacramento,  San Diego,  San Francisco and  Washington,  D.C. for  approximately
$20,000 plus costs and the assumption of certain  obligations.  The  acquisition
was accounted for as a purchase, and accordingly, the operating results are

                                        6


<PAGE>



included with those of the Company from May 1, 1998. The purchase price has been
allocated to the assets and liabilities acquired based on preliminary  estimates
of their respective fair values.  The intangible  assets acquired as part of the
purchase are being amortized over 40 years.

NOTE 5 - Subsequent Event:
--------------------------

     On August 4,  1998,  the  Company  announced  a  consolidation  of its news
operations, resulting in the elimination of certain news operations in Virginia.
Accordingly,  the  Company  will be  recording  a  one-time  expense,  comprised
principally of severance  obligations,  associated  with this  consolidation  of
approximately $1,800 in its third fiscal quarter.

                                        7


<PAGE>



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


         On May 7, 1998,  the  Company  purchased  the  operating  assets of the
Shadow Traffic operations in Baltimore, Boston, Dallas, Detroit, Houston, Miami,
Sacramento,  San Diego,  San  Francisco  and  Washington,  D.C.  The  results of
operations  for  these  additional  cities  are  included  in  the  consolidated
financial  statements  of the Company from May 1, 1998.  On March 31, 1997,  the
Company  entered into a  Representation  Agreement with CBS, Inc. to operate the
CBS Radio  Networks.  The Company retains all revenue and is responsible for all
expenses of the CBS Radio Networks from the effective date of the Representation
Agreement.


RESULTS OF OPERATIONS

THREE MONTHS ENDED JUNE 30, 1998 COMPARED
WITH THREE MONTHS ENDED JUNE 30, 1997
-----------------------------------------

         Westwood One derives  substantially all of its revenue from the sale of
advertising  time to  advertisers.  Net  revenue  decreased  $ 2,630,  or 4%, to
$63,487 in the second quarter of 1998 from $66,117 in the comparable  prior year
quarter. The decrease in net revenue was primarily due to lower network revenues
in part due to the  elimination of revenues  associated  with the termination of
certain programming, including Major League Baseball. The decrease was partially
offset by revenues  from the  Company's  May 1998  acquisition  of the remaining
Shadow Traffic operations.

         Operating costs and expenses  excluding  depreciation  and amortization
decreased  $2,241,  or 5%, to $47,490 in the second quarter of 1998 from $49,731
in the second  quarter of 1997. The decrease was primarily  attributable  to the
elimination of costs related to certain unprofitable  programs and lower network
expenses  partially offset by expenses  related to the recently  acquired Shadow
Traffic operations.

     Depreciation and amortization  increased  $2,106,  or 68%, to $5,196 in the
second  quarter of 1998 as compared to $3,090 in the second quarter of 1997. The
change is principally  attributable to depreciation and amortization  related to
fixed assets from  capitalized  leases and the recently  acquired Shadow Traffic
operations.

     Operating income decreased  $2,364, or 20%, to $9,596 in the second quarter
of 1998 from $11,960 in the second  quarter of 1997. The decrease is in part due
to higher depreciation and amortization expense.

         Interest  expense  increased 8% to $2,438 in the second quarter of 1998
from $2,251 in 1997.  The increase is  principally  attributable  to higher debt
levels as a result of the newly acquired Shadow Traffic operations.

         Income taxes increased $2,372, or 298%, to $3,168 in the second quarter
of 1998 from $796 in the second quarter of 1997.  The effective  income tax rate
in the first half of 1998 was 44% as  compared  to 8% in the first half of 1997.


                                        8


<PAGE>



The 1998 provision is substantially all deferred taxes as the Company has 
significant tax net operating loss deductions to reduce cash taxes payable.

         Net income  decreased  $4,905,  or 55%, to $4,078 ($.13 per basic share
and $.12 per diluted  share) in the second quarter of 1998 from $8,983 ($.30 per
basic share and $.26 per diluted share) in the second quarter of 1997.


SIX MONTHS ENDED JUNE 30, 1998 COMPARED
WITH SIX MONTHS ENDED JUNE 30, 1997
---------------------------------------

         Net revenue for the first half of 1998  increased  9% to $116,827  from
$107,578 in the first half of 1997. The increase is principally  attributable to
the inclusion of the CBS Radio Networks and the recently acquired Shadow Traffic
operations  partially offset by the elimination of revenues  associated with the
termination of certain programming, including Major League Baseball.

         Operating costs and expenses increased 12% to $94,323 in the first half
of 1998 from $84,251 in the comparable  1997 period.  The increase was primarily
attributable  to the inclusion of the CBS Radio Networks and the purchase of the
remaining Shadow Traffic operations partially offset by the elimination of costs
related to certain unprofitable programs and lower network expenses.

     Depreciation and amortization  increased 45% to $8,631 in the first half of
1998  as  compared  to  $5,938  in the  first  half of  1997.  The  increase  is
principally  attributable  to  depreciation  and  amortization  related to fixed
assets from capitalized  leases, the recently acquired Shadow Traffic operations
and the Representation Agreement with CBS.


     Income taxes increased $2,350, or 277%, to $3,200 in the first half of 1998
from $850 in the second  quarter of 1997.  The effective  income tax rate in the
first half of 1996 was 44% as compared to 8% in the first half of 1997. The 1998
provision is substantially all deferred taxes as the Company has significant tax
net operating loss deductions to reduce cash taxes payable.

         Net income decreased $5,360, or 57% to $4,127 ($.13 per basic share and
$.12 per diluted  share) in the first half of 1998 from  $9,487  ($.31 per basic
share and $.27 per diluted share) in the comparable 1997 period.

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

         At June 30, 1998, the Company's cash and cash  equivalents were $1,785,
a decrease of $978 from December 31, 1997.

     For the six months ended June 30, 1998, net cash from operating  activities
was  $18,744 as  compared  to $156 for the six months  ended June 30,  1997,  an
increase of $18,588.  The cash flow from operations was principally used to fund
the Company's stock buy-back program.

         At June 30, 1998,  the Company had  available  borrowings of $11,000 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. The Company is currently in discussions with
its lenders to increase the Company's borrowing facilities.



                                                         9


<PAGE>


     The Company has used its available cash to repurchase its Common Stock.  In
the first six months of 1998, the Company  repurchased  approximately 623 shares
of Common  Stock at a cost of $16,801.  In  addition,  from July 1, 1998 through
August 4, 1998 the Company  repurchased an additional 325 shares of Common Stock
at a cost of $8,224.

                                       10


<PAGE>



                            PART II OTHER INFORMATION

Items 1 through 3
-----------------

         These items are not applicable.

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

         (a)      The Annual Meeting of  Shareholders of the Company was held on
                  June 16, 1998.

         (b)      The Matters voted upon and the related  voting results were as
                  follows  (holders  of Common  Stock  and  Class B stock  voted
                  together on all matters  except for the  election of Joseph B.
                  Smith as a Class I director, for which holders of Common Stock
                  voted alone):

                  1)  Election of Class II Directors:

                              Norman J. Pattiz    Mel Karmazin  Joseph B. Smith
                              ----------------    ------------  ---------------

                    FOR         27,781,542        27,797,347       27,929,042
                    WITHHELD       753,998           738,193          606,498

                  2)   Ratification of the selection of Price  Waterhouse as the
                       independent accountants of the Company for fiscal 1998.

                           FOR              28,525,026
                           AGAINST               5,976
                           ABSTAIN               4,538

Item 5
------

         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 June 30, 1998.

                                       11


<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: August 14, 1998








                                       11